| Textual Information(1) |
Notes: 1. MBL Infrastructure Ltd. ('the Holding Company') and its subsidiaries are together referred to as 'the Group' in the following notes. These unaudited consolidated financial results have been prepared in accordance with the Indian Accounting Standards (Ind AS) prescribed under Companies (Indian Accounting Standards) Rules, 2015 as amended. The consolidated financial results of the Group have been reviewed by the Audit Committee and approved and taken on record by the Board of Directors of the Holding Company in their meeting held on February 14, 2026. The same have also been subjected to Limited Review by the Statutory Auditors. 2. The Resolution Plan of the Holding Company dated November 22, 2017 submitted by Mr. A K Lakhotia with 78.50% CoC majority support was approved under IBC, 2016 and Orders dated April 18, 2018, March 11, 2022, September 13, 2023 and September 30, 2024 by Hon'ble National Company Law Tribunal (NCLT), Kolkata, Orders dated August 16, 2019, May 23, 2023 and August 10, 2023 by Hon'ble National Company Law Appellate Tribunal (NCLAT) and Orders dated January 18, 2022, August 04, 2023 and September 25, 2023 by Hon’ble Supreme Court were passed regarding approval and implementation of the Resolution Plan and the Resolution Plan has attained finality. The documents for implementation of the Approved Resolution Plan have been executed by the Banks and the date of implementation of the Package/Resolution Plan has been declared by the Banks as September 04, 2024. 3. The Resolution Plan approved under IBC is binding on all creditors including the Central Government, State Government, any Local Authority under section 31(1) of IBC, 2016. Claims not filed/ not admitted/ claims which do not form part of the approved Resolution Plan stand extinguished. The payments of admitted claims are subject to reconciliation and rights and remedies available to the Holding Company and are not acknowledged as debt. 4. As per legal advice received, in case of claim not filed by creditor against Corporate Guarantee provided by the Holding Company in respect of subsidiary company, the same stand extinguished. Without prejudice to the above, as per the Resolution Plan dated November 22, 2017 of the Company approved under IBC, 2016 read with Orders dated April 18, 2018, March 11, 2022 , September 13, 2023 and Septemeber 30, 2024 by Hon'ble NCLT, Kolkata, Order dated August 16, 2019 , May 23, 2023 and August 10, 2023 passed by Hon'ble NCLAT and Order dated January 18, 2022, August 04, 2023 and September 25, 2023 passed by Hon’ble Supreme Court, the treatment of Corporate Guarantee is Any amount arising out of invocation of existing Corporate Guarantees/Contingent Liabilities other than the current sub-judice matters will be paid after the payment of all the dues of Financial Creditors as per resolution plan, without any interest and penalties subject to the rights and remedies available to the Company and All amounts will be paid after proper reconciliation and without prejudice to the legal remedies available to the Company. 5. i.)Hon'ble NCLT, Principal Bench, New Delhi vide order dated January 21, 2025 had initiated Corporate Insolvency Resolution Process under Insolvency and Bankruptcy Code(IBC), 2016 aganist MBL (MP) Toll Road Company Ltd (MTRCL) . The Resolution plan submitted by the Holding Company was approved by The Adjudicating Authority Hon'ble NCLT, Principal Bench, New Delhi vide order dated September 12, 2025. The approved Resolution Plan stands implemented as recorded by Hon'ble NCLT, Principal Bench, New Delhi vide order dated October 14, 2025. The financial statements of MTRCL have been prepared giving effect to the approved Resolution Plan. ii) Exceptional items (Net) amounting to Rs.1676.04 Lakhs consist of the difference between the provisions made and amount payable in terms of Approved Resolution Plan, net of CIRP cost of Rs.57.32 Lakhs (Rs. 63.63 Lakhs less GST Input Rs.6.32 Lakhs) and are capital in nature and no income/profit has accrued and no cash flow is to be realised to MTRCL. The amount has been routed through Statement of Profit and Loss account as per requirement of Ind AS and being capital in nature has been transferred to Capital Reserve. Moreover no real income/profit has accrued to MTRCL and in view of above the same is not taxable under provisions of entire Income Tax Act and Rules. iii) The Resolution Plan approved under IBC is binding on all creditors including the Central Government, State Government, any Local Authority under section 31(1) of IBC, 2016. Claims not filed/ not admitted/ claims which do not form part of the approved Resolution Plan stand extinguished. 6. There was a participation in concession agreement dated September 09, 2011 by way of project centric ECB facility as per prudential norms of financing infrastructure projects in India as per RBI guidelines and other applicable Indian laws in DBFOT project of MBL Highway Development Company Limited (MHDCL). Repayments and interest were to be made from escrow account out of deposit of user fee (toll) on achievement of Commercial Operation Date (COD). However the concession agreement was terminated by Authority on November 18, 2016. Legal proceedings are pending at various forums for adjudication of disputes including dispute resolution proceedings in India and summary judgement and certificate of enforcement from a foreign country and its execution petition in India by such participant. MHDCL has received legal advice that the same is not enforceable. MHDCL has counter claims against the participant exceeding the amount of the claims. However, provision has been made for claims including foreign exchange fluctuation as per ‘conservative principles of accounting’ but the same is not acknowledged as debt payable by MHDCL. MHDCL has invoked arbitration against the Authority and Lenders Representative / Escrow Agent on account of material defaults/breach on their part in fulfilling their obligations as per provisions of Substitution Agreement & Escrow Agreement and filed claims before Arbitral Tribunal constituted by Indian Council of Arbitration under the Substitution Agreement. Provisions already made may be reversed in case of Resolution 7. There has been delay in Completion / Commercial Operation Date (COD) in respect of the DBFOT Project of the wholly owned subsidiary company Suratgarh Bikaner Toll Road Company Private Limited (SBTRCPL). The Competent Authority under the Concession Agreement has approved/granted extension of time for Completion of original scope of work of Project till June 08, 2023. The repayment of loans is linked to Completion / COD. The Lenders had given undertaking not to recover till Completion. Arbitration has been invoked on account of breach of Escrow Agreement particularly order of priority. The Company is under Corporate Insolvency Resolution Process (CIRP) vide order dated December 01, 2025 passed by Adjudicating Authority, National Company Law Tribunal, Kolkata. The powers of the members of the Board of Directors are suspended and management of the SBTRCPL vests with Resolution Professional. Committee of Creditors comprising of consortium of five banks has been constituted. SBTRCPL continues as a going concern. Provision for finance cost @9.60% p.a. has been made till November 30, 2025. No provision for finance cost has been made since initiation of CIRP i.e. December 01, 2025. In case, Resolution Plan is not approved or is rejected by Adjudicating Authority, SBTRCPL may not be a going concern. On approval or rejection of the Resolution Plan financial statements have to be re-casted accordingly. 8. There was a concession agreement entered by MSP Infrastructures Limited (MSPIL) a step down wholly owned Subsidiary Company in respect of the BOT Project for Strengthening, Widening, Upgradation, Operation and Maintenance of Raisen-Rahatgarh road on BOT (Build-Operate-Transfer) basis with M.P. Road Development Corporation Ltd. (MPRDC) . The said concession agreement was terminated by MPRDC. The Company has invoked fresh arbitration and case no. AC 2358 has been registered with Indian Council of Arbitration. The Company has filed Statement of Claims. The claims shall be accounted on certainty of their realization. 9. The Group has claims in respect of cost over-run arising due to client responsibility delays, client's suspension of projects, deviation in design, change in scope of work etc., which are at various stages of negotiation/ discussion with the clients/ arbitration/ litigation. The realisability of these claims are estimated by the Company based on contractual terms, historical experience with similar claims as well as legal opinion obtained from internal and external experts, wherever necessary. Revenue in respect of claim is recognised to the extent the Group is reasonably certain of their realisation. Realisation of above claims may be lower than the claims recognized if the Company decides to settle the same out of court in future considering the substantial time involved in litigation. Impact thereof will be considered in the year of such settlement. 10. On 21 November 2025, the Government of India notified the four Labour Codes consolidating 29 existing labour laws. The Ministry of Labour & Employment has also issued draft Central Rules and FAQs to help assess the financial impact of these changes. Based on management assessment in consultation with external experts and the best information available, and in line with the Institute of Chartered Accountants of India (ICAI) guidance, the incremental impact of these changes may not be material to the financial results for the Quarter and Nine months ended 31 December, 2025. The Company continues to monitor the finalisation of Central and State Rules and clarifications from the Government on other aspects of the Labour Code and would provide appropriate accounting effects subsequently on the basis of such developments as needed. 11. a. Other income comprises: (Rs. 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) a. Ind-AS Adjustment 1,119 993 2,842 3,171 10,191 11,272 b. Interest on fixed deposits 55 34 60 153 136 167 c. Others 363 136 409 501 525 564 Total 1,537 1,163 3,311 3,825 10,852 12,003 b. Other expenses comprises: (Rs. 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) a. Ind-AS Adjustment on Financial Asset 2,560 3,756 2,459 8,960 12,065 12,806 b. Ind-AS Adjustment on Financial Liabilites 1,177 1,153 1,143 3,460 1,463 2,545 c. Others 885 1,718 3,021 3,335 5,016 6,567 Total 4,622 6,627 6,623 15,755 18,544 21,918 12. The Group is engaged in Infrastructure Construction/Project activities which are seasonal in nature and the margins vary based on the accrual of cost and recognition of income in different quarters due to nature of business or events which lead to revision in cost to complete. 13. The Group operations consist of construction/project activities and there are no other reportable segments under Indian Accounting Standard 108 - Operating Segments. 14. The Group reports consolidated financial results on quarterly basis as per Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended. The standalone financial results are available on Company's website viz www.mblinfra.com and on website of BSE (www.bseindia.com) and NSE (www.nseindia.com). The specified items of the standalone financial results of the Holding Company for the quarter and nine months ended December, 31, 2025 are given below: (Rs. 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 5,347 6,592 5,101 17,284 16,977 20,341 Profit/ (Loss) Before Exceptional Items & Tax 214 332 202 842 592 853 Profit/ (Loss) After Exceptional items & Before Tax 214 332 202 842 4,618 4,879 Profit/ (Loss) for the Period 214 332 202 842 4,618 4,879 15. Figures for the previous period/quarter have been reworked/regrouped/recasted, wherever considered necessary. 16. All figures are in lakhs except earnings per share. Figures in ( ) denote negative/decrease. For MBL Infrastructure Ltd. Date: February 14, 2026 Anjanee Kumar Lakhotia Place: New Delhi Chairman & Managing Director DIN 00357695 |