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No. CTL/DEB/21-22/Noting Certificate/1624 July 02, 2021 To Whomsoever It May Concern, CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION [Pursuant to Regulation 52(5) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015] We, Catalyst Trusteeship Limited (“Debenture Trustee”) hereby confirm that we have received and noted the information, as specified under regulation 52(4) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 (“Regulations”), provided to us by Montecarlo Limited (“the Company”) for the Half Year ended March 31, 2021. This Certificate is being issued pursuant to the requirements of regulation 52(5) of the aforesaid Regulations, for onward submission to Stock Exchange(s) by the Company. For Catalyst Trusteeship Limited Authorised Signatory Encl: Results submitted by Company
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CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Dec 03, 2021

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Page 1: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

No. CTL/DEB/21-22/Noting Certificate/1624

July 02, 2021

To Whomsoever It May Concern,

CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

[Pursuant to Regulation 52(5) of the Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015]

We, Catalyst Trusteeship Limited (“Debenture Trustee”) hereby confirm that we have

received and noted the information, as specified under regulation 52(4) of Securities and

Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation,

2015 (“Regulations”), provided to us by Montecarlo Limited (“the Company”) for the

Half Year ended March 31, 2021.

This Certificate is being issued pursuant to the requirements of regulation 52(5) of the

aforesaid Regulations, for onward submission to Stock Exchange(s) by the Company.

For Catalyst Trusteeship Limited

Authorised Signatory

Encl: Results submitted by Company

Page 2: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION
Page 3: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

iiliil Montecarlo LimitedMontecarlo House:Sindhu Bhavan Road, Bodakdev,Ahmedabad - 380058, Gujarat. India.CIN : U40300GJ1995PLC025082

®) mclindia.com~ [email protected]

t +91 79 26409333 / 777~ +91 79 26408444

+91 7971999300/301

(Kalpesh P. Desai)Company Secretary & Compliance Officer

Yours faithfully,For, Montecarlo LimitedCi1~!>~r-Kindly take the above on record.

Pursuant to Regulation 52(3)(a)of the SEBI (LODR)Regulations, 2015, as amended fromtime to time, I, Kalpesh P. Desai, Company Secretary & Compliance Officer ofMontecarloLimited (CIN:U40300GJ1995PLC025082), having its registered office situated atMontecarlo House, Sindhu Bhavan Road, Bodakdev, Ahmedabad - 380058, do herebydeclare that, the Statutory Auditors of the Company, Deloitte Haskins & Sells LLP,Chartered Accountants have issued an Audit Report with an unmodified opinion on theAudited Financial Results of the Company for the year ended March 31, 2021.

Dear Sir jMadam,

Declaration pursuant to Regulation 52(3)(a) of the Securities andExchange Board of India (Listing Obligations and DisclosureRequirements) Regulations, 2015 ["SEBI (LODR)Regulations, 2015'1.

Subject:

Scrip Code: 956759

The Manager,Listing Department,Debt Market, BSE Limited,Phiroze Jeejeebhoy Tower,Dalal Street,Mumbai- 400001.

Ref: MCL(P)jCOj9000jOTHj2021-2022j695Date: July 2,2021

M.ONTECARLOBORN TO ACHiEVE

Page 4: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

!SI Montecarlo limitedMontecarlo House:Sindhu Bhavan Road, Bodakdev,Ahmedabad - 380058,Gujarat, India.CIN • U40300GJ 1995PLC025082

@J mclindia.com~ [email protected]

Principaland Interest have been paid on due dates.July30, 2021 July30, 2021INE034U07040

NA I February 1, 2021Next due dates

InterestJuly31,2020Principal

Previous due dates

INE034U07032INE034U07040

July31, 2020

ISINno.

Detailsof Secured Non-ConvertibleDebentures are as follows:

*Not Annualised for six months ended March 31,2021 and March 31,2020

20.6591,347.00

0.302.497.73

82,797.005,400.00

8,550.00

20.611,09,012.32

0.172.6515.77

1,00,462.322,700.00

8,550.00

13.2091,347.00

0.303.3811.50

5,400.00

8,550.00

18.061,09,012.32

0.175.9927.49

2,700.00

8,550.0017,627.33

30.9217,665.32

(42.22)11,277.44

6.7815,450.72

(12.98)8 Total other comprehensive (income)1 loss (Net of taxes)9 Total comprehensive income for the period I year

Paid up EquityShare Capital (Facevalue of,{ 10 each)Other equityPaid up DebtCapitalEarningsper equity share (Facevalue of,{ 10 each)Basicand Diluted"Networth (Refer note 10)Debt EquityRatio (Refernote 10)Debt Service(overage Ratio* (Refernote 10)Interest ServiceCoverage Ratio' (Refer note 10)

(16.36)

47.28

22.35

(64.57)

17,623.10

(358)

10.36

11,284.22

6.88

(19.86)

15,437.74

Other comprehensive (income)1 lossItems that will not be reclassified to profit or lossRemeasurements of defined benefit plansIncome tax related to items that willnot be reclassified to profitor loss

17,658.257 Profit for the Period IYear

4,496.253,625.70

4,469.634,024.92

26,117.65

2,834.502,051.40

16,170.12

3,859.923,410.14

22,707.80

6 Tax expense- Current Tax- Deferred Tax

25,780.205 Profit Before Tax (3-4)

(2,558.52)(2,558.52)4 Exceptionalitem (Refernote 6)

26,117.6513,611.6022,707.80 23,221.683 Profit Before Exceptional Item and Tax (1-2)

2,71,354.732,75,371.811,42,857.351,88,008.26

2,34,134.55525.65

14,701.447,321.597,194.997,476.51

2,94,576.41

2,93,992.49583.92

Audited

2,36,695.27143.71

17,114.205,997.288,561.926,859.43

3,01,489.46

1,24.366.69302.86

7,518.353,656.833,755.173,257.45

1,56,468.95

1,65,681.2744.16

10,442.292,849.754,490.554,500.24

2,10,716.06

2 ExpensesConstruction ExpensesChange in inventoriesEmployeeBenefits ExpenseFinance costsDepreciation and Amortization ExpenseOther ExpensesTotal Expenses

March 31, 2020

2,98,805.602,683.86

1,56.171.69297.26

2,08,876.491,839.57

1 RevenueRevenue from OperationsOther incomeTotal Income

(Rs. In Lakh)ParticularsSr no.

Audited

(Rs. In Lakh)

March 31, 2021

Refer note - 9

(Rs. In Lakh)

March 31, 2020

R.efer note - 9(Rs.In lakh)

March 31, 2021

Year endedSixmonths ended

BORN TO ACHiEVE

MONTECARLO

Montecarlo LimitedStatement of Standalone Financial Results for the six months and Year Ended March 31, 2021

Page 5: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

As at March 31, As at March 31,

Particulars 2021 2020(Rs. In lakh) (Rs. In lakh)Audited Audited

I. ASSETS1Non-current assets

(al Property, plant and equipment 45,581.32 45,377.88(bl Capital work in progress 74.20 1,518.96(cl Intangible assets 1,191.83 1,342.44(d) FinancialAssets

(i) Investments 24,174.89 15,653.10(ii) Other Non-current financial assets 2,689.54 2,762.25

(e) Deferred tax assets (net) 174.65(fl Other non-current assets 5,247.73 2,697.47

Total Non-current assets 78,959.51 69,526.75

2 Current assets(a) Inventories 20,810.95 18,044.38(b) FinancialAssets

(i) Other Investments 26.52 -(ii) Trade receivables 58,405.81 36,218.91(iii) Cash and cash equivalents 11,413.92 12,983.26(iv) Bankbalances other than (ii)above 2,544.81 1,406.44(v) Other current financial assets 17,292.21 19,339.22

(c) Current tax assets (Net) 6,147.88(d) Other current assets 63,522.24 78,930.95

Tota Ieu rrent assets 1,74,016.46 1,73,071.04

TOTALASSETS 2,52,975.97 2,42,597.79

11. EQUITYANDLIABILITIES1 Equity

(a) Equityshare capital 8,550.00 8,550.00(b) Other Equity 1,00,462.32 82,797.00

Total Equity 1,09,012.32 91,347.00

2 lia bilitiesNon-current liabilities(a) FinancialLiabilities

(i) Long term borrowings 9,005.15 13,228.34(ii) Other non-current financial liabilities 9,511.53 11,862.38

(b) long-term provisions 797.75 645.02(c) Other non-current liabilities 2,565.00 6,778.88(d) Deferred tax liabilities (net) 3,872.21

Total Non-current liabilities 25,751.64 32,514.62

Current liabilities(a) FinancialLiabilities

(i) Short term borrowings 5,829.59(ii) Trade payables

-total outstanding dues of micro enterprises and small 285.41 83.28enterprises-total outstanding dues of creditors other than micro 61,672.55 52,553.43enterprises and small enterprises

(iii) Other current financial liabilities 26,477.22 23,271.28{bl Short term provisions 485.36 463.66(c) Other current liabilities 29,291.47 36,534.93

Total Current liabilities 1,18,212.01 1,18,736.17

Total Liabilities 1,43,963.65 1,51,250.79TOTAL'EQUITYANDLIABILITIES 2,52,975.97 2,42,597.79

- ."'iE£,.q~

Notes:1. Statement of Standalone Assets and Liabilities as at March 31, 2021 is as follows:

Page 6: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Basedon the management's current assessmentof the impact of this pandemic on the Company's businessoperations, capital and financial resources, liquidity, internal financial reporting and its overall financial positionwhile considering the current economic conditions, firm orders on the hand and the execution plan in the nextthree to five years, the impact of this pandemic on the Company is not expected to be significant. The

7. The Company is engaged in the businessof infrastructure sector and mining sector. On account of Covid 19,most states have declared lockdown but have allowed infrastructure activities to be continued.

6. Montecarlo Limited ("MCl") held 23% equity sharesof Bijapur Hungund Tollway Private Limited ("BHTPl") andthe balance 77%was held by Sadbhav Infrastructure Project Limited (USIPL").SIPl entered into definitive sharepurchase agreement (UtheSIPl SPA") dated July 1, 2019 with Indinfravit Trust (Ulnvestor") for sale of entireequity shares (100%) of BHTPl, subject to necessary regulatory approvals, lender's consent, other customaryapprovals and upon satisfaction of conditions precedent as mentioned in the agreement. In terms of the SIPLSPA,one of the condition precedent to closing of the transaction required SIPl to acquire the entire holding ofMel in BHTPl so as to facilitate the transfer of 100%of the equity share capital of BHTPl to the Investor. TheBoard of Directors of MCl had approved this stake sale in its meeting held on May 17, 2019. Subsequently MClhad entered into a share purchase agreement ("the agreement") dated January 29, 2020 with SIPl, SadbhavEngineering Limited and BHTPl for sale of its entire holding in BHTPLfor a consideration of Rs.4,ggO.61 lakh.The profit on the disposal of investments is presented as exceptional items in the Statement of Profit and lossfor the six months and year ended March 31, 2020.

5. The Debentures of the Company is rated as "IND A+(stable" by the domestic agency 'India Ratings& Research'(a FitchGroup Company).

4. The listed Non-convertible Debentures ofthe Company aggregating to Rs. 2,700 lakh as on March 31, 2021 are

secured by way of first ranking exclusive charge by way of hypothecations on the construction equipment,vehicles and other movable assets ofthe Company and further secured by personal guarantees of Directors, the

asset cover thereof exceeds hundred percent of the principal amount of the said debentures.

3. These standalone audited financial results have been prepared on the basis of the standalone audited financialstatements for the year ended March 31, 2021, which are prepared in accordance with Indian AccountingStandards (lind AS') prescribed under section 133 of the Companies Act, 2013 read with relevant rules issuedthereunder.

2. The above Statement of standalone financial results was reviewed by the Audit Committee and approved by theBoard of Directors of the Company at their respective meetings held on July 2, 2021.

Page 7: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

~r15\(A\~fT:\R:\®~~~vY~

\~yMrunal K. Patel

Jt. Managing DirectorDIN:00025525

Place: AhmedabadDate: July 2, 2021

For and on behalf of Board of Directors

(1) Interest Service Coverage Ratio > Earnings" before Interest on borrowings and tax /Interest Expenseonborrowings.(2) Debt ServiceCoverageRatio = Earnings" before Interest on borrowings and Tax/ (Interest expenseonborrowings + Principal repayment of borrowings during the period)1\ Includes other income(3) Debt Equity ratio = Total Borrowing / Total Equity## Total equity includes all reservesand surplus(4) Net worth e Paidequity capital + Other equity

10. The Ratios have been computed as per below:

9. The figures for the six months ended March 31, 2021 and March 31; 2020 are the balancing figures betweenaudited figures in respect of full financial year ended March 31, 2021 and March 31, 2020 and the unaudited

published year to date figures upto September 30, 2020 and September 30,2019 respectively.

8. The dates of implementation of the 'Code on Wages, 2019', 'Code on Social Security, 2020; and the

'Occupational Safety, Health and Working Conditions Code 2020' are yet to be notified the Government. TheCompany will assess the possible impact of the same and give effect in the financial results when the

Rules/Schemes thereunder are notified.

Based on the above assessment, there is no significant impact of Covid 19 on these standalone financial results.

Furthermore, the pandemic is not likely to have a significant impact on the future operations, its profitabilityand recoverability of the carrying value of its receivables and inventories, as at March 31, 2021. The Company

will continue to closely monitor material changes to future economic conditions, if any, as and when they arrive.

liabilities as and when they fall due. The Company has adequate un utilized fund based credit facilities available,to take care of any urgent requirement offunds.

Page 8: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Regd.Office: One International Center, Tower 3, 27th-32nd Floor, Senapati Bapat Marg, Elphinstone Road (West),Mumbai-400 013, Maharashtra,

India.(LLPIdentification No.MB-8737)

Page 1 of 4

We conducted our audit in accordance with the Standards on Auditing ("SAs") specifiedunder Section 143(10) of the Companies Act, 2013 ("the Act"). Our responsibilities underthose Standards are further described in Auditor's Responsibilities for audit of the AnnualStandalone Financial Results section below. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants of India("the rcAl") together with the ethical requirements that are relevant to our audit of theStandalone Financial Results for the year ended March 31, 2021 under the provisions of theAct and the Rules thereunder, and we have fulfilled our other ethical responsibilities inaccordancewith these requirements and the lCAl's Code of Ethics. We believe that the audit.evlderice obtained by US is sufficient and appropriate to provide ~ basis for our auditopinion.

Basis for Opinion

ii. gives a true and fair view in conformity with the recognition and measurement principleslaid down in the Indian Accounting Standards and other accounting principles generallyaccepted in India of the net profit and total comprehensive income and other financialinformation of the Company for the year then ended.

L is presented in accordance with the requirements of Regulation 52 of the SEBI (ListingObligations and Disclosure Requirements) Regulations, 2015, as amended; and

In our opinion and to the best of our information and according to the explanations given tous, the Standalone Financial Results for the year ended March 31, 2021:

We have audited the Standalone Financial Results for the year ended March 31,2021 included in the accompanying "Statement of Standalone Audited Financial Results forthe six months and year ended March 31, 2021" of Montecarlo Limited ("the Companv"),which includes 16 joint operations consolidated on a proportionate basis ("the Statement"),being submitted by the Company pursuant to the requirements of Regulation 52 of the SEBI(listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("theListing Regulations").

Opinion

TO THE BOARD OF DIRECTORS OFMONTECARLO LIMITED

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF ANNUAL STANDALONEFINANCIAL RESULTS

Tel: +91 7966827300Fax:+91 79 6682 7400

Chartered Accountants19th floor, Shapath-VS.G.HighwayAhmedabad-380 015Gujarat, India

DeloitteHaskins & Sells LLP

Page 9: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Page 2 of 4

• Identify and assessthe risks of material misstatement of the Annual Standalone FinancialResults, whether due to fraud or error, design and perform audit procedures responsiveto those risks, and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error, as fraud may involve collusion. forgery,intentional omissions, misrepresentations, or the override of internal control.

As part of an audit in accordancewith SAs, we exercise professional judgment and maintainprofessional skeptictsm throughout the audit. We also:

Our objectives are to obtain reasonable assurance about whether the Standalone FinancialResults for the year ended March 31, 2021 as a whoie is 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 auditconducted in accordancewith SAswiil always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if, individually or inthe aggregate, they could reasonably be expected to influence the economic decisions ofusers taken on the basis of this Standalone Financial Results.

Auditor's Responsibilities for audit of Annual Standalone Financial Results

The Board of Directors are also responsible for overseeing the financial reporting process ofthe Company.

In preparing the Standalone Financial Results, the Board of Directors are responsible forassessing the Company's 8biHty, to continue as a gOing concern, disclosinq, as applicable,matters related to going concern and using the going concern basis of accounting unless theSoard of Directors either intends to liquidate the Company or to ceaseoperations, or has norealistic alternative but to do so.

This Statement, which includes the Standalone Financial Results is the responsibility of theCompany's Board of Directors and has been approved by them for the issuance. TheStatement has been compiled from the related audited standalone financial statements, Thisresponsibility includes the preparation and presentation of the Standalone Financial Resultsfor the year ended March 31, 2021 that give a true and fair view of the net profit and othercomprehensive income and other financial information in accordance with the recognitionand measurement principles laid down in the Indian Accounting Standards ("Ind AS")prescribed under Section 133 of the Act read with relevant rules issued thereunder andother accounting principles generally accepted in India and in compliance with Regulation 52of the Listing Regulations. This responsibility also includes maintenance of adequateaccounting records in accordancewith the provisions of the Act for safeguarding the assetsof the Company and for preventing and detecting frauds and other Irrequlartnes: selectionand application of appropriate accounting policies; making judgments and estimates thatare reasonable and prudent; and the deslqn, implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant to the preparation and presentation of theStandalone Financial Results that give a true and fair view and is free from materialmisstatement, whether due to fraud or error.

DeloitteHaskins Be Sells LLP

Management's Responsibilities for the Statement

Page 10: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Page 3 of 4

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence, and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.

We communicate with those charged with governance regarding, among other matters, theplanned scope and timing of the audit and significant audit findings including any significantdeficiencies in internal control that we identify during our audit.

Materiality is the magnitude of misstatements in the Annual Standalone Financial Resultsthat, individually or in aggregate, makes it probable that the economic decisions of areasonably knowledgeable user of the Annual Standalone Financial Results may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planning thescope of our audit work and in evaluating the results;of our work; and OJ) to evaluate theeffect of any identified misstatements in the Annual Standalone Financial Results.

• Obtain sufficient appropriate audit evidence regarding the Annual Standalone FinancialResults of the Company and its joint operations to express an opinion on the AnnualStandalone Financial Results.

• Evaluate the overall presentation, structure and content of the Annual StandaloneFinancial Results, Includlnq the disclosures, and whether the Annual Standalone FinancialResults represent the underlying transactions and events in a manner that achieves fairpresentation.

• Conclude on the appropriateness of the Board of Directors' use of the going concern basisof accounting and, based on the audit evidence obtained, whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the ability of theCompany to Continue as a going concern. If we conclude that a material uncertaintyexists. we are required to draw attention in our auditor's report to the related disclosuresin the Statement or, if such disclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of our auditor'sreport, However, future events or conditions may cause the Company to cease tocontinue as a going concern.

• Evaluate the appropriateness and reasonableness of disclosures made by the Board ofDirectors in terms of the requirements specified under Regulation 52 of the ListingRegulations.

e Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates made by the Board of Directors.

DeloitteHaskins & Sells LLP

• Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances, but not for the purpose ofexpressing an opinion on the effectiveness of the Company's internal control.

Page 11: CERTIFICATE FOR RECEIPT AND NOTING OF INFORMATION

Page4of4

Place:AhmedabadDate: 02 July, 2021

Kartikeya RavalPartner

(Membership No. 106189)(UDIN: 21106189AAAAGP1077)

For Deloitte Haskins& Sells LLPCharteredAccountants

(Firm's Registration No. 117366W/W-100018)

Our opinion on the Statement is not modified in respect of this matter.

The Statement includes the results for the half year ended March 31, 2021 being thebalancing figure between audited figures in respect of the full financial year and thepublished year to date figures up to the first half year of the current financial year whichwere subject to limited review by us.

DeloitteHaskins .. Sells LLP

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