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 Consolidated
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 Multi segment
Description of single segment
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



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 Consolidated Consolidated
1 Income
Revenue from operations 2,36,808.40 8,89,049.30
Other income 553.30 1,754.60
Total income 2,37,361.70 8,90,803.90
2 Expenses
(a) Cost of materials consumed 1,56,555.90 5,76,068.60
(b) Purchases of stock-in-trade 0.00 0.00
(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade (4,517.20) (5,905.70)
(d) Employee benefit expense 23,696.90 96,312.10
(e) Finance costs 3,488.60 13,421.90
(f) Depreciation, depletion and amortisation expense 8,564.90 33,171.10
(f) Other Expenses
1 Foreign exchange (gain)/loss (net) 811.10 655.50
2 Consumption of Stores, Spares and Tools 2,891.70 10,549.20
3 Consumption of Packing Material 2,581.20 10,270.30
4 Water and Electricity Charges 5,519.60 21,485.50
5 Contract Labour Cost 7,738.20 28,745.40
6 Freight and Forwarding Expenses 3,162.70 12,381.90
7 Legal and Professional Fees 2,395.70 8,916.60
8 Other Expenses 13,736.90 46,589.60
Total other expenses 38,837.10 1,39,594.00
Total expenses 2,26,626.20 8,52,662.00
3 Total profit before exceptional items and tax 10,735.50 38,141.90
4 Exceptional items 0.00 (4,368.70)
5 Total profit before tax 10,735.50 33,773.20
6 Tax expense
7 Current tax 483.60 1,548.40
8 Deferred tax 3,347.80 9,613.90
9 Total tax expenses 3,831.40 11,162.30
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 6,904.10 22,610.90
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 141.20 372.40
16 Total profit (loss) for period 7,045.30 22,983.30
17 Other comprehensive income net of taxes 2,048.70 569.50
18 Total Comprehensive Income for the period 9,094.00 23,552.80
19 Total profit or loss, attributable to
Profit or loss, attributable to owners of parent 6,931.50 22,503.10
Total profit or loss, attributable to non-controlling interests 113.80 480.20
20 Total Comprehensive income for the period attributable to
Comprehensive income for the period attributable to owners of parent 8,970.81 23,055.10
Total comprehensive income for the period attributable to owners of parent non-controlling interests 123.20 497.70
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 1,76,505.70
23 Earnings per share
i Earnings per equity share for continuing operations
Basic earnings (loss) per share from continuing operations 4.54 14.73
Diluted earnings (loss) per share from continuing operations 4.54 14.73
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 4.54 14.73
Diluted earnings (loss) per share from continuing and discontinued operations 4.54 14.73
24 Debt equity ratio 0.4100 0.4100
25 Debt service coverage ratio 3.2400 2.7800
26 Interest service coverage ratio 6.5700 6.3400
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 figures for the quarter ended March 31, 2026 and March 31, 2025 are the derived figures between the audited figures in respect of full financial year and the unaudited published year-to-date figures upto the third quarter of the respective financial year which were subjected to limited review. 3. The Group 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 recognized during the quarter ended June 30, 2025 and Rs. 231.82 million recognized during the previous year ended March 31, 2025 by the Group under ‘Revenue from operations’, 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 Group 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. 4. On July 7, 2025, the Group received an intimation from ICC International Court of Arbitration 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 million plus legal costs while for others no quantification has been provided. The Group 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 Group 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. 5. The Group had received following GST orders in relation to inappropriate classification of certain goods supplied during the period from July 1, 2017 to September 30, 2023: a) Order dated November 5, 2024 from Additional Commissioner of CGST & Central Excise for appropriation of GST dues amounting to Rs. 629 million along with equivalent penalty and applicable interest; b) Order dated January 03, 2025 from Commercial Tax Officer (Divisional GST office, Karnataka) consisting of demand for GST dues amounting to Rs. 0.03 million along with interest of Rs. 302.67 million and penalty of Rs. 564.19 million. The Group had paid the principal demand and had filed appeals against the above orders which have been partly allowed resulting in reduction of total demand to Rs. 284 million. The Group intends to pursue further appellate remedies in respect of the interest and penalty components. Based on legal advice and assessment of the merits of the cases, management believes that it has adequate grounds to successfully defend the matters. Pending conclusion of the proceedings, no adjustments have been made in the financial results for the quarter and year ended March 31, 2026. 6. Exceptional items for the periods presented in the consolidated financial results include the 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 Group 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 Group 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. 225.49 million (gross of tax) towards gratuity and compensated absences primarily arises due to change in wage definition. The Group 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 Group announced a Voluntary Separation Scheme (‘VSS’) for all eligible permanent workmen at specific plants of the Group. In this regard, the Group accepted separation of 411 employees and the separation cost of Rs. 799.49 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 Varroc Engineering Limited ('VEL'), the Holding company, amounting to Rs. 83.32 million and Rs. 196.02 million for quarter and year ended March 31, 2025, respectively. Further, exceptional item also includes write back of excess accrual of aforesaid expenses of Rs. 10.00 million for the quarter ended December 31, 2025 and year ended March 31, 2026. d) Net loss of Rs. 33.83 million for the quarter ended December 31, 2025 and year ended March 31, 2026 pertaining to liquidation of a step-down subsidiary, Varroc Lighting Systems, Bulgaria, EOOD. e) On December 11, 2024, the Group received an order from ICC International Court of Arbitration ('ICC') in respect of the ongoing arbitration between Varroc Corp Holding B.V. ('VCHBV') jointly with Varroc Engineering Limited and Beste Motor Co. Ltd. ('TYC BVI Entity') jointly with TYC Brother Industrial Co. Ltd ('TYC Group') and Varroc TYC Corporation ('VTYC' or 'China JV'), wherein VCHBV was directed to transfer its 50% shareholding in VTYC to TYC BVI Entity for a consideration of RMB 310.50 million. Accordingly, the Group assessed that its investment in VTYC (a joint venture accounted for under the equity method) satisfies the criteria prescribed under Ind AS 105 'Non-Current Assets Held for Sale and Discontinued Operations' for classification as 'Assets held for sale' and had written down this investment to Rs. 3,395.15 million which was its fair value less costs to sell. The resulting estimated impairment loss of Rs. 10.34 million and Rs. 806.82 million for the quarter and year ended March 31, 2025 , respectively, was disclosed as an Exceptional item in the financial results. The Group received above consideration on May 07, 2025 and transferred its investments in China JV. On account of such disposal, the cumulative exchange gains pertaining to China JV of Rs. 611.94 million, which had been recognised in Other Comprehensive Income and accumulated in foreign currency translation reserve during the previous periods, have been reclassified to the Statement of Profit or Loss. This has been disclosed as an exceptional item and reduced from Other Comprehensive Income for the year ended March 31, 2026. f) On April 21, 2025, the Group received final order from ICC in respect of the above arbitration wherein the Group was directed to pay to TYC Group legal costs pertaining to the arbitration incurred by TYC Group amounting to Rs. 439.91 million. The group recognised a provision for this cost as at March 31, 2025 and the same was disclosed as an Exceptional item in the financial results for the quarter and year ended March 31, 2025. g) KTM AG group, one of the customers of the Group, filed for insolvency and the Court admitted restructuring with self-administration in Austria. Considering these developments, the Group recognised a provision for expected credit loss of trade receivables of KTM AG Group amounting to Rs. 30.62 million in the quarter and year ended March 31, 2025. 7. During the year ended March 31, 2024, the Company issued 25,000 number of listed Non-Convertible Debentures ('NCD') of face value of Rs. 1,00,000 each aggregating to Rs. 2,500 million on a private placement basis. The NCDs were originally repayable in 16 equal quarterly instalments beginning from December 07, 2024. During the current quarter, the Company exercised its call option available under the debenture trust deed on February 13, 2025 and repaid the NCDs in full on March 07, 2026. 8. The 'Automotive' segment consists of the business of automobile products consisting of auto parts for two-wheelers, three-wheelers and four-wheelers and related design, development and engineering activities and other services. 'Others' comprise of forging components for off road vehicles and components for mining and oil drilling industry which is below the thresholds for reporting as separate operating segment. Investment in joint ventures and corresponding share of profit/loss from joint ventures is considered under unallocated assets and profit/loss respectively.



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 Consolidated
Assets
1 Non-current assets
Property, plant and equipment 2,13,992.50
Capital work-in-progress 9,516.00
Investment property 0.00
Goodwill 4,893.20
Other intangible assets 4,349.60
Intangible assets under development 5,555.10
Biological assets other than bearer plants 0.00
Investments accounted for using equity method 1,986.30
Non-current financial assets
Non-current investments 686.20
Trade receivables, non-current 0.00
Loans, non-current 0.00
Other non-current financial assets
1 Other non-current financial assets 2,427.70
Total of other non-current financial assets 2,427.70
Total non-current financial assets 3,113.90
Deferred tax assets (net) 678.60
Other non-current assets
1 Other non-current assets 11,659.70
Total of other non-current assets 11,659.70
Total non-current assets 2,55,744.90
2 Current assets
Inventories 93,311.10
Current financial asset
Current investments 6,163.70
Trade receivables, current 73,453.60
Cash and cash equivalents 12,498.50
Bank balance other than cash and cash equivalents 5,585.20
Loans, current 1.50
Other current financial assets
Total of other current financial assets 2,179.00
Total current financial assets 99,881.50
Current tax assets (net)
Other current assets
1 Other current assets 38,531.70
Total of other current assets 38,531.70
Total current assets 2,31,724.30
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 4,87,469.20
Equity and liabilities
1 Equity
Equity attributable to owners of parent
Equity share capital 1,527.90
Other equity 1,76,505.70
Total equity attributable to owners of parent 1,78,033.60
Non controlling interest 3,784.90
Total equity 1,81,818.50
2 Liabilities
Non-current liabilities
Non-current financial liabilities
Borrowings, non-current 20,845.60
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 15,380.10
Total of other non-current financial liabilities 15,380.10
Total non-current financial liabilities 36,225.70
Provisions, non-current 2,216.10
Deferred tax liabilities (net) 2,235.00
Deferred government grants, Non-current 2,255.20
Other non-current liabilities
Total of other non-current liabilities
Total non-current liabilities 42,932.00
Current liabilities
Current financial liabilities
Borrowings, current 52,923.90
Trade payables, current
(A) Total outstanding dues of micro enterprises and small enterprises 25,046.00
(B) Total outstanding dues of creditors other than micro enterprises and small enterprises 1,27,150.60
Total Trade payable 1,52,196.60
Other current financial liabilities
1 Other current financial liabilities 36,026.90
Total of other current financial liabilities 36,026.90
Total current financial liabilities 2,41,147.40
Other current liabilities 16,024.50
1 Other current liabilities 16,024.50
Total of other current liabilities 16,024.50
Provisions, current 4,450.80
Current tax liabilities (Net) 435.70
Deferred government grants, Current 660.30
Total current liabilities 2,62,718.70
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 3,05,650.70
Total equity and liabilites 4,87,469.20
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 Consolidated Consolidated
1 Segment Revenue (Income)
(net sale/income from each segment should be disclosed)
1 (i) Automotive (refer note 3) 2,29,610.30 8,64,875.20
2 (ii) Others 7,198.10 24,174.10
Total Segment Revenue 2,36,808.40 8,89,049.30
Less: Inter segment revenue 0.00 0.00
Revenue from operations 2,36,808.40 8,89,049.30
2 Segment Result
Profit (+) / Loss (-) before tax and interest from each segment
1 (i) Automotive (refer note 3) 14,110.70 42,764.20
2 (ii) Others (149.20) (2,769.20)
Total Profit before tax 13,961.50 39,995.00
i. Finance cost 3,488.60 13,421.90
ii. Other Unallocable Expenditure net off Unallocable income (403.80) (7,572.50)
Profit before tax 10,876.70 34,145.60
3 (Segment Asset - Segment Liabilities)
Segment Asset
1 (i) Automotive (refer note 3) 4,40,700.20 4,40,700.20
2 (ii) Others 24,854.80 24,854.80
Total Segment Asset 4,65,555.00 4,65,555.00
Un-allocable Assets 21,914.20 21,914.20
Net Segment Asset 4,87,469.20 4,87,469.20
4 Segment Liabilities
Segment Liabilities
1 (i) Automotive (refer note 3) 2,22,521.70 2,22,521.70
2 (ii) Others 6,326.40 6,326.40
Total Segment Liabilities 2,28,848.10 2,28,848.10
Un-allocable Liabilities 76,802.60 76,802.60
Net Segment Liabilities 3,05,650.70 3,05,650.70
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 Consolidated Consolidated
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) 189.40 427.40
Total Amount of items that will not be reclassified to profit and loss 189.40 427.40
2 Income tax relating to items that will not be reclassified to profit or loss 0.00 0.00
3 Amount of items that will be reclassified to profit and loss
1 Exchange differences in translating the financial statements of foreign operations (refer note 6e) 1,704.60 142.10
2 Net movement on effective portion of Cash Flow Hedges (net of tax) 154.70 0.00
Total Amount of items that will be reclassified to profit and loss 1,859.30 142.10
4 Income tax relating to items that will be reclassified to profit or loss 0.00 0.00
5 Total Other comprehensive income 2,048.70 569.50



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 Consolidated
Statement of cash flows
Cash flows from used in operating activities
Profit before tax 33,773.20
Adjustments for reconcile profit (loss)
Adjustments for finance costs 13,330.90
Adjustments for decrease (increase) in inventories (17,906.70)
Adjustments for decrease (increase) in trade receivables, current (3,297.80)
Adjustments for decrease (increase) in trade receivables, non-current 0.00
Adjustments for decrease (increase) in other current assets (6,743.20)
Adjustments for decrease (increase) in other non-current assets 0.00
Adjustments for other financial assets, non-current 0.00
Adjustments for other financial assets, current 0.00
Adjustments for other bank balances 0.00
Adjustments for increase (decrease) in trade payables, current 10,597.20
Adjustments for increase (decrease) in trade payables, non-current 0.00
Adjustments for increase (decrease) in other current liabilities (127.30)
Adjustments for increase (decrease) in other non-current liabilities 0.00
Adjustments for depreciation and amortisation expense 33,171.10
Adjustments for impairment loss reversal of impairment loss recognised in profit or loss 0.00
Adjustments for provisions, current 0.00
Adjustments for provisions, non-current 0.00
Adjustments for other financial liabilities, current 0.00
Adjustments for other financial liabilities, non-current 0.00
Adjustments for unrealised foreign exchange losses gains 885.80
Adjustments for dividend income 0.30
Adjustments for interest income 1,080.70
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 (123.90)
Other adjustments to reconcile profit (loss) (6,225.30)
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) 22,479.80
Net cash flows from (used in) operations 56,253.00
Dividends received 0.00
Interest paid 0.00
Interest received 0.00
Income taxes paid (refund) 2,572.80
Other inflows (outflows) of cash 0.00
Net cash flows from (used in) operating activities 53,680.20
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 34,066.40
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 1,864.20
Purchase of property, plant and equipment 39,749.20
Proceeds from sales of investment property (2,110.00)
Purchase of investment property 3.40
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 7,116.30
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 0.00
Cash receipts from repayment of advances and loans made to other parties 0.00
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 105.80
Interest received 1,056.10
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash (411.70)
Net cash flows from (used in) investing activities (12,298.10)
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 23,405.80
Repayments of borrowings 46,139.80
Payments of lease liabilities 4,536.20
Dividends paid 1,527.90
Interest paid 11,750.40
Income taxes paid (refund) 0.00
Other inflows (outflows) of cash 0.00
Net cash flows from (used in) financing activities (40,548.50)
Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes 833.60
Effect of exchange rate changes on cash and cash equivalents
Effect of exchange rate changes on cash and cash equivalents 517.20
Net increase (decrease) in cash and cash equivalents 1,350.80
Cash and cash equivalents cash flow statement at beginning of period 11,147.70
Cash and cash equivalents cash flow statement at end of period 12,498.50





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 8,90,803.90 0.00
2 Total Expenditure 8,52,662.00 0.00
3 Net Profit/(Loss) 22,983.30 0.00
4 Earnings Per Share 14.73 0
5 Total Assets 4,87,469.20 0.00
6 Total Liabilities 3,05,650.70 0.00
7 Net Worth 1,81,818.50 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 Consolidated financial statements of the Company:



The Group 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 during the year ended March 31, 2026 and Rs. 231.82 million recognized during the previous year ended March 31, 2025 by the Group under 'Revenue from operations', as received from Chongqing Varroc TYC Auto Lamps Co., Ltd. (erstwhile joint venture). Subsequently, the Group 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 Group 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 Group 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 Group is unable to determine the possible impact of this matter.

Textual Information(5) As explained to us by the management, the Group is contesting all the claims by TYC Parties under the arbitration proceedings. Pending disposal of such arbitration proceedings, the Group 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