| Textual Information(1) |
1.The above unaudited standalone and consolidated financial results have been prepared on a going concern basis and in accordance with the recognition and measurement principles laid down in the Indian Accounting Standard 34 “Interim Financial Reporting” (Ind AS 34) prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules issued thereunder and other accounting principles generally accepted in India and have been reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on 13th February 2026 and are subjected to limited review by the statutory auditors of the Company, in terms of Regulations 33 of the SEBI (listing obligations and disclosures requirements) Regulation 2015 as amended. 2 (a). A corporate insolvency resolution process (“CIRP”) was initiated against the Company under Section 7 of the Insolvency Bankruptcy Code, 2016 (“IBC”) vide order of the Hon’ble National Company Law Tribunal (“NCLT”) dated 29 September 2017. Vide order dated 30th November 2018 (“Resolution Plan Approval Order”), the Hon’ble NCLT approved the Resolution Plan submitted for the Company by Formation Textiles LLC (“Resolution Applicant 1”). On 5th December 2019, the Hon’ble NCLT noted that while a separate hearing was required to decide the merits of the application, as an interim measure, made by RA1 for making certain revisions/modifications in the approved resolution plan, after take-over of management/control of the Company directed that the CIRP of the Corporate Debtor to be restored and thereafter, the possession of the Corporate Debtor be handed over to the Committee of Creditors and the erstwhile Resolution Professional. 2 (b). Further, vide order dated 5th February, 2020, the Hon’ble NCLT allowed the Resolution Professional to invite fresh resolution plans from prospective resolution applicants by providing an additional period of 70 days to undertake the process. On 23rd March 2020, a nationwide lockdown was declared due to sudden outbreak of Covid-19 pandemic. On 30th March 2020, the Hon’ble National Company Law Appellate Tribunal (“NCLAT”) ordered that the period of lockdown ordered by Central Government and State Governments shall be excluded from the period for completing the CIRP of a corporate debtor prescribed under Section 12 of the Code. Hence, the period of 70 days to undertake the sale process was extended till the lockdown continued. 2 (c). An amount of INR 5,000 lakhs was received on 11th July 2018 from the erstwhile RA 1, Formation Textiles LLC in lieu of performance bank guarantee as part of the CIRP in terms of the process memorandum and later on 6 November 2018 the funds were transferred to a fixed deposit with Bank of Baroda. Further on 24th December 2019 the CoC, citing the RA’s failure to implement the Resolution Plan, invoked the Performance Guarantee and forfeited the amount and distributed the proceeds to all lenders. However, since the Company has received the fund as a conduit, the Company has presented the amount forfeited by the CoC as reduction from amount received from the RA. 2 (d). However, INR 500 lakhs of Earnest Money Deposit given by the Resolution Applicant as per terms of the process memorandum in the form of a Bank Guarantee was also enchased by Bank of Baroda upon its expiry in 2018 and is shown under current liabilities. Further the funds are parked in fixed deposits with Bank of Baroda. The erstwhile RA has filed additional application praying the NCLT to refund INR 9,300 lakhs deposited in the Company towards the resolution plan along with interest. The NCLT is still to hear on this additional application moved by the RA. Till the NCLT gives its verdict, the treatment given in the books of accounts for the performance bank guarantee and EMD is subject to settlement by erstwhile RA and the CoC. 2 (e). The Company has received final order and as a result, it has set off the amount received from Formation Textiles LLC against the EMD and balance amount i.e. Rs 5 crore plus Rs 38 crore amounting to Rs 43 crore. The said amount is not claimed by the Company and since GB Global Ltd was only a conduit, post the receipt of the Final order, GB Global has offset the amount received from Formation Textiles LLC and the corresponding bank balance from the books of account. 2 (f). On 10th September 2020, the Resolution Professional received one resolution plan for the Corporate Debtor from Resolution Applicant (“Resolution Applicant 2”), Dev Land & Housing Private Limited (“DLH”). Subsequently, after various rounds of negotiations and discussions, Resolution Applicant 2 submitted revised final resolution plan to the Resolution Professional on December 9, 2020 (with an addendum issued by the Resolution Applicant on 11 December 2020), which was put to vote by the CoC and thereafter approved. On 19th May 2021, the NCLT has approved the terms of the Resolution Plan submitted by DLH. 2 (g). The erstwhile Resolution Applicant had filed an application in the Hon’ble NCLT seeking directions for setting aside the NCLT order approving the resolution plan. 2 (h). Pursuant to the Corporate Insolvency Resolution Process (“CIRP”) initiated under Section 7 of the Insolvency and Bankruptcy Code, 2016 (“IBC”) and the orders passed by the Hon’ble National Company Law Tribunal (“NCLT”), Mumbai Bench, including its order dated 30th November 2018, read together with the judgment and clarification order of the Hon’ble National Company Law Appellate Tribunal (“NCLAT”) dated 11th August 2025, the amounts deposited by Formation Textiles LLC (“Erstwhile Resolution Applicant”), aggregating to INR 93.82 Crores, comprising INR 50 Crores towards Performance Bank Guarantee, INR 5 Crores towards Earnest Money Deposit, and INR 37.99 Crores towards equity infusion, were dealt with in accordance with the aforesaid judicial directions and the CIRP process memorandum. In compliance with these orders and considering the Company acted solely as a conduit, the Company has effected the necessary adjustments and settlement, including set-off of INR 43 Crores (comprising INR 5 Crores towards Earnest Money Deposit and INR 37.99 Crores towards equity infusion), and accordingly, all obligations in respect of such amounts stand fully settled and discharged, with no amount remaining payable or refundable to Formation Textiles LLC as at the reporting date. 3.(a) Pursuant to approval of the Resolution Plan by the Hon’ble NCLT, Equity Share Capital of the Company stands reduced by INR 328.11 lacs on 05th June 2021 and the number of equity shares is reduced from 33,14,295 equity shares to 33,143 equity shares of INR 10 each. As per Resolution Plan, DLH has infused INR 5,000 lacs towards subscription and allotment of 500 lacs Equity Shares of INR. 10 each. Accordingly, the Equity Share Capital of the Company has stands increased to INR. 5,003.31 lacs on 05th June 2021. 3.(b) The Company has made an application to the Stock exchanges i.e. NSE and BSE for the relisting of its shares. NSE has sought for certain clarifications. Pending reply/ procedural compliance, the listing of the shares continued to be suspended. The Company is hopeful that listing will re-commence at the earliest. 4. Indian Bank (one of the CoC and the Appellant) had raised concern over liquidation value by filing an appeal in the National Company Law Appellate Tribunal (NCLAT) against the approved Resolution plan dated 19 May 2021, as a dissenting creditor, since the liquidation value attributable to the Appellant was reduced from Rs. 87.6 crore to Rs.50.51 crore. Bank of Baroda (BOB), largest financial creditor in Committee of Creditors (CoC) with voting percentage of 23.41% has sought to implead as a Respondent to the Appeal and has desired that no order be passed without hearing the Applicant. The learned counsel for the respondent has vehemently opposed the impleading application of the BOB. They have raised the issue that BOB is not authorized by CoC to file such application, further BOB was permitted to intervene/ implead The NCLAT, Principal Bench New Delhi, has heard the parties at length and considered their submissions and concluded that revaluation of the assets is not in violation with the provisions of section 30(2)(b) vide its order dated 06 May, 2022. Indian Bank has preferred an appeal with Hon’ble Supreme Court against the order of Hon’ble NCLAT Order dated 06th May 2022. The Successful Resolution Applicant (‘SRA’) via letter dated 18 Feb 2025 desirous of full and final settlement , proposed a settlement and which was duly accepted by the Appellant and a No Dues certificate was issued by the Appellant dated 03 March 2025 to the SRA. Further, the appellant has filed with Hon’ble NCLAT for withdrawal of appeal dated 03 April 2025 and an order was passed by Hon’ble NCLAT allowing the same as on 08 April 2025.Further the appleant has filled with Hon'ble Supreme Court for withdrawl of appeal dated 25th March 2025 and the aforesaid matters was listed and heard before the Hon'ble Supreme Court on 18th August 2025, and the same is disposed of with the remarksDismissed as Withdrawn 5. A Factory Building located at Sewri –Mumbai, for an amount INR 1475.45 lacs was capitalized in the Financial Year 2007-2008, the WDV of the said property as on 31st December 2025 is INR. 625.44 lacs. For the said property, no title deeds or documents are available in the Company records. However, the property remains in the physical possession of the Company. 6. For various statutory demands towards Income Tax, Sales Tax, Value Added Tax etc. no amount was admitted vide NCLT order. However, considering principles of equity, the management has allocated and paid INR 100 lacs towards payable against statutory dues on 30th July 2021. The Company has approached various statutory authorities to squash the demands as per their records citing the resolution plan and NCLT order. 7. The Company has repaid financial creditors liability outstanding as per resolution plan by June 2022. 8. The company has huge amount of Accumulated Losses while being taken over under IBC and considering the same, no Provision for Tax has been made for the income tax which the Company is confident of getting set off of current tax liability against accumulated losses. 9. The Board of Directors of GB Global Limited (“the Company”), a listed entity and wholly owned subsidiary Dev Land Housing Private Limited, has approved a Scheme of Amalgamation under Sections 230 to 232 of the Companies Act, 2013 for the merger of the Company with its holding company. The Scheme was filed before the Hon’ble National Company Law Tribunal (“NCLT”) and is presently pending for hearing fixed on 8th January 2026. As the Scheme is subject to requisite judicial approval and has not yet become effective, no accounting impact has been recorded in the financial results for the quarter and nine months ended 31st December 2025. The listing status of the Company remains unchanged as at the reporting date and pending approval to the proposed Scheme, the financial information has been prepared on ‘going concern’ basis. |