5415782025-04-012025-06-305415782025-06-305415782025-04-012025-06-30in-capmkt:OtherExpenses1Member5415782025-04-012025-06-30in-capmkt:OtherExpenses2Member5415782025-04-012025-06-30in-capmkt:OtherExpenses3Member5415782025-04-012025-06-30in-capmkt:OtherExpenses4Member5415782025-04-012025-06-30in-capmkt:OtherExpenses5Member5415782025-04-012025-06-30in-capmkt:OtherExpenses6Member5415782025-04-012025-06-30in-capmkt:OtherExpenses7Member5415782025-04-012025-06-30in-capmkt:OtherExpenses8Member5415782025-04-012025-06-30ItemsThatWillBeReclassifiedToProfitAndLoss15415782025-06-30Statement15415782025-04-012025-06-30Statement15415782025-06-30StatementDynamic1I1Statement1iso4217:INRxbrli:pureiso4217:INRxbrli:shares541578VARROCNAINE665L01035VARROC ENGINEERING LIMITEDMain BoardEquity2025-04-012026-03-312025-08-072025-07-31INRMillionsQuarterlyFirst quarterSingle segmentIn Accordance with paragraph 4 of the notified IND AS 108 The Company has disclosed segment information only on the basis of consolidated financial statement.2025-08-0713:00:002025-08-0714:45:00Not applicabletrue1falsena2025-04-012025-06-30UnauditedStandalone184288700003691000018465780000122384400000-2880300001687760000332010000624390000269133000017285900000117988000001179880000031360000031360000008662800000000866280000-2826000083802000015279000015.675.67005.675.670.00390.02270.06431. The above results were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on August 07, 2025 and were subjected to review by the Statutory Auditors. <BR> <BR> 2. The figures for the quarter ended March 31, 2025 are the derived figures between audited figures in respect of full financial year upto March 31, 2025 and the unaudited published year-to-date figures upto December 31, 2024, being the end of the third quarter of the previous financial year which were subjected to limited review. <BR> <BR> 3. The Company has received a settlement offer from an overseas party alleging breach of agreement in respect of certain income received by the Company recognised under Revenue from operations (Rs. 209.89 million during the current quarter). The Company believes that it has a strong case and will take appropriate actions as necessary to protect its interests. The auditors in their review report have included a qualification in respect of this matter. <BR> <BR> 4. 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, the comparative period for the quarter ended June 30, 2024 presented in the standalone results has been restated to include the effects of this merger. <BR> <BR> 5. 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. <BR> <BR> 6a. 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 ended June 30, 2025. <BR> <BR> 6b. On January 03, 2025, Varroc Polymers Limited ('VPL') (wholly owned subsidiary, now merged with the Company as explained in Note 3 above) received a GST Order 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 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 ended June 30, 2025. <BR> <BR> 7. Exceptional items for the periods presented in the standalone results include following: <BR> <BR> 7a. An amount of Rs. 83.32 million and Rs. 196.02 million for the quarter and year ended March 31, 2025 respectively, pertained to estimated expenses directly attributable to merger of VPL with the Company. <BR> <BR> 7b. KTM AG, one of 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. <BR> <BR> 8. Other Income for the quarter and year ended March 31, 2025 includes dividend received from a subsidiary company of Rs. 125.79 million each. <BR> <BR> 9. 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 1.1 x. 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 June 30, 2025 is 1.72 times of the total due amount which is higher than the requirement of 1.10 times as specified in the Debenture Trust Deed.Foreign exchange (gain)/loss (net)-17990000Consumption of Stores, Spares and Tools204070000Consumption of Packing Material231340000Water and Electricity Charges398850000Contract Labour Cost820100000Freight and Forwarding Expenses248210000Legal and Professional Fees146540000Other Expenses660210000Deferred hedging gains on cash flow hedges-37760000-37760000-9500000-28260000OthersCommercial Paper2025-05-215000000000000002025-06-30falsefalseNANANAAnil GhatiyaCompany Secretary and Compliance OfficerPune2025-08-07General & Corporate purposeNA005000000000000000