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Vindhya Telelinks Ltd. Earnings Release 2026

May 23, 2026

62037_rns_2026-05-23_436af61a-6c5e-403c-96bf-0d35c044e4f6.pdf

Earnings Release

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Vindhya Telelinks Limited
Regd. Office: Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.) India.
Tel.: (07662) 400400 - Fax: (07662) 400591
E-Mail: [email protected] - Website: www.vtlrewa.com
PAN No. AAACV7757J - CIN No. L31300MP1983PLC002134
GSTIN: 23AAACV7757J1Z0

VTL/CS/26-27/Reg-30/33

23 MAY 2026

BSE Ltd.
Corporate Relationship Department
1st Floor, New Trading Ring,
Rotunda Building
P.J. Towers, Dalal Street,
Fort,
MUMBAI-400 001

Company’s Scrip Code: 517015

The Manager,
Listing Department,
The National Stock Exchange of India Ltd,
Exchange Plaza, C-1, Block G,
Bandra Kurla Complex,
Bandra (E),
MUMBAI-400 051

Company’s Scrip Code: VINDHYATEL

Dear Sir/Madam,

Sub: Outcome of Board Meeting held on 23rd May, 2026 and Submission of Audited Standalone and Consolidated Financial Results of the Company for the quarter and financial year ended 31st March, 2026

This is to inform that the Board of Directors of the Company at its Meeting held today i.e. 23rd May, 2026 has inter alia, considered and:

(1) Approved the Audited Standalone and Consolidated Financial Results of the Company for the quarter and financial year ended 31st March, 2026. The Standalone and Consolidated Audited Financial Results of the Company for the quarter and financial year ended 31st March, 2026 alongwith the Auditor’s Report on Audited Standalone and Consolidated Financial Results issued by the Statutory Auditors, Messrs V. Sankar Aiyar & Co., Chartered Accountants and Declaration on Audited Standalone and Consolidated Financial Results duly signed by the Chief Financial Officer (CFO) of the Company are enclosed herewith.

We are also enclosing herewith a clarification letter concerning Audited Consolidated Financial Results for the quarter and financial year ended 31st March, 2026 under Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

A copy of press release issued by the Company after the conclusion of the Board Meeting is also enclosed alongwith the financial results.

(2) Recommended Dividend of Rs. 6.00/- per share (i.e. 60%) on 1,18,50,863 Equity Shares of face value of Rs. 10/- each of the Company for the financial year 2025-26, subject to approval of members at the ensuing Forty Third (43rd) Annual General Meeting of the Company. Upon approval of members, the dividend declared will be paid within thirty (30) days of declaration, subject to deduction of applicable Tax at Source as per the provisions of Income Tax Act, 2025 and rules framed thereunder.

(3) Recommended for re-appointment of Shri Priya Shankar Dasgupta (DIN: 00012552) as a Non-Executive Independent Director of the Company, not liable to retire by rotation, for a second term of five (5) consecutive years with effect from 21st November, 2026 to 20th November, 2031, in consonance with the recommendations of the Nomination and Remuneration Committee and subject to the approval of members of the Company.

DÜSSENBÜCHT SISTEMA DÜSSENDT
CERTIFIED IRIS
ISO 9001 • ISO 14001 ISO 45001
15-1000
BONN & VERITAS
CERTIFIED ISO 27001
CERTIFIED OHSAS 18001
QUALITY MANAGEMENT DNV ISO 20001
800 22381

Works: i) Plot No. 1, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)
ii) Plot No. 1-C & 1-D, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)


(4) Approved the appointment of Shri Pandanda Kariappa Madappa (DIN: 00058822) as an Additional Director designated as a Non-Executive Independent Director of the Company, not liable to retire by rotation, for a first term of Five (5) consecutive years with effect from 23rd May, 2026 to 22nd May, 2031, in consonance with the recommendations of the Nomination and Remuneration Committee and subject to the approval of members of the Company.

(5) Taken note that Shri Bachh Raj Nahar (DIN: 00049895) Non-Executive Independent Director of the Company shall attain the age of seventy-five (75) years on 14th June, 2026. The Special Resolution for continuation of his appointment from the day he attains the age of seventy-five (75) years till the completion of his first term of consecutive five (5) years was not passed with requisite majority of the members at the time of his appointment. Accordingly, his present term shall stand curtailed and he shall cease to be a Director of the Company at the close of business hours on 13th June, 2026 in compliance with Regulation 17(1A) of the Listing Regulations.

Details as required under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015 and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 with respect to Item Nos. 3, 4 & 5 are enclosed herewith as Annexure ‘A’.

(6) Approved raising of funds by way of issuance of Non-Convertible Debentures (NCDs) or such other debt securities on a private placement basis aggregating upto Rs. 200 Crores, subject to such regulatory or statutory approvals as may be required. The Board has also constituted “Debenture Issue & Allotment Committee” to facilitate the process of issue and allotment of Redeemable Non-Convertible Debentures/other debt securities, and to exercise such powers as may be delegated to it by the Board of Directors.

(7) Approved the plan of further augmenting the production capacity of Speciality Optical Fibre Cables at the Company’s manufacturing facility in Rewa, Madhya Pradesh. This expansion involves an additional capital investment of Rs. 65.00 Crores, raising the total outlay from Rs. 36.70 Crores to Rs. 101.70 Crores. The augmentation is aimed at meeting the rising demand for advanced and reliable connectivity solutions across diverse and fast-growing sectors, including Hyperscale and Cloud Data Centres and other advanced optical fibre cable products.

Details as required under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015 and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 with respect to Item No. 7 is enclosed herewith as Annexure ‘B’.

The aforesaid meeting of the Board of Directors of the Company commenced at 4.30 P.M. and concluded at 7.00 P.M.

The aforesaid information will also be uploaded on the Company’s website at https://www.vtlrewa.com.

Thanking you,

Yours faithfully,

For Vindhya Telelinks Limited

img-0.jpeg

(DHiesh Kapoor)

Company Secretary & Compliance Officer

Encl: As above


VINDHYA TELELINKS LIMITED
Regd. Office: Udyog Vihar, P.O.Chorhata, Rewa - 486 006 (M.P.)
CIN: L31300MP1983PLC002134
Telephone No: 07662-400400, Fax No: 07662-400591
Email: [email protected]; Website: www.vttrewa.com

STATEMENT OF AUDITED STANDALONE FINANCIAL RESULTS

FOR THE QUARTER AND YEAR ENDED 31ST MARCH, 2026

(₹ in lakhs)

Sl. No. Particulars Quarter Ended Year Ended
31.03.2026 (Audited) 31.12.2025 (Unaudited) 31.03.2025 (Audited) 31.03.2026 (Audited) 31.03.2025 (Audited)
1 Income
(a) Revenue from Operations 100502.02 71055.21 123064.85 356628.58 405383.41
(b) Other Income 228.37 81.60 159.59 1904.42 1820.95
Total Income 100730.39 71136.81 123224.44 358533.00 407204.36
2 Expenses
(a) (i) Cost of Raw Materials Consumed 23356.17 16916.64 17540.14 72407.25 67375.26
(ii) Cost of Materials and Other Contract Expenses 52538.92 56492.31 82230.73 225385.15 278560.03
(b) Changes in Inventories of Finished Goods and Work-in-Progress, etc. 8554.73 (13082.83) 4649.29 755.78 (2293.22)
(c) Employee Benefits Expense (Refer Note 3 below) 4725.27 5764.01 4899.04 20577.53 18197.75
(d) Finance Costs 4096.34 3896.89 3262.60 14819.15 10178.08
(e) Depreciation and Amortisation Expense 600.62 499.77 566.78 2099.00 2342.74
(f) Impairment Loss on Financial Assets (Net) 174.71 23.55 94.23 256.43 1069.55
(g) Other Expenses 4091.03 3221.80 4852.54 15410.36 16578.29
Total Expenses 98137.79 73732.14 118095.35 351710.65 392008.48
3 Profit/(Loss) before Tax (1-2) 2592.60 (2595.33) 5129.09 6822.35 15195.88
Tax Expense
(a) Current Tax 658.92 (637.29) 1389.37 1477.14 3881.00
(b) Earlier year Tax expense/(written back) (67.59) - - (67.59) (47.24)
(c) Deferred Tax charge/(credit) 16.68 8.45 (75.25) 134.09 (185.48)
5 Profit/(Loss) for the year (3-4) 1984.59 (1966.49) 3814.97 5278.71 11547.60
Other Comprehensive Income (OCI)
(a) Items that will not be re-classified to Profit or Loss (1772.52) (1054.79) (4285.10) (1295.69) (5005.86)
(b) Taxes relating to the above items 247.38 126.10 585.57 146.48 460.51
Total Other Comprehensive Income for the year comprising Profit/(Loss) (1525.14) (928.69) (3699.53) (1149.21) (4545.35)
7 Total Comprehensive Income for the Period (Comprising Profit/(Loss) and Other Comprehensive Income) (5+6) 459.45 (2895.18) 115.44 4129.50 7002.25
Paid-up Equity Share Capital (Face value of ₹10/- per Share) 1185.09 1185.09 1185.09 1185.09 1185.09
9 Other Equity 138912.41 136679.04
Basic & Diluted Earning Per Share (₹) for the period 16.75 (16.59) 32.19 44.54 97.44

Contd. ..2


[2]

AUDITED STANDALONE SEGMENT-WISE REVENUE, RESULTS, ASSETS AND LIABILITIES

(₹ in lakhs)

Sl. No. Particulars Quarter Ended Year Ended
31.03.2026
(Audited) 31.12.2025
(Unaudited) 31.03.2025
(Audited) 31.03.2026
(Audited) 31.03.2025
(Audited)
1 Segment Revenue
(a) Cables 27955.91 19845.32 20714.31 88410.05 79221.67
(b) Engineering, Procurement & Construction (EPC) 73528.01 51547.97 103304.58 270851.23 330486.50
Total 101483.92 71393.29 124018.89 359261.28 409708.17
Less: Inter-Segment Revenue 981.90 338.08 954.04 2632.70 4324.76
Total Revenue from Operations 100502.02 71055.21 123064.85 356628.58 405383.41
2 Segment Results
(a) Cables 2019.53 1152.94 1214.45 5561.89 3253.54
(b) Engineering, Procurement & Construction (EPC) 4508.67 (67.46) 7018.62 14503.32 20565.35
Total 6528.20 1085.48 8233.07 20065.21 23818.89
Interest (Net) (3628.65) (3436.85) (2876.84) (13060.72) (8660.06)
Other Unallocable Income/(Net of Unallocable Expenditure) (306.95) (243.96) (227.14) (182.14) 37.05
Total Profit/(Loss) before Tax 2592.60 (2595.33) 5129.09 6822.35 15195.88
3 Segment Assets
(a) Cables 45602.85 62243.60 42859.83
(b) Engineering, Procurement & Construction (EPC) 396908.56 373258.96 342083.23
(c) Unallocated Corporate Assets 26044.86 23697.07 22956.98
Total Assets 468556.27 459199.63 407900.04
4 Segment Liabilities
(a) Cables 4356.09 9795.22 4754.34
(b) Engineering, Procurement & Construction (EPC) 182904.68 169713.54 152578.69
(c) Unallocated Corporate Liabilities 141657.45 139593.37 112702.88
Total Liabilities 328918.22 319102.13 270035.91

A

Contd. .3


[3]

AUDITED STANDALONE BALANCE SHEET

(₹ in lakhs)

Sl. No. Particulars As at 31.03.2026 As at 31.03.2025
A ASSETS
(1) NON-CURRENT ASSETS
(a) Property, Plant and Equipment 15316.70 13183.42
(b) Capital Work-in-Progress 511.83 147.48
(c) Investment Property 80.24 82.56
(d) Intangible Assets 7.20 9.67
(e) Financial Assets
(i) Investments 19717.69 21370.42
(ii) Trade Receivables 8457.68 1756.11
(iii) Other Financial Assets 1735.68 1064.52
(f) Non-Current Tax Assets 3655.09 1203.88
(g) Other Non-Current Assets 410.03 146.89
Total Non-Current Assets 49892.14 38964.95
(2) CURRENT ASSETS
(a) Inventories 124832.32 122072.80
(b) Financial Assets
(i) Trade Receivables 207932.23 168835.39
(ii) Cash and Cash Equivalents 703.73 8501.00
(iii) Bank Balances Other than (ii) above 2591.76 4045.74
(iv) Others Financial Assets 6462.50 5455.70
(c) Current Tax Assets 688.66 -
(d) Other Current Assets 66087.31 60024.46
Total Current Assets 409298.51 368935.09
Assets Classified as held for Sale/Disposal 8.98 -
Total Assets 459199.63 407900.04
B EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital 1185.09 1185.09
(b) Other Equity 138912.41 136679.04
Total Equity 140097.50 137864.13
LIABILITIES
(1) NON-CURRENT LIABILITIES
(a) Financial Liabilities
(i) Borrowings 33264.07 20807.16
(ii) Lease Liabilities 557.24 968.73
(iii) Other Financial Liabilities 27.36 195.36
(b) Provisions 694.03 299.79
(c) Deferred Tax Liabilities (Net) 386.67 488.92
Total Non-Current Liabilities 34929.37 22759.96
(2) CURRENT LIABILITIES
(a) Final Financial Liabilities
(i) Borrowings 105656.43 91085.91
(ii) Lease Liabilities 399.09 358.32
(iii) Trade Payables
(A) Total Outstanding Dues of Micro Enterprises and Small Enterprises; and 7148.53 21857.48
(B) Total Outstanding Dues of Creditors Other than Micro Enterprises and Small Enterprises 106374.94 94924.12
(iv) Other Financial Liabilities 2874.09 1761.00
(b) Other Current Liabilities 60965.75 36769.77
(c) Provisions 753.93 519.35
Total Current Liabilities 284172.76 247275.95
Total Equity and Liabilities 459199.63 407900.04

E

Contd. .4


[4]
AUDITED STATEMENT OF STANDALONE CASH FLOW

| Description | | For the year ended
31^{st} March, 2026
(₹ in lakhs) | | For the year ended
31^{st} March, 2025
(₹ in lakhs) | |
| --- | --- | --- | --- | --- | --- |
| A. | CASH FLOW FROM OPERATING ACTIVITIES | | | | |
| | Profit Before Tax | | 6822.35 | | 15195.88 |
| | Adjustments for : | | | | |
| | Depreciation and Amortisation Expenses | 2099.00 | | 2342.74 | |
| | (Profit)/Loss on Disposal of Property, Plant and Equipment and Investment Property (Net) | 10.23 | | (16.96) | |
| | Provision for Warranty Expenses (Net) | 311.13 | | 496.17 | |
| | Provision for MTM of Derivative Instruments | 3.78 | | (23.13) | |
| | (Gain)/Loss on Unrealised Foreign Exchange Rate Fluctuations | | | | |
| | On Borrowings | 49.72 | | 57.76 | |
| | On Others | 30.20 | | 4.56 | |
| | Impairment Loss on Financial Assets (Net) | 256.43 | | 1069.55 | |
| | Interest Income | (429.82) | | (576.44) | |
| | Dividend Income on Non-current Investment | (969.02) | | (987.77) | |
| | Subsidy Income | (297.83) | | (269.22) | |
| | Rent from Investment Property | (41.04) | | (70.32) | |
| | Interest Expense | 13490.54 | | 9236.50 | |
| | Operating Profit before Change in Assets and Liabilities | | 14513.32 | | 11263.44 |
| | Change in Assets and Liabilities : | | 21335.67 | | 26459.32 |
| | Increase/(Decrease) in Trade Payables and Provisions | 6410.10 | | 14926.71 | |
| | Decrease/(Increase) in Trade Receivables/Contract Assets/Contract Liabilities | (33269.66) | | (91790.36) | |
| | Decrease/(Increase) in Inventories | (2759.52) | | (3075.43) | |
| | Decrease/(Increase) in Loans and Advances | (3919.73) | | (2832.51) | |
| | Cash Flow generated from/(used in) Operations | | (33538.81) | | (82771.59) |
| | Direct Taxes Paid (Net of Refunds) | | (12203.14) | | (56312.27) |
| | Net Cash Flow from/(used in) Operating Activities (A) | | (4639.28) | | (2713.03) |
| | | | (16842.42) | | (59025.30) |
| B. | CASH FLOWS FROM INVESTING ACTIVITIES | | | | |
| | Purchase of Property, Plant and Equipment ( Including Capital Advances, Capital Work in Progress and Payables against Capital Expenditure) | (4765.27) | | (1718.49) | |
| | Proceeds from sale of Property, Plant and Equipment | 12.93 | | 39.21 | |
| | Investment in Equity Shares | - | | (168.84) | |
| | (Investment)/Maturity of Bank Deposits | 743.83 | | (1298.79) | |
| | Proceeds from Government Grants | 364.00 | | 1075.99 | |
| | Rent from Investment Property | 41.04 | | 70.32 | |
| | Interest Received | 479.23 | | 465.88 | |
| | Dividend Received | 969.02 | | 987.77 | |
| | Net Cash Flow from/(used in) Investing Activities (B) | | (2155.22) | | (546.95) |
| C. | CASH FLOWS FROM FINANCING ACTIVITIES | | | | |
| | Proceeds from Long Term Borrowings | 21206.69 | | - | |
| | Repayment of Long Term Borrowings | (7904.33) | | (9748.31) | |
| | Proceeds/(Repayment) from Short Term Borrowings | 13788.64 | | 73884.39 | |
| | Repayment of Lease Liability - Principal | (370.72) | | (322.54) | |
| | Repayment of Lease Liability - Interest | (108.30) | | (140.39) | |
| | Interest Paid | (13515.48) | | (9082.94) | |
| | Dividend Paid | (1896.13) | | (1777.63) | |
| | Net Cash Flow from/(used in) Financing Activities (C) | | 11200.37 | | 52812.58 |
| | Net Increase/(Decrease) in Cash and Cash Equivalents (A+B+C) | | (7797.27) | | (6759.67) |
| | Cash and Cash Equivalents at the beginning of the period | | 8501.00 | | 15260.67 |
| | Cash and Cash Equivalents at the end of the year | | 703.73 | | 8501.00 |
| | Components of Cash and Cash Equivalents | | | | |
| | Cash on Hand | | 4.18 | | 2.80 |
| | Cash Credit Account | | 56.70 | | 3304.77 |
| | Balance in Current Accounts | | 554.83 | | 4581.61 |
| | Cheques on Hand | | 88.02 | | 611.82 |
| | | | 703.73 | | 8501.00 |

Contd. ..5


[5]

Notes:

  1. The Board of Directors has recommended a dividend at the rate of ₹ 6.00 (60 %) per fully paid up equity share of face value of ₹10/- each for the year ended 31st March, 2026. The payment of dividend is subject to the approval of the shareholders in the ensuing Annual General Meeting of the Company.

  2. The above Audited Financial Results have been reviewed and recommended by the Audit Committee and approved by the Board of Directors at their respective meetings held on 23rd May, 2026.

  3. The Employee Benefits Expense for the financial year ended 31st March, 2026 includes the incremental impact of Gratuity liability amounting to ₹ 823.53 lakhs based on actuarial valuation and management estimates, in pursuance to the four new Labour Codes which have been made effective from 21st November, 2025, in accordance with the guidance provided by the Institute of Chartered Accountants of India and other relevant clarifications by the Ministry of Labour & Employment, Government of India. The Company will continue to monitor the developments and may update the estimates as required in the period in which State(s) rules are notified and further clarifications/update on the governing provisions of the new Labour Codes are available.

  4. During the quarter ended 31st March, 2026, the Board of Directors of the Company ("Transferee Company" or "Company") vide its resolutions dated 21st March, 2026, approved the Scheme of Amalgamation between Birla Cable Limited (“Transferor Company”) and the Company and their respective shareholders and creditors (Scheme) pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the rules framed thereunder for the amalgamation of the Transferor Company into the Company w.e.f. the appointed date of 1st April, 2026.

Upon the Scheme becoming effective, the Transferor Company shall stand dissolved and the Transferee Company will issue and allot to the equity shareholders of the Transferor Company (other than Transferee Company), 10 equity shares of the face value of ₹ 10.00 each fully paid of the Transferee Company for every 115 equity shares of the face value of ₹ 10.00 each fully paid held by them in the Transferor Company. Equity Shares held by the Transferee Company in the Transferor Company and vice - versa shall stand cancelled and extinguished.

The Company has filed necessary applications for seeking no-objection/observation letters from BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) for the Scheme. The proposed Scheme is also subject to necessary statutory and regulatory approvals under applicable laws, including the approval of the jurisdictional Hon'ble National Company Law Tribunal ("NCLT").

  1. The figures of the quarter ended 31st March, 2026 and 31st March, 2025 are the balancing figures between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of respective financial years which were subject to limited review.

  2. Figures for the previous period/year are re-classified/re-grouped, wherever necessary, to correspond with the current period's/year's classification.

ANNEXURE TO OUR REPORT
OF EVEN DATE
Kun Huk Srinivasan
M. No. 514998

For VINDHYA TELELINKS LIMITED

(HARSH V. LODHA)
CHAIRMAN
DIN: 00394094

Date : 23rd May, 2026
Place : New Delhi

img-1.jpeg


CA
INDIA
V. SANKAR AIYAR & CO.
CHARTERED ACCOUNTANTS
Sarojini House, 6 Bhagwan Das Road, New Delhi – 110001
Tel. (011) 4474 4643 / 4515 0845; e-mail: [email protected]

Independent Auditor's Report on Audited Standalone Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended

To the Board of Directors of Vindhya Telelinks Limited

Opinion

  1. We have audited the accompanying standalone annual financial results of Vindhya Telelinks Limited (“the Company”) which includes its 2 joint operations for the year ended 31 March 2026, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) (“Listing Regulations”).

  2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone annual financial results:

i) presents standalone annual financial results in accordance with the requirements of Regulation 33 of the Listing Regulations; and

ii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards (“Ind AS”) specified under Section 133 of the Companies Act, 2013 (“the Act”), read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company and its 2 joint operations for the year ended 31 March 2026.

Basis for Opinion

  1. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“the ICAI”) together with the ethical requirements that are relevant to our audit of the standalone annual financial results under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our opinion.

Management’s Responsibility for the Standalone Annual Financial Results

  1. These standalone annual financial results have been prepared on the basis of the standalone annual financial statements and has been approved by the Company’s Board of Directors. The Company’s Board of Directors is responsible for the preparation and presentation of the standalone annual financial results that gives a true and fair view of the net profit and other comprehensive income and other financial information of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting

BHANAR AIYAR & CO.
NEW DELHI
FRN 109205W
CERTIFIED ACCOUNTANTS
Other offices: | Mumbai | Chennai | Noida | Hyderabad |


V. Sankar Aiyar & Co., Chartered Accountants
Continuation Sheet

records, relevant to the preparation and presentation of the standalone annual financial results that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

  1. In preparing the standalone annual financial results, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

  2. The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results

  1. Our objectives are to obtain reasonable assurance about whether the standalone annual financial results as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing, specified under Section 143(10) of the Act, will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone annual financial results.

  2. As part of an audit in accordance with the Standards on Auditing, specified under Section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  3. Identify and assess the risks of material misstatement of the Standalone annual financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  4. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion through a separate report on the complete set of standalone financial statements on whether the company has adequate internal financial controls with reference to standalone financial statements in place and the operating effectiveness of such controls.

  5. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Company’s Board of Directors.

  6. Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone annual financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

SANKAR AIYAR & CO. NEW DELHI FRN 106206W Chartered Accountants


V. Sankar Aiyar & Co.,
Chartered Accountants

Continuation Sheet

  • Evaluate the overall presentation, structure and content of the standalone annual financial results, including the disclosures, and whether the standalone annual financial results represent the underlying transactions and events in a manner that achieves fair presentation.

  • We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

  • We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Matters

  1. The Standalone annual financial results of the Company for the quarter and year ended 31 March 2025, were audited by another auditor whose report dated 22 May 2025 expressed an unmodified opinion on those Standalone annual financial results.

Our opinion is not modified in respect of the above matter.

  1. The standalone annual financial results include the financial results for the quarter ended 31 March 2026, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subject to limited review by us.

Our opinion is not modified in respect of the above matter.

For V. Sankar Aiyar & Co.
Chartered Accountants
ICAI Firm Regn. No. 109208W

Karthik Srinivasan
Partner
Membership. No. 514998

Place: New Delhi
Date: 23 May 2026
UDIN: 26514998FRZQDL9934

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VINDHYA TELELINKS LIMITED
Regd. Office: Udyog Vihar, P.O.Chortela, Rowa - 486 006 (M.P.)
CIN: L31300MP1983PLC002134
Telephone No: 07662-400400, Fax No: 07662-400691
Email: [email protected]; Website: www.vthrawa.com

STATEMENT OF AUDITED CONSOLIDATED FINANCIAL RESULTS

FOR THE QUARTER AND YEAR ENDED 31ST MARCH, 2026

(₹ in lakhs)

Sl. No. Particulars Quarter Ended Year Ended
31.03.2026
(Audited) 31.12.2025
(Unaudited) 31.03.2025
(Audited) 31.03.2026
(Audited) 31.03.2025
(Audited)
1 Income
(a) Revenue from Operations 100929.67 71655.98 123121.61 359320.79 405440.17
(b) Other Income 245.38 81.82 159.13 1921.38 1858.25
Total Income 101175.05 71737.80 123280.74 361242.17 407298.42
2 Expenses
(a) (i) Cost of Raw Materials Consumed 23356.17 16916.64 17540.14 72407.25 67375.26
(ii) Cost of Materials and Other Contract Expenses 52827.36 56859.82 82273.72 226922.52 278603.02
(b) Changes in Inventories of Finished Goods and Work-in-Progress, etc. 8569.30 (13034.88) 4649.29 1123.87 (2293.22)
(c) Employee Benefits Expense (Refer Note 2 below) 4799.73 5859.23 4903.10 20899.69 18201.81
(d) Finance Costs 4180.73 3983.23 3266.05 15162.56 10181.53
(e) Depreciation and Amortisation Expense 600.69 499.83 566.78 2099.26 2342.74
(f) Impairment Loss on Financial Assets (Net) 174.71 23.55 94.23 256.43 1069.55
(g) Other Expenses 4127.24 3263.42 4854.54 15580.48 16618.05
Total Expenses 98635.93 74370.84 118147.85 354452.06 392098.74
3 Profit/(Loss) before Share in Profit/(Loss) in Associate, Joint Venture and Tax (1-2) 2539.12 (2633.04) 5132.89 6790.11 15199.68
4 Share in Profit/(Loss) in Associate, Joint Venture 11246.55 2539.40 9683.11 22411.75 11764.26
5 Profit/(Loss) Before Tax (3+4) 13785.67 (93.64) 14816.00 29201.86 26963.94
6 Tax Expense
(a) Current tax 658.92 (637.29) 1389.37 1477.14 3881.00
(b) Earlier Year Tax Expense/(Written Back) (67.59) - - (67.59) (47.24)
(c) Deferred Tax charge/(credit) 2847.21 647.56 2432.30 5774.68 2845.86
7 Profit/(Loss) for the Period (5-6) 10347.13 (103.91) 10994.33 22017.63 20284.32
8 Other Comprehensive Income (OCI)
(a) Items that will not be re-classified to Profit or Loss (15464.25) (3573.85) (15969.03) (10986.03) (8583.93)
Taxes relating to the above items 3695.94 761.20 3526.29 2589.08 1361.14
(b) Items that will be re-classified to Profit or Loss (311.32) 298.42 (118.32) 262.44 (13.13)
Taxes relating to the above items 78.36 (75.11) 29.78 (66.05) 3.31
Total Other Comprehensive Income for the period comprising Profit/(Loss) (12001.27) (2589.34) (12531.28) (8200.56) (7232.61)
9 Total Comprehensive Income for the Period (Comprising Profit/(Loss) and Other Comprehensive Income) (7+8) (1654.14) (2693.25) (1536.95) 13817.07 13051.71
10 Paid-up Equity Share Capital (Face value of ₹ 10/- per Share) 1185.09 1185.09 1185.09 1185.09 1185.09
11 Other Equity 419342.49 407421.54
12 Basic & Diluted Earning Per Share (₹) (not annualised) 87.31 (0.88) 92.77 185.79 171.16

Contd. .2

SAMEAR AYAR & CO.
NEW DELHI
FRN 109205W
QUALIFIED ACCOUNTANTS


[2]

AUDITED CONSOLIDATED SEGMENT-WISE REVENUE, RESULTS, ASSETS AND LIABILITIES

(₹ in lakhs)

Sl. No. Particulars Quarter Ended Year Ended
31.03.2026
(Audited) 31.12.2025
(Unaudited) 31.03.2025
(Audited) 31.03.2026
(Audited) 31.03.2025
(Audited)
1 Segment Revenue
(a) Cables 27955.91 19845.32
(b) Engineering, Procurement & Construction (EPC) 73977.13 52174.83
Total 101933.04 72020.15
Less: Inter-Segment Revenue 1003.37 364.17
Total Revenue from Operations 100929.67 71655.98
2 Segment Results
(a) Cables 2019.53 1152.94
(b) Engineering, Procurement & Construction (EPC) 4522.36 (19.21)
Total 6541.89 1133.73
Interest (Net) (3695.82) (3522.81)
Other Unallocable Income/(Net of Unallocable Expenditure) (306.95) (243.96)
Profit/(Loss) before Share in Profit/(Loss) in Associates/ Joint Venture and Tax 2539.12 (2633.04)
Add: Share in Profit/(Loss) in Associates/ Joint Venture 11246.55 2539.40
Profit/(Loss) Before Tax 13785.67 (93.64)
3 Segment Assets
(a) Cables 45602.85
(b) Engineering, Procurement & Construction (EPC) 404701.34
(c) Unallocated Corporate Assets 398102.59
Total Assets 848406.78
4 Segment Liabilities
(a) Cables 4356.09
(b) Engineering, Procurement & Construction (EPC) 191895.42
(c) Unallocated Corporate Liabilities 229973.56
Total Liabilities 426225.07

Contd. .3


[3]

AUDITED CONSOLIDATED BALANCE SHEET

Sl. No. Particulars As at 31.03.2026 As at 31.03.2025
A ASSETS
(1) NON-CURRENT ASSETS
(a) Property, Plant and Equipment 15318.21 13185.19
(b) Capital Work-in-Progress 511.83 147.48
(c) Investment Property 80.24 82.56
(d) Goodwill 587.62 587.62
(e) Other Intangible Assets 7.20 9.67
(f) Investment accounted for using the Equity Method 363028.72 350059.66
(g) Financial Assets
(i) Investments 13278.98 14931.71
(ii) Trade Receivables 8457.68 1756.11
(iii) Loans 11300.00 11300.00
(iv) Other Financial Assets 1735.68 1064.52
(h) Non-Current Tax Assets (Net) 4096.16 1535.51
(i) Other Non-Current Assets 410.03 146.89
Total Non-Current Assets 418812.35 394806.92
(2) CURRENT ASSETS
(a) Inventories 131195.64 128804.21
(b) Financial Assets
(i) Trade Receivables 208788.66 170233.80
(ii) Cash and Cash Equivalents 1254.45 8566.73
(iii) Bank Balances Other than (ii) above 2746.17 4186.44
(iv) Others Financial Assets 6471.05 5464.25
(c) Current Tax Assets (Net) 688.66 -
(d) Other Current Assets 66294.02 60237.02
Total Current Assets 417438.65 377492.45
Assets Classified as held for Sale/Disposal 8.98 -
Total Assets 836259.98 772299.37
B EQUITY AND LIABILITIES
EQUITY
(a) Equity Share Capital 1185.09 1185.09
(b) Other Equity 419342.49 407421.54
Total Equity 420527.58 408606.63
LIABILITIES
(1) NON-CURRENT LIABILITIES
(a) Financial Liabilities
(i) Borrowings 34234.07 22957.16
(ii) Lease Liabilities 557.24 968.73
(iii) Other Financial Liabilities 27.36 195.36
(b) Provisions 824.41 551.06
(c) Deferred Tax Liabilities (Net) 87985.55 84823.75
Total Non-Current Liabilities 123628.63 109496.06
(2) CURRENT LIABILITIES
(a) Financial Liabilities
(i) Borrowings 108286.43 92535.91
(ii) Lease Liabilities 399.09 358.32
(iii) Trade Payables
(A) Total Outstanding Dues of Micro Enterprises and Small Enterprises; and 7148.53 21859.10
(B) Total Outstanding Dues of Creditors Other than Micro Enterprises and Small Enterprises 109789.52 98545.19
(iv) Other Financial Liabilities 4671.88 3527.06
(b) Other Current Liabilities 61009.19 36806.55
(c) Provisions 799.13 564.55
Total Current Liabilities 292103.77 254196.68
Total Equity and Liabilities 836259.98 772299.37

Contd. .4


[4]

AUDITED STATEMENT OF CONSOLIDATED CASH FLOW

| Particulars | For the year ended
31^{st} March, 2026 | | For the year ended
31^{st} March, 2025 | |
| --- | --- | --- | --- | --- |
| | (₹ in lakhs) | (₹ in lakhs) | (₹ in lakhs) | (₹ in lakhs) |
| A. CASH FLOW FROM OPERATING ACTIVITIES | | | | |
| Net Profit before Taxation and Share of Profit in Associates & Joint Venture Adjustments for : | | 6790.11 | | 15199.68 |
| Depreciation and Amortisation Expenses | 2099.26 | | 2342.74 | |
| (Profit)/Loss on Disposal of Property, Plant and Equipments (Net) | 10.23 | | (16.96) | |
| Provision for Warranty Expenses (Net) | 345.29 | | 496.58 | |
| Provision for MTM of Derivative Instruments | 3.78 | | (23.13) | |
| (Gain)/Loss on Unrealised Foreign Exchange Rate Fluctuations | | | | |
| On Borrowings | 49.72 | | 57.93 | |
| On Others | 30.20 | | 4.56 | |
| Impairment Loss on Financial Assets (Net) | 256.43 | | 1069.55 | |
| Interest Income | (447.38) | | (576.58) | |
| Dividend Income | (969.02) | | (987.77) | |
| Incentive and Subsidy Income | (297.83) | | (269.22) | |
| Rent from Investment Property | (41.04) | | (70.32) | |
| Interest Expense | 13832.89 | | 9239.95 | |
| | | 14872.53 | | 11267.33 |
| Operating Profit before Change in Assets and Liabilities | | 21662.64 | | 26467.01 |
| Change in Assets and Liabilities: | | | | |
| Increase/(Decrease) in Trade Payables and Provisions | 6082.34 | | 14969.74 | |
| Decrease/(Increase) in Trade Receivables/Contract Assets/Contract Liabilities | (32871.04) | | (91847.12) | |
| Decrease/(Increase) in Inventories | (2391.43) | | (3075.43) | |
| Decrease/(Increase) in Loans and Advances | (3774.11) | | (2832.51) | |
| | | (32954.24) | | (82785.32) |
| Cash Flow generated from/(used in) Operations | | (11291.60) | | (56318.31) |
| Direct Taxes Paid (Net of Refunds) | | (4748.72) | | (2713.03) |
| Net Cash Flow from/(used in) Operating Activities (A) | | (16040.32) | | (59031.34) |
| B. CASH FLOWS FROM INVESTING ACTIVITIES | | | | |
| Purchase of Property, Plant and Equipment | (4765.27) | | (1718.49) | |
| Proceeds from sale of Property, Plant and Equipment | 12.93 | | 39.21 | |
| Investment in Equity Shares (Net of Cash & Cash Equivalents on the acquisition of a Subsidiary) | - | | (106.44) | |
| (Investment)/Maturity of Bank Deposits | 730.12 | | (1306.05) | |
| Proceeds from Government Grants | 364.00 | | 1075.99 | |
| Rent from Investment Property | 41.04 | | 70.32 | |
| Interest Received | 500.38 | | 465.88 | |
| Dividend Received | 969.02 | | 987.77 | |
| Net Cash Flow from/(used in) Investing Activities (B) | | (2147.78) | | (491.81) |
| C. CASH FLOWS FROM FINANCING ACTIVITIES | | | | |
| Proceeds from Long Term Borrowings | 21206.69 | | - | |
| Repayment from Long Term Borrowings | (7904.33) | | (9748.31) | |
| Proceeds/(Repayment) from Short-term Borrowings | 13788.64 | | 73884.39 | |
| Repayment of Lease Liability - Principal | (370.72) | | (322.54) | |
| Repayment of Lease Liability - Interest | (108.30) | | (140.39) | |
| Interest Paid | (13840.03) | | (9082.94) | |
| Dividend Paid | (1896.13) | | (1777.63) | |
| Net Cash Flow from/(used in) Financing Activities (C) | | 10875.82 | | 52812.58 |
| Net Increase/(Decrease) in Cash and Cash Equivalents (A+B+C) | | (7312.28) | | (6710.57) |
| Cash and Cash Equivalents at the beginning of the year | | 8566.73 | | 15277.30 |
| Cash and Cash Equivalents at the end of the year | | 1254.45 | | 8566.73 |
| Components of Cash and Cash Equivalents | | | | |
| Cash on Hand | | 4.26 | | 2.88 |
| Cash Credit Accounts | | 56.70 | | 3304.77 |
| Balance in Current Accounts | | 1105.47 | | 4647.26 |
| Cheques/Drafts on Hand | | 88.02 | | 611.82 |
| | | 1254.45 | | 8566.73 |

Contd. .5

SANTA MARA AYAR BANK
NEW DELHI
FRN 169208W
INSTITUTE OF FINANCING, INCORPORATED ACCOUNTS


[5]

Notes:

  1. Pursuant to the requirement of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), the above Audited Consolidated Financial Results were reviewed and recommended by the Audit Committee and approved by the Board of Directors at their respective meetings held on 23rd May, 2026.

  2. The Employee Benefits Expense for the financial year ended 31st March, 2026 includes the incremental impact of Gratuity liability amounting to ₹830.70 lakhs based on actuarial valuation and management estimates, in pursuance to the four new Labour Codes which have been made effective from 21st November, 2025, in accordance with the guidance provided by the Institute of Chartered Accountants of India and other relevant clarifications by the Ministry of Labour & Employment, Government of India. The Group will continue to monitor the developments and may update the estimates as required in the period in which State(s) rules are notified and further clarifications/update on the governing provisions of the new Labour Codes are available.

  3. During the quarter ended 31st March, 2026, the Board of Directors of the Holding Company ("Transferee Company" or "Holding Company") vide its resolutions dated 21st March, 2026, approved the Scheme of Amalgamation between Birla Cable Limited ("Transferor Company") and the Holding Company and their respective shareholders and creditors (Scheme) pursuant to Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 read with the rules framed thereunder for the amalgamation of the Transferor Company into the Holding Company w.e.f. the appointed date of 1st April, 2026.

Upon the Scheme becoming effective, the Transferor Company shall stand dissolved and the Transferee Company will issue and allot to the equity shareholders of the Transferor Company (other than Transferee Company), 10 equity shares of the face value of ₹ 10.00 each fully paid of the Transferee Company for every 115 equity shares of the face value of ₹ 10.00 each fully paid held by them in the Transferor Company. Equity Shares held by the Transferee Company in the Transferor Company and vice - versa shall stand cancelled and extinguished.

The Holding Company has filed necessary applications for seeking no-objection/observation letters from BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) for the Scheme. The proposed Scheme is also subject to necessary statutory and regulatory approvals under applicable laws, including the approval of the jurisdictional Hon'ble National Company Law Tribunal ("NCLT").

  1. The Audited Consolidated Financial Results for the quarter and year ended 31st March, 2026 have been prepared without considering the financial results of three Wholly Owned Subsidiaries (Unquoted Non-Banking Financial Companies) viz. August Agents Ltd., Insilco Agents Ltd. and Laneseda Agents Ltd. ('the Subsidiaries'). The valid and duly approved financial statements/results of the Subsidiaries have not been made available to the Holding Company since 1st April, 2021. The ex-directors of the Subsidiaries are having unauthorized and illegal possession of the books of account, statutory and other records of the Subsidiaries. Legal proceedings in this connection are pending before different Courts. The figures pertaining to the Subsidiaries shall be considered for consolidation, once being duly compiled and validly approved by the legally constituted Board of Directors of the respective Subsidiaries and made available for incorporation in the Consolidated Financial Results.

  2. The figures of the quarter ended 31st March, 2026 and 31st March, 2025 are the balancing figures between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of respective financial years which were subject to limited review.

  3. Figures for the previous period/year are re-classified/re-grouped, wherever necessary, to correspond with the current period's/year's classification.

ANNEXURE TO OUR REPORT
of EVEN DATE
Kathir Srinivasan
M. No. 514998

For VINDHYA TELELINKS LIMITED

(HARSH V. LODHA)
CHAIRMAN
DIN: 00394094

Date: 23rd May, 2026
Place: New Delhi

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CA

INDIA

V. SANKAR AIYAR & CO.

CHARTERED ACCOUNTANTS

Sarojini House, 6 Bhagwan Das Road, New Delhi - 110001

Tel. (011) 4474 4643 / 4515 0845; e-mail: [email protected]

Independent Auditor's Report on Audited Consolidated Annual Financial Results of the Company pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended

To the Board of Directors of Vindhya Telelinks Limited

Opinion

  1. We have audited the accompanying consolidated annual financial results of Vindhya Telelinks Limited (including its 2 joint operations) (hereinafter referred to as the “Holding Company”), its subsidiaries (to be read with Emphasis of Matter paragraph) (Holding Company and its subsidiaries together referred to as “the Group”) and its associate companies for the year ended 31st March, 2026 (“the Consolidated annual financial results”), attached herewith, being submitted by the Holding Company pursuant to requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended (“the Listing Regulations”).

  2. In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditor on consolidated audited financial statements / financial information of the associate referred to in “Other Matters” section below, the consolidated annual financial results:

i) Read with paragraph 12 below, the financial results include the results of the following entities:

a) Vindhya Telelinks Limited (Holding Company)
b) VTL Digital Infrastructure Private Limited (wholly owned subsidiary)
c) Universal Cables Limited (Associate)
d) Birla Corporation Limited (Associate)
e) Punjab Produce Holding Limited (Associate)

ii) is presented in accordance with the requirement of Regulation 33 of the Listing Regulations; and

iii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 (“the Act”) read with Companies (Indian Accounting Standards) Rules, 2015 as amended and other accounting principles generally accepted in India, of the consolidated net profit and other comprehensive income and other financial information of the Group and its associate companies for the year ended 31st March, 2026.

Basis for Opinion

  1. We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section 143(10) of the Companies Act, 2013, as amended (“the Act”). Our responsibilities under those Standards are further described in the “Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Results” section of our report. We are independent of the Group and its associate companies in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant to our audit of the Consolidated annual financial results under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us and other auditor in terms of their reports referred to in “Other Matters” paragraph 13 below, is sufficient and appropriate to provide a basis for our opinion.

V. SANKAR AIYAR & CO.

NEW DELHI

FAX 109208W

Other offices: | Mumbai | Chennai | Noida | Hyderabad |


V. Sankar Aiyar & Co., Chartered Accountants
Continuation Sheet

Management's Responsibility for the Consolidated Annual Financial Results

  1. These Consolidated annual financial results which are the responsibility of the Holding Company's Management and approved by the Holding Company's Board of Directors, have been compiled from the consolidated annual financial statements. The Holding Company's Board of Directors are responsible for the preparation of the Consolidated annual financial results that gives a true and fair view of the net profit and other comprehensive income and other financial information of the Group including its associate companies in accordance with the applicable Ind AS and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The respective Board of Directors of the companies included in the Group and its associate companies are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and its associate companies and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated annual financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the Consolidated annual financial results by the Board of Directors of the Holding Company, as aforesaid.

  2. In preparing the Consolidated annual financial results, the respective Board of Directors of the companies included in the Group and of its associate companies are responsible for assessing the ability of the Group and of its associate companies to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group and of its associate companies or to cease operations, or has no realistic alternative but to do so.

  3. The respective Board of Directors of the Companies included in the Group and of its associate companies are also responsible for overseeing the financial reporting process of the Group and of its associate companies.

Auditor's Responsibilities for the Audit of the Consolidated Annual Financial Results

  1. Our objectives are to obtain reasonable assurance about whether the Consolidated annual financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Consolidated annual financial results.

  2. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  3. Identify and assess the risks of material misstatement of the Consolidated annual financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  4. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible

SANKAR AIYAR & CO. NEW DELHI FRN 10920KW 100000000000000000000000000000000000000000000000000000000000000000000


V. Sankar Aiyar & Co., Chartered Accountants
Continuation Sheet

for expressing our opinion through a separate report on the complete set of consolidated financial statement on whether the Group and its associate (based on the auditor's report of respective companies) has adequate internal financial controls with reference to consolidated financial statements in place and the operating effectiveness of such controls.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
  • Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associate companies to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Consolidated annual financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group and its associate companies to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the Consolidated annual financial results, including the disclosures, and whether the Consolidated annual financial results represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial results of the entities within the Group and its associate companies to express an opinion on the Consolidated annual financial results. We are responsible for the direction, supervision and performance of the audit of the financial information of such entities included in the Consolidated annual financial results of which we are the independent auditors. For the other entities included in the Consolidated annual financial results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

  • We communicate with those charged with governance of the Holding Company and such other entity included in the Consolidated annual financial results of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

  • We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
  • We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.

Emphasis of Matter

  1. We draw attention to Note No.4 of the accompanying Consolidated annual financial results in respect of the financial results of three wholly owned subsidiaries of the Holding Company not being considered for consolidation since 1 April 2021 due to the reason explained therein.

Our opinion is not modified in respect of this matter.

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V. Sankar Aiyar & Co., Chartered Accountants
Continuation Sheet

Other Matters

  1. The consolidated annual financial results include the Group's share of net profit after tax of Rs. 1,919.50 lakhs and Rs. 5,003.58 lakhs and total comprehensive income of Rs. (-) 46.85 lakhs and Rs 3,898.16 lakhs, for the quarter and year ended 31st March, 2026 respectively, in respect of an associate whose annual financial result have been audited by other auditors. Our conclusion is so far as it relates to the amounts and disclosures included in respect of the said associate is based solely on the audit report of such other auditors and the procedures performed by us as stated in paragraph 11 above.

  2. The consolidated annual financial results include the Group's share of net profit after tax of Rs. (-) 11.58 lakhs and Rs. 381.74 lakhs and total comprehensive income of Rs. (-) 8,201.66 lakhs and Rs. (-) 3,805.47 lakhs, for the quarter and year ended 31st March, 2026 respectively, in respect of an associate whose financial results have not been audited by its auditors and have been furnished to us by the management of Holding Company.

Our opinion on the consolidated annual financial results in respect of above matters is not modified with respect to our reliance on the work done and the reports of the other auditor and the financial results certified by the Management.

  1. The Consolidated annual financial results of the Company for the quarter and year ended 31st March 2025, were audited by another auditor whose report dated 22 May 2025 expressed an unmodified opinion on those Consolidated annual financial results.

Our opinion is not modified in respect of the above matter.

  1. The Consolidated annual financial results include the results for the quarter ended 31st March, 2026 being the balancing figure between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

Our opinion is not modified in respect of the above matter.

For V. Sankar Aiyar & Co.
Chartered Accountants
ICAI Firm Regn. No. 109208W

Karthik Srinivasan
Partner
Membership. No. 514998

Place: New Delhi
Dated: 23 May 2026
UDIN: 26514998MIUSYT8096

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Vindhya Telelinks Limited
Regd. Office : Udyog Vihar, P.O. Chorhata,
Rewa - 486 006 (M.P.) India.
Tel. : (07662) 400400 - Fax : (07662) 400591
E-Mail : [email protected] - Website : www.vtlrewa.com
PAN No. AAACV7757J - CIN No. L31300MP1983PLC002134
GSTIN : 23AAACV7757J1Z0

VTL/CFO/26-27/Reg-33

23 MAY 2026

BSE Ltd.
Corporate Relationship Department
1st Floor, New Trading Ring,
Rotunda Building
P.J.Towers, Dalal Street,
Fort,
MUMBAI-400 001
Company’s Scrip Code: 517015

The Manager,
Listing Department,
The National Stock Exchange of India Ltd,
Exchange Plaza, C-1, Block G,
Bandra Kurla Complex,
Bandra (E),
MUMBAI-400 051
Company’s Scrip Code: VINDHYATEL

Dear Sirs,

Sub: Declaration on Audited Standalone and Consolidated Financial Results pursuant to Regulation 33(3)(d) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

The Board of Directors of the Company at its meeting held on 23rd May, 2026 has approved the Audited Standalone and Consolidated Financial Results of the Company for the year ended 31st March, 2026 and we hereby declare that the Statutory Auditors of the Company, Messrs V. Sankar Aiyar & Co., Chartered Accountants, (Firm Registration No. 109208W) have issued an Audit Report with unmodified opinion thereon.

This declaration is issued in compliance with the provisions of the Regulation 33(3)(d) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended.

This Declaration may kindly be taken on your records.

Thanking you,

Yours faithfully,

For Vindhya Telelinks Limited

(Saurabh Chhajer)
Chief Financial Officer

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CERTIFIED INTS
ISO 9001 • ISO 14001 ISO 45001
CERTIFIED
IRIS
ISO 14001
OHSAS 18001
CERTIFIED
ISO 27001
OHSAS 18002
BUREAU VERITAS Certification
BUREAU VERITAS 1828
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Works: i) Plot No. 1, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)
ii) Plot No. 1-C & 1-D, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)


Vindhya Telelinks Limited
Regd. Office : Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.) India.
Tel. : (07662) 400400 - Fax : (07662) 400591
E-Mail : [email protected] - Website : www.vtlrewa.com
PAN No. AAACV7757J - CIN No. L31300MP1983PLC002134
GSTIN : 23AAACV7757J1Z0

VTL/CS/26-27

23 MAY 2026

BSE Ltd.
Corporate Relationship Department,
1st Floor, New Trading Ring,
Rotunda Building,
P.J. Towers, Dalal Street,
Fort,
MUMBAI-400 001

Company’s Scrip Code: 517015

The Manager,
Listing Department,
The National Stock Exchange of India Ltd,
Exchange Plaza, C-1, Block G,
Bandra Kurla Complex,
Bandra (E),
MUMBAI-400 051

Company’s Scrip Code: VINDHYATEL

Dear Sirs,

Re: Clarifications concerning audited consolidated financial results pertaining to the financial year 2025-26 of Vindhya Telelinks Limited under Regulation 33 of the Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”)

Vindhya Telelinks Limited (“VTL”) has submitted its audited standalone financial results together with consolidated financial results for the quarter and financial year ended 31st March, 2026 under Regulation 33(3)(d) of the LODR Regulations which have been duly approved by the Board of Directors at the meeting held today i.e. 23rd May, 2026.

VTL has three wholly owned unlisted subsidiary companies namely, August Agents Limited, Insilco Agents Limited and Laneseda Agents Limited (‘subsidiary companies’).

However, in respect of the aforementioned three wholly owned subsidiaries, there are delinquent and rogue ex-directors who have acted and are continuing to act illegally in derogation of principles of corporate governance against the wishes of VTL and in a manner prejudicial to the interests of not only VTL but also that of the subsidiary companies themselves. Brief facts in this regard are as follows:-

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Works: i) Plot No. 1, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)
ii) Plot No. 1-C & 1-D, Udyog Vihar, P.O. Chorhata, Rewa - 486 006 (M.P.)


(i) The financial information regarding Audited Financial Statements of the subsidiary companies for the financial year ended 31st March, 2026 have been wrongfully and illegally withheld and have not been made available to VTL by the delinquent and rogue ex-directors of the subsidiary companies who are having unauthorized and illegal custody/possession of the Books of Account, statutory records and Registers, etc. of the subsidiary companies which have been forcibly held at the erstwhile registered office of the subsidiary companies. Such persons have refused to transmit the same in spite of demand to release them and are not allowing access of the same to Directors of the subsidiary companies. Appropriate proceedings have been instituted before the Learned City Civil Court at Calcutta for recovery of the records of the subsidiary companies which are presently in wrongful and illegal passion of the ex-directors.

(ii) VTL being the holding company and the subsidiary companies have taken all necessary actions in this regard in accordance with law as legally advised including but not limited to filing of Criminal Complaint under Section 200 of Criminal Procedure Code, 1973. The police authorities had seized some of documents and records in terms of an order of the Learned Judicial Magistrate, Alipore Court, Kolkata. However, all the seized documents had been handed over to the office of Joint Commissioner of Police, Kolkata as per the directions of the Hon'ble Calcutta High Court pursuant to an order passed by the Hon'ble Court in the revision applications filed by one of the delinquent ex-directors. The matter is still pending before the Hon'ble High Court at Calcutta.

(iii) Due to non-availability of books of account, statutory and other records, the management of the subsidiary companies is unable to prepare and approve the Financial Statements for the quarter / financial year ended 31st March, 2026 on the grounds stated hereinabove.

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(iv) For the sake of full disclosure, we would also like to state that proceedings were filed under Sections 241 and 242 of the Companies Act, 2013 before the National Company Law Tribunal (NCLT), Kolkata Bench in respect of the affairs of the subsidiary companies by two petitioners none of whom hold any share in the subsidiary companies. A judgment and order in respect of these proceedings was pronounced on 2nd July, 2021 wherein the Judicial Member was of the view that the petitioners therein have no locus to maintain the said petitions whereas the Technical Member was of the view that the petitions are prima facie maintainable. In view of split verdict by the two Learned Members, the Hon'ble President, NCLT referred the matter to a Learned Third Member to decide on the point of differences in terms of the provisions of the Companies Act. By a judgment and order dated 7th February, 2023, the Learned Third Member dismissed the said petitions. The said two petitioners have preferred three several appeals before the Hon'ble National Company Law Appellate Tribunal (NCLAT). The said appeals are not yet admitted and no interim order have been passed in the said appeals.

(v) The delinquent and rogue ex-directors of the subsidiary companies, who have also raised a false bogey of "management dispute" in respect of the subsidiary companies, have filed writ petitions before the Hon'ble High Court at Calcutta in the name of the subsidiary companies (without authorization) challenging the decision of the Registrar of Companies, Kolkata unmarking the companies as having "management dispute". No order has been obtained by the said rogue ex-directors till date. The ex-directors, who have been removed/ceased to be directors, are impersonating as directors of the subsidiary companies and are continuing to interfere with the functioning of the subsidiary companies by their unauthorized, wrongful and illegal acts.

NATIONAL TELECOMMISSION


In the aforesaid circumstances, VTL had no option but to proceed to prepare consolidated financial results for the quarter / financial year ended 31st March, 2026 without considering the financial results of its three wholly owned subsidiary companies in order to ensure compliance with the applicable provisions of the LODR Regulations.

VTL reasonably anticipates that once the proceedings pending before the different Forums are disposed off, the management of the subsidiary companies would be able to obtain possession of books of accounts, statutory records and registers and will forthwith proceed to prepare the financial statements for the quarter / financial year ended 31st March, 2026 and submit the same to its Board for necessary approval, which would enable VTL to submit the revised consolidated financial results for the quarter and year ended 31st March, 2026.

VTL humbly submits that due to factors completely beyond its control as stated above, the audited consolidated financial results submitted by it may be treated as being in substantial compliance. The requirement under Regulation 33(3)(d) is technical in nature and due to the fact that the circumstances preventing VTL from strictly complying with the same are totally beyond the control of VTL, relaxation may be granted to VTL in this regard. Such relaxation would not be prejudicial to any person or persons or to any investors and on the contrary, the relaxation would be necessary in the interest of justice and due to the circumstances that have arisen.

Thanking you,

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Yours faithfully,

For Vindhya Telelinks Limited

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(Dinesh Kapoor)

Company Secretary & Compliance Officer


VINDHYA TELELINKS LIMITED

PRESS RELEASE

Vindhya Telelinks Limited delivers Robust Cable Growth; Strategically Positioned to Benefit from AI-led Digital Infrastructure

23rd May 2026, New Delhi: Vindhya Telelinks Limited (“VTL” or “Company”), a Company of reputed MP Birla Group, today announced its financial results for the quarter and full year ended March 2026, demonstrating resilience in its core Cable business while navigating near-term execution challenges in the EPC segment. For the quarter and full year ended March 2026, the Company reported a net profit of ₹ 1984.59 lakhs and ₹ 5278.71 lakhs, respectively.

During the quarter, the Cable business remained a strong anchor, delivering steady growth backed by robust demand across solar and specialty optical fibre cable solutions catering to renewable energy, railways, physical digital infrastructure and industrial applications. The Company also continued to strengthen its position in high-growth sectors linked to artificial intelligence (AI), hyperscale data centres, and next-generation connectivity infrastructure.

The EPC division, however, witnessed temporary decline in the revenue and profitability, primarily due to execution delays linked to deferred fund disbursements under certain government infrastructure programs, particularly under UP-Jal Jeevan Mission (UP_JJM). These delays impacted project execution cycles, revenue recognition, and working capital deployment, leading to elevated finance costs during the quarter.

Highlights on Yearly Financial Performance - Standalone Financial Results

(₹ in lakhs)

Period Revenue From Operation EBIDTA Finance Cost Dep. PBT PAT
2025-26 356628.58 23740.50 14819.15 2099.00 6822.35 5278.71
2024-25 405383.41 27716.70 10178.08 2342.74 15195.88 11547.60

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Highlights on Quarterly Performance - Standalone Financial Results

(₹ in lakhs)

Period Revenue From Operation EBIDTA Finance Cost Dep. PBT PAT
2025-26 Q4 100502.02 7289.56 4096.34 600.62 2592.60 1984.59
2024-25 Q4 123064.85 8958.47 3262.60 566.78 5129.09 3814.97

Cable Segment:

The Cable segment continues to demonstrate the strength of its diversified portfolio and product mix, translating into consistent improvement over recent quarters. EBITDA for Q4 FY2025-26 rose to ₹2290.61 lakhs, compared to ₹1465.61 lakhs in the corresponding period of the previous year.

The global Optical Fibre Cables (OFC) market has firmly exited its historical cyclicality and entered a long structural super-cycle driven by an unprecedented physical infrastructure demand for convergence of AI hyperscale data centre build-outs, expansion of regional and long-haul networks to support data centre interconnect requirements, robust government broadband stimulus, and emerging application in moder warfare and defence procurement, etc. The recent substantial spike in the price(s) of bare optical fibre of different grades are symptomatic of a fundamental shift in market dynamics. While telecom carriers have historically been the dominant source of demand for OFC, the emerging applications are quickly capturing a larger market share as a result the global demand of bare fibre has fundamentally outstripped supply capacity. VTL is insulated to a significant extent from the bare fibre supply side risk, keeping in view a long term agreement for uninterrupted supply of optical fibre with Birla Furukawa Fibre Optics Private Limited. These developments unlock strategic business opportunities for cable segment business of VTL in the wake of confluence of western demand, aversion of the high growth oriented markets to Chinese supply chains, the aggressive densification of networks by Europe under gigabit connectivity mandates which require highly specialized, extreme density OFC for value maximization alongside growing demand in domestic market. In order to seize the emerging growth opportunities in the ongoing wave of AI physical infrastructure, VTL cable business segment is gradually expanding its manufacturing capacity of high fibre count ribbon optical fibre cable and other advanced specialty optical fibre cable products with an increased capital outlay of ₹10170 lakhs in order to enhance competitive positioning in these high growth segments for achieving sustainable growth in revenue and improved profitability in


coming period. The said manufacturing capacity augmentation is expected to come on stream in phased manner during the financial year 2026-27.

EPC Segment:

The EPC segment reported revenue of ₹ 73528.01 lakhs and EBITDA of ₹ 4998.95 lakhs during Q4 FY2025-26, as compared to ₹ 103304.58 lakhs and ₹ 7492.86 lakhs, respectively, in the corresponding period of the previous year.

Execution during the quarter continued to be impacted by delays in fund releases under key government infrastructure programs, particularly UP-JJM, leading to elevated working capital requirements and slower project monetization. The collections have, however, improved during the Q4, resulting in a reduction in receivables to ₹ 70577 lakhs as of March 31, 2026, from ₹ 95616 lakhs as of December 31, 2025. The FY 2025-26 annual central allocation for JJM was initially budgeted at ₹67000 crores, later revised down to ₹17000 crores due to audit and procedural delays. It has now been restored to ₹67670 crores following the Cabinet's approval to extend the scheme which may expedite the liquidation of outstanding dues. The Company remains actively engaged with both central and state authorities to expedite pending payments and expects a meaningful recovery of substantial outstanding dues by end of Calendar year. The division is sharply focused on execution ramp-up, disciplined cost management, and improving cash cycles.

Outlook:

The evolving geopolitical landscape, including ongoing conflicts and instability in parts of West Asia, has triggered volatility in commodity prices, freight costs, currency movements and global supply chains. Despite these near-term uncertainties, VTL believes the current environment is also accelerating long-term investments in energy security, digital sovereignty, telecom infrastructure, and resilient domestic manufacturing and infrastructure ecosystems—creating significant structural opportunities for the Company.

VTL is actively exploring new growth avenues across the broader energy and infrastructure value chain. This approach is aimed at diversifying revenue streams, improving capital efficiency, and strengthening its long-term growth platform. "Supported by expanding manufacturing capacities, a diversified execution track record, and a robust order book of approximately ₹ 5226 crore across Cable and EPC segments (excluding O&M orders) as of March 2026, VTL remains committed to strengthening its balance sheet, optimizing working capital, and leveraging its diversified

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business model to drive long-term value creation for stakeholders" said Shri Y.S. Lodha, Managing Director & Chief Executive Officer.

The Board of Directors has recommended a dividend at the rate of Rs. 6/- (60%) per fully paid-up equity share of face value of Rs. 10/- each for the year ended 31st March, 2026. The payment of dividend is subject to approval of the shareholders in the ensuing Annual General Meeting of the Company. Considering the ongoing and planned capital expenditure initiatives aimed at strengthening future growth, expanding capacities, and enhancing operational capabilities, the Company has adopted a prudent approach towards dividend distribution for the current year.

Scheme of Amalgamation:

The Board of Directors of the Company ("Transferee Company") approved a Scheme of Amalgamation between Birla Cable Limited ("Transferor Company") and the Company under Sections 230–232 of the Companies Act, 2013, with effect from the appointed date of April 1, 2026.

Upon the Scheme becoming effective, Birla Cable Limited will stand dissolved, and shareholders of the Transferor Company (excluding the Transferee Company) will receive 10 equity shares of ₹10 each in the Transferee Company for every 115 equity shares of ₹10 each held in the Transferor Company. Inter-se shareholding between the companies will be cancelled and extinguished.

The proposed amalgamation is expected to create a larger and stronger integrated telecom and speciality cable platform with enhanced manufacturing scale, broader product offerings, stronger customer reach, improved operational synergies, and greater financial flexibility.

The merger will also generate operational synergies, cost efficiencies, and economies of scale through integration of procurement, logistics, IT systems, and shared services, while eliminating duplication of administrative and compliance functions. Further, it will simplify the corporate structure, decision-making efficiency, strengthen the balance sheet, and enhance financial flexibility. The pooling of R&D capabilities, technical expertise, and human resources is expected to drive innovation, improve execution efficiency, and support long-term sustainable growth and value creation for all stakeholders.

The Company has filed necessary applications for seeking no-objection/observation letters from BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) for the Scheme. The proposed Scheme is also subject to necessary statutory and regulatory approvals under

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applicable laws, including the approval of the jurisdictional Hon'ble National Company Law Tribunal ("NCLT").

Highlights on Yearly Financial Performance - Consolidated Financial Results

($\text{₹}$ in lakhs)

Period Revenue From Operation PBT PAT
2025-26 359320.79 29201.86 22017.63
2024-25 405440.17 26963.94 20284.32

Highlights on Quarterly Performance - Consolidated Financial Results

($\text{₹}$ in lakhs)

Period Revenue From Operation PBT PAT
2025-26 100929.67 13785.67 10347.13
2024-25 123121.61 14816.00 10994.33

Vindhya Telelinks Limited (VTL) part of the esteemed MP Birla Group is a prominent Indian company specializing in the manufacturing and sale of wide range of Telecommunication Cables, Optical Fibre Cables, Solar PV Cables, Railway Cables, Speciality Cables and providing comprehensive Engineering, Procurement, and Construction (EPC) services across various infrastructure sector in Telecom, Power, Water, Irrigation and Solar. VTL’s production facility is located at Rewa (Madhya Pradesh) and EPC Division is located at Noida (Uttar Pradesh).

For further information, please contact: Mr. Sandeep Chawla (Chief Executive Officer – EPC Division) at [email protected] contact no.: 0120 4950200

Disclaimer

This Release/ Communication, except for the historical information, may contain statements and/or similar expressions or variations or terms indicating future performance or results, financial or otherwise, which may be forward looking statements. These forward looking statements are based on certain expectations, assumptions, anticipated developments and other factors which are not limited only to risk and uncertainties regarding fluctuations in earnings, market growth, intense competition and the pricing environment in the market, ability to maintain and manage key customer relationship and supply chain sources and those factors which may affect our ability to implement business strategies successfully, namely changes in regulatory environments, political instability, currency fluctuations, change in Fibre, copper, aluminium, oil prices and other input costs and new or changed priorities of the trade. The Company, therefore, cannot guarantee that the forward-looking statements made herein shall be realized. The Company, based on changes as stated above, may alter, amend, modify or make necessary corrective changes in any manner to any such forward looking statement contained herein or make written or oral forward-looking statements as may be required from time to time based on subsequent developments and events. The Company does not undertake any obligation to update forward looking statements that may be made from time to time by or on behalf of the Company to reflect the events or circumstances after the date hereof.

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VINDHYA TELELINKS LIMITED

Annexure 'A'

Details as required under Regulation 30 read with Schedule III of the SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015 and SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 are given below:

Sr. No Particulars Shri Priya Shankar Dasgupta (Non-Executive, Independent Director) Shri Pandanda Kariappa Madappa (Non-Executive, Independent Director) Shri Bachh Raj Nahar (Non-Executive, Independent Director)
1. Reason for change viz. appointment, re-appointment, resignation, removal, death or otherwise Re-appointment of Shri Priya Shankar Dasgupta (DIN: 00012552) Non-Executive, Independent Director of the Company. Appointment of Shri Pandanda Kariappa Madappa (DIN: 00058822) as an Additional Director designated as a Non-Executive Independent Director of the Company. Cessation of Shri Bachh Raj Nahar (DIN: 00049895), Non-Executive Independent Director of the Company.
2. Date of appointment/re-appointment/cessation (as applicable) & term of appointment/re-appointment Second term of five (5) consecutive years with effect from 21st November, 2026 to 20th November, 2031, subject to the approval of members of the Company. First term of Five (5) consecutive years with effect from 23rd May, 2026 to 22nd May, 2031, subject to approval of members of the Company. Curtailment of Tenure / Cessation of Directorship at the close of business hours on 13th June, 2026 in compliance with Regulation 17(1A) of the SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015.
3. Brief profile (in case of appointment) Shri Priya Shankar Dasgupta has done Bachelor of Law (LLB) from Delhi University, Bachelor of Arts (B.A. Economics Hons.) from Delhi University and Post Graduate Diploma in Corporate Laws and Labour Law from Indian Law Institute, Delhi. He has been engaged in the practice of Corporate Law since 1978. After a long stint with the India's foremost Corporate Shri Pandanda Kariappa Madappa has done Bachelor of Commerce (B.COM) from St. Xaviers College, Kolkata, Chartered Accountant and Master of Business Administration (MBA) from William E. Simon Graduate School of Business, University of Rochester, USA. He is presently serving as the Managing Not Applicable

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Law Firm J.B. Dadachanji & Co. for over 15 years, he founded in 1992 his own Law Firm, New Delhi Law Offices, offering full spectrum of services in the areas of strategic investments both in and outbound, entry strategy, mergers, acquisitions and restructuring, consolidation and liquidation, finance, securities and capital markets, infrastructure, technology transfer, anti-dumping and real estate. Shri Priya Shankar Dasgupta is a specialist, inter alia, in structuring and negotiation of Joint Ventures and Foreign Collaborations & devising entry strategies. As New Delhi Law Offices acquired a substantial global presence, it was repositioned and rechristened as Asia Law Offices (ALO) effective from November, 2020. He is also actively associated with leading Educational Institutes serving as Promoter /Director on DPS - Dubai and Sharjah in UAE and Jodhpur in India and regularly advising several leading corporates in Nepal, UAE and Kenia. Director of Macmet Engineering Limited, India’s most successful Pipe Conveyor and Cross-Country Conveyor system supplier. He is a promoter of various Companies including ETA Aerospace Pvt. Ltd. which is a precision component manufacturer for the Aerospace and Defence industries, Macmet Technologies Limited which was India’s most successful Defence Simulator company, having supplied simulators to Indian Air Force, Army and Navy and Macmet Interactive Technologies Pvt. Ltd. which was the first Indian company to develop Set Top Boxes and Addressable Devices.
4. Disclosure of relationships between directors (in case of appointment of a director) None None Not Applicable

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5. Information as required pursuant to Circular No. LIST/COMP/14/20 18-19 issued by BSE Limited and Circular No. NSE/CML/2018/2 4 issued by National Stock Exchange of India Limited (both Circulars dated June 20, 2018), regarding the Director not being debarred from holding the office of Director by virtue of any order issued by SEBI or any other such Authority Shri Priya Shankar Dasgupta is not debarred from holding the office of director by virtue of any SEBI order or any other such authority. Shri Pandanda Kariappa Madappa is not debarred from holding the office of director by virtue of any SEBI order or any other such authority. Not Applicable

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VINDHYA TELELINKS LIMITED

Annexure 'B'

Details as required under Regulation 30 of the Listing Regulations read with SEBI Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January, 2026 are given below:

S. No. Particulars Information
1. Existing Capacity Speciality Optical Fibre Cables 0.5 Million FKM per year
2. Existing Capacity Utilisation Expected to reach optimal level by IInd quarter of fiscal year 2026-27.
3. Proposed Capacity Addition Post successful implementation of capacity expansion, the manufacturing capacity of Speciality Optical Fibre Cables shall stand increased to 3.0 Million FKM per year.
4. Period within which the proposed capacity is to be added The envisaged augmented capacities are likely to be fully operational by end March, 2027.
5. Investment required With an additional capital investment of Rs. 65.00 Crores, the total capital outlay for the proposed capacity expansion will rise from Rs. 36.70 Crores to Rs. 101.70 Crores.
6. Mode of Financing The proposed capital expenditure will be part funded by way of combination of Supplier’s Credit/Internal Accruals/NCDs.
7. Rationale The stated capacity addition is likely to support emerging demand for comprehensive and reliable solutions in a wide variety of growing verticals which include Hyperscale and cloud Data Centre and other advanced optical fibre cable products. The Company’s strong position in high-performance cable solutions reinforces its standing among leading domestic peers and global competitors.

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