Independent Auditor's: B S R & Co. LLP

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B S R & Co.

LLP
Chartered Accountants

Building No. 10, 12th Floor, Tower-C,


DLF Cyber City, Phase - II,
Gurugram - 122 002, India
Tel:+91 124 719 1000
Fax: +91 124 235 8613

independent Auditor's Report


To the Board of Directors of Vaibhav Global Limited
Report on the audit of the Consolidated Annual Financial Results

Opinion

We have audited the accompanying consolidated annual financial results of Vaibhav Global Limited
(hereinafter referred to as the “Holding Company") and its subsidiaries (Holding Company and its
subsidiaries together referred to as “the Group”), for the year ended 31 March 2023, attached herewith,
being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the Securities
and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as
amended ("Listing Regulations”).
In our opinion and to the best of our information and according to the explanations given to us and based
on the consideration of reports of other auditors on separate audited financial statements of the
subsidiaries, the aforesaid consolidated annual financial results:
a. include the annual financial results of the entities mentioned in Annexure I to the aforesaid
consolidated annual financial results.
b. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this
regard; and
c. give a true and fair view in conformity with the recognition and measurement principles laid down in
the applicable Indian Accounting Standards, and other accounting principles generally accepted in
India, of consolidated net profit and other comprehensive income and other financial information of
the Group for the year ended 31 March 2023.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section
143(10) ofthe Companies Act, 2013 (“the Act"). Our responsibilities under those SAs are further described
in the Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Results section of our
report. We are independent ofthe Group in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled our
other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe
that the audit evidence obtained by us,along with the consideration of reports ofthe other auditors referred
to in sub paragraph no. (a) of the “Other Matters” paragraph below, is sufficient and appropriate to provide
a basis for our opinion on the consolidated annual financial results.

Management’s and Board of Directors’ Responsibilities for the Consolidated Annual Financial
Results

These consolidated annual financial results have been prepared on the basis of the consolidated annual
financial statements.
The Holding Company’s Management and the Board of Directors are responsible for the preparation and
Registered Office:

B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a 14th Floor, Central B Wing and North C Wing, Nesco IT Park 4, Nesco
Limited Liability Partnership with LLP Registration No. AAB-8181)with effect from October 14, 2013 Center, Western Express Highway, Goregaon (East), Mumbai - 400063
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B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
nil nrS ? f th6Sw co"solldated annual financial results that give a true and fair view of the consolidated
net profit/ loss and other comprehensive income and other financial information of the Group in
recogn|fiori and measurement principles laid down in Indian Accounting Standards
fn nn b| d underjf ®ctlonf 133 of the Act and other accounting principles generally accepted in India
Directo?saonfthe^lmSn,Up?IOn| ? ?^ L^Stin9 Re9u,ations- The respective Management and Boardand of
rerSeTn p "ClUded 'n the Group are responsible for maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of the assets of each company and
for preventing and detecting frauds and other irregularities; selection and application of appropriate
SemSafielTnH Jud9me,nts and estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal financial controls, that were operating effectively
IrLTntlt'"9 afc,churacy and completeness of the accounting records, relevant to the preparation and
presentation of the consolidated annual financial results that give a true and fair view and are free from
^leoriimiSf!f f rlent’ Wh,eiher du?t0 fraud or error'which have been used for the purpose of preparation
Company^safo^esa^d03 finanCia results by the Management and the Board of Directors of the Holding

In preparing the consolidated annual financial results, the respective Management and the Board of
Directors of the companies included in the Group are responsible for assessing the ability of each
company to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the respective Board of Directors either intends to
liquidate the company or to cease operations, or has no realistic alternative but to do so.
The respective Board of Directors of the companies included in the Group is responsible for overseeinq
the financial reporting process of each company.

Auditor’s Responsibilities for the Audit of the Consolidated Annual Financial Results

Gur objectives are to obtain reasonable assurance about whether the consolidated annual financial results
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these consolidated annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the consolidated annual financial results,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of 1
not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible
for expressing our opinion through a separate report on the complete set of financial statements on
whether the company has adequate internal financial controls with reference to financial statements
in place and the operating effectiveness of such controls.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures in the consolidated annual financial results made by the
Management and Board of Directors.
- Conclude on the appropriateness of the Management and Board of Directors’ use of the going
concern basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the
appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the consolidated annual financial
results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions
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B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
may cause the Group to cease to continue as a going concern.
^ 0^era,il Presentation- structure and content of the consolidated annual financial results,
including the disclosures, and whether the consolidated annual financial, results represent the
underlying transactions and events in a manner that achieves fair presentation.
Obtain sufficient appropnate audit evidence regarding the financial statements of the entities within
he Group to express an opinion on the consolidated annual financial results. We are responsible for
the direction supervision and performance of the audit of financial statements of such entities
included in the consolidated annual financial results of which we are the independent auditor. For the
other entities included m the consolidated annual financial results, which have been audited by other
auditors, such other auditors remain responsible for the direction, supervision and performance of the
audits carried out by them. We remain solely responsible for our audit opinion. Our responsibilities in
this regard are further described in sub paragraph no. (a) of the “Other Matters" paragraph in this
audit report. a ^
We communicate with those charged with governance of the Holding Company and such other entities
included in the consolidated annual financial results of which we are the independent auditors regarding,
among other matters, the planned scope and timing of the audit and significant audit findings including
any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
saieQuarcis.
We also performed procedures in accordance with the circular No CIR/CFD/CMD1/44/2019 issued by the
Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent
applicable.

Other Matter(s)

a. The consolidated annual financial results include the audited financial results of eight subsidiaries,
whose financial statements reflects total assets (before consolidation adjustments) of Rs. 194,273.70
lacs as at 31 March 2023, total revenue (before consolidation adjustments) of Rs. 58,568.26 lacs and
total net profit after tax (before consolidation adjustments) of Rs. 4,064.13 lacs and net cash inflows
(before consolidation adjustments) of Rs. 980.64 lacs for the year ended on that date, as considered
in the consolidated annual financial results, which have been audited by their respective independent
auditors. The independent auditor’s report on financial statements of these entities have been
furnished to us by the management.
Our opinion on the consolidated annual financial results, in so far as it relates to the amounts and
disclosures included in respect of these entities, is based solely on the reports of such auditors and
the procedures performed by us are as stated in paragraph above.
These subsidiaries are located outside India whose financial statements have been prepared in
accordance with accounting principles generally accepted in their respective countries and which
have been audited by other auditors under generally accepted auditing standards applicable in their
respective countries. The Holding Company’s management has converted the financial statements
of such subsidiaries located outside India from accounting principles generally accepted in their
respective countries to accounting principles generally accepted in India. We have audited these
conversion adjustments made by the Holding Company’s management. Our opinion in so far as it
relates to the balances and affairs of such subsidiaries located outside India is based on the reports
of other auditors and the conversion adjustments prepared by the management of the Holding
Company and audited by us.
Our opinion on the consolidated annual financial results is not modified in respect of the above matters
with respect to our reliance on the work done and the reports of the other auditors.
b. The consolidated annual financial results include the results for the quarter ended 31 March 2023
being the balancing figure between the audited figures in respect of the full financial year and the
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B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
published unaudited year to date figures up to the third quarter of the current financial year which
were subject to limited review by tts.

For B S R & Co. LLP


Chartered Accountants
Firm’s Registration No.:101248W/W<l00022

•R ijiv <a\
V
' Partner
Jaipur
Membership No : 094549
\
17 May 2023
UDIN:23094549BGYNUL9668

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B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
AnnexureI

List of entities included in consolidated annual financial results.

S. No. Name of component Relationship

A. Vaibhav Global Limited, India Holding Company

B. VGL Retail Ventures Limited, Mauritius Wholly owned subsidiary

C. Shop TJC Limited, UK Step down subsidiary (wholly


owned)

O. Shop LC Global Inc., USA Step down subsidiary (wholly


owned)

E. STS Global Supply Limited, Hong Kong Wholy owned subsidiary

F. Pt. STS Bali, Indonesia Step down subsidiary (wholly


owned)

G. STS (Guangzhou) Trading Limited, China Step down subsidiary (wholly


owned)

H. STS Jewels Inc., USA Wholy owned subsidiary

I. STS Global Limited, Thailand Wholy owned subsidiary

J. STS Global Limited, Japan Wholy owned subsidiary

K. Vaibhav Vistar Limited, India Wholy owned subsidiary

L. Vaibhav Lifestyle Limited, India Wholy owned subsidiary

M. Shop LC GmbH, Germany Wholy owned subsidiary

■N. Encase Packaging Private Limited, India Subsidiary

O. Vaibhav Global Employee Stock Option Welfare Trust, Controlled Trust


India

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VA1B14AV GLOBAL LIMITED
REGD.OFF : K-6B, FATEH TIBA, ADARSH NAGAR, JAIPUR-302004
GIN: L36911RJ1989PLC004945
Tel: 91-141-2601020, Fax: 91-141-2605077, E Mail: investor_rclations@vaibhavgIobaLcoin, Website: n^v.vaibhavglobal.com
STATEMENT OF AUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2023
(Rs. in lacs, unless otherwise stated)
Particulars Quarter ended Year ended
31 March 2023 31 December 2022 31 March 2022 31 March 2023 31 March 2022
Audited Unaudited Audited Audited Audited
(Refer note 14) (Refer note 14)
1. INCOME
a. Revenue from operations 69,272.06 72,366.54 68,518.79 269,091.44 275,243.16
b. Other income 915.86 1,441.79 868.88 2,762.71 2,183.95
Total income 70,187.92 73,80833 69,387.67 271,854.15 277,427.11
2. EXPENSES
a. Cost of materials consumed 7,062.51 6,499.97 6,622.68 26,279.83 29,898.27
b. Purchases of stock-in-trade 17,568.32 20,466.00 18,232.49 69.964.17 84,646.22
c. Change in inventories of finished goods, stock-in-trade and work-in-progress 320.79 (4.69) 1329.88 2,140.92 (16,805.61)
d. Employee benefits expense 13,492.18 13,099.09 12,464.44 51,512.15 50,942.32
e. Finance costs (refer note 10) 279.60 150.86 215.55 819.68 609.69
f. Depreciation and amortisation expenses 2,222.85 1,961.50 1,658.38 7,775.29 5,480.92
g. Other expenses (refer note 7) 26,202.14 26,161.26 26,132.31 99,231.65 98,424.87
Total expenses 67,14839 68,333.99 66,555.73 257,723.69 253,196.68
3. Profit before exceptional items and tax (I - 2) 3,039.53 5,47434 2,831.94 14,130.46 24,230.43
4. Exceptional items (net) (refer note 10) (330.84) 2,824.16
5. Profit after exceptional items 3,03933 5,47434 2301.10 14,130.46 27,05439
6. Tax expense (refer note 3)
a. Current tax 1,339.42 1,028.59 (596.04) 3,967.30 3,672.92
b. Deferred tax (634.01) 527.91 402.95 (350.61) (329.49)
Total tax expense 705.41 135630 (193.09) 3,616.69 3343.43
7. Profit for the period/year (5 - 6) 2334.12 3,91734 2,694.19 10313.77 23,711.16
8. Other comprehensive income
A. Items that will not be reclassified subsequently to profit or loss
a. (i) Remeasurement of defined benefit plans 28.58 (52.08) 167.02 (127.65) 111.37
(ii) Tax relating to remeasurement of defined benefit plans (10.25) 18.20 (58.37) 44.34 (38.92)
B. Items that will be reclassified subsequently to profit or loss
b. (i) Exchange difference on translation of foreign operations (476.76) 3,587.45 95.07 4,399.10 534.70
(ii) Tax relating to exchange difference on translation of foreign operations
Total other comprehensive income (458.43) 3,55337 203.72 4315.79 607.15
9. Total comprehensive income for the period/year (7+8) 1,875.69 7,471.41 2,897.91 14,829.56 2431831
10. Profit for the period attributable to :
a. Owners ofVaibhav Global Limited 2,339.02 3,891.02 2,720.50 10.496.21 23,771.13
b. Non-controlling interests (4.90) 26.82 (26.31) 17.56 (59.97)
11. Other comprehensive income attributable to :
a. Owners ofVaibhav Global Limited (458.43) 3,553.57 203.72 4,315.79 607.15
b. Non-controlling interests
12. Total comprehensive income attributable to :
a. Owners ofVaibhav Global Limited 1,880.59 7,444.59 2,924.22 14,812.00 24,378.28
b. Non-controlling interests (4.90) 26.82 (26.31) 17.56 (59.97)
13. Paid-up equity share capital (face value per share of Rs. 2/-) (refer note 5) 3,297.63 3,293.45 3,275.96 3,297.63 3,275.96
14. Earnings per equity share (refer note*5)
i) Basic 1.42 2.37 1.67 6.39 14.56
ii) Diluted 1.40 2.33 1.63 6.29 14.24
VAIBHAV GLOBAL LIMITED
CONSOLIDATED STATEMENT OF ASSETS & LIABILITIES AS AT 31 MARCH 2023

(Rs. in lacs, unless otherwise stated)


Particulars Consolidated
As at As at
31 March 2023 31 March 2022
Audited Audited

Assets
Non-current assets
Property, plant and equipment 25,297.97 25,756.35
Capital work-in-progress 389.37 110.69
Right-of-use asset 8,122.81 6,372.70
Goodwill 3,049.32 3,049.32
Other intangible assets 14,181.58 11,524.32
Intangible assets under development 99.09 2,555.20
Financial assets
Investments 0.31 0.31
Others 824.21 1,048.68
Other tax assets (net) 1,135.89 2,326.65
Deferred tax assets (net) 2,799.74 2,684.14
Other non-current assets 59.60 66.84
Total non-current assets 55,959.89 55,495.20
Current assets
Inventories 64,251.43 61,946.36
Financial assets
Investments 3,428.71 8,417.09
Trade receivables 24,038.46 23,150.15
Cash and cash equivalents 11,058.00 4,306.61
Bank balances other than cash and cash equivalents 12,864.07 6,391.40
Loans 141.87 122.27
Others 237.38 193.88
Other current assets 6,871.64 9,025,92
Total current assets 122,891.56 113,553.68
Total assets 178,851.45 169,048.88

Equity and liabilities


Equity
Equity share capital 3,297.63 3,275.96
Other equity 116,831.77 109,401.28
Equity attributable to owners of the Company 120,129.40 112,677.24
Non-controlling interest 170.53 152.97
Total equity 120,299.93 112,830.21

Liabilities
Non-current liabilities
Financial liabilities
Borrowings 231.25 261.31
Lease liabilities 5,463.51 4,541.48
Deferred tax liabilities (net) 213.19 492.54
Provisions 494.71 434.03
Total non-current liabilities 6,402,66 5,729.36
Current liabilities
Financial liabilities
Borrowings 11,231.99 9,686.77
Lease liabilities 2,405.81 1,986.15
Trade payables 25,682.87 27,958.38
Other financial liabilities 1,303.22 950.05
Other current liabilities 7,151.05 5.634.24
Provisions 4,150.47 3.598.24
Current tax liabilties (net) 223.45 675.48
Total current liabilities 52,148.86 50,489.31
Total liabilities 58,551.52 56,218.67
Total equity and liabilities 178,851.45 169,048.88

«C
CONSOLIDATED STATEMENT OF CASHFLOWS FOR YEAR ENDED 31 MARCH 2023
(Rs. in lacs, unless otherwise stated)
Particulars Year ended Year ended
31 March 2023 31 March 2022
Audited Audited
A. Cash flow, from operating activities
Profit lor the year 14,130.46 27,054.59
Adjustment for :
Depreciation and amortisation expense 7,775.29 5,480.92
(Qain)/loss on unrealised foreign exchange difference (net) (172.58) 117.11
Equity-settled share-based payment transactions 1,387.90 925.22
Net (gain)/loss on sale of property, plant and equipment (0.97) 0.77
Liabilities no longer required written back (39.45) (160.26)
Gain on sale of current investments (including change in fair value) (0.76) (0.02)
Impairment losses on financial assets 2,571.99 2,150.88
Interest income (670.91) (432.11)
Finance costs 819.68 609.69
PPP loan waiver (3,289.87)
Operating profit before working capital changes 25,800.65 32,456.92
Working capital adjustments :
(Increase) in trade receivable (2,002.55) (8,237.17)
Decrease/(increase) in inventories 336.97 (17,109.07)
(Increase) in other assets (5,765.17) (802.23)
(Decrease)/increase in trade payables, provisions, other current liabilities (2,426.07) 9,373.56
Cash generated from operating activities 15,943.83 15,682.01
Income taxes paid (net) (3,228.57) (6,887.86)
Net cash generated from operating activities (A) 12,715.26 8,794,15
B. Cash flow from investing activities
Purchase of property, plant and equipment and other intangible assets (3,551.41) (30,060.96)
Proceeds from disposal of property, plant and equipment 10.78 8.60
Payment for right-of-use of assets (0.52)
Payment for acquisition of subsidiaries (413.40)
Movement in deposits (net) 1,315.69 5,421.88
Interest received 629.59 386.13
Purchase of current investments 4,869.40 19,932.67
Proceed from sale of current investments 750.65 225.02
Net cash generated from/(used in) investing activities (B) 4,024.70 (4,500.58)
C. Cash flow from financing activities
Proceeds from exercise of share options 1,504.16 1,305.07
Movement in short tenn borrowings (net) 1,646.64 3,816.13
Dividend paid (10,225.90) (10,138.56)
Payment of lease liabilities (2,634.67) (1,821.27)
Finance costs paid (556.82) (376.02)
Net cash used in financing activities (C) (10.266.59) (7,214.65)
D. Impact of movement of exchange rates
Exchange difference on translation of foreign operations (D) 278.02 20.94

Net increase/(decrease) in cash and cash equivalents (A+B+C+D) 6,751.39 (2,900.14)


Opening balance of cash and cash equivalents 4,306.61 7,206.75
Closing balance of cash and cash equivalents 11,058.00 4,306.61

Cash and cash equivalents comprises


Balance with bank on current account 5,241.63 3,957.37
Deposits with original maturity of less than three months 5,764.71
Cash on hand 35.78 46.08
Funds-in-transit 15.88 303.16
1 1,058.00 4,306.61
Less: Restricted cash and cash equivalents (fixed deposit pledged for loan) (1,300.00)
Net Cash and cash equivalents 9,758.00 4,306,61
Reporting of consolidated segment wise revenue, results, assets and liabilities along with the quarterly results
(Rs. in lacs, unless otherwise staled)
Quarter ended Year ended
31 March 2023 31 December 2022 31 March 2022 31 March 2023 31 March 2022
Particulars
(Audited) (Unaudited) (Audited) (Audited) (Audited)
Refer note 14 Refer note 14
1. Segment revenue
a) United States of America 48,682.21 50,332.19 50,682.83 188,446.95 197,118.41
b) United Kingdom 18,260.58 19,751.91 19,064.72 72,774.97 82,752.49
c) India 12,554.27 11,486.85 10,967.62 44,542.93 49,373.09
d) Germany 3,454.38 3,531.25 1,956.91 12,049.54 3,532.63
c) Rest of world 7,441.02 6,366.92 7,451.00 27,004.88 44,441.43
Less: Intersegment eliminations (21,120.40): (19,102.58) (21,604.29) (75,727.83) (101,974.89)
Revenue from operations 69,272.06 72,366.54 68,518.79 269,091.44 275,243.16
2. Segment results Profit/(loss) before tax, interest
and exceptional items
a) United States of America 3,062.32 4,223.60 2,857.49 13,253.04 17,314.44
b) United Kingdom 2,659.28 2,838.58 3,094.48 8,319.33 15,192.01
c) India 3,292.85 2,578.02 2,387.67 10,585.25 1 1,356.31
d) Germany (1,433.28) (303.03) (1,376.09) (5,257.79) (4,766.45)
c) Rest of world 2,605.87 2,583.04 2,524.18 9,229.03 10,630.05
Less: Intersegment eliminations (6,867.91) (6,295,01) (6,440,24) (21,178.72) (24,886.24)
Subtotal 3,319.13 5,625.20 3,047.49 14,950.14 24,840.12
Add/(lcss): Exceptional items (refer note 10)
a) United States of America 3,289.87
b) United Kingdom
c) India (56.22) (56.22)
d) Germany
d) Rest of world (274.62) (409.49)
Less: Intersegment eliminations
Add/(less): Finance cost (279.60) (150.86) (215.55) (819.68) (609.69)
Total profit before tax 3,039.53 5,474.34 2,501.10 14,130.46 27,054,59

Particulars As at As at As at
31 March 2023 31 December 2022 31 March 2022
3. Segment assets
a) United States of America 102,790.34 97,653.68 89,638.87
b) United Kingdom 170,555.58 171,817.86 170,057.64
c) India 83,361.86 80,215.16 78,242.12
d) Germany 11,110.07 11,316.72 8,123.94
c) Rest of world 174,172.10 171,796.22 171,959.72
Less: Intersegment eliminations (363,138.50) (354,943.09) (348,973.41)
Total assets 178,851.45 177,856.55 169,048.88
4. Segment liabilities
a) United States of America 45,859.45 39,855.02 40,366.72
b) United Kingdom 22,194.48 24,334.88 21,921.55
c)India 21,420.73 19,930.69 19,362.15
d) Germany 22,267.47 20,835.81 12,995.19
c) Rest of world 6,192.95 3,976.90 6,549.36
Less: Intersegment eliminations (59,383.56) (51,443.47) (44,976.30)
Total liabilities 58,551.52 57,489.83 56,218.67
Notes:

1) The above consolidated financial results for the quarter and year ended 31 March 2023 have been
reviewed by the Audit Committee and approved by the Board of Directors at their respective
meetings held on 17 May 2023. These financial results have been audited by the Statutory Auditors
of the Parent Company.

2) These consolidated financial results have been prepared in accordance with Indian Accounting
Standards (Tnd AS') prescribed under Section 133 of the Companies Act, 2013 read with the
relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations &
Disclosure Requirements) Regulations 2015.

3) Current tax includes Minimum Alternate Tax (MAT), wherever applicable, and deferred tax
includes MAT credit entitlement.

4) The consolidated financial results include the financial results of the Parent Company and the
financial results of the following subsidiaries and step-down subsidiaries (collectively referred as
‘the Group’):

A. VGL Retail Ventures Limited, Mauritius


a. Shop TJC Limited, UK
i. Shop LC Global Inc., USA
B. STS Global Supply Limited, Hong Kong (formerly STS Gems Limited)
a. Pt. STS Bali, Indonesia
b. STS (Guangzhou) Trading Limited, China
C. STS Jewels Inc., USA
D. STS Global Limited, Thailand (formerly STS Gems Thai Limited)
E. STS Global Limited, Japan (formerly STS Gems Limited)
F. Vaibhav Vistar Limited, India
G. Vaibhav Lifestyle Limited, India
H. Shop LC GmbH, Germany
I. Encase Packaging Private Limited, India (acquired on 15 March 2022)
J. Vaibhav Global Employee Stock Option Welfare Trust

5) The shareholders of the Parent Company through postal ballot resolution dated 24 April 2021
approved the subdivision of one equity share of the Parent Company from face value of Rs. 10/-
each into five equity shares of Rs. 21- each. The record date for sub-division was 10 May 2021. All
shares and per share information in the financial results reflect the effect of sub-division (split).

6) The Parent Company has allotted 209,756 and 1,083,471 equity shares having face value of Rs. 2/-
each for the quarter ended 31 March 2023 and year ended 31 March 2023 respectively, under the
Company's various Employees Stock Option Benefit Schemes through Vaibhav Global Employee
Stock Option Welfare Trust at exercise price ranging from Rs. 2.00 - Rs. 263.25 (also refer note 5).

7) Item exceeding 10% of total expenditure (included in other expenses):

Particulars Quarter ended Year ended


31-Mar-23 31-Dec-22 31-Mar-22 31-Mar-23 31-Mar-22
Content and 10,777.73 10,838.18 9,629.31 41,504.08 34,750.58
Broadcasting
expenses
8) In earlier years, the Parent Company received notices from the Income Tax Department (“ITD”)
under Section 148 of the Act for Assessment Year 2012-13 to Assessment Year 2015-16. The
Honorable High Court of Rajasthan had granted stay order on the Parent Company’s petition for
these Assessment Years mentioned above. Based upon the nature and external expert opinion
obtained by the Parent Company, the management does not expect any liability to arise out of these
proceedings.

9) The Board of Directors of the Parent Company in their meeting dated 17 May 2023 have
recommended final dividend of Rs. 1.5/- per fiilly paid-up equity share of Rs. 21- each, subject to
approval of shareholders.

In addition to the above final dividend of Rs. 1.5/- per share i.e., 75% on equity share capital, interim
dividends aggregating to Rs. 4.50/- per share (Rs. 1.50/- per share per quarter) were declared and
paid during the year. Hence, total dividends of Rs. 6.00/- per share have been declared during the
current year.

10) a) In earlier years, Shop LC Global Inc. (USA) (wholly owned step-down subsidiary of the Parent
Company) had availed a loan of USD 48.07 lacs (equivalent to Rs. 3,520.33 lacs) at 1% interest
under Paycheck Protection Program (‘PPP’) of US Small Business Administration (SBA) under
CARES Act of USA. Under SBA guidelines, this loan was eligible for waiver subject to certain
conditions, pending which it was classified as borrowings as at 31 March 2021. During the period
ended 30 September 2021, Shop LC Global Inc. received approval for waiver of entire loan which
was disclosed as exceptional item amounting to Rs. 3,289.87 lacs (net of expenses) (equivalent to
USD 44.70 lacs). Waiver of interest of Rs. 32.46 lacs was netted off from finance cost.

b) During the previous year, Group had done functional restructuring at its Parent Company, a
subsidiary (STS Global Supply Limited (formerly STS Gems Limited)) and two step-down
subsidiaries (Shop LC Global Inc. and STS (Guangzhou) Trading Limited, China) in its pursuit of
bringing in more efficiency. This involved reduction in manpower and hence resulted in a one-time
cost of Rs. 330.84 lacs and Rs. 465.71 lacs for the quarter and year ended 31 March 2022
respectively.

11) During the previous year, the Group changed the name of following subsidiaries:

Previous Name New Name Effective Date


STS Gems Limited, Hong Kong STS Global Supply Limited, Hong 07 June 2021
Kong
STS Gems Limited, Japan STS Global Limited, Japan 03 June 2021
STS Gems Thai Limited, Thailand STS Global Limited, Thailand 16 July 2021

12) The Income Tax Department (“the ITD”) conducted a Survey proceeding under section 133A of
the Act at the premises of the Parent Company in November 2021. Subsequently, the Parent
Company has been providing all cooperation and necessary data/documents/information, as
requested by the ITD or otherwise. The ITD issued further queries post the conclusion of survey to
which replies have been filed. As on date, based upon the nature, the management does not expect
any liability to arise out of these proceedings.
13) During previous quarter, there was a cyber-attack on some of Information Technology (IT)
infrastructure of the Group. Management took steps to retrieve and restore the systems. All critical
operational systems are functioning, however as a measure of abundant precaution, restricted access
and preventive checks were put in place. The Group through an IT service provider also completed
the process of investigation to ascertain the nature, extent, and cause of possible data breach. Basis
the procedures performed, the Group did not identify any instance of data breach. Basis the legal
opinion obtained from the independent solicitors of the respective impacted countries, the Group is
in compliance with applicable legal and regulatory requirements. Group management believes that
there is no impact on these financial results on account of this incident. The business operations of
the Group are continuing in the normal manner post the cyber incident.

14) The figures for the quarter ended 31 March 2023 and 31 March 2022 are the balancing figures
between the audited figures in respect of full financial year and published year to date figures up to
31 December 2022 and 31 December 2021. Also, the figures up to the end of third quarter of the
respective year were only reviewed and not subject to audit.

15) As per Ind AS 108, ‘Operating Segments’, the Group has disclosed the segment information as
part of the consolidated financial results.

For and on behalf of the Board of Directors

Sunil Agrawal
Place: Jaipur Managing Director
Date: 17 May 2023 DIN:00061142
I

B S R & Co. LLP


Chartered Accountants

Building No. 10,12th Floor, Tower-C,


DLF Cyber City, Phase - II,
Gurugram -122 002, India
Tel:+91 124 719 1000
Fax:+91 124 235 8613

independent Auditor's Report


To the Board of Directors of Vaibhav Global Limited
Report on the audit of the Standalone Annual Financial Results

Opinion

We have audited the accompanying standalone annual financial results of Vaibhav Global Limited
(hereinafter referred to as the “Company") for the year ended 31 March 2023, attached herewith, (in which
are included financial statements of Vaibhav Global Employee Stock Option Welfare Trust ("ESOP trust"))
being submitted by the Company pursuant to the requirement of Regulation 33 of the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as
amended ("Listing Regulations").
In our opinion and to the best of our information and according to the explanations given to us,report of
other auditor on separate audited financial statements of the ESOP trust, the aforesaid standalone annual
financial results:
a, are-presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this
regard: and
b. give a true and fair view in conformity with the recognition and measurement principles laid down in
the applicable Indian Accounting Standards, and other accounting principles generally accepted in
India, of the net profit and other comprehensive income and other financial information for the year
ended 31 March 2023.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (“SAs”) specified under section
143(10) of the Companies Act, 2013 (“the Act"). Our responsibilities under those SAs are further described
in the Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results section of our
report. We are independent of the Company, in accordance with the Code of Ethics issued by the Institute
of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of
the financial statements under the provisions of the Act, and the Rules thereunder, and we have fulfilled
our other ethical responsibilities, in accordance with these requirements, and the. Code of. Ethics. We
believe that the audit evidence obtained by us,along with the consideration of report of other auditor
referred to in sub paragraph no. (a) of the “Other Matters” paragraph below, is sufficient and appropriate
to provide a basis for our opinion on the standalone annual financial results.

Management’s and Board of Directors’ Responsibilities for the Standalone Annual Financial
Results

These standalone annual financial results have been prepared on the basis of the standalone annual
financial statements.
The Company’s Management and the Board of Directors are responsible for the preparation and
presentation of these standalone annual financial results that give a true and fair view of the net profit/
loss and other comprehensive income and other financial information in accordance with the recognition

Registered Office:

B S R & Co. (a partnership firm with Registration No. BA61223) converted Into B S R & Co. LLP (a 14th Floor, Central B Wing and North C Wing, Nesco IT Parfc 4, Nesco
Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14,2013 Center, Western Express Highway, Goregaon (East), Mumbai - 400063
Page 1 of 3
B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
and measurement principles laid down in Indian Accounting Standards prescribed under Section 133 of
the Act and other accounting, principles generally accepted in India and in compliance with Regulation 33
of the Listing Regulations. The respective Management and Board of Directors of the company are
responsible for maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of company and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and the design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone annual financial results that give
a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone annual financial results, the respective Management and the Board of
Directors are responsible for assessing company's ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of accounting unless the
Board of Directors either intends to liquidate the company or to cease operations, or has no realistic
alternative but to do so.
The Board of Directors are responsible for overseeing the financial reporting process of Company.

Auditor’s Responsibilities for the Audit of the Standalone Annual Financial Results

Our objectives are to obtain reasonable assurance about whether the standalone annual financial results
as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with SAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of
these standalone annual financial results.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the standalone annual financial results,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of
not detecting a material misstatement resulting from fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible
for expressing our opinion through a separate report on the complete set of financial statements on
whether the company has adequate internal financial controls with reference to financial statements
in place and the operating effectiveness of such controls.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures in the standalone annual financial results made by the Management
and Board of Directors.
- Conclude on the appropriateness of the Management and Board of Directors’ use of the going
concern basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the
appropriateness of this assumption. If we conclude that a material uncertainty exists, we are required
to draw attention in our auditor’s report to the related disclosures in the standalone annual financial
results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on
the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions
may cause the Company to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the standalone annual financial results,
including the disclosures, and whether the standalone annual financial results represent the

Page 2 of 3
B S R & Co. LLP

Independent Auditor’s Report (Continued)


Vaibhav Global Limited
underlying transactions and events in a manner that achieves fair presentation.
- Obtain sufficient appropriate audit evidence regarding the financial statements of the ESOP trust of
the Company to express an opinion on the standalone annual financial results. For the ESOP trust
included in the standalone annual financial results, which has been audited by other auditor, such
other auditor remain responsible for the direction, supervision and performance of the audit carried
out by them. We remain solely responsible for our audit opinion. Our responsibilities in this regard are
further described sub paragraph no. (a) of the “Other Matters” paragraph in this audit report.
We communicate with those charged with governance of the Company and such other entities included
in standalone annual financial results of which we are the independent auditors regarding, among other
matters, the planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

Other Matters

a. The standalone annual financial results include the audited financial results of an ESOP trust, whose
financial statements reflect total assets (before consolidation adjustments) of Rs. 502.98 lacs as at
31 March 2023, total income (before consolidation adjustments) of Rs. 20.23 lacs, total excess of
income over expenditure (before consolidation adjustment) of Rs. 11.08 lacs, and net cash inflows
(before consolidation adjustments) of Rs. 96.91 lacs for the year ended on that date, as considered
in the standalone annual financial results, which has been audited by the other auditor. The other
auditor's report on financial statements of the ESOP trust has been furnished to us by the
management.
Our opinion on the standalone annual financial results, in so far as it relates to the amounts and
disclosures included in respect of the ESOP trust, is based solely on the report of such auditor.
Our opinion is not modified in respect of this matter.
b. The standalone annual financial results include the results for the quarter ended 31 March 2023 being
the balancing figure between the audited figures in respect of the full financial year and the published
unaudited year to date figures up to the third quarter of the current financial year which were subject
to limited review by us.

For B S R & Co. LLP


Chartered Accountants
Firm’s Registration No.: 101248W/W-100022

NTv Goyal
Partner

Jaipur Member^ tip N o.: 094549

17 May 2023 UDIN:23094549BGYNUK9523

Page 3 of 3
VAIBHAV GLOBAL LIMITED
REGD. OFF : K-6B, FATEH TIBA, ADARSH NAGAR, JAIPUR-302004
GIN: L36911RJ1989PLC004945
Tel: 91-141-2601020, Fax: 91-141-2605077, E Mail: investor_relations@vaibhavglobal.com, Website: www.vaibhavglobal.com
STATEMENT OF AUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31 MARCH 2023
(Rs. in lacs, unless othenvise stated)
Quarter ended Year ended
Particulars 31 March 2023 31 December 2022 31 March 2022 31 March 2023 31 March 2022
Audited Unaudited Audited Audited Audited
(Refer note 11) (Refer note 11)
1. INCOME
a. Revenue from operations 12,473.93 11,297.51 10,982.00 43,640.45 48,909.60
b. Other income 3,021.92 2,802.10 2,711.06 10,012.25 10,170.96.
Total income 15,495.85 14,099.61 13,693.06 53,652.70 59,080.56
2. EXPENSES
a. Cost of materials consumed 6.896.39 6,389.93: 6,559.78 25,620.65 29,452.91
b. Purchases of stock-in-trade 732.96 804.82 605.03 2,228.70 2,926.95
c. Change in inventories of finished goods, stock-in-trade and work-in-progress 311.60 543.43 523.07 278.53 295.65
d. Employee benefits expense 1,481.56 1,418.41 1,312.89 5,806.49 5,889.07
e. Finance costs 147.53 130.28 91.40 429.92 258.78
f. Depreciation and amortization expenses 198.21 183.33 168.76 740.74 645.10
g. Other expenses 2.409.40 2,217.47 2,063.22 8,260.46 8,329.43
Total expenses 12,177.65 11,687.67 11,324.15 43,365.49 47,797.89
3. Profit before exceptional items and tax (1-2) 3,318.20 2,411.94 2,368.91 10,287.21 11,282.67
4. Exceptional items (refer note 8) 56.22 56.22
5. Profit after exceptional items (3-4) 3,318.20 2,411.94 2,312.69 10,287.21 11,226.45
6. Tax expense (refer note 3)
a. Current tax 142.99 41.79 114.46 356.60 (159.84)
b. Deferred tax (1.78) (97.81) (917.61) (59.57) (1,498.90)
Total tax expense 141.21 (56.02) (803.15) 297.03 (1,658.74)
7. Profit for the period / year (5-6) 3,176.99 2,467.96 3,115.84 9,990.18 12,885.19
8. Other comprehensive income
Items that will not be reclassified to profit or loss
(i) Remeasurement of defined benefit plans 29.33 (52.07) 167.02 (126.90) 111.37
(ii) Tax relating to remeasurement of defined benefit plans (10.25) 18.19' (58.37) 44.34 (38.92)
9. Total comprehensive income for the period / year (7+8) 3,196.07 2,434.08 3,224.49 9.907.62 12,957.64
10. Paid-up equity share capital (face value per share of Rs. 2/-) (refer note 4) 3,297.63 3,293.45 3,275.96 3.297.63 3,275.96
11. Earnings per equity share (refer note 4)
i) Basic 1.93 1.50 1.91 6.08 7.89
ii) Diluted 1.90 1.48 1.87 5.99 7.72
VAIBHAV GLOBAL LIMITED
STANDALONE STATEMENT OF ASSETS & LIABILITIES AS AT 31 MARCH 2023
(Rs. in lacs, unless otherwise stated)
As at As at
Particulars 31 March 2023 31 March 2022
Audited Audited
Assets
Non-current assets
Property, plant and equipment 5,198.23 5,225.86
Capital work-in-progress 34.83
Right-of-use assets 935.73 906.84
Other intangible assets 308.11 185.66
Intangible assets under development 21.47 12.50
Financial assets
Investments 30,736.76 30,236.76
Loans 313.00
Others 131.65 194.37
Deferred tax assets (net) 1,788.03 1,684.11
Other tax assets (net) 1,125.63 1,316.36
Other non-current assets 25.52 33.36
Total non-current assets 40,584.13 39,830.65
Current assets
Inventories 12,075.25 11,425.65
Financial assets
Trade receivables 14,687.35 13,739.71
Cash and cash equivalents 2,302.54 1.555.81
Bank balances other than cash and cash equivalents 2,770.02 2,419.21
Loans 1,168.06 1,135.20
Others 4,438.12 3,293.83
Other current assets 1,923.22 1.832.82
Total current assets 39,364.56 35,402.23
Total assets 79,948.69 75,232.88
Equity and liabilities
Equity
Equity share capital 3,297.63 3,275.96
Other equity 57,910.62 55,038.18
Total equity 61,208.25 58,314.14
Liabilities
Non-current liabilities
Financial liabilities
Lease liabilities 101.39 64.88
Provisions 365.86 317.50
Total non-current liabilities 467.25 382.38
Current liabilities
Financial liabilities
Borrowings 10,752.67 9,382.73
Lease liabilities 26.55 18.13
Trade payables
-Total outstanding dues of micro enterprises and small enterprises; and 167.42 276.93
-Total outstanding dues of creditors other than micro enterprises and small
enterprises 6,221.41 5,503.50
Other financial liabilities 219.44 367.47
Other current liabilities 475.46 681.68
Provisions ' 410.24 305.92
Total current liabilities 18,273.19 16,536.36
Total liabilities 18,740.44 16,918.74
Total equity and liabilities 79,948.69 75,232.88
STANDALONE STATEMENT OF CASHFLOWS FOR YEAR ENDED 31 MARCH 2023
(Rs. in lacs, unless otherwise stated)
Year ended Year ended
Particulars 31 March 2023 31 March 2022
Audited Audited

A. Cash flow from operating activities


Profit for the year 10,287.21 11,226.45
Adjustment for:
Depreciation and amortisation expense 740.74 645.10
(Gain)/ loss on unrealised foreign exchange difference (net) (155.47) 113.88
Equity-settled share-based payment transactions 408.88 268.25
(Gain)/ loss on sale / write off of property, plant and equipment (5.64) 2.60
Liabilities no longer required written back (5.51)
Gain on sale of current investments (including change in fair value) (0.76) (0.02)
Allowances for / write off doubtful debts and advances 28.15 15.09
Dividend received (8,059.26) (8,443.75)
Interest income (355.48) (211.91)
Finance costs 429.92 258.78
Operating profit before working capital changes: 3,318.29 3,868.96
Working capital adjustments:
Decrease/ (increase) in trade receivable 98.21 (7,186.79)
(Increase)/ decrease in inventories (649.60) 422.84
(Increase) in other assets (1,172.04) (791.71)
Increase in trade payables, provisions, other current liabilities 213.61 2,120.30
Cash generated from/ (utilised in) operating activities 1,808.47 (1,566.40)
Income taxes paid (net) 165.87 532.05
Net cash generated from/ (utilised in) operating activities (A) 1,642.60 (2,098.45)

B. Cash flow from investing activities


Purchase of property, plant and equipment and intangible assets (741.88) (930.25)
Proceeds from disposal of property, plant and equipment 14.58 8.60
Payment for right-of-use assets (0.52)
Investment made in deposits (2,712.10) (2,484.12)
Deposits matured 2,409.00 2,392.59
Payment for acquistion of subsidiaries (500.00) (971.70)
Repayment of loan given to subsidiaries 489.11 887.16
Grant of loan to subsidiaries (834.11) (1,856.16)
Dividend received 8,059.26 8,443.75
Interest received 319.80 165.93
Purchase of current investments (749.89) (225.00)
Proceed from sale of current investments 750.65 225.02
Net cash generated from investing activities (B) 6,504.42 5,655.30

C. Cash flow from financing activities


Proceeds from exercise of share options 1,504.16 1,305.07
Movement in short term borrowings (net) 1,479.63 3,608.01
Dividend paid (9,879.57) (9,812.66)
Interest paid (478.33) (251.17)
Payment of lease liabilities (26.18) (1.00)
Net cash utilised in financing activities (C) (7,400,29) (5,151.75)

Net increase/ (decrease) in cash and cash equivalents ( A+B+C) 746.73 (1,594.90)
Opening balance of cash and cash equivalents 1,555.81. 3,150.71
Closing balance of cash and cash equivalents 2,302,54 1,555.81

Cash and cash equivalents comprises


Cash on hand 7.80 10.39
Balance with scheduled bank in current accounts 994.74 1,545.42
Bank deposits with original maturity of less than 3 months 1,300.00
2,302.54 1,555.81
Less: Restricted cash and cash equivalents (fixed deposit pledged for loan) (1,300.00)
Net Cash and cash equivalents _______________ __________ 1,002.54 1,555.81
Notes:

1) The above standalone financial results for the quarter and year ended 31 March 2023 have been
reviewed by the Audit Committee and approved by the Board of Directors at their respective
meetings held on 17 May 2023. The financial results for the year ended 31 March 2023 have been
audited by the Statutory Auditors of the Company.

2) These standalone financial results have been prepared in accordance with Indian Accounting
Standards ('Ind AS’) prescribed under Section 133 of the Companies Act, 2013 read with the
relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations &
Disclosure Requirements) Regulations 2015.

3) Current tax includes Minimum Alternate Tax (MAT), wherever applicable, and deferred tax
includes MAT credit entitlement.

4) The shareholders of the Company through postal ballot resolution dated 24 April 2021 approved
the subdivision of one equity share of the Company from face value of Rs. 10/- each into five equity
shares of Rs. 21- each. The record date for sub-division was 10 May 2021. All shares and per
share information in the financial results reflect the effect of sub-division (split).

5) The Company has allotted 209,756 and 1,083,471 equity shares having face value of Rs. 2/- each
for the quarter and year ended 31 March 2023 respectively, under the Company's various
Employees Stock Option Benefit Schemes through Vaibhav Global Employee Stock Option
Welfare Trust at exercise price ranging from Rs. 2.00 - Rs. 263.25 (also refer note 4).

6) In earlier years, the Company received notices from the Income Tax Department (“ITD”) under
Section 148 of the Act for Assessment Year 2012-13 to Assessment Year 2015-16. The Honorable
High Court of Rajasthan had granted stay order on the Company’s petition for these Assessment
Years mentioned above. Based upon the nature and external expert opinion obtained by the
Company, the management does not expect any liability to arise out of these proceedings.

7) The Board of Directors in their meeting dated 17 May 2023 have recommended final dividend of
Rs. 1.5/- per fully paid-up equity shares of Rs. 2/- each, subject to approval of shareholders.

In addition to the above final dividend of Rs. 1.5/- per share i.e., 75% on equity share capital, interim
dividend aggregating of Rs. 4.5/- per share (Rs. 1.5/- per share per quarter) were declared and paid
during the year. Hence total dividend of Rs. 6.00/- per share have been declared during the current
year.

8) During the quarter ended 31 March 2022, the Company had done functional restructuring, in its
pursuit of bringing in more efficiency. This primarily involved reduction in manpower and hence
resulted in a one-time cost of Rs 56.22 lacs.

9) The Income Tax Department (“the ITD”) conducted a Survey proceeding under section 133A of
the Act at the premises of the Company in November 2021. The Company has been providing all
cooperation and necessary data/documents/information, as requested by the ITD or otherwise. The
ITD issued further queries post the conclusion of survey to which replies have been filed. As on
date, based upon the nature, the management does not expect any liability to arise out of these
proceedings.
10) During previous quarter, there was a cyber-attack on some of Information Technology (IT)
infrastructure of the Company and some of its subsidiaries. Management took steps to retrieve and
restore the systems. All critical operational systems are functioning, however as a measure of
abundant precaution, restricted access and preventive checks were put in place. Management
through an IT service provider also completed the process of investigation to ascertain the nature,
extent, and cause of possible data breach. Basis the procedures performed, management did not
identify any instance of data breach. Basis the legal opinion obtained from the independent
solicitors of the respective impacted countries, the Company and its impacted subsidiaries are in
compliance with applicable legal and regulatory requirements. Management believes that there is
no impact on these financial results on account of this incident. The business operations of the
Company and its subsidiaries are continuing in the normal manner post the cyber incident.

11) The figures for the quarter ended 31 March 2023 and 31 March 2022 are the balancing figures
between the audited figures in respect of the full financial year and published year to date figures
up to 31 December 2022 and 31 December 2021. Also, the figures up to the end of third quarter of
the respective year were only reviewed and not subjected to audit.

12) As per Ind AS 108, ‘Operating Segments’, the Company has disclosed the segment infonnation
only as part of the consolidated financial results.

For and on behalf of the Board of Directors

Sunil Agrawal
Place: Jaipur Managing Director
Date: 17 May 2023 DIN:00061142
VAIBHAV GLOBAL LIMITED
Date: 17th May, 2023

National Stock Exchange of BSE Limited


India Limited (NSE) Phiroze JeejeeBhoy Towers,
Exchange Plaza, C-l, Block G, Dalai Street,
Bandra Kurla Complex, Mumbai-400 001
Bandra, Mumbai - 400 051 Scrip Code: 532156
Symbol: VAIBHAVGBL

Subject: Declaration pursuant to Regulation 33(3Hd) of the SEBI (LODR) Regulations. 2015

Dear Sir / Madam,

Pursuant to provisions of regulation 33 (3) (d) of SEBI (LODR) Regulations, 2015 we hereby declare
that the Statutory Auditors of the Company M/s B S R & Co. LLP, Chartered Accountants (FRN:
101248W/W100022) have issued Auditors' Reports with unmodified opinion on Audited Financial
Results of the Company (Standalone and Consolidated) for the quarter and year ended 31st March,
2023.

Kindly take the same on record.

Thanking you,

Yours Truly,

For Vaibhav Global Limited

Sunil Agrawal
Managing Director
DIN:00061142

E-69, EPIP, Sitapura, Jaipur-302022, Rajasthan, India | Tel.: 91-141-2771975


Regd. Office: K-6 B, Fateh Tiba, Adarsh Nagar, Jaipur-302004, Rajasthan, India | Tel.: 91-141-2601020
CIN : L36911R1989PLC0049451 Email: investor_relations@vaibhavglobal.com [Website : www.vaibhavglobal.com

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