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Zen Technologies Ltd. Interim / Quarterly Report 2020

Feb 1, 2020

60795_rns_2020-02-01_345360e1-893b-4a9c-b1ea-9a8367b77579.pdf

Interim / Quarterly Report

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ZEN TECHNOLOGIES LIMITED

Certified ISO 9001:2015, ISO 27001:2013, ISO 14001:2015, CMMI ML5 Regd. Office : B-42, Industrial Estate, Sanathnagar Hyderabad - 500 018, Telangana, India Phone: +91 40 23813281, Fax No: +91 40 23813694 Email: [email protected] Website: www.zen.in Corporate Identity Number: L72200TG1993PLC015939

Date: 01 Feb 2020

To BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai- 400001 Through: BSE Listing Centre To National Stock Exchange of India Limited Exchange Plaza, C-1, Block G, Bandra Kuda Complex, Bandra (E), Mumbai- 400 051 Through: NEAPS

Dear Sir/Madam,

Sub: 1. Unaudited Financial Results (Standalone & Consolidated) for the Third Quarter and nine months ended on 31 December 2019. 2. Outcome of the Board Meeting held on 01 Feb 2020.

Ref: Symbol/Security ID: ZENTEC; Security Code: 533339; Series: EQ

This is to inform you that the Board of Directors of the Company at its meeting held today i.e., on Saturday, 01 Feb 2020, inter-alia, considered and approved the following:-

  1. Unaudited financial results, both standalone and consolidated, for the third quarter & nine months ended 31 December 2019 along with the Statement of Deviation or Variation. The said financial results along with the Limited Review Report given by the Statutory Auditors pursuant to Regulation 33 and the Statement of Deviation or Variation pursuant to Regulation 32 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, as amended, is enclosed as Annexure- I..

The above information is also available on the website of the Company: www.zentechnologies.com.

The meeting of Board of Directors was commenced at 10.15 a.m. and concluded at O 1.45 p.m.

This is for your kind information and records.

Thanking You.

pliance Officer

Works : Plot 36, Hardware Park. Near Shamshabad International Airport. Hyderabad - 501 510. Telangana. India

Independent Auditor's Review Report on unaudited Quarterly Consolidated Financial Results of Zen Technologies Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To The Board of Directors, Mis Zen Technologies Limited

We have reviewed the accompanying statement of unaudited Consolidated financial results of Mis Zen Technologies Limited ('the Holding company') and its Subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") for the period and quarter ended 3 pt December, 2019 ('the statement'), being submitted by the holding company pursuant to the requirement of Regulation 33 of the SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CTR/CFD/FAC/6212016 Dated 5th July,2016.This statement is the responsibility of the Holding Company's Management and approved by the Board of Directors/Committee of Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 Interim financial reporting (Ind AS 34),Prescribed under section 133 of the Companies Act 20 l 3, read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to issue a report on the Statement based on our review.

We conducted our review in accordance with the Standard on Review Engagements (SRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. The review is limited primarily to inquiries of Holding company personnel and analytical procedures applied to financial data and thus provide Jess assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

The statement includes the results of the following entities:

    1. Zen Technologies USA Jnc, USA (Wholly Owned Subsidiary)
    1. Unistring Tech Solutions Private Limited., Jndia, (Subsidiary)

Based on our review conducted as stated above, nothing has come to our attention that causes us to believe that the accompanying statement, Prepared in accordance with the aforesaid Jndian accounting standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 Dated 5th July 2016. Including the manner in which it is to be disclosed, or that it contains any material misstatement.

SRI RAMCHANDRAARCADE, D.No.8-2-293/8~/ 1st Floor, Road No.82, Jubilee Hills, Hyderabad - 500096. Ph: 23394982185, E-mail: [email protected], Website : www.rkandco.in

We did not audit the financial statements of the subsidiaries included in the consolidated financial results, whose financial statements reflects total revenues of Rs 1,22,75,000/- for the period ended 3 pt December,2019 and total net loss of Rs 3, 18,21,085/- and the other comprehensive income of Rs. -2,28,673/- for the period ended on the date , as considered in the consolidated financial results. These financial statements results have been have been furnished to us by the management and our opinion on the consolidated financial results , in so far it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on the reports of the other auditors.

Our opinion on the statement is not modified in respect of the above matter with respect to our reliance on the work done and the reports of the other auditors.

For Ramasarny Koteswara Rao and Co LLP Chartered Accountants FRN.No.O 10396S/S200084

Place: Hyderabad Date: OJS' February, 2020

Y&/

(Murali Krishna Reddy Telluri) Partner ,/. Membership No: 22302J S:-'l O imrN: se a~ 301:t 5! AAAA flM t

Zen Technologies LimitedB -42 Industrial Estate, Sanathnagar Hyderabad - 500 018, Telangana, IndiaCIN:L72200TG1993PLC015939

Un-audited Consolidated financial results for the quarter and Nine Months ended December 31, 2019 (Rs.in lakhs)
S No Particulars Quarter endedDec 31,2019 Quarter endedSep 30,2019 Quarter endedDec 31,2018 Nine MonthsendedDec 31st 2019 Nine MonthsendedDec 31st 2018 Vear endedMarch 31,2019
Un Audited Un Audited Un Audited Un Audited Un Audited Audited
Income
a) Revenue from Operations 3,298.77 4,758.75 3,403.91 12,949.74 4,871.58 9,222.06
Total Revenue from operations 3,298.77 4,758.75 3,403.91 12,949.74 4,871.58 9,222.06
b) Other Income 42,36 26.37 32.55 96 23 299.10 310 78
Total Income 3,341.13 4,785.12 3,436.46 13,045.97 5,170.68 9,532.85
$\overline{2}$ Expenses
a) Cost of materials Consumed 307.04 800.79 1,008 27 2,476.15 1.794.98 3.725.61
b) Changes in inventories of finished goods, 410.97 496.23 (17986) 1.047.08 (91278) (1.160.99)
work-in-progress and Stock-in-Trade 94.79 173.09 147.57 436.89 340.74 $501-30$
('c) Manufacturing Expenses 443.24 533.74 423 18 1,401.00 1.232.65 1.661.45
(d) Employee benefits expense(e) Finance costs 57.73 74.18 152 17 236 40 309.23 481.12
(f) Depreciation and amortization expense 108.56 132.85 95.10 337.92 282 18 (370)(49)
627.08 587.08 756.40 1,691.42 1.742.19 2,827.43
(g) Other expenses 2,049.42 2,797.96 2,402.83 7,626.87 4,789.19 8,415.61
Total Expenses (a to g)
Profit before tax before profit or loss from investment in3 Associate (1-2) 1,291.71 1,987.16 1,033.63 5.419.10 381.49 1,117.24
4 Share of Profit/(loss) from an Associate 25.97 (S 51) 75.97 (1, 35)
5 Profit /(Loss) Before Tax (3+4) 1,291.71 1,987.16 1,007.66 5,410.59 355.52 1,117.60
6 Tax expenses
- Income Tax 240.97 277.33 139.31 1,007.83 139.31 368.40
- Deferred Tax 73.57 291.74 10.23 451.02 34.18 (582.50)
7 Net Profit for the period (5-6) 977.17 1,418.09 858.12 3,951.74 182.03 1,331.70
8 Attributable to:
Shareholders of the Company 1.022.80 1,433.80 4,028.93 1,331,70
Non Controlling interest (45.62) (15.71) (7719)
S Other comprehensive income
a) (i) Items that will not be reclassified to profit or loss (5.92) 3.63 (2.29) (16.35)
(ii) Income tax relating to items that will not be
reclassified to profit or loss
b) (i) Items that will be reclassified to profit or loss
(ii) Income tax relating to items that will be reclassified
to profit or loss
Total other comprehensive income (5.92) 3.63 (2.29) (16.35)
9 Total Comprehensive income $(7+8)$ 971.25 1,421.72 858.12 3,949.45 182.03 1,315.35
10 Attributable to: 1,016.88 1,437.43 4,026.64 1,315.35
Shareholders of the Company (45.62) (15.71) (77.19)
Non Controlling interest
10 Paid-up Equity Share Capital 771.60 771.60 771.60 771 60 771.60 771.60
(Rs. 1/- per Equity Share)
11 Other Equity 12.739.23
12 Earnings per share
(Face Value of Rs. 1/- each)
(a) Basic (In Rs.) 1.33 1.86 11 5 22 0.24 1.73
(b) Diluted (In Rs.) 1.33 1.86 1.11 5 2 2 0.24 1.73
customers based on satisfaction of performance obligations under the contracts in accordance with Ind AS-115. In light of this, the position taken on 1 April 2018 has been revisedAccordingly the revenue reported for corresponding quarter ended 30.09.2018 kk half year ended 30.09.2018 was revised based on the evaluation of perfomance obligation of thecompany. The net impact and revised position is tabulated as under. Particulars Quarter ended31 Dec 2018 31 Dec 2018(Rs.in lakhs)Year to Dateended
satisfied in FY 2017-18 reported in FY 2018-19Revenue relating to performance obligationsnow de-recognized 139.86 698.98
obligations satisfiedRevenue for performance$in$ FY 2018-19 101.91 582.79
(37.95) (116.19)

Place : HyderabadDate : 01 February, 2020.

Independent Auditor's Review Report on Unaudited Quarterly Standalone Financial Results of Zen Technologies Limited Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To The Board of Directors, Mis Zen Technologies Limited

We have reviewed the accompanying statement of unaudited Standalone financial results of MIS. Zen Technologies Limited ('t;·e company')for the quarter ended 31'1 December, 2019 ('the statement'),being submitted by the company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015,as modified by Circular No. CJR/CFD/FAC/62/2016 Dated 5th July, 2016.

This statement Which is the responsibility of the Company's Management and approved by the Board of Directors/Committee of Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 Interim financial reporting (Ind AS 34), Prescribed under section 133 of the Companies Act 2013, read with relevant rules issued there under and other accounting principles generally accepted in India. Our responsibility is to issue a report on the Statement based on our review.

We conducted our review in accordance with the Standard on Review Engagements (SRE) 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity, issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provide less assurance than an audit. We have not performed an audit and accordingly, we do not express an audit opinion.

Based on our review conducted as stated above, nothing has come to our attention that causes us to believe that the accompanying statement, Prepared in accordance with the aforesaid Indian accounting standards and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/FAC/62/2016 Dated 5th July, 2016 including the manner in which it is to be disclosed, or that it contains any material misstatement.

We have reviewed the financial results and other information presented in accordance with IND AS for the quarter ended 31st December, 2019 and have been presented solely on the basis of information compiled by the management.

Place: Hyderabad Date: OP1 February, 2020

FRN.No.010396S/S200084 ~/ (Murali Krishna Reddy Telluri) Partner

Chartered Accountants

For Ramasamy Koteswara Rao and Co LLP

SRI RAMCHANDRAARCADE, D.No.8-2-293/82/Jlll/573/M/ 1st Floor, Road No.82, Jubilee Hills, Hyderabad - 500096. Ph: 23394982/85, E-mail: [email protected], Website : www.rkandco.in

Zen Technologies LimitedB-42 Industrial Estate, Sanathnagar Hyderabad - 500 018, Telangana, IndiaCIN:L72200TG1993PLC015939

Un-audited Standalone financial results for the quarter and nine months ended December 31, 2019 (Rs.in lakhs)
S No Particulars Quarter endedDec 31,2019 Quarter endedSept 30,2019 Quarter endedDec 31,2018 Nine monthsendedDec 31,2019 Nine monthsendedDec31,2018 Year endedMarch 31,2019
Un Audited Un Audited Un Audited Un Audited Un Audited Audited
1 Income
a) Revenue from Operations 3,236.27 4,712.00 3,365.96 12.826.99 4,755.39 9,222.06
Total Revenue from operations 3,236.27 4,712.00 3,365.96 12,826.99 4,755.39 9,222.06
b) Other Income 42.33 26.36 31.70 96.19 284.46 310.78
Total Income 3,278.60 4,738.36 3,397.66 12,923.18 5,039.85 9,532.84
2 Expenses
a) Cost of materials Consumedb) Changes in inventories of finished goods, 223.77 750.03 1,008.27 2.319.05 1,794.98 3,72561
work-in-progress and Stock-in-Trade 479.03 539.48 (179.86) 1.169.18 (912.78) (1.160.99)
('c) Manufacturing Expenses 93.83 171.27 147.57 434.11 340 74 50130
(d) Employee benefits expense 371.69 446.16 392 46 1.173.29 1.113.35 1,566,42
(e) Finance costs 55.05 68.85 151.58 224 45 308 26 478.88
(f) Depreciation and amortization expense 93.24 93.06 94.55 279 43 281.54 376.81
(g) Other expenses 582.79 552.17 460.67 1,555.40 1,371.96 2,335.21
Total Expenses (a to g) 1,899.40 2,621.02 2,075.24 7,154.91 4,298.05 7,823.23
$3$ Profit before tax $(1-2)$ 1,379.20 2,117.34 1,322.42 5,768.27 741.80 1.709.61
4 Tax expenses
- Income Tax 240.97 277,33 139.31 1.007.83 139.31 368.40
- Deferred Tax 90.40 302.93 10.23 490 49 34 18 (582.50)
5 Net Profit for the period (3-4) 1,047.83 1,537.08 1,172.88 4,269.95 568.31 1,923.71
6 Other comprehensive income
a) (i) Items that will not be reclassified to profit or loss (1813)
(ii) Income tax relating to items that will not bereclassified to profit or loss
b) (i) Items that will be reclassified to profit or loss
(ii) Income tax relating to items that will be reclassifiedto profit or loss
Total other comprehensive income (18.13)
7 Total Comprehensive income (5+6) 1,047.83 1,537.08 1,172.88 4,269.95 568.31 1,905.58
8 Paid-up Equity Share Capital 771.60 771.60 771.60 771.60 771.60 771.60
(Rs. I/- per Equity Share)
9 Other Equity 13.329.47
10 Earnings per share
(Face Value of Rs. I/- each)
(a) Basic (In Rs.) 1.36 1.99 1.52 5.53 0.74 249
(b) Diluted (In Rs.) 1.36 1.99 1.52 5 5 3 0 74 2.49

$\frac{1}{2}$...
...
7 The Company on April 1, 2018 while evaluating the impact of Ind AS 115 in respect of certain contracts with customers had reversed Rs. 714.65 lakhs of service income that was accrued and recognised duringbeen fully paid and the no due certificate has been given by TDB. Consequently, the charge is completely satisfied and only theevelopment Board (TDB), Government of India, towards the Development of UAV Simulator. Mr. Ashok Atluri, Promoter,performance obligations under the contracts in accordance with Ind AS-115. In light of this, the position taken on 1 April 2018 has been revised. Accordingly the revenue reported for corresponding quarterFY 2017-18 on account of certain pending procedural obligations. As at 31.03.2019, the Company has evaluated and recognized revenue for such contracts with customers based on satisfaction ofended 30.09.2018 & half year ended 30.09.2018 was revised based on the evaluation of performance obligation of the company. The net impact and revised position is tabulated as under.Simulation. Hence segmental reporting as per Ind AS 108 is not made.The value of the orders on hand as at 01st February, 2020 is about Rs. 177.51 Crores5 In the year 2013, the company availed a loan for Rs 11.60 Crs from Technology DThe entire operations of the Company relate to only one segment viz., Training &had pledged 1.50 Crore equity shares in favor of TDB. The total loan amount hasrelease of the promoter's pledge by TDB is awaited.$\overline{4}$$\circ$ The aforementioned results have been reviewed by the Audit Committee and subsequently taken on record by the board of directors at its meeting held on 1st February,2020.necessaryThe figures for previous periods/Year have been Recast and Regrouped wherever$\sim$$\tilde{3}$ 1 The Financial results of the company have been prepared in accordance with Indian Accounting Standards (Indian Accounting Standard) rules 2015 as amended by theCompanies (Indian Accounting Standard) rules 2016.
------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
(Rs.in lakhs)
Year to Date
Particulars Quarter ended ended
31 Dec 2018 31 Dec 2018
Revenue relating to performance obligations
satisfied in FY 2017-18 reported in FY 2018-19 139.86 698.98
now de-recognized
Revenue for performance obligations satisfied 101.91 582.79
in FY 2018-19
Impact on Reported revenue (37.95) (116.19)

Place : HyderabadDate : 01 February, 2020.

ZEN TECHNOLOGIES LIMITED

Certified ISO 9001 :2015, ISO 27001 :2013, ISO 14001 :2015, CMMI ML5 Regd. Office : 8-42, Industrial Estate, Sanathnagar Hyderabad - 500 018, Telangana, India Phone: +91 40 23813281, Fax No: +91 40 23813694 Email: [email protected] Website: www.zen.in Corporate Identity Number: L72200TG1993PLC015939

Mode of Fund Raising convertible warrantsPreferential Issue of
Date of Raising Funds allotment of warrants04/02/2019 - Date of
Amount Raised *Rs. 17,85,95,440/-
Report filed for Quarter ended December 31, 2019
Monitoring Agency Not Applicable
Monitoring Agency Name, if applicable $\frac{4}{2}$
Is there a Deviation / Variation in use of funds raised $\tilde{z}$
If yes, whether the same is pursuant to change in terms of a $\frac{\mathcal{A}}{2}$
contract or objects, which was approved by the shareholders
If Yes. Date of shareholder Approval
Explanation for the Deviation / Variation Z
Comments of the Audit Committee after review $\overline{\overline{z}}$
Comments of the auditors, if any E
Objects for which funds have been raised and where there has been a deviation, in the following table
Original Object Modified Object, if any AllocationOriginal allocation,Modifiedif any Funds Utilised the quarter according toDeviation/Variation forapplicable objectAmount of Remarks ifany
capital,The proceeds of the preferential issue will be utilizedpotential acquisitions, export promotion, workingtowards research and development (R&D),capital expenditure and general corporate $\sum_{i=1}^{n}$ Rs. 4,46,48,860/- $\frac{1}{2}$ Rs. 4,46,48,860/- $\overline{\overline{z}}$ $\frac{1}{2}$
*Out of the total amount raised, only 25% of the amount i.e., Rs. $4,46,48,860/$ - has been received by the company towards warrant subscription at the time of allotment of warrants. Thewarrants are convertible into 1 equity share each on payment of the exercise money i.e., balance 75% of the amount within a period of 18 months from the date of allotment of thewarrantspurposes
Deviation or variation could mean:
(a) Deviation in the objects or purposes for which the funds have been raised or
(b) Deviation in the amount of funds actually utilized as against what was originally disclosed or
(c) Change in terms of a contract referred to in the fund raising document i.e. prospectus, letter of offer, etc
LIM/SOGIAFor and on behalf of the BoardAshok Atluri
77Chairman and Managing DirectorDIN: 00056050
Date - 01 Feb 2020

Works: Plot 36, Hardware Park, Near Shamshabad International Airport, Hyderabad - 501 510, Telangana, India