Integrated Filing — IndAS



General information about company

Scrip Code 541578
NSE Symbol VARROC
MSEI Symbol NOTLISTED
ISIN INE665L01035
Name of company VARROC ENGINEERING LIMITED
Type of company Main Board
Class of security Equity
Date of start of financial year 01-04-2025
Date of end of financial year 31-03-2026
Date of board meeting when results were approved 27-05-2026
Date on which prior intimation of the meeting for considering financial results was informed to the exchange 18-05-2026
Description of presentation currency INR
Level of rounding used in financial results Lakhs
Reporting Type Quarterly
Reporting Quarter Fourth quarter
Nature of report standalone or consolidated Standalone
Whether results are audited or unaudited for the quarter ended Audited
Whether results are audited or unaudited for the Year to date for current period ended/year ended Audited
Segment Reporting Single segment
Description of single segment In Accordance with paragraph 4 of the notified IND AS 108 The Company has disclosed segment information only on the basis of consolidated financial statement.
Start date and time of board meeting 27-05-2026   13:25:00
End date and time of board meeting 27-05-2026   15:35:00
Whether cash flow statement is applicable on company Yes
Type of cash flow statement Cash Flow Indirect
Declaration of unmodified opinion or statement on impact of audit qualification Statement on impact of audit qualification
Whether the company has any related party? Yes
Whether the company has entered into any Related Party transaction during the selected half year for which it wants to submit disclosure? Yes
(I) We declare that the acceptance of fixed deposits by the bans/Non-Banking Finance Company are at the terms uniformly applicable/offered to all shareholders/public NA
(II) We declare that the scheduled commercial bank, as per RBI circular RBI/DBR/2015-16/19 dated March 03, 2016, has allowed additional interest of one per cent per annum, over and above the rate of interest mentioned in the schedule of interest rates on savings or a term deposits of banks staff and their exclusive associations as well as on deposits of Chairman, Chairman & Managing Director, Executive Director or such other Executives appointed for a fixed tenure. NA
Whether the company is a high value debt listed entity according to regulation 15 (1A)? No
(a) If answer to above question is Yes, whether complying with proviso to regulation 23 (9), i.e., submitting RPT disclosures on the day of results publication?
(b) If answer to above question is No, please explain the reason for not complying.
Whether the updated Related Party Transactions (RPT) Policy (in compliance with Reg. 23 of SEBI LODR) has been uploaded on the website of the Company? Yes
Latest Date on which RPT policy is updated 27-03-2025
Indicate Company website link for updated RPT policy of the Company https://www.varroc.com/upload/financial_results/1743067406881274532.pdf
Whether statement on deviation or variation for proceeds of public issue, rights issue, preferential issue, qualified institutions placement etc. is applicable to the company for the current quarter? No
No. of times funds raised during the quarter
Whether the disclosure for the Default on Loans and Debt Securities is applicable to the entity? No
not applicable



Financial Results Ind-AS

Amount in (Lakhs)

Particulars 3 months/ 6 months ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-01-2026 01-04-2025
B Date of end of reporting period 31-03-2026 31-03-2026
C Whether results are audited or unaudited Audited Audited
D Nature of report standalone or consolidated Standalone Standalone
1 Income
Revenue from operations 2,14,963.00 8,14,553.20
Other income 300.10 1,235.80
Total income 2,15,263.10 8,15,789.00
2 Expenses
(a) Cost of materials consumed 1,44,097.10 5,42,590.80
(b) Purchases of stock-in-trade 0.00 0.00
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade (1,785.20) (5,097.90)
(d) Employee benefit expense 17,610.00 69,503.40
(e) Finance costs 2,986.10 12,054.90
(f) Depreciation, depletion and amortisation expense 6,790.10 26,108.40
(f) Other Expenses
1 Foreign exchange (gain)/loss (net) 541.80 782.60
2 Consumption of Stores, Spares and Tools 2,335.20 8,658.10
3 Consumption of Packing Material 2,484.60 10,157.00
4 Water and Electricity Charges 4,518.80 17,357.20
5 Contract Labour Cost 8,922.60 34,752.00
6 Freight and Forwarding Expenses 2,803.60 11,096.70
7 Legal and Professional Fees 1,487.50 5,765.70
8 Other Expenses 8,852.10 34,559.30
Total other expenses 31,946.20 1,23,128.60
Total expenses 2,01,644.30 7,68,288.20
3 Total profit before exceptional items and tax 13,618.80 47,500.80
4 Exceptional items 0.00 (8,713.70)
5 Total profit before tax 13,618.80 38,787.10
6 Tax expense
7 Current tax 0.00 11.20
8 Deferred tax 3,436.60 9,956.60
9 Total tax expenses 3,436.60 9,967.80
10 Net movement in regulatory deferral account balances related to profit or loss and the related deferred tax movement 0.00 0.00
11 Net Profit Loss for the period from continuing operations 10,182.20 28,819.30
12 Profit (loss) from discontinued operations before tax 0.00 0.00
13 Tax expense of discontinued operations 0.00 0.00
14 Net profit (loss) from discontinued operation after tax 0.00 0.00
15 Share of profit (loss) of associates and joint ventures accounted for using equity method 0.00 0.00
16 Total profit (loss) for period 10,182.20 28,819.30
17 Other comprehensive income net of taxes 394.90 448.30
18 Total Comprehensive Income for the period 10,577.10 29,267.60
19 Total profit or loss, attributable to
Profit or loss, attributable to owners of parent
Total profit or loss, attributable to non-controlling interests
20 Total Comprehensive income for the period attributable to
Comprehensive income for the period attributable to owners of parent
Total comprehensive income for the period attributable to owners of parent non-controlling interests
21 Details of equity share capital
Paid-up equity share capital 1,527.90 1,527.90
Face value of equity share capital 1 1
27 Details of debt securities
22 Reserves excluding revaluation reserve 2,04,986.20
23 Earnings per share
i Earnings per equity share for continuing operations
Basic earnings (loss) per share from continuing operations 6.66 18.86
Diluted earnings (loss) per share from continuing operations 6.66 18.86
ii Earnings per equity share for discontinued operations
Basic earnings (loss) per share from discontinued operations 0 0
Diluted earnings (loss) per share from discontinued operations 0 0
ii Earnings per equity share
Basic earnings (loss) per share from continuing and discontinued operations 6.66 18.86
Diluted earnings (loss) per share from continuing and discontinued operations 6.66 18.86
24 Debt equity ratio 0.2800 0.2800
25 Debt service coverage ratio 3.6200 3.00
26 Interest service coverage ratio 7.8300 7.1100
27 Disclosure of notes on financial results Textual Information(1)



Disclosure of notes on financial results

Textual Information(1) 1) The above results were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on May 27, 2026 and were subjected to audit by the Statutory Auditors. 2) The Company had received a settlement offer during the quarter ended June 30, 2025 from Beste Motor Co. Ltd. and TYC Brother Industrial Co. Ltd. (“TYC Parties”) alleging breach of Transition Management Agreement (‘TMA’ or ‘agreement’) in respect of certain income amounting to Rs. 209.89 million recognised by the Company under ‘Revenue from operations’ during the quarter ended June 30, 2025, as received from Chongqing Varroc TYC Auto Lamps Co., Ltd. (erstwhile joint venture). Subsequently, the Group received Statement of Claim under the arbitration proceedings originally initiated by TYC Parties in August 2022, on the aforesaid matter and on certain additional claims/breaches under the aforesaid TMA, which are to be quantified against which the Company has filed Statement of defence in March 2026. The Company believes that it has a strong case and will take appropriate actions as necessary to protect its interests. The auditors in their audit report have included a qualification in respect of this matter. 3) On July 7, 2025, the Company, together with its Wholly Owned Subsidiary, VarrocCorp Holding B.V., Netherlands, received an intimation from ICC International Court of Arbitration ('ICC') with respect to a Request for Arbitration initiated by OPmobility Lighting Holding, France (Erstwhile PO Lighting Systems). The request pertains to certain alleged breaches of covenants under the Securities Purchase Agreement executed between the parties on April 29, 2022, and subsequently amended on October 5, 2022, May 12, 2023, and June 15, 2023. Claims in respect of some of the breaches have been quantified at US$ 66.41 mn plus legal costs while for others no quantification has been provided. The Company is evaluating the matter and exploring legal and contractual remedies. It intends to contest the claims and take appropriate steps to protect its interests. Based on a legal opinion obtained, the Company believes that it has grounds to defend against the said allegations and accordingly no provision has been considered in respect of this matter in these results. 4) Exceptional items for the periods presented in the standalone results include following: a. 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 Company has assessed and disclosed the incremental impact of these changes on the basis of the best information available and guidance provided by the Institute of Chartered Accountants of India. Considering the materiality and regulatory-driven, non-recurring nature of this impact, the Company has presented such incremental impact under Exceptional Items in the financial results for the quarter ended December 31, 2025 and year ended March 31, 2026. The incremental impact on provisions for employee benefits expenses of Rs. 217.93 million (gross of tax) towards gratuity and compensated absences primarily arises due to change in wage definition. 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 as and when such clarifications are issued/rules are notified. b. The Company announced a Voluntary Separation Scheme (‘VSS’) for all eligible permanent workmen at specific plants of the Company. In this regard, the Company accepted separation of 338 employees and the separation cost of Rs. 663.44 million (gross of tax) associated with the VSS has been recognised as an exceptional item during the quarter ended December 31, 2025 and year ended March 31, 2026. c. Estimated expenses directly attributable to the merger of Varroc Polymers Limited (‘VPL’) with the Company amounting to Rs 83.32 million and Rs. 196.02 million for the quarter and year ended March 31, 2025, respectively. Further, exceptional item also includes write back of excess accrual of aforesaid expenses of Rs. 10 million for the quarter ended December 31, 2025 and year ended March 31, 2026. d. KTMAG, oneof the customer of the Company, filed for insolvency and the Court admitted restructuring with self-administration in Austria. Considering these developments, the Company recognised a provision for the expected credit loss of trade receivables as exceptional item amounting to Rs. 12.10 million for the quarter and year ended March 31, 2025.



Remarks

Debt equity ratio
Debt service coverage ratio
Interest service coverage ratio


Statement of Asset and Liabilities

Amount in (Lakhs)

Particulars Year ended (dd-mm-yyyy)
Date of start of reporting period 01-04-2025
Date of end of reporting period 31-03-2026
Whether results are audited or unaudited Audited
Nature of report standalone or consolidated Standalone
Assets
1 Non-current assets
Property, plant and equipment 1,76,756.70
Capital work-in-progress 3,331.20
Investment property 0.00
Goodwill 1,839.00
Other intangible assets 3,304.00
Intangible assets under development 5,501.10
Biological assets other than bearer plants 0.00
Investments accounted for using equity method 0.00
Non-current financial assets
Non-current investments 83,702.50
Trade receivables, non-current 0.00
Loans, non-current 0.00
Other non-current financial assets
1 Other non-current financial assets 1,724.10
Total of other non-current financial assets 1,724.10
Total non-current financial assets 85,426.60
Deferred tax assets (net)
Other non-current assets
1 Other non-current assets 11,308.90
Total of other non-current assets 11,308.90
Total non-current assets 2,87,467.50
2 Current assets
Inventories 73,594.70
Current financial asset
Current investments 0.00
Trade receivables, current 56,923.20
Cash and cash equivalents 3,085.20
Bank balance other than cash and cash equivalents 4,324.40
Loans, current 1,890.90
Other current financial assets
Total of other current financial assets 2,130.30
Total current financial assets 68,354.00
Current tax assets (net)
Other current assets
1 Other current assets 30,447.10
Total of other current assets 30,447.10
Total current assets 1,72,395.80
3 Non-current assets classified as held for sale 0.00
4 Regulatory deferral account debit balances and related deferred tax Assets 0.00
Total assets 4,59,863.30
Equity and liabilities
1 Equity
Equity attributable to owners of parent
Equity share capital 1,527.90
Other equity 2,04,986.20
Total equity attributable to owners of parent 2,06,514.10
Non controlling interest
Total equity 2,06,514.10
2 Liabilities
Non-current liabilities
Non-current financial liabilities
Borrowings, non-current 19,766.80
Trade payables, non-current
(A) Total outstanding dues of micro enterprises and small enterprises 0.00
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 0.00
Total Trade payable 0.00
Other non-current financial liabilities
1 Other non-current financial liabilities 8,265.80
Total of other non-current financial liabilities 8,265.80
Total non-current financial liabilities 28,032.60
Provisions, non-current 1,803.70
Deferred tax liabilities (net) 1,953.50
Deferred government grants, Non-current 2,255.20
Other non-current liabilities
Total of other non-current liabilities
Total non-current liabilities 34,045.00
Current liabilities
Current financial liabilities
Borrowings, current 37,953.20
Trade payables, current
(A) Total outstanding dues of micro enterprises and small enterprises 24,482.80
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 1,16,077.10
Total Trade payable 1,40,559.90
Other current financial liabilities
1 Other current financial liabilities 24,453.00
Total of other current financial liabilities 24,453.00
Total current financial liabilities 2,02,966.10
Other current liabilities 11,505.40
1 Other current liabilities 11,505.40
Total of other current liabilities 11,505.40
Provisions, current 4,182.60
Current tax liabilities (Net) 0.00
Deferred government grants, Current 650.10
Total current liabilities 2,19,304.20
3 Liabilities directly associated with assets in disposal group classified as held for sale 0.00
4 Regulatory deferral account credit balances and related deferred tax liability 0.00
Total liabilities 2,53,349.20
Total equity and liabilites 4,59,863.30
Disclosure of notes on assets and liabilities



Format for Reporting Segment wise Revenue, Results and Capital Employed along with the company results

Amount in (Lakhs)

Particulars 3 months/ 6 month ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
Date of start of reporting period 01-01-2026 01-04-2025
Date of end of reporting period 31-03-2026 31-03-2026
Whether results are audited or unaudited Audited Audited
Nature of report standalone or consolidated Standalone Standalone
1 Segment Revenue (Income)
(net sale/income from each segment should be disclosed)
Total Segment Revenue
Less: Inter segment revenue
Revenue from operations
2 Segment Result
Profit (+) / Loss (-) before tax and interest from each segment
Total Profit before tax
i. Finance cost
ii. Other Unallocable Expenditure net off Unallocable income
Profit before tax
3 (Segment Asset - Segment Liabilities)
Segment Asset
Total Segment Asset
Un-allocable Assets null null
Net Segment Asset null null
4 Segment Liabilities
Segment Liabilities
Total Segment Liabilities
Un-allocable Liabilities null null
Net Segment Liabilities null null
Disclosure of notes on segments



Other Comprehensive Income

Amount in (Lakhs)

Particulars 3 months/ 6 months ended (dd-mm-yyyy) Year to date figures for current period ended (dd-mm-yyyy)
A Date of start of reporting period 01-01-2026 01-04-2025
B Date of end of reporting period 31-03-2026 31-03-2026
C Whether results are audited or unaudited Audited Audited
D Nature of report standalone or consolidated Standalone Standalone
Other comprehensive income [Abstract]
1 Amount of items that will not be reclassified to profit and loss
1 Remeasurement of defined benefit obligation (net of tax) 320.90 599.00
Total Amount of items that will not be reclassified to profit and loss 320.90 599.00
2 Income tax relating to items that will not be reclassified to profit or loss 80.70 150.70
3 Amount of items that will be reclassified to profit and loss
1 Deferred hedging gains on cash flow hedges 206.70 0.00
Total Amount of items that will be reclassified to profit and loss 206.70 0.00
4 Income tax relating to items that will be reclassified to profit or loss 52.00 0.00
5 Total Other comprehensive income 394.90 448.30



Cash flow statement, indirect

Amount in (Lakhs)

Particulars Year ended (dd-mm-yyyy)
A Date of start of reporting period 01-04-2025
B Date of end of reporting period 31-03-2026
C Whether results are audited or unaudited Audited
D Nature of report standalone or consolidated Standalone
Statement of cash flows
Cash flows from used in operating activities
Profit before tax 38,787.10
Adjustments for reconcile profit (loss)
Adjustments for finance costs 12,054.90
Adjustments for decrease (increase) in inventories (15,274.90)
Adjustments for decrease (increase) in trade receivables, current (4,646.50)
Adjustments for decrease (increase) in trade receivables, non-current 0.00
Adjustments for decrease (increase) in other current assets (785.70)
Adjustments for decrease (increase) in other non-current assets (2,732.40)
Adjustments for other financial assets, non-current 392.30
Adjustments for other financial assets, current (662.70)
Adjustments for other bank balances 0.00
Adjustments for increase (decrease) in trade payables, current 14,654.10
Adjustments for increase (decrease) in trade payables, non-current 0.00
Adjustments for increase (decrease) in other current liabilities (1,599.20)
Adjustments for increase (decrease) in other non-current liabilities (316.40)
Adjustments for depreciation and amortisation expense 26,108.40
Adjustments for impairment loss reversal of impairment loss recognised in profit or loss 0.00
Adjustments for provisions, current 1,405.70
Adjustments for provisions, non-current 805.00
Adjustments for other financial liabilities, current (1,689.90)
Adjustments for other financial liabilities, non-current 0.00
Adjustments for unrealised foreign exchange losses gains 0.00
Adjustments for dividend income 0.30
Adjustments for interest income 974.40
Adjustments for share-based payments 0.00
Adjustments for fair value losses (gains) 0.00
Adjustments for undistributed profits of associates 0.00
Other adjustments for which cash effects are investing or financing cash flow 0.00
Other adjustments to reconcile profit (loss) (624.50)
Other adjustments for non-cash items 0.00
Share of profit and loss from partnership firm or association of persons or limited liability partnerships 0.00
Total adjustments for reconcile profit (loss) 26,113.50
Net cash flows from (used in) operations 64,900.60
Dividends received 0.00
Interest paid 0.00
Interest received 0.00
Income taxes paid (refund) 1,100.00
Other inflows (outflows) of cash 0.00
Net cash flows from (used in) operating activities 63,800.60
Cash flows from used in investing activities
Cash flows from losing control of subsidiaries or other businesses 0.00
Cash flows used in obtaining control of subsidiaries or other businesses 0.00
Other cash receipts from sales of equity or debt instruments of other entities 0.00
Other cash payments to acquire equity or debt instruments of other entities 0.00
Other cash receipts from sales of interests in joint ventures 0.00
Other cash payments to acquire interests in joint ventures 0.00
Cash receipts from share of profits of partnership firm or association of persons or limited liability partnerships 0.00
Cash payment for investment in partnership firm or association of persons or limited liability partnerships 0.00
Proceeds from sales of property, plant and equipment 801.90
Purchase of property, plant and equipment 36,423.70
Proceeds from sales of investment property 0.00
Purchase of investment property 0.00
Proceeds from sales of intangible assets 0.00
Purchase of intangible assets 0.00
Proceeds from sales of intangible assets under development 0.00
Purchase of intangible assets under development 0.00
Proceeds from sales of goodwill 0.00
Purchase of goodwill 0.00
Proceeds from biological assets other than bearer plants 0.00
Purchase of biological assets other than bearer plants 0.00
Proceeds from government grants 0.00
Proceeds from sales of other long-term assets 0.00
Purchase of other long-term assets 0.00
Cash advances and loans made to other parties 2,961.30
Cash receipts from repayment of advances and loans made to other parties 13,732.10
Cash payments for future contracts, forward contracts, option contracts and swap contracts 0.00
Cash receipts from future contracts, forward contracts, option contracts and swap contracts 0.00
Dividends received 0.30
Interest received 1,711.30
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash (183.60)
Net cash flows from (used in) investing activities (23,323.00)
Cash flows from used in financing activities
Proceeds from changes in ownership interests in subsidiaries 0.00
Payments from changes in ownership interests in subsidiaries 0.00
Proceeds from issuing shares 0.00
Proceeds from issuing other equity instruments 0.00
Payments to acquire or redeem entity's shares 0.00
Payments of other equity instruments 0.00
Proceeds from exercise of stock options 0.00
Proceeds from issuing debentures notes bonds etc 0.00
Proceeds from borrowings 18,000.00
Repayments of borrowings 45,851.40
Payments of lease liabilities 2,766.50
Dividends paid 1,527.90
Interest paid 11,160.80
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash 0.00
Net cash flows from (used in) financing activities (43,306.60)
Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes (2,829.00)
Effect of exchange rate changes on cash and cash equivalents
Effect of exchange rate changes on cash and cash equivalents 0.00
Net increase (decrease) in cash and cash equivalents (2,829.00)
Cash and cash equivalents cash flow statement at beginning of period 5,914.20
Cash and cash equivalents cash flow statement at end of period 3,085.20





Details of Impact of Audit Qualification

Amount in (Lakhs)

Whether results are audited or unaudited Audited
Declaration of unmodified opinion or statement on impact of audit qualification Statement on impact of audit qualification
Auditor's opinion Qualified opinion
Declaration pursuant to Regulation 33 (3) (d) of SEBI (LODR) Regulation, 2015: The company declares that its Statutory Auditor/s have issued an Audit Report with unmodified opinion for the period on Standalone results
Sr No. Audit firm's name Whether the firm holds a valid peer review certificate issued by Peer Review Board of ICAI Certificate valid upto
1 S R B C & CO LLP Yes 28-02-2029


Financial details

Amount in (Lakhs)

Sr. Particulars Audited Figures (as reported before adjusting for qualifications) Adjusted Figures (audited figures after adjusting for qualifications)
1 Turnover / Total income 8,15,789.00 0.00
2 Total Expenditure 7,68,288.20 0.00
3 Net Profit/(Loss) 28,819.30 0.00
4 Earnings Per Share 18.86 0
5 Total Assets 4,59,863.30 0.00
6 Total Liabilities 2,53,349.20 0.00
7 Net Worth 2,06,514.10 0.00


Audit qualification

Amount in (Lakhs)

Sr. Details of Audit Qualification Type of Audit Qualification Frequency of qualification For Audit Qualification(s) where the impact is quantified by the auditor For Audit Qualification(s) where the impact is not quantified by the auditor
Management's Views (i) Management's estimation on the impact of audit qualification (ii) If management is unable to estimate the impact, reasons for the same Auditors' Comments on (i) or (ii) above
1 Textual Information(1) Qualified opinion Whether appeared first time Textual Information(2) Textual Information(3) Textual Information(4) Textual Information(5)


Text Block

Textual Information(1) Following qualification has been given by the Auditors in the audit report on Standalone financial statements of the Company:



The Company received a settlement offer from Beste Motor Co. Ltd. and TYC Brother Industrial Co. Ltd. ("TYC Parties") alleging breach of Transition Management Agreement ('TMA' or 'agreement') in respect of certain income amounting to Rs. 209.89 million recognized by the Company under 'Revenue from operations' during the year ended March 31, 2026, as received from Chongqing Varroc TYC Auto Lamps Co., Ltd. (erstwhile joint venture). Subsequently, the Company also received a 'Statement of Claim' under the arbitration proceedings with TYC Parties on the aforesaid matter and on certain additional claims/breaches under the aforesaid TMA against which the Company has filed Statement of defence in March 2026.

Pending disposal of the arbitration proceedings and in the absence of sufficient appropriate audit evidence, we are unable to comment on the said income recognized in the books and consequential impact including of the additional claims/breaches, if any, on the profit before tax, tax expense, profit after tax, total comprehensive income and earnings per share for the year ended March 31, 2026 and retained earnings as at March 31, 2026.

Textual Information(2) not applicable
Textual Information(3) not applicable
Textual Information(4) The Company has strong belief that the income recognized in the books have been received based on valid agreement(s) entered into between the parties and necessary services have been availed by overseas entities.



The Company believes that it has a strong case and will take appropriate actions, including filing of counter claims, as necessary to protect its interests.

Pending disposal of the arbitration proceedings, the Company is unable to determine the possible impact of this matter.

Textual Information(5) As explained to us by the management, the Company is contesting all the claims by TYC Parties under the arbitration proceedings. Pending disposal of such arbitration proceedings, the Company is unable to determine the possible impact of the matter on the profit before tax, tax expense, profit after tax, total comprehensive income and earnings per share for the year ended March 31, 2026 and retained earnings as at March 31, 2026.


Signatories detail

Name of CEO / Managing director Mr. Tarang Jain
Name of CFO Mr. K Mahendra Kumar
Name of audit committee chairman Mr. Vinish Kathuria
Name of statutory auditor Mr. Mustafa Saleem
Name of other signatory, if any, with designation
Place Pune
Date 27-05-2026


Amount in (Lakhs)

Format for Disclosure of Related Party Transactions (applicable only for half-yearly filings i.e., 2nd and 4th quarter)

Sr No. Additional disclosure of related party transactions - applicable only in case the related party transaction relates to loans, inter-corporate deposits, advances or investments made or given by the listed entity/subsidiary. These details need to be disclosed only once, during the reporting period when such transaction was undertaken.
Details of the party (listed entity/subsidiary) entering into the transaction Details of the counterparty Type of related party transaction Details of other related party transaction Value of the related party transaction as approved by the audit committee Remarks on approval by audit committee Value of the related party transaction ratified by the audit committee Date of Audit Committee Meeting where the ratification was approved Value of transaction during the reporting period In case monies are due to either party as a result of the transaction In case any financial indebtedness is incurred to make or give loans, inter-corporate deposits, advances or investments Details of the loans, inter-corporate deposits, advances or investments Notes
Name PAN Name PAN Relationship of the counterparty with the listed entity or its subsidiary Opening balance Closing balance Nature of indebtedness (loan/ issuance of debt/ any other etc.) Details of other indebtedness Cost Tenure Nature (loan/ advance/ intercorporate deposit/ investment ) Interest Rate (%) Tenure Secured/ unsecured Purpose for which the funds will be utilised by the ultimate recipient of funds (endusage)
1 Varroc Engineering Limited Durovalves India Private Limited Direct Subsidiary Sale of goods or services 1,300.00 Within Limit 410.90 148.60 179.90
2 Varroc Engineering Limited Endurance Technologies Ltd Enterprises Owned or controlled by key management personnel and/or their relatives Sale of goods or services 300.00 Within Limit 53.70 8.90 4.70
3 Varroc Engineering Limited Industria Meccanica E Stampaggio S.p.a. Step down subsidiary Sale of goods or services 150.00 Within Limit 56.90 56.80 72.60
4 Varroc Engineering Limited Varroc Dell�rto Private Limited Jointly Controlled Entities Sale of goods or services 3,800.00 Within Limit 2,353.30 709.40 1,074.40
5 Varroc Engineering Limited Varroc Italy S.p.A. Step down subsidiary Sale of goods or services 300.00 Within Limit 0.00 727.00 21.80
6 Varroc Engineering Limited Varroc Romania S.A. Step down subsidiary Sale of goods or services 50.00 Within Limit 0.00 4.50 4.80
7 Varroc Engineering Limited Varroc Japan Co. Limited Direct Subsidiary Sale of goods or services 500.00 Within Limit 0.20 0.00 0.00
8 Varroc Engineering Limited Varroc Electronics Romania S.r.l. Step down subsidiary Any other transaction Guarantee commission received 0.00 NA 24.20 166.90 200.10
9 Varroc Engineering Limited Industria Meccanica E Stampaggio S.p.a. Step down subsidiary Any other transaction Guarantee commission received 0.00 NA 13.00 6.80 20.70
10 Varroc Engineering Limited VarrocCorp Holding B.V., The Netherlands Direct Subsidiary Any other transaction Guarantee commission received 0.00 NA 2.40 1.00 2.10
11 Varroc Engineering Limited Durovalves India Private Limited Direct Subsidiary Any other transaction Management consultancy fees received 75.00 Within Limit 25.00 13.50 13.50
12 Varroc Engineering Limited Varroc Dell�rto Private Limited Jointly Controlled Entities Any other transaction Management consultancy fees received 100.00 Within Limit 41.50 22.40 27.20
13 Varroc Engineering Limited Varroc Dell�rto Private Limited Jointly Controlled Entities Any other transaction Rent received 100.00 Within Limit 13.70 4.70 5.40
14 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Any other transaction Rent received 20.00 Within Limit 3.00 10.60 14.20
15 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Interest received 0.00 NA 80.90 50.60 99.90
16 Varroc Engineering Limited Varroc European Holding B.V.,The Netherlands Direct Subsidiary Interest received 0.00 NA 22.10 61.20 10.50
17 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Loan 1,500.00 Within Limit 494.00 1,285.00 1,779.00
18 Varroc Engineering Limited Varroc European Holding B.V.,The Netherlands Direct Subsidiary Loan 0.00 Within Limit 1,078.10 3,037.70 1,998.00
19 Varroc Engineering Limited Durovalves India Private Limited Direct Subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 100.00 Within Limit 29.60 1.90 34.40
20 Varroc Engineering Limited Varroc Dell�rto Private Limited Jointly Controlled Entities Any other transaction Reimbursement of expenses (Received/ Receivable) 50.00 Within Limit 3.30 0.00 3.00
21 Varroc Engineering Limited Varroc Vietnam Co. Ltd. Step down subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 50.00 Within Limit 0.00 14.20 0.00
22 Varroc Engineering Limited VarrocCorp Holding B.V., The Netherlands Direct Subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 700.00 Within Limit 0.00 352.60 352.60
23 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 100.00 Within Limit 23.30 91.50 115.20
24 Varroc Engineering Limited Varroc Italy S.p.A. Step down subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 50.00 Within Limit 0.00 18.70 0.00
25 Varroc Engineering Limited Durovalves India Private Limited Direct Subsidiary Purchase of goods or services 1,300.00 Within Limit 222.10 33.20 16.40
26 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Purchase of goods or services 700.00 Within Limit 80.60 39.40 100.40
27 Varroc Engineering Limited Varroc Italy S.p.A. Step down subsidiary Purchase of goods or services 300.00 Within Limit 0.00 178.10 0.00
28 Varroc Engineering Limited Varroc Japan Co. Limited Direct Subsidiary Purchase of goods or services 750.00 Within Limit 292.90 125.40 147.40
29 Varroc Engineering Limited Varroc Electronics Romania S.r.l. Step down subsidiary Purchase of goods or services 1,000.00 Within Limit 22.20 101.70 1.00
30 Varroc Engineering Limited Varroc Poland s.p.z.oo Step down subsidiary Purchase of goods or services 10,000.00 Within Limit 2,217.70 1,995.40 2,615.70
31 Varroc Engineering Limited Varroc Intelligent Driving R&D Center (Changzhou) Co., Ltd. Step down subsidiary Purchase of goods or services 20,000.00 Within Limit 2,996.50 2,508.30 1,944.50
32 Varroc Engineering Limited Scarpa & Colombo S.r.L Enteprises which exercise significant influence over direct subsidiary Purchase of goods or services 150.00 Within Limit 0.10 59.40 0.00
33 Varroc Engineering Limited Industria Meccanica E Stampaggio S.p.a. Step down subsidiary Purchase of goods or services 300.00 Within Limit 200.10 0.00 0.00
34 Varroc Engineering Limited Mr. Vinish Kathuria Independent Director Any other transaction Professional charges /Commission Paid/Payable 0.00 NA 17.00 0.00 17.00
35 Varroc Engineering Limited Mr. Tarang Jain Chairman and Managing Director Remuneration 2,500.00 NA 465.30 0.00 0.00
36 Varroc Engineering Limited Mr. Arjun Jain Whole time Director Remuneration 800.00 NA 121.10 0.00 0.00
37 Varroc Engineering Limited Mr. K. Mahendra Kumar Group Chief Finance Officer Remuneration 0.00 NA 134.40 0.00 0.00
38 Varroc Engineering Limited Mr. Anil Ghatiya Company Secretary Remuneration 0.00 NA 22.20 0.00 0.00
39 Varroc Engineering Limited Mr. Dhruv Jain Whole time Director Remuneration 500.00 NA 106.00 0.00 0.00
40 Varroc Engineering Limited Mr. Padmanabh Sinha Independent Director Any other transaction Directors sitting fees 0.00 NA 4.00 0.00 1.80
41 Varroc Engineering Limited Mr. Vinish Kathuria Independent Director Any other transaction Directors sitting fees 0.00 NA 10.00 0.00 2.70
42 Varroc Engineering Limited Varroc Connect Private Limited Direct Subsidiary Any other transaction Reimbursement of expenses (Paid/Payable) 150.00 Within Limit 0.00 2.20 0.00
43 Varroc Engineering Limited Varroc Electronics Romania S.r.l. Step down subsidiary Any other transaction Corporate guarantees 7,500.00 Within Limit 0.00 3,326.00 5,166.10
44 Varroc Engineering Limited Industria Meccanica E Stampaggio S.p.a. Step down subsidiary Any other transaction Corporate guarantees 5,100.00 Within Limit 2,996.70 1,039.70 2,724.30
45 Varroc Engineering Limited VarrocCorp Holding B.V., The Netherlands Direct Subsidiary Any other transaction Corporate guarantees 3,000.00 Within Limit 0.00 623.80 2,724.30
46 Varroc Engineering Limited Varroc Foundation Enterprises Owned or controlled by key management personnel and/or their relatives Any other transaction Corporate Social Responsibility (CSR) 1,000.00 Within Limit 310.30 0.00 0.00
47 Varroc Engineering Limited Dellorto S.P.A. JV Partner Any other transaction Royalty Paid/Payable 300.00 Within Limit 131.70 43.20 0.00
48 Varroc Engineering Limited Scarpa & Colombo S.r.l, Italy Enteprises which exercise significant influence over direct subsidiary Any other transaction Sale Commission Paid/payable 200.00 Within Limit 79.60 15.40 66.30
49 Varroc Engineering Limited Varroc Italy S.p.A. Step down subsidiary Any other transaction Admin Charges Paid 200.00 Within Limit 48.50 53.80 51.80
50 Varroc Engineering Limited Varroc Intelligent Driving R&D Center (Changzhou) Co., Ltd. Step down subsidiary Any other transaction Corporate guarantees 200.00 Within Limit 104.30 0.00 0.00
51 Varroc Engineering Limited Mr. Akshaykumar Narendrasinhji Chudasam Independent Director Any other transaction Directors sitting fees 0.00 NA 11.00 0.00 0.90
52 Varroc Engineering Limited Mrs. Leselott Kilaas Independent Director Any other transaction Directors sitting fees 0.00 NA 17.00 0.00 4.00
53 Varroc Engineering Limited Mrs. Leselott Kilaas Independent Director Any other transaction Professional charges /Commission Paid/Payable NA 19.00 0.00 19.00
54 Varroc Engineering Limited Mr. Akshaykumar Narendrasinhji Chudasam Independent Director Any other transaction Professional charges /Commission Paid/Payable NA 18.20 0.00 18.20
55 Varroc Engineering Limited Mr. Padmanabh Sinha Independent Director Any other transaction Professional charges /Commission Paid/Payable NA 23.20 0.00 23.20
56 Varroc Engineering Limited Mr. Avinash Chintawar Whole Time Director and COO Remuneration NA 93.70 0.00 0.00
57 Durovalves India Private Limited Scarpa & Colombo S.r.L, Italy Enteprises which exercise significant influence over the company Sale of goods or services 3,000.00 Within Limit 342.70 835.10 405.60
58 Durovalves India Private Limited Freccia International S.r.L, Italy Enteprises which exercise significant influence over the company Sale of goods or services 1,500.00 Within Limit 9.10 0.00 0.00
59 Durovalves India Private Limited Varroc Connect Private Limited Fellow subsidiary Purchase of goods or services 10.00 Within Limit 0.10 0.00 0.20
60 Durovalves India Private Limited Scarpa & Colombo S.r.L, Italy Enteprises which exercise significant influence over the company Any other transaction Reimbursement of expenses (paid/ payable) 200.00 Within Limit 61.60 7.00 66.00
61 Durovalves India Private Limited Freccia International S.r.L, Italy Enteprises which exercise significant influence over the company Any other transaction Reimbursement of expenses (paid/ payable) 10.00 Within Limit 0.10 0.00 0.00
62 Durovalves India Private Limited Scarpa & Colombo Srl - Italy Enteprises which exercise significant influence over the company Any other transaction Sale Commission Paid/payable 50.00 Within Limit 2.00 7.90 9.90
63 Industria Meccanica E Stampaggio S.p.a. VarrocCorp Holding B.V., The Netherlands Sister Concern of Holding Company Interest paid 500.00 Within Limit 110.70 734.50 884.70
64 Industria Meccanica E Stampaggio S.p.a. VarrocCorp Holding B.V., The Netherlands Sister Concern of Holding Company Loan 2,000.00 Within Limit 653.80 3,898.90 4,740.00
65 Industria Meccanica E Stampaggio S.p.a. Nuova CTS S.r.l, Italy Jointly Controlled Entities Purchase of goods or services 0.00 NA 1,152.80 158.40 225.40
66 VarrocCorp Holding B.V., The Netherlands Varroc European Holding B.V.,The Netherlands Fellow subsidiary Interest received 2,500.00 Within Limit 811.10 8,221.30 9,454.70
67 VarrocCorp Holding B.V., The Netherlands Varroc European Holding B.V.,The Netherlands Fellow subsidiary Loan 5,000.00 Within Limit 1,155.00 31,461.30 34,129.00
68 VarrocCorp Holding B.V., The Netherlands Varroc Romania S.A. Step down subsidiary Interest received 50.00 Within Limit 9.10 3.90 13.60
69 VarrocCorp Holding B.V., The Netherlands Varroc Romania S.A. Step down subsidiary Any other transaction Trade Receivable 0.00 NA 0.00 1,227.10 1,270.00
70 VarrocCorp Holding B.V., The Netherlands Varroc Romania S.A. Step down subsidiary Any other transaction Trade Payable 0.00 NA 0.00 596.10 607.90
71 VarrocCorp Holding B.V., The Netherlands Varroc Romania S.A. Step down subsidiary Loan 300.00 Within Limit 544.90 207.90 762.80
72 VarrocCorp Holding B.V., The Netherlands Varroc Electronics Romania S.r.l. Direct Subsidiary Interest received 600.00 Within Limit 100.40 182.10 295.30
73 VarrocCorp Holding B.V., The Netherlands Varroc Electronics Romania S.r.l. Direct Subsidiary Loan 5,000.00 Within Limit 0.00 4,314.80 4,522.30
74 Varroc Germany GmBH VarrocCorp Holding B.V., The Netherlands Holding Company Interest paid 250.00 Within Limit 93.10 43.80 142.40
75 Varroc Germany GmBH VarrocCorp Holding B.V., The Netherlands Holding Company Loan 1,700.00 Within Limit 140.90 2,771.10 3,679.50
76 Varroc Italy S.p.A. VarrocCorp Holding B.V., The Netherlands Holding Company Interest paid 130.00 Within Limit 19.20 14.70 35.40
77 Varroc Italy S.p.A. VarrocCorp Holding B.V., The Netherlands Holding Company Any other transaction Interest Receivable 0.00 NA 0.00 26.90 28.20
78 Varroc Italy S.p.A. VarrocCorp Holding B.V., The Netherlands Holding Company Loan 1,000.00 Within Limit 0.00 831.80 871.80
79 Varroc (Thailand) Co. Ltd. VarrocCorp Holding B.V., The Netherlands Holding Company Interest paid 300.00 Within Limit 65.40 17.50 87.00
80 Varroc (Thailand) Co. Ltd. VarrocCorp Holding B.V., The Netherlands Holding Company Loan 5,000.00 Within Limit 191.10 2,129.80 4,585.80
81 Varroc Poland s.p.z.oo VarrocCorp Holding B.V., The Netherlands Holding Company Loan 3,000.00 Within Limit 2,495.40 0.00 2,495.40
82 Varroc Poland s.p.z.oo VarrocCorp Holding B.V., The Netherlands Holding Company Interest paid 300.00 Within Limit 102.80 0.00 36.50
83 Varroc Intelligent Driving R&D Center (Changzhou) Co., Ltd. Varroc (Thailand) Co. Ltd. Fellow Subsidiary Sale of goods or services 1,500.00 Within Limit 33.80 29.50 76.00
84 Varroc Italy S.p.A. Varroc Japan Co. Ltd Sister Concern of Holding Company Sale of goods or services 600.00 Within Limit 12.30 12.20 0.00
85 Varroc Italy S.p.A. Varroc Romania S.A. Direct Subsidiary Interest received 500.00 Within Limit 166.40 930.60 184.10
86 Varroc Italy S.p.A. Varroc Romania S.A. Direct Subsidiary Sale of goods or services 500.00 Within Limit 138.20 12.80 68.70
87 Varroc Italy S.p.A. Varroc Romania S.A. Direct Subsidiary Purchase of goods or services 6,500.00 Within Limit 1,433.40 427.40 828.50
88 Varroc Italy S.p.A. Varroc Romania S.A. Direct Subsidiary Any other transaction Reimbursement of Expense Paid/Payable 750.00 Within Limit 19.40 0.00 0.00
89 Varroc Italy S.p.A. Varroc Romania S.A. Direct Subsidiary Loan 2,000.00 Within Limit 0.00 4,337.30 4,545.90
90 Varroc Italy S.p.A. Varroc Electronics Romania S.r.l. Fellow subsidiary Any other transaction Reimbursement of Expense Paid/Payable 750.00 Within Limit 128.80 339.10 486.40
91 Varroc Italy S.p.A. Varroc Electronics Romania S.r.l. Fellow subsidiary Sale of goods or services 500.00 Within Limit 33.30 207.70 266.80
92 Varroc Italy S.p.A. Varroc Vietnam Co. Ltd. Direct Subsidiary Sale of goods or services 600.00 Within Limit 212.40 119.40 118.30
93 Varroc Italy S.p.A. Varroc Vietnam Co. Ltd. Direct Subsidiary Any other transaction Royalty Received 500.00 Within Limit 93.10 0.00 0.00
94 Varroc Italy S.p.A. Varroc Vietnam Co. Ltd. Direct Subsidiary Purchase of goods or services 1,000.00 Within Limit 47.90 8.30 54.60
95 Varroc Romania S.A. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Interest received 500.00 Within Limit 178.70 1,049.90 185.90
96 Varroc Romania S.A. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Any other transaction Reimbursement of expenses (Received/ Receivable) 150.00 Within Limit 39.40 0.00 0.00
97 Varroc Romania S.A. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Loan 1,000.00 Within Limit 0.00 2,911.20 3,051.20
98 Varroc Romania S.A. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Any other transaction Trade Payable 0.00 NA 0.00 17.40 25.00
99 Varroc Romania S.A. Varroc Vietnam Co. Ltd. Fellow subsidiary Any other transaction Reimbursement of expenses (Received/ Receivable) 750.00 Within Limit 15.60 0.00 0.00
100 Varroc Romania S.A. Varroc Vietnam Co. Ltd. Fellow subsidiary Sale of goods or services 1,000.00 Within Limit 0.90 2.50 11.30
101 Varroc Vietnam Co. Ltd. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Any other transaction Reimbursement of expenses (Paid/ Payable) 300.00 Within Limit 105.70 1.70 0.00
102 Varroc Poland s.p.z.oo Varroc Electronics Romania S.r.l. Fellow subsidiary Any other transaction Account Receivable 0.00 NA 0.00 238.10 248.40
103 Varroc Romania S.A. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Sale of goods or services 1,500.00 Within Limit 106.10 320.60 427.30
104 Varroc Vietnam Co. Ltd. Varroc Electronics Romania S.r.l. Sister Concern of Holding Company Any other transaction Trade Payable Within Limit 0.00 0.00 40.40
105 Varroc Romania S.A. Varroc Vietnam Co. Ltd. Fellow subsidiary Purchase of goods or services 500.00 Within Limit 1.80 0.00 4.40
106 Industria Meccanica E Stampaggio S.p.a. Nuova CTS S.r.l, Italy Jointly Controlled Entities Sale of goods or services 0.00 NA 73.40 0.00 18.60
107 Industria Meccanica E Stampaggio S.p.a. Nuova CTS S.r.l, Italy Jointly Controlled Entities Dividend received 0.00 NA 109.00 0.00 0.00
108 Industria Meccanica E Stampaggio S.p.a. Varroc European Holding B.V.,The Netherlands Holding Company Interest paid 0.00 NA 176.90 0.00 2,898.80
109 Industria Meccanica E Stampaggio S.p.a. Varroc European Holding B.V.,The Netherlands Holding Company Loan 0.00 NA 0.00 0.00 1,849.80
110 Industria Meccanica E Stampaggio S.p.a. Varroc European Holding B.V.,The Netherlands Holding Company Any other transaction Trade Payable 0.00 NA 0.00 0.00 189.50
111 Varroc Japan Co. Limited Varroc Vietnam Co. Ltd. Subsidiary of fellow subsidiary Sale of goods or services 0.00 NA 0.70 0.00 0.00
Total value of transaction during the reporting period 26,683.00