Financial Results Summary

Standalone Results (₹ in lakhs):

Quarter Ended September 30, 2026:

  • Revenue from operations: ₹4,871.62
  • Other income: ₹174.29
  • Total income: ₹5,045.91
  • Total expenses: ₹4,328.56
  • Profit before tax: ₹717.35
  • Tax expense: ₹219.58
  • Net profit after tax: ₹497.77
  • EPS (Basic): ₹0.15
  • EPS (Diluted): ₹0.15

Half Year Ended September 30, 2026:

  • Revenue from operations: ₹13,660.48
  • Other income: ₹364.91
  • Total income: ₹14,025.39
  • Total expenses: ₹11,037.83
  • Profit before tax: ₹2,987.56
  • Tax expense: ₹846.44
  • Net profit after tax: ₹2,141.12
  • EPS (Basic): ₹0.65
  • EPS (Diluted): ₹0.65

Consolidated Results (₹ in lakhs):

Quarter Ended September 30, 2026:

  • Revenue from operations: ₹5,462.09
  • Other income: ₹352.13
  • Total income: ₹5,814.23
  • Total expenses: ₹5,895.96
  • Loss before tax: ₹(81.73)
  • Net loss after tax: ₹(171.82)
  • EPS from continuing operations (Basic): ₹0.12
  • EPS from discontinued operations (Basic): ₹(0.01)

Half Year Ended September 30, 2026:

  • Revenue from operations: ₹14,793.73
  • Other income: ₹745.73
  • Total income: ₹15,539.46
  • Total expenses: ₹13,931.54
  • Profit before tax: ₹1,607.92
  • Net profit after tax: ₹669.85
  • EPS from continuing operations (Basic): ₹0.44
  • EPS from discontinued operations (Basic): ₹(0.07)

Key Corporate Developments

1. Subsidiary Divestment: The Board approved the completion of sale of the Company's entire shareholding in Liberium Global Resources Private Limited (LGRPL) for a consideration of ₹20 lakhs. Consequently, LGRPL has ceased to be a subsidiary of the Company.

2. Management Change: Mr. Manish Rastogi, Chief Executive Officer & Whole-time Director, will retire from his position on November 8, 2026, upon attaining the age of superannuation in accordance with the terms of his appointment and the retirement policy of the Company.

3. Share Issuance: During the quarter, the Company issued and allotted 343,491 equity shares of ₹1 each pursuant to exercise of stock options under the Employees Stock Option Scheme (ZLL ESOP 2010-Amended 2015).

Auditor's Qualified Review Report

Ford Rhodes Parks & Co. LLP issued a qualified limited review report citing several key issues:

Basis for Qualified Conclusion:

1. Corporate Guarantee Obligations: Yes Bank Limited had invoked corporate guarantees issued by the Company and DVPL for credit facilities availed by four trusts/entity, demanding payment of ₹44,962.56 lakhs (as of July 2021). This was subsequently assigned to J.C. Flowers and then to Assets Care & Reconstruction Enterprise Limited (ACRE). The outstanding amount as of September 30, 2026 is ₹66,968.90 lakhs. The Company has disclosed ₹81,346.45 lakhs as recoverable from four trusts/entity under "other current financial assets" but has not conducted impairment assessment as required by Ind AS 109.

2. Axis Bank/TMB Corporate Guarantees: DVPL defaulted on loans from Axis Bank and Tamilnad Mercantile Bank. Axis Bank assigned its facility of ₹13,008 lakhs to ACRE. The total outstanding for these guarantees as of September 30, 2026 is ₹15,018.14 lakhs (Axis Bank) and ₹3,709.50 lakhs (TMB). The Company has not provided for any liability against these invoked guarantees.

3. Investment in DVPL: The Company has investments in DVPL totaling ₹56,389.62 lakhs (equity, convertible debentures, preference shares including redemption premium of ₹45,114.27 lakhs and loans/receivables of ₹11,275.35 lakhs). While the Company has provided ₹22,277.05 lakhs towards impairment till September 30, 2026, the auditors question the recoverability of the net carrying amount of ₹34,112.57 lakhs given the CIRP proceedings.

4. Non-Financial Assets Impairment: For consolidated results, the Group has not carried out detailed impairment assessment of buildings (carrying value: ₹44,188.47 lakhs) and development rights (₹7,521.81 lakhs) as required by Ind AS 36.

Material Uncertainty Relating to Going Concern:

The Company and DVPL have received demand notices from ACRE for total outstanding of ₹81,987.04 lakhs as of September 30, 2026 and communication regarding filing of CIRP proceedings before NCLT, which is pending admission. These conditions indicate material uncertainty which may cast significant doubt on the Company's ability to continue as a going concern. However, management believes the amounts will be settled through monetization of assets of DVPL and four trusts/entity, and based on the business plan showing higher growth and improved profitability, the financial statements have been prepared on a going concern basis.

Financial Position (Standalone as of September 30, 2026)

  • Total assets: ₹127,503.03 lakhs
  • Total equity: ₹27,620.59 lakhs
  • Total liabilities: ₹99,882.44 lakhs
  • Cash and cash equivalents: ₹438.60 lakhs
  • Other financial assets: ₹81,464.86 lakhs (primarily amounts recoverable for corporate guarantees)
  • Other financial liabilities: ₹70,307.01 lakhs

Capital Structure Impact

  • Paid-up equity share capital increased to ₹3,280.75 lakhs from ₹3,270.62 lakhs as of March 31, 2026 due to ESOP exercise
  • No material dilution disclosed

Cash Flow Implications

Standalone Half Year Ended September 30, 2026:

  • Net cash used in operating activities: ₹(2,107.57) lakhs
  • Net cash from investing activities: ₹330.07 lakhs
  • Net cash used in financing activities: ₹(3,424.71) lakhs
  • Payment towards corporate guarantee obligation: ₹(3,055.00) lakhs
  • Cash and cash equivalents decreased from ₹5,438.84 lakhs to ₹438.60 lakhs

Contingent Exposures

  • Corporate guarantee obligations totaling ₹81,987.04 lakhs as of September 30, 2026
  • Pending CIRP proceedings before NCLT filed by ACRE against Company and DVPL
  • No provisions made for invoked guarantees based on management's belief of settlement through asset monetization