| Textual Information(1) |
Notes to the consolidated financial results: 1) The above unaudited consolidated financial results cover the operations and results of Popular Vehicles and Services Limited (the Parent), its subsidiaries Popular Mega Motors (India) Private Limited, Vision Motors Private Limited (upto 25 August 2025), Popular Auto Works Private Limited, Popular Auto Dealers Private Limited, Kuttukaran Cars Private Limited, Kuttukaran Green Private Limited (upto 31 August 2025), Keracon Equipments Private Limited, Prabal Motors Private Limited, Imperion Cars Private Limited (w.e.f 28 November 2025) and Zparex Digisolutions Private Limited (w.e.f 10 November 2025). The Parent and its subsidiaries are collectively referred to as ( the Group). 2) The above unaudited consolidated financial results of the Parent have been prepared in accordance with and comply in all material aspects with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 ( the Act) read with relevant rules issued there under and in terms of Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulation), as amended. 3) The above unaudited consolidated financial results have been reviewed and recommended by the Audit Committee at its meeting held on 10 February 2026. The Board of Directors at their meeting held on 10 February 2026 have approved the above results and taken them on record. The Statutory Auditors of the Parent have carried out a review of the consolidated financials results as required under Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulation), as amended, and have issued an unmodified review report there on. 4) The Group has reported segment information as per Indian Accounting Standards (Ind AS) 108 on 'Operating Segments'. As per Ind AS 108, segments are identified based on management's evaluation of financial information for allocating resources and assessing performance. The Group has structured its business broadly into four segments – Passenger cars (excluding luxury vehicles), Luxury vehicles, Commercial vehicles and Others. Others primarily comprises spares parts retail sales (including through ecommerce platform) - other than through the respective business segments and sale of electric vehicles - two-wheelers and three-wheelers (upto 31 August 2025). 5) In the Board of Directors' meeting dated 12 February 2025, the Group management had committed to a plan to disinvest the Company's stake in the investments of Kuttukaran Green Private Limited, a wholly owned subsidiary and Vision Motors Private Limited, the Company's step down subsidiary (a subsidiary of Popular Mega Motors (India) Private Limited). Accordingly, assets amounting to Rs. 1,063.49 million and liabilities amounting to Rs. 537.97 million of the disposal group as at 31 March 2025 were presented as assets held for sale and liabilities held for sale respectively. The Company entered into share purchase agreements with Automart Services Private Limited on 29 May 2025 to agree the terms and conditions of the sale and thereafter obtained approval from its shareholders on 04 July 2025 through postal ballot resolution for the disinvestment. The disposal group was stated at lower of its carrying amount and its fair value less costs to sell. Further, on 31 August 2025 and 25 August 2025, the disinvestment has been completed for a consideration of Rs. 20 million for Kuttukaran Green Private Limited and Rs. 680 million for Vision Motors Private Limited, thereby, recording a gain of Rs. 152.87 million during nine months period ended 31 December 2025. 6) The current tax charge for the quarter and the year ended 31 March 2025 includes an expense provision relating to the Parent which pertains to earlier years amounting to Rs. 21.25 million. 7) On November 21, 2025, the Government of India notified the four Labour Codes - The Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing labour laws. The Ministry of Labour and Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to the changes in regulations. The Group has assessed and accounted the incremental impact of these changes on the basis of actuarial opinion obtained and the best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Group has presented such incremental impact under 'Exceptional items' in the Statement of consolidated financial results for the quarter and nine months ended 31 December 2025. The incremental impact on gratuity of Rs. 11.35 million, long term compensation absences of Rs. 4.33 million, provident fund, employee state insurance and statutory bonus collectively of Rs. 0.70 million, respectively has arisen due to change in wage definition. The Group continues to monitor the finalization of Central / State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effect on the basis of such developments as needed. 8) By way of an agreement entered into on 10 October 2025, the Parent has taken over the business comprising Maruti Suzuki India Limited dealership on an as-is-where-is basis as a going concern by way of slump sale from R.K.S Motor Private Limited ('the vendor'), Telangana w.e.f 15 October 2025. The aggregate consideration of this acquisition is Rs. 930 million which is payable in tranches. In addition to the above purchase consideration, the Parent has also acquired the existing inventories from the vendor as part of this business acquisition at a value of INR 50.02 million. The aforementioned transaction has been considered as a business acquisition in accordance with Indian Accounting Standard 103- Business Combinations. A. Purchase consideration Particulars Amount in Rs million Consideration paid / payable in cash (including for transfer of inventories) (Refer note (i) below) 980.02 B. Identifiable assets acquired Particulars Amount in Rs million Property, Plant and Equipment 915.13 Inventories (including vehicles, spares and accessories) 50.02 Net identifiable assets acquired 965.15 C. Goodwill Goodwill arising from acquisition has been determined as follows: Particulars Amount in Rs million Purchase consideration (A) 980.02 Less: net identifiable assets acquired (B) 965.15 Goodwill (A - B) 14.87 (i) Of the above purchase consideration, an amount of Rs. 307.40 million is outstanding as at 31 December 2025 which is expected to be paid in the subsequent quarter. 9) One of the subsidiaries, Prabal Motors Private Limited, has during the nine months ended 31 December 2025 acquired the business of sales and services of commercial vehicles, carried out under the dealership of Bharat Benz Trucks, from Globe CV Private Limited ('the Seller') with effect from 19 August 2025 at a purchase consideration of Rs. 120 million. In addition to the above purchase consideration, the Company has also acquired the existing inventories from the Seller as part of this business acquisition for a value of Rs. 224.61 million. The aforementioned transaction has been considered as a business acquisition in accordance with Indian Accounting Standard 103 - Business Combinations. 10) By way of an asset purchase agreement entered into on 31 December 2025 and addendum thereto dated 04 February 2026, one of the subsidiaries Imperion Cars Private Limited is taking over the business comprising Audi India, a division of SKODA AUTO Volkswagen India Private Limited dealership in the State of Telangana and State of Andhra Pradesh from Olympus Motors Private Limited (the vendor) on an as-is-where-is basis as a going concern. The aggregate consideration of this acquisition is Rs. 97.5 million which is payable in tranches. Imperion Cars Private Limited has paid Rs. 48.75 million till 31 December 2025 as advance to the vendor. This transaction has been completed effective 01 January 2026 in accordance with the terms of the aforementioned agreements. |