| Textual Information(1) |
Notes: 1) The above statement of Unaudited Standalone and Consolidated Financial Results for the quarter ended 30th June 2025 was reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 14th August 2025. 2) The Statutory Auditors have carried out Limited Review of the above financials for the quarter ended June 30, 2025. 3) Ammonia/Urea plants operated up to 4th June 2024, i.e., one plant till 31st May 2024 and the other plant till 04th June 2024, Micro Irrigation Plants operated till 31st May 2024. Thereafter the plants for operations are not available in view of sale of Core Assets by Assets Care & Reconstruction Enterprise Ltd (ACRE), under SARFAESI Act 2002 on 31st May 2024. 4) Consequent to the settlement of Debt and receipt of sale proceeds from sale of core and non-core assets controlled by ACRE, there are no other remaining fixed assets or revenue generating business left with the Company for operations (including land, property plant and equipment) affecting the Going Concern of the Company. Based on the audit findings for FY 2024–25, as the accounts can no longer be prepared on a Going Concern basis, the company’s financials have been prepared on a ‘not a going concern’ basis, reflecting discontinued business operations effective from the quarter ended June 30, 2024. This status continues for the quarter ended June 30, 2025 Accordingly, the company has not earned any revenue from operations for the quarter ended June 30, 2025. 5) Without considering the energy and other claims from the Government, the current liabilities exceed the current assets by about Rs. 86,695.65 Lakhs. Consequent to the discontinuation of operations the going concern of the company has affected and financial results have been prepared accordingly. The Company is pursuing various subsidy claims with the Government including reimbursement of Energy consumed, AP State Electricity Duty paid and IGST etc., the funds from these claims if and when received will be used for the settlement of the current liabilities. 6) There are various claims against the company which are in dispute in various forums, courts, appeals, including arbitration awards. Contingent liabilities/claims as on June 30, 2025, amounting to around Rs 107,723.56 lakhs, are not confirmation of dues but a record of disputes. GAIL has recovered interest in the past since 2019 and raising claims for interest post the sale of assets also. “After the issuance of Office Memorandum (OM) by the Government and establishment of escrow account since 2018.”, the company is disputing interest being claimed by GAIL. 7) The company had lost the GAIL arbitration case in 2023. The company filed an application under section 34 of Arbitration and Conciliation Act 1996 which is pending adjudication in Delhi High Court since 2023. All the assets of NFCL have been sold basis the secured creditor invoking SARFAESI. The company’s accounts have been drawn up accordingly as a non-going concern. Given the financial situation NFCL assigned its rights in favour of AMPL to represent it in all legal forums/proceedings to pursue claims from GAIL including Arbitration claim in its name as an assignee along with agency coupled with interest under the provisions of Indian Contract Act, 1872. Should GAIL satisfy the award in the future, from the net proceeds, NFCL shall use the award as it deems fit after clearing its liabilities. 8) The Company has been using the “Nagarjuna Brand / Trademarks” for its urea and other products under a license agreement Dt 29/01/1998 with the grantor, a related party. The company, during the period ended on 31.12.2021, received a claim from the grantor asserting its right to royalty for the period from 29/01/1998. The company agreed without impairment and prejudice to the rights of AMPL in any manner whatsoever to settle the claims in a manner such that the dues are secured and paid/deducted on a priory basis from the receipts if any from claims against GAIL if and when GAIL satisfies the award in relation to pipeline accident. The Dolaramudu trademark/mascot being used by the Group and by NFCL in urea packaging. After the government letter dated August 18, 2023, on “One Nation One Fertilizers” by introducing Single Brand for fertilizers and Logo under fertilizer subsidy scheme, the company has discontinued use of trademark and did not renew the trademark. The group agreed to continue the trademark. Based on the agreed terms with NACL the company has written to NACL to stop utilising the groups trademarks vide letter dated 28th May 2025 after hearing news that there is a change in company’s ownership and management. 9) Government of India announced New Urea Policy (NUP)-2015 and Gas Pooling Policy for Fertilizer (Urea) Sector which are effective from 1st June 2015 to 31st March 2019. Government of India extended the NUP -2015 from 1st April 2019 until further orders. Income from Urea Operations has been recognised in accordance with the said policies. Income towards freight subsidy, Reimbursement claims towards additional fixed cost, Input escalation / de-escalation, have been recognized during the Quarter ended on June 30, 2025 in terms of the said policies. 10) The Company has received communication on March 31, 2025, from Amlika Mercantile Private Limited (seller) and Agri Vestors Private Limited (Acquirer) that Amlika (Seller) and Agri Vestors (Acquirer), being qualifying persons under Regulation 10 of SEBI (SAST) Regulations, 2011, have entered into a Share Purchase Agreement dated March 28, 2025, for the sale and purchase of 27,17,72,140 shares comprising of 45.4419% as under: 15,54,12,063 Shares comprising of 25.9859% were sold and acquired, respectively by way of Block Deal through NSE at prevailing market price of Rs. 4.31 /- per share on March 28, 2025. The remaining shares of 11,63,60,077 comprising of 19.4560% were sold and acquired respectively by way of the Share Purchase Agreement dated March 28, 2025, at prevailing market price of Rs. 4.31/- per share (arrived at through the Block Deal). In view of the transfer of shares between the qualifying persons under Regulation 10 of SEBI (SAST) Regulations, 2011, Agri vestors Private Limited has been specified in the category of promoters of the Company. Consequent to the transaction, Amlika Mercantile Private Limited cease to be a promoter of the Company and due compliance shall be complied with in this regard. 11) The consolidated results include results of associate company KVK Raju International Leadership Ltd. 12) The figures for the corresponding previous periods have been regrouped, wherever necessary, to make them comparable with those of the current periods. |