Videoc
Videoc
Videoc
VIDEOCON
27 November, 2019
To
Corporate Relations Department Corporate Relations Department
BSE Limited The National Stock Exchange of India Ltd.
P. J. Towers, Dalal Street Exchange Plaza, Bandra-Kurla Complex,
Mumbai - 400 004 Bandra East, Mumbai - 400059
Dear Sir/Madam,
We refer to the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and wish to inform you that the Directors of the Company at their meeting held
today, ie. 27 November, 2019, inter-alia have transacted the following business:
4. Considered, approved and recommended to the RP (as defined hereinafter) to take on record the Audited
Standalone Financial Results of the Company for the Quarter and Financial Year ended on 31st March, 2019.
A copy of Audited Standalone Financial Results of the Company along with the Audit Report and Statement
‘on Impact of Audit Qualifications is enclosed herewith.
Given that the Company is under corporate insolvency resolution process pursuant to the provisions of the Insolvency
and Bankruptcy Code, 2016, and with effect from 25h September, 2019 (published on 27% September, 2019), its
affairs, business and assets are being managed by, and the powers of the board of directors are vested in, the
resolution professional, Mr. Abhijit Guhathakurta (‘RP’), the aforesaid meeting of the Directors was chaired by the RP
of the Company who, relying on the certifications, representations and statements of the Directors and management of
the Company and the consequent recommendation of the Directors, took on record the Audited Standalone Financial
Results for the quarter and financial year ended on 31st March, 2019.
Thanking you,
Yours truly,
Gee
To .
The Resolution Professional of
Videocon Industries Limited;
2. The Company has been under the Corporate Insolvency Resolution Process (‘CIRP') under
the provisions of the Insolvency and Bankruptcy Code, 2016 (‘the Code’) vide order dated
6t June, 2018 passed by the National Company Law Tribunal (‘NCLT’). The powers of the
Board of Directors stand suspended as per Section 17 of the Code and such powers are
being exercised by the Resolution Professional (RP) appointed by the NCLT by the said
order under the provisions of the Code. As per Section 20 of the Code, the management
and operations of the Company were being managed by Interim Resolution Professional /
Resolution Professional Mr. Anuj Jain.
Subsequently, NCLT Principal Bench on October 24, 2018 directed to transfer all
insolvency petitions related to certain Videocon group/affiliate entities to one bench at
NCLT, Mumbai and left open the matter of substantive consolidation to be decided by
NCLT, Mumbai bench. Further, State Bank of India had filed a petition at NCLT, Mumbai
bench for substantive consolidation of CIRP of group/affiliate entities.
The NCLT, Mumbai Bench has, vide order dated August 8, 2019, directed consolidation of
13 entities out of 15 group/affiliate entities including the Company. Subsequently, the
NCLT vide Order dated September 25, 2019 has appointed Mr. Abhijit Guhathakurta as
Resolution Professional (RP) for the consolidated CIRP cases of the 13 Videocon group
entities including the Company, which was published on September 27, 2019 and has
been directed to take over the process of insolvency. Further, as per the order dated
August 8, 2019, the CIRP is to be completed within 180 days from the date of the said
order i.e. August 8, 2019. Therefore, the management and operations of the Company and
other 12 consolidated entities, namely, Videocon Telecommunications Limited, Evans
Fraser & Co. (India) Limited, Millennium Appliances India Limited, Applicomp (India)
Limited, Electroworld Digital Solutions Limited, Techno Kart India Limited, Century
Appliances Limited, Techno Electronics Limited, Value Industries Limited, PE Electronics
Limited, CE India Limited and Sky Appliances Limited are being managed by Resolution
Professional Mr. Abhijit Guhathakurta.
Pune Office 2 : Flat No A1/1, Gananayak Building, Chintamani Nagar, Bhag 1, Bibwewadi, Pune 411037.
Sangamner Office : Shriram B.Ed College Road, Sangamner - 422605 Ph.: (02425)223555,225904
Wedside : www.szd.co.in ,
Ox S. Z. Deshmukh & Co
4 Chartered Accountants
Pune Office 1 : 1108, Shivajinagar, Flat No 4, Building B, Shirole Baug,
Ganesh Khind Road, Pune 411016 Contact No :020 25653908, Email : datta@szd.co.in
3. This Statement, is the responsibility of the Company's Management and has been signed
by the Chief Executive Officer of the Company and taken on record by the Resolution
Professional. The Statement has been compiled from the related annual Ind AS Standalone
Financial Statements, which have been prepared in accordance with the Indian
Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with
relevant rules issued there under (Ind AS) and other accounting principles generally
accepted in India. Our responsibility is to express an opinion on the Statement based on
our audit of such annual standalone Ind AS financial statements.
4. We conducted our audit in accordance with the Standards on Auditing issued by the
Institute of Chartered Accountants of India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the Statement is free
from material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts disclosed
in the Statement. An audit also includes evaluating the appropriateness of the accounting
policies used and the reasonableness of the significant accounting estimates made by the
Management, as well as evaluating the overall presentation of the Statement. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a
reasonable basis for our audit opinion.
b) As mentioned in Note No. 4(b) of the Statement, the manufacturing activity of Glass
Shell division which manufactured panels and funnels used in Colour Picture Tube of
Colour Television, has been suspended from July, 2017 due to poor demand. According
to management, there are indication of impairment loss. However, the Company has not
assessed or reviewed the plant and machinery and other fixed assets related to the Glass
Shell division for impairment. In respect of other fixed assets at other locations, the
management has not carried out any assessment of impairment, and the impairment
loss, if any, has not been ascertained. The consequent effect of the same is not
ascertainable.
c) As mentioned in Note No. 4(c) of the Statement, the balance confirmations have not
been received in respect of certain secured and unsecured loans, balances with banks,
Pune Office 2 : Flat No A1/1, Gananayak Building, Chintamani Nagar, Bhag 1, Bibwewadi, Pune 411037.
Sangamner Office : Shriram B.Ed College Road, Sangamner - 422605 Ph.: (02425)223555,225904
Wedside : www.szd.co.in :
Ops S. Z. Deshmukh & Co
cf Chartered Accountants
Pune Office 1 : 1108, Shivajinagar, Flat No 4, Building B, Shirole Baug,
Ganesh Khind Road, Pune 411016 Contact No :020 25653908, Email : datta@szd.co.in
trade receivables, trade and other payables and loans and advances. The Company
continues the process of obtaining confirmations and reconciliation of the balances of
trade receivables, trade and other payables and loans and advances. The impact of the
same is not ascertainable at present.
Hence, consequential impact, if any, is currently not ascertainable and we are unable to
comment on possible financial impacts of the same.
f) As mentioned in Note No. 4(f) of the Statement, the Company has entered into
agreement in April, 2018 with Mr. Said Salehal Hinai, for sale of Middle East Appliances
LLC, a subsidiary company for RO 50,000 (equivalent to Rs. 0.86 Crore). Out of which RO
25,000 (equivalent to Rs. 0.43 Crore) had been received and balance RO 25,000
(equivalent to Rs. 0.43 Crore) are not yet received. Further, as per the Foreign Exchange
Management Act, 1999, the said balance of RO 25,000 (equivalent to Rs. 0.43 Crore)
should have been received within 90 days. This is non compliance of the provisions of
Foreign Exchange Management Act.
Pune Office 2 : Flat No A1/1, Gananayak Building, Chintamani Nagar, Bhag 1, Bibwewadi, Pune 411037.
Sangamner Office : Shriram B.Ed College Road, Sangamner - 422605 Ph.: (02425)223555,225904
Wedside : www.szd.co.in
Ox S. Z. Deshmukh & Co
Chartered Accountants
Pune Office 1 : 1108, Shivajinagar, Flat No 4, Building B, Shirole Baug,
Ganesh Khind Road, Pune 411016 Contact No :020 25653908, Email : datta@szd.co.in
required on the carrying amount of assets and liabilities are not ascertainable at this
stage.
6. Qualified Opinion:
In our opinion and to the best of our information and according to the explanations given
to us, except for the effects of the matters described in the Basis of Qualified Opinion
paragraph 5 above; the impact of which on the results of the Company is unascertainable;
the Statement
(ii) gives a true and fair view, in conformity with other accounting principles generally
accepted-in India, of the net loss and the total comprehensive loss and other
financial information of the Company for the quarter ended March 31, 2019 as well
as for the year ended March 31, 2019.
7. We draw your attention to the fact that the figures for the quarter ended March 31, 2019
and the corresponding quarter ended in the previous year as reported in the Statement
are the balancing figures between audited figures in respect of the full financial year and
published year-to-date figures up to the end of the third quarter of the current and
previous financial year respectively. Also the figures up to the end of the third quarter for
the current and previous financial year had only been reviewed and not subjected to
audit.
D. U. KADAM
PARTNER
Membership No.: 125886
UDIN: 19125886AAAACM9737
Place: Mumbai
Date : November 27, 2019
Pune Office 2 : Flat No A1/1, Gananayak Building, Chintamani Nagar, Bhag 1, Bibwewadi, Pune 411037.
Sangamner Office : Shriram B.Ed College Road, Sangamner - 422605 Ph.: (02425)223555,225904
Wedside : www.szd.co.in
Statement on Impact of Audit Qualifications (for audit report with modified opinion)
submitted along-with Annual Audited Financial Results (Standalone)
Statement on Impact of Audit Qualifications for the Financial Year ended March 31, 2019
See Regulation 33 of the SEBI (LODR (Amendment) Regulations, 2016]
I. | Sl. | Particulars Audited Figures Adjusted Figures
~ | No. (as reported before (as reported after
adjusting for adjusting for
qualifications) qualifications)
(Rs. Crore) (Rs. Crore)
1. | Total Income (Including Other 1,062.62 1,062.62
Income)
2. Total Expenditure 7,974.03 7,974.03
(Including Exceptional Items)
3.__| Net Profit/(Loss) (6,760.75) (6,760.75)
4, _| Earnings Per Share (202.14) (202.14)
5. _| Total Assets 30,482.45 30,482.45
6. _| Total Liabilities 33,118.29 33,118.29
7._| Net Worth (2,635.84) (2,635.84)
8. | Any other financial item(s) (as felt -- --
appropriate by the management)
II. | Audit Qualification (each audit qualification separately):
A. | Qualification:
a. Details of Audit Qualification:
a) As mentioned in Note No. 4(a) of the Statement, the Company has made investments,
given advances and has trade receivables aggregating to Rs. 18,138.64 Crore in
subsidiary/group/affiliate companies, which have been also admitted to Corporate
Insolvency Resolution Process (CIRP).
b) As mentioned in Note No. 4(b) of the Statement, the manufacturing activity of Glass
Shell division which manufactured panels and funnels used in Colour Picture Tube of
Colour Television, has been suspended from July, 2017 due to poor demand. According
to management, there are indication of impairment loss. However, the Company has
not assessed or reviewed the plant and machinery and other fixed assets related to the
Glass Shell division for impairment. In respect of other fixed assets at other locations,
the management has not carried out any assessment of impairment, and the
impairment loss, if any, has not been ascertained. The consequent effect of the same is
not ascertainable.
c) As mentioned in Note No. 4(c) of the Statement, the balance confirmations have not
been received in respect of certain secured and unsecured loans, balances with banks,
trade receivables, trade and other payables and loans and advances. The Company
continues the process of obtaining confirmations and reconciliation of the balances of
trade receivables, trade and other payables and loans and advances. The impact of the
same is not ascertainable at present.
Hence, consequential impact, if any, is currently not ascertainable and we are unable
to comment on possible financial impacts of the same.
As mentioned in Note No. 4(f) of the Statement, the Company has entered into
agreement in April, 2018 with Mr. Said Salehal Hinai, for sale of Middle East
Appliances LLC, a subsidiary company for RO 50,000 (equivalent to Rs. 0.86 Crore).
Out of which RO 25,000 (equivalent to Rs. 0.43 Crore) had been received and balance
RO 25,000 (equivalent to Rs. 0.43 Crore) are not yet received. Further, as per the
Foreign Exchange Management Act, 1999, the said balance of RO 25,000 (equivalent
to Rs. 0.43 Crore) should have been received within 90 days. This is non compliance of
the provisions of Foreign Exchange Management Act.
a) The Company has made investments, given advances and has trade receivables
aggregating to Rs. 18,138.64 Crore in subsidiary/ group/affiliate companies,
namely Electroworld Digital Solutions Limited, Videocon Telecommunications
Limited, VOVL Limited, Value Industries Limited, Trend Electronics Limited,
KAIL Limited, Millennium Appliances India Limited, Applicomp (India) Limited,
Sky Appliances Limited, Techno Electronics Limited, Century Appliances Limited,
PE Electronics Limited, Techno Kart India Limited, Evans Fraser and Co. (India)
Limited, CE India Limited and Planet M Retail Limited, which have been referred
to National Company Law Tribunal under the Insolvency and Bankruptcy Code,
2016 by their lenders and subsquently been admitted into Corporate Insolvency
Resolution Process (CIRP). The actual amount of loss on these investments,
advances and trade receivables are not ascertainable till the completion of
resolution process of these subsidiary/group/entities.
b) The manufacturing activity of Glass Shell division which manufactured panels
and funnels used in Colour Picture Tube of Colour Television, has been
suspended from July, 2017 due to poor demand. According to management, there
are indication of impairment loss. However, the Company has not assessed or
reviewed the plant and machinery and other fixed assets related to the Glass
Shell division for impairment. In respect of other fixed assets, management has
not carried out any assessment of impairment, and the impairment loss, if any,
has not been ascertained.
c) The confirmations and reconciliation of balances of certain secured and
unsecured loans, balances with banks, trade receivables, trade and other
payables and loans and advances are pending. The management is in the process
of obtaining confirmations and reconciliation of balances and ascertaining the
impact of which is not ascertainable at present.
d) The Company had given 40,000 equity shares of Asian Electronics Limited, 7,000
equity shares of Lumax Industries Limited and 300,000 equity shares of Man
Industries (India) Limited, shown in Non-Current Investments amounting to Rs.
3.27 Crore as a security for the loans and advances taken from Nippon
Investments & Finance Company Private Limited. These shares are not held by
the Company in its own name. The Company is in the process of obtaining the
confirmation of the outstanding balance of loans and advances of Rs. 1.50 Crore
from and the holding of shares by Nippon Investments & Finance Company
Private Limited.
Pursuant to commencement of CIRP of the Company under Insolvency and
Bankruptcy Code, 2016, there are various claims submitted by the financial
creditors, operational creditors, employees and other creditors to the RP. The
overall obligations and liabilities including interest on loans and the principal
amount of loans shall be determined during the CIRP. Pending final outcome of
the CIRP, no accounting impact in the books of accounts has been made in
respect of excess, short, or non-receipts of claims for operational and financial
creditors.
During the year, the Company has entered into agreement in April, 2018 with Mr.
Said Salehal Hinai, for sale of Middle East Appliances LLC, a subsidiary company
for RO 50,000 (equivalent to Rs. 0.86 Crore). Out of which RO 25,000 (equivalent
to Rs. 0.43 Crore) had been received and balance RO 25,000 (equivalent to Rs.
0.43 Crore) are not yet received. Further, as per the Foreign Exchange
Management Act, 1999, the said balance of RO 25,000 (equivalent to Rs. 0.43
Crore) should have been received within 90 days. The Company is making efforts
for recovering the same.
i) The Company has been referred to National Company Law Tribunal under the
Insolvency and Bankruptcy Code, 2016 as amended, and there are persistent
severe strains on the working capital and there is considerable decline in level of
operations of the Company and net worth of the Company as on the reporting
date is negative and it continue to incur losses. The Company has received
invocation notices of corporate guarantees given by it and also the personal
guarantees of promoter directors have been invoked. Since Corporate Insolvency
Resolution Process (CIRP) is currently in progress, as per the Code, it is required
that the Company be managed as going concern during CIRP. Accordingly, the
standalone financial statements are continued to be prepared on going concern
basis. The Company continues the process for ascertaining the realisable value
for its assets (including inventories and trade receivables) and necessary
adjustments to the carrying value will be affected in due course, the impact of
which is not ascertainable at this stage.
Ill. Signatories:
D. U. Kadam
Partner
Membership No. 125886
Place Mumbai
Date 27% November , 2019
VIDEOCON INDUSTRIES LIMITED
Registered office : 14KM Stone, Aurangabad - Paithan Road,
Village Chittegaon, Taluka Paithan, Dist. Aurangabad - 431 105
CIN No. L99999MH1986PLC103624
..Contd.
VIDEOCON INDUSTRIES LIMITED
Registered office : 14KM Stone, Aurangabad - Paithan Road,
Village Chittegaon, Taluka Paithan, Dist. Aurangabad - 431 105
CIN No. L99999MH1986PLC103624
Page -2
The figures of the last quarter ended 31st March, 2019 are the balancing figures between audited
figures in respect of the full financial
year upto 31st March, 2019 and the unaudited published year-to-date figures upto 31st December,
2018, being the date of the end of the
third quarter of the financial year, which was subjected to limited review.
According to the requirements of Schedule III of the Companies Act, 2013 Revenue from Operations
for the period upto 30th June, 2017
(included in financial results for year ended 31st March, 2018) was inclusive of excise duty. Consequent
to applicability of Goods and
Service Tax (GST) w.e.f. 1st July, 2017, Revenue from Operations are shown net of GST in accordance
with requirements of Ind AS-18
'Revenue".
In respect of Auditors’ qualifications in the audit report, the explanation of management is as under:
a) The Company has made investments, given advances and has trade receivables aggregating to Rs.
18,138.64 Crore in subsidiary/
group/affiliate companies, namely Electroworld Digital Solutions Limited, Videocon Telecommunica
tions Limited, VOVL Limited,
Value Industries Limited, Trend Electronics Limited, KAIL Limited, Millennium Appliances India Limited, Applicomp
(India) Limited,
Sky Appliances Limited, Techno Electronics Limited, Century Appliances Limited, PE Electronics Limited,
Techno Kart India Limited,
Evans Fraser and Co. (India) Limited, CE India Limited and Planet M Retail Limited, which have been
referred to National Company
Law Tribunal under the Insolvency and Bankruptcy Code, 2016 by their lenders and subsquently been
admitted into Corporate
Insolvency Resolution Process (CIRP). The actual amount of loss on these investments, advances and trade
receivables are not
ascertainable till the completion of resolution process of these subsidiary/group/entities.
b) The manufacturing activity of Glass Shell division which manufactured panels and funnels used in Colour Picture
Tube of Colour
Television, has been suspended from July, 2017 due to poor demand. According to management, there
are indication of impairment
loss. However, the Company has not assessed or reviewed the plant and machinery and other fixed assets
related to the Glass Shell
division for impairment. In respect of other fixed assets, management has not carried out any assessment
of impairment, and the
impairment loss, if any, has not been ascertained.
c) The confirmations and reconciliation of balances of certain secured and unsecured loans, balances with
banks, trade receivables,
trade and other payables and loans and advances are pending. The management is in the process of
obtaining confirmations and
reconciliation of balances and ascertaining the impact of which is not ascertainable at present.
d) The Company had given 40,000 equity shares of Asian Electronics Limited, 7,000 equity shares of Lumax
Industries Limited and
300,000 equity shares of Man Industries (India) Limited, shown in Non-Current Investments amounting to
Rs. 3.27 Crore as a
security for the loans and advances taken from Nippon Investments & Finance Company Private Limited.
These shares are not held by the Company in its own name. The Company is in the process of obtaining the confirmation
of the
outstanding balance of loans and advances of Rs. 1.50 Crore from and the holding of shares by Nippon Investments
& Finance
Company Private Limited.
e) Pursuant to commencement of CIRP of the Company under Insolvency and Bankruptcy Code, 2016, there are various claims
submitted by the financial creditors, operational creditors, employees and other creditors to the RP. The overall obligations
and
liabilities including interest on loans and the principal amount of loans shall be determined during the CIRP. Pending final
outcome of
the CIRP, no accounting impact in the books of accounts has been made in respect of excess, short, or non-receipts of claims
for
operational and financial creditors.
f) During the year, the Company has entered into agreement in April, 2018 with Mr. Said Salehal Hinai, for sale of Middle East
Appliances LLC, a subsidiary company for RO 50,000 (equivalent to Rs. 0.86 Crore). Out of which RO 25,000 (equivalent to Rs. 0.43
Crore) had been received and balance RO 25,000 (equivalent to Rs. 0.43 Crore) are not yet received. Further, as per the Foreign
Exchange Management Act, 1999, the said balance of RO 25,000 (equivalent to Rs. 0.43 Crore) should have been received within 90
days. The Company is making efforts for recovering the same.
Contd.
Soh uk,
9 ¢
Co
>
*
S.
VIDEOCON INDUSTRIES LIMITED
Registered office : 14KM Stone, Aurangabad - Paithan Road,
Village Chittegaon, Taluka Paithan, Dist. Aurangabad - 431 105
CIN No. L99999MH1986PLC103624
Page - 3
[Rs. in Crore]
Quarter ended Year ended
Particulars 31.03.2019 | 31.12.2018 | 31.03.2018 | 31.03.2019 | 31.03.2018
Audited | Unaudited Audited Audited Audited
i) Segment Revenue
a) Consumer Electronics and Home Appliances 70.77 59.95 (92.22) 277.92 2,312.30
b) Crude Oil and Natural Gas 198.94 149.60 153.17 628.68 527.56
Total 269.71 209.55 60.95 906.60 2,839.86
Less: Inter Segment Revenue - - - - -
Revenue from Operations 269.71 209.55 60.95 906.60 2,839.86
ii) Segment Results
a) Consumer Electronics and Home Appliances (974.31) (134.07) (1,713.03) (3,244.68) (3,618.95)
b) Crude Oil and Natural Gas 56.17 58.50 40.13 187.23 169.17
Total Segment Profit before Finance Costs and Tax (918.14) (75.57) (1,672.90) (3,057.45) (3,449.78)
Less:
a) Finance Costs 933.18 959.44 716.83 3,774.90 2,831.00
b) Other Unallocable (Income)/Expenditure net of (62.26) (41.93) 26.68 79.06 (440.62)
Unallocable Expenditure
Total Profit/(Loss) before Tax (1,789.06) (4,023.08) (2,416.41) (6,911.41) (5,840.16)
iii) Segment Assets
a) Consumer Electronics and Home Appliances 13,941.22 14,331.36 16,297.96 13,941.22 16,297.96
b) Crude Oil and Natural Gas 2,331.61 2,094.67 2,173.90 2,331.61 2,173.90
c) Others/Unallocable 14,209.62 14,817.43 15,013.95 14,209.62 15,013.95
Total Assets 30,482.45 31,243.46 33,485.81 30,482.45 33,485.81
iv) Segment Liabilities
a) Consumer Electronics and Home Appliances 16,063.75 15,678.91 13,951.03 16,063.75 13,951.03
b) Crude Oil and Natural Gas 1,915.92 1,768.34 1,768.68 1,915.92 1,768.68
¢)_Others/Unallocable 15,138.62 14,778.92 13,588.96 15,138.62 13,588.96
Total Liabilities 33,118.29 32,226.17 29,308.67 33,118.29 29,308.67
«Contd.