| Textual Information(1) |
Notes: 1.The financial results of BirlaNu Limited (formerly HIL Limited) (the Company or the Holding Company) and its subsidiaries (the Company and its subsidiaries together referred to as the Group), and its joint venture have been prepared in accordance with Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013 ('the Act') read with the relevant rules thereunder and in terms of Regulation 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. 2.The above results for the quarter and nine months ended 31 December 2025 were reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 13 February 2026. The statutory auditors have expressed an unmodified review opinion on these results. 3.The Holding Company in financial year 1979-80 had invested in Supercor Industries Limited, Nigeria (Supercor). Supercor suspended its operations from November 2015 and closed its offices because of which it has not prepared any financial statements since then. Therefore, the Holding Company has been unable to incorporate the requisite financial information, if any, of Supercor in its consolidated financial statements as required under Section 129(3) of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Holding Company’s investment in Supercor as at the reporting periods presented amounts to INR NIL, after considering the provision for diminution in value of investments amounting to INR 143 lakhs. On the basis of the request filed by the Holding Company in earlier years, an intimation was received from Reserve Bank of India for suspension of the Unique Identification Number allotted to Supercor. 4.The unaudited standalone financial results, for the quarter and nine months ended 31 December 2025 can be viewed on the websites of the Company, National Stock Exchange of India Limited (NSE) and BSE Ltd (BSE) at www.birlanu.com, www.nseindia.com and www.bseindia.com respectively. Information of unaudited standalone financial results of the Company in terms of Regulation 47(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 is as under: INR in Lakhs Particulars Quarter ended Nine months ended Year ended 31.12.2025 30.09.2025 31.12.2024 31.12.2025 31.12.2024 31.03.2025 Unaudited Unaudited Unaudited Unaudited Unaudited Audited Revenue from operations 52949 47875 49648 173588 175284 231004 Profit / (Loss) before tax (including exceptional items) 986 (506) (1923) 4285 10749 10825 Profit / (Loss) for the period / year after tax 1113 (338) (1141) 3577 9130 9096 Other comprehensive (loss) for the period / year 24 12 - 36 (1) (48) Total comprehensive income/ (loss) for the period / year 1137 (326) (1141) 3613 9129 9048 5.Certain assets of the Company classified under Assets held for sale category have been sold during the nine months ended 31 December 2024 and the year ended 31 March 2025. Profit arising on such sale amounting INR 8189 Lakhs is presented as an exceptional item in the above results. 6.On 07 November 2025, the Holding Company had entered into a Share purchase agreement (SPA) with shareholders of Clean Coats Private Limited (‘Clean Coats’) for purchase of the shares of Clean Coats. Post completion of the agreed closing conditions, the Holding Company obtained control over the Clean Coats and consolidated in its books of account effective 11 November 2025 at a total purchase consideration of INR 11,322 lakhs. The Holding Company has carried out a preliminary purchase price allocation between goodwill, tangible assets, intangible assets and other working capital balances taken over. These initial estimates will be finalized over period not exceeding twelve-month period as allowed under Ind AS. Consequent to the acquisition, the said business has been reported under pipes and construction chemicals segment of the Group. 7.On 21 November 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 & Employment published draft Central Rules and FAQs to enable assessment of the financial impact due to changes in regulations. The Company has assessed and accounted the incremental impact of these changes of INR 434 lakhs during the quarter ended 31 December 2025 based on the information to the extent available, in accordance with the guidance provided by the Institute of Chartered Accountants of India. The Company continues to monitor the finalisation 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. Pursuant to Sections 230 and 233 and all other applicable provisions of the Companies Act, 2013, as per the provisions of the Memorandum of Association and Articles of Association and after obtaining the approvals from the Board of Directors and subject to the requisite approval of the shareholders / creditors of the respective Companies, Crestia Polytech Private Limited, Aditya Poly Industries Private Limited, Aditya Polytechnic Private Limited, Prabhu Sainath Polymers Private Limited, and Topline Industries Private Limited (hereinafter referred to as the ‘Transferor Companies’), and BirlaNu Limited (formerly known as ‘HIL Limited’) (hereinafter referred to as the ‘Transferee Company’) have filed the necessary ‘Company Applications’ seeking approval of the Scheme of Amalgamation of the Transferor Companies with the Transferee Company before the Hon’ble National Company Law Tribunal (‘NCLT’), the Kolkata Bench and the Hyderabad Bench. Hon’ble NCLT, Kolkata bench, through its order dated 23 July 2025 dispensed with the requirement of holding shareholders and creditors meeting. As part of further merger process, the Transferor Company had filed Company petition on 12 August 2025 and the same was admitted by the Hon’ble NCLT, Kolkata Bench. Further, to expedite the Merger process, the Transferee Company filed a application to transfer the merger application from Hyderabad bench to Kolkata bench before Hon’ble NCLT, Principal Bench, New Delhi on 19 August 2025. The same has been approved and the Transferee Company’s application is pending before Hon’ble NCLT, Kolkata bench along with Transferor Companies. The hearing on said matter has taken place and now the matter is reserved for order. 9.The Holding Company has issued a corporate guarantee of Euro 33.705 million (31 March 2025: Euro 33.705 million) at a commission of 0.50% p.a. on the outstanding guarantee amount, in favour of the wholly owned subsidiary company, BirlaNu International GmbH, Germany on 27 September 2023 in respect of the loan taken by the subsidiary from ICICI Bank UK PLC, Germany. Further, the Holding company has extended an unconditional letter of financial support to BirlaNu International GmbH and its subsidiaries ('the subsidiary group') to the extent necessary for the subsidiary group at least until 31 December 2027. This will enable the subsidiary group to continue to operate their business and meet their financial obligations for the foreseeable future. The Holding company will continue to make available such funds as are needed by the Subsidiary group. During the period, the Holding Company has taken a Standby Letter of Credit (SBLC) on 04 July 2025 from ICICI bank Limited, India; in order to facilitate working capital demand loan aggregating upto EUR 10.29 million to BirlaNu International GmbH from ICICI bank UK PLC, Germany. The facility is extended for a period of 1 year to BirlaNu International GmbH and carries a service fee of 0.53% p.a on the total outstanding loan amount utilised which is payable on a half yearly basis to BirlaNu Limited, along with reimbursement of actual processing fees and commission paid by the Company to ICICI bank Limited, India as per the terms of agreement. 10.During the earlier years, the Holding Company received demands from Goods and Services Tax Department, Government of Tamil Nadu, Chennai amounting to INR 7630 Lakhs for the period 01 July 2017 to 31 March 2023, with regards to HSN (Harmonized System Nomenclature) Classification code of one of the product sold by the Holding Company. The Holding Company challenged the said Orders by filing Appeals before Deputy Commissioner (Appeals), Chennai. Aggrieved by the order of the Appellate Authority confirming the demand, the Holding Company had challenged the said Orders in the Honourable High Court of Madras by filing writ petition. During the quarter ended 30 September 2025, the Holding Company has received a favourable order from Honourable High Court directing to quash the impugned orders. 11.The Board of Directors of the Company, at their meeting held on 13 February 2026, have approved a scheme of amalgamation ('Scheme') of wholly owned subsidiary of BirlaNu Limited i.e., Clean Coats Private Limited (referred to as the Transferor Company) with the Company, wherein the Transferor Company is proposed to be amalgamated with the Company from an appointed date of 11 November 2025 subject to seeking necessary approvals from the shareholders and the concerned regulators in respect of the Scheme. 12.The Board of Directors in the meeting held on 13 February 2026, provided an in-principal approval to sell certain assets of the Company having written down value of INR 2542 Lakhs as on 31 December 2025. 13.The financial results of the following subsidiaries and step-down subsidiaries and Joint venture of the Holding Company are included in the consolidated financial results for the quarter and nine months ended 31 December 2025. S.No Name of the entity Country Relationship 1 BirlaNu International GmbH (formerly HIL International Limited) Germany Wholly owned Subsidiary 2 Parador Holding GmbH Germany Step-down Subsidiary 3 Parador GmbH Germany Step-down Subsidiary 4 Parador Parkettwerke GmbH Austria Step-down Subsidiary 5 Parador UK Limited United Kingdom Step-down Subsidiary 6 Parador INC. (Incorporated on 24 January 2025) United States of America Step-down Subsidiary 7 Parador (Shanghai) Trading Co., Ltd. China Joint Venture 8 Crestia Polytech Private Limited India Wholly owned Subsidiary 9 Topline Industries Private Limited India Step-down Subsidiary 10 Aditya Polytechnic Private Limited India Step-down Subsidiary 11 Prabhu Sainath Polymers Private Limited India Step-down Subsidiary 12 Aditya Poly Industries Private Limited India Step-down Subsidiary 13 Clean Coats Private Limited (w.e.f 11 November 2025) India Wholly owned Subsidiary |