VARROC2024-10-012024-12-31 VARROC2024-10-012024-12-31 VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses01Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses02Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses03Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses04Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses05Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses06Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses07Member VARROC2024-10-012024-12-31in-bse-fin:OneOperatingExpenses08Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses01Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses02Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses03Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses04Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses05Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses06Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses07Member VARROC2024-10-012024-12-31in-bse-fin:FourOperatingExpenses08Member VARROC2024-12-31 iso4217:INRxbrli:purexbrli:sharesiso4217:INRxbrli:shares 541578 VARROC NOTLISTED Varroc Engineering Limited Equity 2024-04-01 2025-03-31 2025-02-10 2025-02-01 INR Millions Third quarter 12:05:00 13:48:00 2025-02-10 2025-02-10 Not applicable 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. 2024-10-01 2024-12-31 Unaudited Standalone 18758570000.00 31680000.00 18790250000.00 12494510000.00 0.00 110610000.00 1764680000.00 403040000.00 630390000.00 2646660000.00 18049890000.00 740360000.00 -112700000.00 627660000.00 -5140000.00 177850000.00 172710000.00 0.00 454950000.00 0.00 0.00 0.00 0.00 454950000.00 0.00 454950000.00 0.00 0.00 152790000.00 1 2.98 2.98 0.00 0.00 2.98 2.98 0.01 0.02 0.04 Notes: 1.The above results were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on February 10, 2025 and were subjected to review by the Statutory Auditors. 2.Pursuant to provisions of Section 230-232 of the Companies Act, 2013, the Board of Directors of the Company on May 17, 2024 had approved the scheme of amalgamation of Varroc Polymers Limited ('VPL') (a wholly owned subsidiary of the Company) with Varroc Engineering Limited ('VEL') with appointed date of April 01, 2024 ('the Scheme'). National Company Law Tribunal ('NCLT') approved the above scheme vide its order dated January 10, 2025 and the merger became effective on February 01, 2025 on filing of the NCLT order with the Registrar of Companies. The merger has been accounted as business combination of entities under common control as per Appendix C to Ind AS 103 - Business Combinations. Accordingly, all the comparative periods presented in the standalone results have been restated to include the effects of this merger. Exceptional item of Rs. 112.70 million for the quarter and nine months ended December 31, 2024 pertains to estimated expenses directly attributable to this merger. 3.During the previous year ended March 31, 2024, the Company received eligibility certificates (ECs) in respect of three plants in Aurangabad/Pune under the Maharashtra Electronics Policy, 2016 effective from April 1, 2022 and valid for 10 years. Under these ECs, the Company is eligible to claim incentive in the form of refund of SGST paid on eligible sales from the respective plants. The Company has considered these as grants related to income under Ind AS 20 by recognizing the same as income in profit and loss based on SGST paid for the year. The amount of income recognised in the year ended March 31, 2024 in respect of the aforesaid ECs was Rs. 989.71 million pertaining to the period April 1, 2022 to March 31, 2024. 4. a) On November 5, 2024, the Company received a GST Order from Additional Commissioner of CGST & Central Excise for appropriation of GST dues amounting to Rs. 629 million along with equivalent penalty and applicable interest relating to inappropriate classification of certain goods supplied during the period from July 1, 2017 to September 30, 2023. The Company has paid the principal demand, however, considering merits of the case, management believes that it has grounds to successfully defend and litigate the GST Order with respect to applicable interest and penalty for the aforementioned period. The Company has initiated appellate proceedings against this GST Order, pending conclusion of which no adjustments have been made in respect of this matter in the financial results for the quarter and nine months ended December 31, 2024. b) On January 03, 2025, Varroc Polymers Limited ('VPL') (wholly owned subsidiary, now merged with the Company as explained in Note 2 above) received a GST Order from Commercial Tax Officer (Divisonal 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 relating to inappropriate classification of certain goods supplied during the period from July 1, 2017 to September 30, 2023. VPL has paid the principal demand, however, considering merits of the case, management believes that it has grounds to successfully defend and litigate the GST Order with respect to the interest and penalty for the aforementioned period. The Company has initiated appellate proceedings against this GST Order, pending conclusion of which no adjustments have been made in respect of this matter in the financial results for the quarter and nine months ended December 31, 2024. Single segment 2024-04-01 2024-12-31 Unaudited Standalone 54552460000.00 110470000.00 54662930000.00 36633260000.00 0.00 -594570000.00 5103370000.00 1236980000.00 1883680000.00 7952950000.00 52215670000.00 2447260000.00 -112700000.00 2334560000.00 -5320000.00 638000000.00 632680000.00 0.00 1701880000.00 0.00 0.00 0.00 0.00 1701880000.00 0.00 1701880000.00 0.00 0.00 152790000.00 1 11.14 11.14 0.00 0.00 11.14 11.14 0.01 0.02 0.05 Consumption of Packing Material 232250000.00 Consumption of Stores, Spares and Tools 205680000.00 Contract Labour Cost 736290000.00 Foreign exchange gain/(loss) 47600000.00 Freight and Forwarding Expenses 247420000.00 Legal and Professional Fees 106220000.00 Other Expenses 677550000.00 Water and Electricity Charges 393650000.00 Consumption of Packing Material 678200000.00 Consumption of Stores, Spares and Tools 622160000.00 Contract Labour Cost 2262450000.00 Foreign exchange gain/(loss) -37350000.00 Freight and Forwarding Expenses 754720000.00 Legal and Professional Fees 372190000.00 Other Expenses 2016340000.00 Water and Electricity Charges 1284240000.00 5.During the year ended March 31, 2024, the Company derecognised (written-off) loans given to VarrocCorp Holding BV ('VCHBV'), Netherlands including interest on such loans aggregating to Rs. 13,533.33 million (including Rs. 1,736.89 million by VPL, wholly owned subsidiary, now merged with the Company as explained in Note 2) after making requisite submissions to AD Bank. The Company claimed this write-off on loans as an allowable business loss, considering that these loans extended to VCHBV were in the nature of trade investments to derive benefits for the Company's businesses rather than for earning dividend/capital appreciation. The Company obtained legal opinions from two independent senior counsels who have supported their view on claiming this write-off of loans as an allowable business loss. Accordingly, VPL considered this loss as tax deductible for computation of tax provision to the extent of Rs. 437.14 million and VEL recognised deferred tax asset of Rs. 2,968.93 million on such loss during the quarter and nine months ended December 31, 2023, and year ended March 31, 2024. These loans pertained to funding of Varroc Lighting Systems ('VLS') entities (erstwhile subsidiaries of VCHBV) which were fully provided for during the period ended September 30, 2022 when the VLS business was sold to Compagnie Plastic Omnium SE, France. Further, VEL shifted to new tax regime under section 115BAA of Income Tax Act, 1961 from financial year ended March 31, 2024. As a result, MAT credit of Rs. 265.34 million was written off and deferred tax liability to the extent of Rs. 254.54 million was reversed on account of lower tax rate under new regime, which were included in the Income tax expense for the quarter and and nine months ended December 31, 2023, and year ended March 31, 2024. 6.Other Income for the year ended March 31, 2024 includes dividend received from a subsidiary company of Rs. 125.79 million. 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 are repayable in 16 equal quarterly instalments beginning from December 07, 2024. Further, NCD holders have a put option after 30 months and 42 months respectively from date of allotment, requiring the Company to redeem all the NCDs. The Company shall at all times until the Final Settlement Date maintain a minimum Security Cover of at least 1.1x. The proceeds from the issue have been utilised for repayment of existing listed NCDs, other outstanding debt and for general corporate purposes. These NCDs are secured by exclusive charge by way of hypothecation on the specific identified movable properties of the Company. The asset cover in respect of the Non-Convertible Debentures as on December 31, 2024 is 1.43 times of the total due amount which is higher than the requirement of 1.10 times as specified in the Debenture Trust Deed. 8.Varroc Engineering Limited ('the Company') and VarrocCorp Holding BV, Netherlands ('VCHBV', wholly owned subsidiary of VEL) (together referred to as 'Sellers') entered into a Securities Purchase Agreement dated April 29, 2022 as amended dated July 01, 2022, October 05, 2022 and May 12, 2023 (collectively referred to as 'SPA') with Compagnie Plastic Omnium SE, France (referred to as 'Buyer'), to divest the Sellers 4-Wheeler lighting business in the Americas and Europe ('VLS Business'). Exceptional item of Rs 45 million for the nine months ended December 31, 2023 and year ended March 31, 2024 pertains to expenses directly related to sale of investment in VLS business. 0.00 0.00 0.00 0.00