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Subex Limited - Outcome of the Board Meeting held on May 17, 2021

RNS Number : 0115Z

Subex Limited

18 May 2021

 

May 18, 2021

 

To

The London Stock Exchange

10 Paternoster Square

London

EC4M 7LS

 

Dear Sir/Madam,

 

Sub: Subex Limited "The Company"-Outcome of the Board Meeting held on May 17, 2021

 

Please be informed that the agenda items summarized hereunder were discussed and approved at the Board Meeting held on May 17, 2021 at Bengaluru:

 

Financial Results:

 

1.   Approval of the Audited Standalone and consolidated Financial Results of the Company for the quarter and year ended March 31, 2021

2.   Approval of the Audited Standalone and consolidated Financial Statements of the Company for the year ended March 31, 2021.

 

                   Dividend and Annual General Meeting:

                                                                                                                                                                                   

3.     Recommended a final dividend of Rs. 0.25/- (5%) per equity share of par value of Rs.5/- each for the financial year 2020-21, subject to the approval of the members at the ensuing Annual General Meeting. Further, pursuant to Regulation 42 of SEBI (Listing Obligations and Disclosure Requirements), 2015, the Company has fixed July 02, 2021 as Record Date for determining the eligibility of the shareholders for Final Dividend, if approved. The Dividend will be paid within the timelines specified under the Companies Act, 2013.

4.     The 27th Annual General Meeting (AGM) of the members of the Company is scheduled to be held on Friday, July 09, 2021, through Video Conference/ Other Audio Visual Means (VC/OAVM). The Register of Members and Share Transfer Books will remain closed from July 03, 2021 to July 09, 2021 (inclusive of both days), for administrative reasons pertaining to the AGM and for the purpose of payment of Final Dividend, if approved by the members at the AGM.

 

    Other Matters:

5.     Adoption of Dividend Distribution Policy by the Board of Directors.

 

Please find enclosed:

 

                  The Audited consolidated Financial Results of the Company for the quarter and year ended March 31, 2021.

 

We request you to take the aforesaid notification on record.

 

 

Yours truly,

For Subex Limited

                                                                                                                                                       

                                                                                                                                                       

Vinod Kumar Padmanabhan

Managing Director & CEO

DIN:06563872

 

SUBEX LIMITED
Registeredoffice:PritechPark-SEZ,Block-09,4thFloor,BWing,SurveyNo.51-64/4,Outerringroad,BellandurVillage,VarthurHobli,Bangalore-560103
Statement of Audited Consolidated Financial Results for the quarter and year ended March 31, 2021
(Rs. in Lakhs)
Quarter endedYear ended
ParticularsMarch 31, 2021December 31, 2020March 31, 2020March 31, 2021March 31, 2020
AuditedUnauditedAuditedAuditedAudited
Refer note 17Refer note 17
1Revenue from operations (Refer note 16)9,6169,38810,42737,20336,498
2Other income172106335474563
3Total income (1+2)9,7889,49410,76237,67737,061
Expenses
Employee benefits expense (Refer note 4)5,0175,2564,15219,72017,454
Finance costs4538119296477
Depreciation and amortization expense2234243921,3781,508
Exchange fluctuation loss/(gain), net291449(848)989(887)
Other expenses1,9931,6483,2976,64410,513
4Total expenses7,5697,8157,11229,02729,065
5Profit before exceptional items and tax (3-4)2,2191,6793,6508,6507,996
Exceptional items
Impairment of goodwill [Refer note 5(i)] Provision no longer required written back Provision for claim settlement [Refer note 5(ii)] Provision for service taxreceivable (Refernote 6
Gain on termination of lease agreement (Refer note 7)
----(31,473)
----761
----(1,054)
---(267)-
---554-
6Total exceptional items---287(31,766)
7Net profit/ (loss) before tax (5+6)2,2191,6793,6508,937(23,770)
8Tax expense, net
Current tax charge
Provision for MAT credit [Refer note 8 (i)]
(Reversal)/provision - foreign withholding taxes [Refer note 8 (ii)] Deferred tax charge/(credit) (Refer note9)
6394935696117
--425-425
(541)208105399754
561551(114)2,6701,849
Total tax expense6598084513,7653,145
9Net profit/ (loss) for the period/ year (7-8)1,5608713,1995,172(26,915)
10Other comprehensive income/ (loss) net of tax expense
Items that will be reclassified subsequently to profit or loss:
Net exchange differences gain/(loss) on translation of foreign operations
Items that will not be reclassified subsequently to profit or loss:
Re-measurement gain/(loss) on defined benefits plan
61455(200)6365
26(14)21(12)(34)
Total other comprehensive income/ (loss)87441(179)624(29)
11Total comprehensive income/ (loss) for the period/ year (9+10)1,6471,3123,0205,796(26,944)
12Paid up equity share capital (Refer note 10)
[face value of Rs. 5 each w.e.f September 29, 2020 and Rs. 10 upto September 28,
2020]
28,10028,10056,20028,10056,200
13Other equity---26,755(4,661)
14Earnings/(loss) per share (of Rs. 5/- each w.e.f September 29, 2020 and Rs. 10 upto September 28, 2020) (not annualised in case of the interim periods) (Refer note 10):
- Basic
- Diluted
0.29
0.28
0.16
0.16
0.59
0.59
0.96
0.94
(4.94)
(4.94)
       
SUBEX LIMITED
Registeredoffice:PritechPark-SEZ,Block-09,4thFloor,BWing,SurveyNo.51-64/4,Outerringroad,BellandurVillage,VarthurHobli,Bangalore-560103
Statement of Consolidated Assets and Liabilities
(Rs. in Lakhs)
A
B
As at
ParticularsMarch 31, 2021March 31, 2020
AuditedAudited
ASSETS
Non-current assets
Property, plant and equipment1,177434
Right-of-use assets1,9624,424
Goodwill on consolidation34,40934,409
Other intangible assets-3
Financial assets
Loans300533
Other balances with banks39189
Income tax asset (net)3,4793,305
Deferred tax asset125262
Other non-current assets-267
41,49143,826
Current assets
Financial assets
Loans220104
Trade receivables9,2159,206
Cash and cash equivalents14,2949,043
Other balances with banks37967
Other financial assets6,4285,264
Other current assets639588
31,17524,272
Total Assets72,66668,098
EQUITY AND LIABILITIES
Equity
Equity share capital28,10056,200
Other equity26,755(4,661)
Total equity54,85551,539
Liabilities
Non-current liabilities
Financial liabilities
Lease Liabilities1,5753,458
Provisions275355
Deferred tax liabilities(net)6,2893,774
8,1397,587
Current liabilities
Financial liabilities
Borrowings (Refer note 15)584-
Lease Liabilities4201,409
Trade payable
- total outstanding dues of micro enterprises and small enterprises6641
- total outstanding dues of creditors other than micro enterprises and small enterprises1,2451,605
Other financial liabilities3,0452,212
Other current liabilities2,9352,342
Provisions791649
Income tax liabilities (net)586714
9,6728,972
Total liabilities17,81116,559
Total equity and liabilities72,66668,098
       
SUBEX LIMITED
Consolidated statement of cash flows for the year ended March 31, 2021
(Rs. in Lakhs)
Year ended
ParticularsMarch 31, 2021March 31, 2020
AuditedAudited
(A)Operating activities
Profit/(loss) before tax expense8,937(23,770)
Adjustments to reconcile profit/(loss) before tax expense to net cash flows:
Depreciation of property, plant and equipment and right-of-use assets1,3751,503
Amortization of intangible assets35
Gain on disposal of property, plant and equipment (net)(4)-
Interest income (including fair value changes)(374)(156)
Finance costs (including fair value changes)296477
Allowance for expected credit losses(153)289
Expense on share-based payment148101
Gain on termination/modification of lease agreement(554)(6)
Provision no longer required written back-(761)
Advance recoverable written-off-234
Provision for service tax receivable267-
Impairment of goodwill-31,473
Net foreign exchange differences720(744)
Operating profit before working capital changes10,6618,645
Working capital adjustments:
(Increase)/ decrease in loans29952
(Increase)/ decrease in trade receivables(63)(181)
(Increase)/ decrease in other financial assets(1,010)(718)
(Increase)/ decrease in other assets(43)(2)
Increase/ (decrease) in trade payables(437)643
Increase/ (decrease) in other financial liabilities573(669)
Increase/ (decrease) in other current liabilities514328
Increase/ (decrease) in provisions5(17)
10,4998,081
Income tax paid (including TDS, net of refund)(1,404)(1,457)
Net cash flows from operating activities9,0956,624
(B)Investing activities
Purchase of property, plant and equipment(862)(353)
Proceeds from sale of property, plant and equipment7-
Movement in margin money deposit (net)(154)426
Purchase of treasury shares by ESOP trust(22)(611)
Interest received309108
Net cash flows used in investing activities(722)(430)
(C)Financing activities
Proceeds from exercise of ESOP14125
Proceeds from borrowings600-
Interest paid(271)(452)
Repayment of lease liability(931)(907)
Payments of dividend(2,746)-
Net cash flows used in financing activities(3,207)(1,334)
(D)Net increase in cash and cash equivalents (A+B+C)5,1664,860
Net foreign exchange difference on cash and cash equivalents85236
Cash and cash equivalents at the beginning of the year9,0433,947
(E)Cash and cash equivalents at the end of the year14,2949,043
     
1Notes:
The above results have been reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on May 17, 2021.
The financial results have been prepared in accordance with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ("Ind AS") prescribed under section 133 of the Companies Act, 2013, read with relevant rules thereunder and in terms of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, asamended.
The financial results of Subex Limited (Standalone information):
(Rs. in Lakhs)
2
3
Quarter endedYear ended
ParticularsMarch 31, 2021December 31, 2020March 31, 2020March 31, 2021March 31, 2020
AuditedUnauditedAuditedAuditedAudited
Refer note 17Refer note 17
Total income2,5735102,7275,5103,170
Net profit/ (loss) before tax expense1,1861252,2172,651(20,470)
Net profit/ (loss) for the period/ year1,1571292,0992,622(20,588)
Total comprehensive income / (loss) for the period/ year1,1621272,0822,622(20,609)
4EmployeebenefitsexpensesforthequartersendedMarch31,2021,December31,2020andMarch31,2020arenetofreversalofprovisionnolongerrequired,inrespectofemployee incentivesrelatingtosalesanddeliverycommissions,amountingtoRs.486Lakhs,Rs.43LakhsandRs.678Lakhs,respectively,andthatfortheyearendedMarch31,2021and March31, 2020 amounting to Rs. 333 Lakhs and Rs. 692 Lakhs respectively.
5(i)DuringthepreviousyearendedMarch31,2020,consideringthechallengesandsignificantinvestmentrequirementsoftelecomoperatorswhichhasresultedinlongeropportunity conversioncycleandlowerspendstowardsITsolutions,themanagementhadcarriedouttheannualimpairmentexerciseasatDecember31,2019inrespectofcarryingvalueof goodwill andbasisvaluationcarriedoutbyanexternalvaluationexpert,hadmadeanimpairmentprovisionofRs.31,473Lakhstowardscarryingvalueofgoodwill.AsatMarch31, 2021,the management has reassessed its projections and assumptions and has concluded that, the carrying value of it's goodwill is appropriate.
(ii) During the previous year ended March 31, 2020, the Company entered into settlement agreement with former MD & CEO and former COO of the company in respect of long drawn litigation whereincertainclaimsweremadeagainsttheCompany.Intermsofthesettlementagreement,theCompanypaidanamountofRs. 820lakhs(netofRs.234Lakhs recoverablefrom such ex-employees). Accordingly, the aforesaid litigation was amicably settled.
6During the year ended March 31, 2021, service tax receivable of Rs. 267 lakhs has been provided for considering the uncertainty as regards to its realisation.
7Represents gain arising on termination of the lease agreement of existing office premises in India, accounted in accordance with Ind AS 116 - Leases.
8(i) During the previous year ended March 31, 2020, the MAT credit entitlement of Rs. 425 Lakhs has been provided considering the uncertainty with regards to its utilisation.
(ii)Representsreversal/provisioninrespectofforeignwithholdingtaxesdeducted/deductiblebytheoverseascustomersoftheGroup.Consideringtheexpectedutilisationofforeign withholdingtaxes,provisionofRs.723Lakhs(includingprovisionof Rs. 279LakhsasatApril01,2020)madeduringtheearlierquarters,hasbeenreversedduringthequarterended March 31, 2021.
9Deferred tax charge/(credit), comprises of liability arising on account of tax benefits from amortisation of intangible assets of Subex Assurance LLP, net of deferred tax assets arisingon account of carry forward losses and other taxable temporary differences, which arose mainly on account of business restructuring effected from November 1, 2017, wherein,the
Company's RMS business and the Digital business was transferred on going concern basis to Subex Assurance LLP and Subex Digital LLP respectively.
10TheBoardofDirectorsinitsmeetingheldonFebruary07,2020,approvedaschemeofCapitalReductioninaccordancewithSection52oftheCompaniesAct,2013andSection66of theCompaniesAct,2013readwithNationalCompanyLawTribunal('NCLT')(ProcedureforreductionofsharecapitalofCompany)Rules,2016andotherapplicableprovisions ofthe CompaniesAct,2013.TheHon'bleNCLTapprovedthesaidSchemevideitsorderdatedSeptember23,2020.Consequently,theCompanyfiledacertifiedcopyoftheOrder with RegistrarofCompanies('ROC')onSeptember29,2020andutilizedanamountofRs.28,100Lakhsfrompaid-upsharecapitaloftheCompanybyreducingthefacevalueofthe equity shares from Rs. 10/- to Rs. 5/- each and Rs. 10,301 Lakhs from securities premium to write-off its accumulated losses of Rs. 38,401 Lakhs.
11TheGroupisengagedinthebusinessofsoftwareproductsandrelatedservices,whicharemonitoredasasinglesegmentbytheChiefOperatingDecisionMaker,accordingly,these,inthe context of Ind AS 108 on Operating Segments Reporting are considered to constitute one segment and hence the Group has not made any additional segment disclosures.
12ThefullimpactofCOVID-19stillremainsuncertainandcouldbedifferentfromtheestimatesconsideredwhilepreparingtheseconsolidatedfinancialresults.TheGroupshall continue to closely monitor any material changes to future economic conditions.
13The Code on Social Security, 2020 ('Code') relating to employee benefits during employment and post-employment benefits received Presidential assent in September 2020.The Code hasbeenpublishedintheGazetteofIndia.However,thedateonwhichtheCodewill comeintoeffecthasnotbeennotifiedandthefinal rules/interpretationhavenotyetbeen issued.The Group will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.
14TheBoardofDirectorsatitsmeetingheldonFebruary01,2021hasdeclaredaninterimdividendof Rs.0.50/-(10%)perequityshareonfacevalueof Rs. 5/-eachforthefinancialyear 2020-2021.
TheBoardofDirectorshasalsorecommendedafinaldividendofRs.0.25/-(5%)perequity shareonfacevalueofRs.5/-eachforthefinancialyear2020-2021.Thispaymentis subjecttothe approval of shareholders in the forthcoming Annual General Meeting of the Company.
15TheUSFederalgovernmentinthewakeofCOVID19pandemichasprovidedsupporttobusinessthroughPaycheckProtectionProgram(PPP).SubexInc.haveobtainedabenefitunder thisschemefor Rs.600LakhsduringMay2020.Thisloaniseligibleforforgivenessonfulfillmentofcertainconditions.SubexInd.hasappliedforforgivenessandapplicationis pending withSmallBusinessAdministration,UnitedStatesgovernmentagencyforreviewandapproval(SBA).Pending,approvaloftheforgivenessapplication,thebenefitis reflectedas borrowings and in the event the application is not approved, the benefit needs to be refunded along with interest @ 1% p.a.
16In the quarter and year ended March 31, 2020, revenue from operations included revenue from sale of hardware amounting to Rs. 993 Lakhs.
17The figures of last quarter of current year and previous year are the balancing figures between the audited figures in respect of the full financial year and the published unaudited yearto date figures for the nine months of the respective year.
Place: Bengaluru
Date: May 17, 2021
For further details on the results, please visit our website: www.subex.comVinod Kumar Padmanabhan Managing Director & CEO
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