Board Meeting Details

The Meeting commenced at 10:45 AM and concluded at 3:30 PM on May 25, 2026.

Financial Results Overview

Consolidated Financial Results (FY2026):

  • Total Income: ₹1,08,583.90 lakhs
  • Profit before tax (after exceptional items): ₹6,217.36 lakhs
  • Profit for the year: ₹5,353.84 lakhs
  • Total Comprehensive Income: ₹5,611.72 lakhs
  • Earnings Per Share (Basic & Diluted): ₹0.30
  • Equity Share Capital: ₹1,94,332.28 lakhs (Face value ₹10 each)

Standalone Financial Results (FY2026):

  • Total Income: ₹57,909.09 lakhs
  • Profit before tax (after exceptional items): ₹2,960.57 lakhs
  • Profit for the year: ₹2,097.05 lakhs
  • Total Comprehensive Income: ₹2,066.17 lakhs
  • Earnings Per Share (Basic & Diluted): ₹0.12
  • Equity Share Capital: ₹1,94,332.28 lakhs (Face value ₹10 each)

Auditor's Report - Qualified Opinion

The Statutory Auditors, MSKA & Associates LLP, have issued a qualified opinion on both standalone and consolidated financial results. The qualifications pertain to:

1. Deferred Tax Asset (DTA): The carrying value of DTA as on March 31, 2026 includes ₹28,187.76 lakhs (March 31, 2025: ₹29,548.46 lakhs) recognized on carried forward business losses of ₹80,665.52 lakhs (March 31, 2025: ₹84,559.48 lakhs). Auditors could not obtain sufficient appropriate audit evidence to corroborate management's assessment that sufficient taxable profits will be available in the future to utilize these losses.

2. Non-Current Contract Assets and Trade Receivables:

  • Non-Current Contract Assets include overdue balances of ₹9,037.98 lakhs (net of provisions of ₹1,036.37 lakhs) as at March 31, 2026 (March 31, 2025: ₹6,959.44 lakhs, net of provisions ₹926.98 lakhs)
  • Non-Current Trade Receivables include overdue balances of ₹5,844.92 lakhs (net of provisions of ₹538.77 lakhs) as at March 31, 2026 (March 31, 2025: ₹495.18 lakhs, net of provisions ₹82.99 lakhs)

These amounts relate to projects stalled due to delays in regulatory approvals and disputes. Auditors could not obtain sufficient evidence to corroborate management's assessment of recoverability.

Significant Notes to Financial Results

Rights Issue:

  • During the year, the company allotted 35,00,00,000 equity shares of ₹10 each aggregating ₹35,000 lakhs to eligible shareholders on rights basis
  • Application money of ₹17,500 lakhs was received, with first and final call due on November 07, 2025, against which ₹14,994.88 lakhs was received
  • On November 12, 2025, the Rights Issue Committee and Board approved conversion of 29,98,97,579 partly paid-up equity shares into fully paid-up shares
  • On February 02, 2026, the Committee approved variation in objects of the Rights Issue as set out in the Letter of Offer dated May 22, 2025

Legal Matters - SIAC Arbitration:

  • SEPC Limited and Twarit Consultancy Services Private Limited (TCPL) were respondents in an international arbitration before Singapore International Arbitration Centre (SIAC) initiated by GPE (India) Limited, GPE JV1 Limited, and Gaja Trustee Company Private Limited
  • SIAC Award dated January 7, 2021 awarded damages of ₹19,854.10 lakhs plus SGD 372,754.79 towards arbitration expenses against respondents, with simple interest at 7.25% p.a. from July 21, 2017
  • Respondents' appeal before Singapore High Court was dismissed
  • Madras High Court recognized the foreign award subject to RBI approval
  • Supreme Court directed respondents to pay ₹12,500 lakhs plus interest at 7.25% p.a. from January 7, 2021
  • TCPL remitted ₹16,450 lakhs (including interest) under an Inter-se Arrangement providing full indemnification to SEPC
  • Supreme Court order dated August 26, 2025 disposed of the petition and concluded no impediment to enforcement
  • Madras High Court order dated February 19, 2026 passed interim attachment of trade receivables amounting to ₹15,463.23 lakhs (balance amount payable to claimants)
  • TCPL committed to pay ₹250 lakhs initially and ₹750 lakhs per quarter through an affidavit filed in Madras High Court
  • Initial payment of ₹250 lakhs made on May 13, 2026; quarterly payments to commence from July 2026
  • Madras High Court hearing dated April 30, 2026 provided partial relief: consortium of banks permitted to appropriate maximum ₹1,569 lakhs (₹1,369 lakhs towards bank dues and ₹200 lakhs towards salary payments) from Trust and Retention Account
  • Matter listed for next hearing on June 23, 2026
  • Management confident no liability will devolve upon SEPC due to full indemnification

Mokul Shriram EPC JV vs ECGC:

  • Mokul Shriram EPC JV (where SEPC is JV partner) won complaint against ECGC before NCDRC, New Delhi
  • NCDRC order dated January 27, 2021 directed ECGC to pay ₹26,501 lakhs plus simple interest @ 10% p.a. from September 19, 2016
  • ECGC filed appeal before Supreme Court; case pending disposal

Going Concern:

  • The company reported net profit of ₹1,373.34 lakhs (consolidated) and ₹749.29 lakhs (standalone) for Q4 FY2026, and ₹5,353.84 lakhs (consolidated) and ₹2,097.05 lakhs (standalone) for FY2026
  • Despite accumulated losses of ₹2,05,479.65 lakhs (consolidated) and ₹2,08,770.52 lakhs (standalone), management believes the company is a going concern based on:
  • Implementation of resolution plan
  • Equity infusion by investor
  • Completion of Rights issue
  • Change in management
  • Additional funding by investor for working capital
  • Pipeline of orders in hand
  • Sanctioned non-fund based facilities

Exceptional Items:

  • FY2026: ₹109.06 lakhs (loss on extinguishment of financial liability upon conversion of CCDs into equity)
  • FY2025: ₹1,389.25 lakhs (similar item)

Proposed Acquisition:

  • Board approved acquisition of Avenir International Engineers and Consultancts LLC, Abu Dhabi, subject to lender and shareholder approval through share swap

Taxation:

  • No provision for tax due to brought forward losses/unabsorbed depreciation available for set-off under normal provisions and Section 115JB of Income Tax Act, 1961

New Labour Codes:

  • Government consolidated 29 labour legislations into four Labour Codes effective November 21, 2025
  • Company evaluating possible impacts for contract workforce; management believes impact unlikely to be material
  • Company already compliant with basic wages criteria for own employees

Segment Information

  • Single reportable segment: Engineering, Procurement and Construction (EPC)
  • Geographical segments:
  • India: Revenue ₹54,775.04 lakhs, Profit before tax ₹2,960.57 lakhs
  • Rest of the World: Revenue ₹50,674.81 lakhs, Profit before tax ₹3,256.79 lakhs

Publication and Availability

  • Extract of Consolidated Financial Results will be published in English and Tamil newspapers as per Regulation 47
  • Detailed results available on company website (www.sepc.in) and stock exchange websites (www.bseindia.com, www.nseindia.com)