| Scrip Code | 533200 |
|---|---|
| NSE Symbol | TALWALKARS |
| MSEI Symbol | NOTLISTED |
| ISIN | INE502K01016 |
| Name of company | TALWALKARS BETTER VALUE FITNESS LIMITED |
| Type of company | Main Board |
| Class of security | Equity |
| Date of start of financial year | 01-04-2024 |
| Date of end of financial year | 31-03-2025 |
| Date of board meeting when results were approved | 30-05-2026 |
| Date on which prior intimation of the meeting for considering financial results was informed to the exchange | 26-05-2026 |
| 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 | Wellness & Gym |
| Start date and time of board meeting | 30-05-2026 18:00:00 |
| End date and time of board meeting | 30-05-2026 23:50:00 |
| 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? | No |
| Whether the company has entered into any Related Party transaction during the selected half year for which it wants to submit disclosure? | No |
| (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? | No |
| Latest Date on which RPT policy is updated | |
| Indicate Company website link for updated RPT policy of the Company | |
| 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 | |
| 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 | 01-01-2025 | 01-04-2024 |
| B | Date of end of reporting period | 31-03-2025 | 31-03-2025 |
| C | Whether results are audited or unaudited | Audited | Audited |
| D | Nature of report standalone or consolidated | Standalone | Standalone |
| 1 | Income | ||
| Revenue from operations | 0.00 | 0.00 | |
| Other income | 3.62 | 3.62 | |
| Total income | 3.62 | 3.62 | |
| 2 | Expenses | ||
| (a) | Cost of materials consumed | 0.00 | 0.00 |
| (b) | Purchases of stock-in-trade | 0.00 | 0.00 |
| (c) | Changes in inventories of finished goods, work-in-progress and stock-in-trade | 0.00 | 0.00 |
| (d) | Employee benefit expense | 0.00 | 0.00 |
| (e) | Finance costs | 0.00 | 0.00 |
| (f) | Depreciation, depletion and amortisation expense | 504.50 | 2,026.80 |
| (f) | Other Expenses | ||
| 1 | Liquidation Expenses | 69.68 | 69.68 |
| Total other expenses | 69.68 | 69.68 | |
| Total expenses | 574.18 | 2,096.48 | |
| 3 | Total profit before exceptional items and tax | (570.56) | (2,092.86) |
| 4 | Exceptional items | 0.00 | 0.00 |
| 5 | Total profit before tax | (570.56) | (2,092.86) |
| 6 | Tax expense | ||
| 7 | Current tax | 0.00 | 0.00 |
| 8 | Deferred tax | 0.00 | 0.00 |
| 9 | Total tax expenses | 0.00 | 0.00 |
| 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 | (570.56) | (2,092.86) |
| 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 | (570.56) | (2,092.86) |
| 17 | Other comprehensive income net of taxes | 0.00 | 0.00 |
| 18 | Total Comprehensive Income for the period | (570.56) | (2,092.86) |
| 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 | 3,100.49 | 3,100.49 | |
| Face value of equity share capital | 10 | 10 | |
| 27 | Details of debt securities | ||
| 22 | Reserves excluding revaluation reserve | (855.89) | |
| 23 | Earnings per share | ||
| i | Earnings per equity share for continuing operations | ||
| Basic earnings (loss) per share from continuing operations | -0.18 | -0.68 | |
| Diluted earnings (loss) per share from continuing operations | -0.18 | -0.68 | |
| 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 | -0.18 | -0.68 | |
| Diluted earnings (loss) per share from continuing and discontinued operations | -0.18 | -0.68 | |
| 24 | Debt equity ratio | ||
| 25 | Debt service coverage ratio | ||
| 26 | Interest service coverage ratio | ||
| 27 | Disclosure of notes on financial results | ||
| Debt equity ratio | |
|---|---|
| Debt service coverage ratio | |
| Interest service coverage ratio |
| Particulars | Year ended (dd-mm-yyyy) | |
|---|---|---|
| Date of start of reporting period | 01-04-2024 | |
| Date of end of reporting period | 31-03-2025 | |
| Whether results are audited or unaudited | Audited | |
| Nature of report standalone or consolidated | Standalone | |
| Assets | ||
| 1 | Non-current assets | |
| Property, plant and equipment | 5,435.31 | |
| Capital work-in-progress | 2,268.10 | |
| Investment property | 0.00 | |
| Goodwill | 0.00 | |
| Other intangible assets | 0.00 | |
| Intangible assets under development | 0.00 | |
| Biological assets other than bearer plants | 0.00 | |
| Investments accounted for using equity method | 0.00 | |
| Non-current financial assets | ||
| Non-current investments | 7,653.00 | |
| Trade receivables, non-current | 0.00 | |
| Loans, non-current | 7,038.98 | |
| Other non-current financial assets | ||
| Total of other non-current financial assets | ||
| Total non-current financial assets | 14,691.98 | |
| Deferred tax assets (net) | 0.00 | |
| Other non-current assets | ||
| 1 | Other non-current assets | 803.30 |
| Total of other non-current assets | 803.30 | |
| Total non-current assets | 23,198.69 | |
| 2 | Current assets | |
| Inventories | 27.90 | |
| Current financial asset | ||
| Current investments | 0.00 | |
| Trade receivables, current | 556.00 | |
| Cash and cash equivalents | 3,056.42 | |
| Bank balance other than cash and cash equivalents | 0.00 | |
| Loans, current | 0.00 | |
| Other current financial assets | ||
| Total of other current financial assets | ||
| Total current financial assets | 3,612.42 | |
| Current tax assets (net) | 0.00 | |
| Other current assets | ||
| 1 | Other current assets | 348.58 |
| Total of other current assets | 348.58 | |
| Total current assets | 3,988.90 | |
| 3 | Non-current assets classified as held for sale | |
| 4 | Regulatory deferral account debit balances and related deferred tax Assets | |
| Total assets | 27,187.59 | |
| Equity and liabilities | ||
| 1 | Equity | |
| Equity attributable to owners of parent | ||
| Equity share capital | 3,100.49 | |
| Other equity | (855.89) | |
| Total equity attributable to owners of parent | 2,244.60 | |
| Non controlling interest | ||
| Total equity | 2,244.60 | |
| 2 | Liabilities | |
| Non-current liabilities | ||
| Non-current financial liabilities | ||
| Borrowings, non-current | 17,579.59 | |
| 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 | ||
| Total of other non-current financial liabilities | ||
| Total non-current financial liabilities | 17,579.59 | |
| Provisions, non-current | 0.00 | |
| Deferred tax liabilities (net) | 3,226.00 | |
| Deferred government grants, Non-current | 0.00 | |
| Other non-current liabilities | ||
| Total of other non-current liabilities | ||
| Total non-current liabilities | 20,805.59 | |
| Current liabilities | ||
| Current financial liabilities | ||
| Borrowings, current | 1,000.00 | |
| Trade payables, 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 | 1,386.00 | |
| Total Trade payable | 1,386.00 | |
| Other current financial liabilities | ||
| Total of other current financial liabilities | ||
| Total current financial liabilities | 2,386.00 | |
| Other current liabilities | 1,434.00 | |
| 1 | Other current liabilities | 1,434.00 |
| Total of other current liabilities | 1,434.00 | |
| Provisions, current | 0.00 | |
| Current tax liabilities (Net) | 317.40 | |
| Deferred government grants, Current | 0.00 | |
| Total current liabilities | 4,137.40 | |
| 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 | 24,942.99 | |
| Total equity and liabilites | 27,187.59 | |
| Disclosure of notes on assets and liabilities | ||
| 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 | 01-01-2025 | 01-04-2024 | |||||
| Date of end of reporting period | 31-03-2025 | 31-03-2025 | |||||
| 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 | |||||||
| 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 | 01-01-2025 | 01-04-2024 |
| B | Date of end of reporting period | 31-03-2025 | 31-03-2025 |
| 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 | ||
| Total Amount of items that will not be reclassified to profit and loss | |||
| 2 | Income tax relating to items that will not be reclassified to profit or loss | ||
| 3 | Amount of items that will be reclassified to profit and loss | ||
| Total Amount of items that will be reclassified to profit and loss | |||
| 4 | Income tax relating to items that will be reclassified to profit or loss | ||
| 5 | Total Other comprehensive income | ||
| Particulars | Year ended (dd-mm-yyyy) | |||||
|---|---|---|---|---|---|---|
| A | Date of start of reporting period | 01-04-2024 | ||||
| B | Date of end of reporting period | 31-03-2025 | ||||
| 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 | (2,092.86) | |||||
| Adjustments for reconcile profit (loss) | ||||||
| Adjustments for finance costs | 0.00 | |||||
| Adjustments for decrease (increase) in inventories | 0.00 | |||||
| Adjustments for decrease (increase) in trade receivables, current | 0.00 | |||||
| Adjustments for decrease (increase) in trade receivables, non-current | 0.00 | |||||
| Adjustments for decrease (increase) in other current assets | 298.62 | |||||
| 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 | 0.00 | |||||
| Adjustments for increase (decrease) in trade payables, non-current | 0.00 | |||||
| Adjustments for increase (decrease) in other current liabilities | 35.90 | |||||
| Adjustments for increase (decrease) in other non-current liabilities | 0.00 | |||||
| Adjustments for depreciation and amortisation expense | 2,026.80 | |||||
| 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 | 0.00 | |||||
| Adjustments for dividend income | 0.00 | |||||
| Adjustments for interest income | 3.12 | |||||
| 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) | 0.00 | |||||
| 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) | 2,358.20 | |||||
| Net cash flows from (used in) operations | 265.34 | |||||
| Dividends received | 0.00 | |||||
| Interest paid | 0.00 | |||||
| Interest received | 0.00 | |||||
| Income taxes paid (refund) | 0.00 | |||||
| Other inflows (outflows) of cash | 0.00 | |||||
| Net cash flows from (used in) operating activities | 265.34 | |||||
| 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 | 728.42 | |||||
| Purchase of property, plant and equipment | 0.00 | |||||
| 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 | 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 | 0.00 | |||||
| Interest received | 3.12 | |||||
| Income taxes paid (refund) | 0.00 | |||||
| Other inflows (outflows) of cash | (2.83) | |||||
| Net cash flows from (used in) investing activities | 728.71 | |||||
| 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 | 0.00 | |||||
| Repayments of borrowings | 1,012.42 | |||||
| Payments of lease liabilities | 0.00 | |||||
| Dividends paid | 0.00 | |||||
| Interest paid | 0.00 | |||||
| Income taxes paid (refund) | 0.00 | |||||
| Other inflows (outflows) of cash | 0.00 | |||||
| Net cash flows from (used in) financing activities | (1,012.42) | |||||
| Net increase (decrease) in cash and cash equivalents before effect of exchange rate changes | (18.37) | |||||
| 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 | (18.37) | |||||
| Cash and cash equivalents cash flow statement at beginning of period | 3,074.78 | |||||
| Cash and cash equivalents cash flow statement at end of period | 3,056.41 | |||||
| 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 | Disclaimer of 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 K Bhavsar & Co | Yes | 30-06-2028 | ||
|---|---|---|---|---|---|
| Sr. | Particulars | Audited Figures (as reported before adjusting for qualifications) | Adjusted Figures (audited figures after adjusting for qualifications) |
|---|---|---|---|
| 1 | Turnover / Total income | 3.62 | 3.62 |
| 2 | Total Expenditure | 2,096.48 | 2,096.48 |
| 3 | Net Profit/(Loss) | (2,092.85) | (2,092.85) |
| 4 | Earnings Per Share | -0.68 | -0.68 |
| 5 | Total Assets | 27,187.59 | 27,187.59 |
| 6 | Total Liabilities | 24,942.99 | 24,942.99 |
| 7 | Net Worth | 2,244.60 | 2,244.60 |
| 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) | Disclaimer of opinion | Repetitive | Textual Information(2) | Textual Information(3) | Textual Information(4) | Textual Information(5) |
| Textual Information(1) | During the period under review, the Company's operational activities were suspended, and its affairs were managed by the erstwhile management, the Resolution Professional, and subsequently the Liquidator. Consequently, the current management has reconstructed these financial results on a best-effort basis. Due to the complete non-availability of primary books of accounts, original vouchers, and underlying IT servers from this historical period, we were unable to conduct physical verification of fixed assets and inventories, nor could we ascertain any potential impairment under Ind AS 36. Furthermore, we were unable to independently verify, confirm, or reconcile the historical balances of trade receivables, cash and bank balances, loans and advances, trade payables, borrowings, and statutory dues with respective authorities. Additionally, in the absence of comprehensive statutory, legal, and operational records, we could not evaluate the financial impact of the shifting bases of accounting during the CIRP and Liquidation phases. We were also unable to ascertain the completeness and accuracy of provisions for taxation (Ind AS 12), employee benefits (Ind AS 19), contingent liabilities, related party transactions, and reconstructed prior-period comparatives. Given that the framework for Internal Financial Controls and routine SEBI LODR compliances were not fully operational during this transitionary phase, we are unable to determine the cumulative, consequential impact of these pervasive scope limitations on the Statement of Profit and Loss, the Statement of Assets and Liabilities, and the Cash Flow Statement. |
|---|---|
| Textual Information(2) | Management's View on Disclaimer of Opinion The Disclaimer of Opinion issued by the Statutory Auditors pertains to financial results for the period from September 2019 to December 2024, which relates entirely to a historical period prior to the acquisition of the Company by the present management. During the aforesaid period, the Company was under the control and management of the erstwhile promoters/directors, and subsequently under the administration of the Resolution Professional and the Liquidator pursuant to proceedings under the Insolvency and Bankruptcy Code, 2016. The Company was not operating as a going concern during the liquidation period. The present management acquired the Company as a going concern. Consequently, the current Board of Directors did not have custody, possession, or access to complete books of account, original supporting documents, vouchers, records, electronic data, servers, or other underlying information pertaining to the historical period covered by the financial results. Owing to these limitations, certain information and records required for audit verification were not available. Further, financial statements/results for FY 2022-23 and FY 2023-24 were not published during the liquidation period due to the absence of a Board of Directors and the non-operational status of the Company. Pursuant to the reliefs granted by the Hon'ble National Company Law Tribunal ("NCLT") vide Order dated February 26, 2026, the reconstituted Board has compiled, approved and published the pending financial results to regularize the Company's statutory and regulatory filing obligations. The management believes that the disclaimer is primarily attributable to the non-availability of historical records and information relating to the period prior to the takeover by the present management and does not arise from any limitation imposed by the current management on the audit process. The Hon'ble NCLT, in its Relief Order dated February 26, 2026, has specifically recorded that the Successful Bidder shall not be held liable for any statutory or regulatory non-compliances occurring prior to the Transfer Date of November 7, 2024, including any penalties, fines or actions imposed by stock exchanges in relation to non-publication or delayed publication of financial results during the period under liquidation. Accordingly, the present management has taken all practicable steps to reconstruct, compile and place before stakeholders the historical financial information available to it and shall continue to strengthen financial reporting and compliance processes going forward. |
| Textual Information(3) | Management's View on Disclaimer of Opinion The Disclaimer of Opinion issued by the Statutory Auditors pertains to financial results for the period from September 2019 to December 2024, which relates entirely to a historical period prior to the acquisition of the Company by the present management. During the aforesaid period, the Company was under the control and management of the erstwhile promoters/directors, and subsequently under the administration of the Resolution Professional and the Liquidator pursuant to proceedings under the Insolvency and Bankruptcy Code, 2016. The Company was not operating as a going concern during the liquidation period. The present management acquired the Company as a going concern. Consequently, the current Board of Directors did not have custody, possession, or access to complete books of account, original supporting documents, vouchers, records, electronic data, servers, or other underlying information pertaining to the historical period covered by the financial results. Owing to these limitations, certain information and records required for audit verification were not available. Further, financial statements/results for FY 2022-23 and FY 2023-24 were not published during the liquidation period due to the absence of a Board of Directors and the non-operational status of the Company. Pursuant to the reliefs granted by the Hon'ble National Company Law Tribunal ("NCLT") vide Order dated February 26, 2026, the reconstituted Board has compiled, approved and published the pending financial results to regularize the Company's statutory and regulatory filing obligations. The management believes that the disclaimer is primarily attributable to the non-availability of historical records and information relating to the period prior to the takeover by the present management and does not arise from any limitation imposed by the current management on the audit process. The Hon'ble NCLT, in its Relief Order dated February 26, 2026, has specifically recorded that the Successful Bidder shall not be held liable for any statutory or regulatory non-compliances occurring prior to the Transfer Date of November 7, 2024, including any penalties, fines or actions imposed by stock exchanges in relation to non-publication or delayed publication of financial results during the period under liquidation. Accordingly, the present management has taken all practicable steps to reconstruct, compile and place before stakeholders the historical financial information available to it and shall continue to strengthen financial reporting and compliance processes going forward. |
| Textual Information(4) | NA |
| Textual Information(5) | NA |
| Name of CEO / Managing director | ARVIND BHANUSHALI |
|---|---|
| Name of CFO | SATISH KALMASTE |
| Name of audit committee chairman | JIGNESH LASANIWALA |
| Name of statutory auditor | SK BHAVSAR & CO. |
| Name of other signatory, if any, with designation | |
| Place | MUMBAI |
| Date | 30-05-2026 |