RNS Number : 9588Y
Subex Limited
14 May 2019
May 14, 2019
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 13, 2019
Please be informed that the agenda items summarized hereunder were discussed and approved at the Board Meeting held today at Bangalore:
· Approval of the audited standalone and consolidated Financial Results of the Company for the quarter and year ended March 31, 2019.
· Approval of the audited standalone and consolidated Financial Statements of the Company for the year ended March 31, 2019.
· Appointment of Mr. George Zacharias as an Additional Independent & Non-Executive Director of the Company with effect from May 13, 2019.
· Appointment of RSM Astute Consulting Pvt. Ltd as Internal Auditors of the Company for period ending March 31, 2020.
· Approval of Corporate Guarantee in favour of Axis Bank Ltd, for the Working Capital facility availed by its subsidiary, Subex Assurance LLP, to the extent of Rs. 45 Crores.
Please find enclosed:
· The audited consolidated Financial Results of the Company for the quarter and year ended March 31, 2019.
We request you to take the aforesaid notification on record.
Thanking you
Yours truly,
For Subex Limited
Vinod Kumar Padmanabhan
Managing Director & CEO
DIN:06563872
SUBEX LIMITED Registered office: RMZ Ecoworld, Outer Ring Road, Devarabisanahalli, Bangalore - 560 103 Statement of Audited Consolidated Financial Results for the quarter and year ended March 31, 2019
(`in Lakhs)
Particulars
Quarter ended
Year ended
March 31, 2019
December 31, 2018
March 31, 2018
March 31, 2019
March 31, 2018
Audited
Unaudited
Audited
Audited
Audited
(Refer note 13)
(Refer note 13)
Income
1
Revenue from operations
10,187
8,228
8,065
34,812
32,432
2
Other income
40
27
37
101
140
3
Total income (1+2)
10,227
8,255
8,102
34,913
32,572
4
Expenses
(a)
Employee benefits expense (Refer note 5)
4,875
4,872
4,219
19,105
17,471
(b)
Finance costs
54
54
58
216
775
(c)
Depreciation and amortisation expense
138
116
103
483
517
(d)
Exchange fluctuation (gain)/ loss, net
512
128
447
(171)
1,650
(e)
Other expenses
2,618
2,599
2,580
10,572
9,884
Total expenses
8,197
7,769
7,407
30,205
30,297
5
Profit before exceptional items and tax expense (3-4)
Items that will be reclassified subsequently to profit or loss:
Net exchange differences gain/ (loss) on translation of foreign operations
118
(298)
(786)
(390)
(210)
Items that will not be reclassified subsequently to profit or loss:
Re-measurement gain/ (loss) on defined benefits plan
6
(15)
(25)
(38)
(30)
T otal other comprehensive income
124
(313)
(811)
(428)
(240)
11
Total comprehensive income for the period/ year (9+10)
1,414
(107)
693
2,094
1,828
12
Paid up equity share capital
56,200
56,200
56,200
56,200
56,200
[face value of`10 (March 31, 2018:`10)]
13
Other equity
-
-
-
23,210
21,745
14
Earnings per share (of `10/- each) (not annualised in case of the interim
periods)
(a)
- Basic
0.23
0.04
0.27
0.45
0.37
(b)
- Diluted
0.23
0.04
0.27
0.45
0.37
As at
Particulars
March 31, 2019
March 31, 2018
Audited
Audited
A
ASSETS
Non-current assets
Property, plant and equipment
540
656
Goodwinon consolidation
65,882
65,882
Other intangible assets Financial assets
7
63
Loans
503
439
Other balances with banks
420
75
Other financial assets
234
234
Income tax asset (net)
3,039
2,810
Deferred tax asset (including MAT credit entitlement)
624
552
Other non-current assets
478
537
71,727
71,248
Current assets
Financial assets
Loans
121
134
Trade receivables
8,539
9,290
Cash and cash equivalents
3,947
3,007
Other balances with banks
252
295
Other financial assets
4,537
5,250
Other current assets
526
544
17,922
18,520
Total Assets
89,649
89,768
B
EQUITY AND LIABILITIES
Equity
Equity share capital
56,200
56,200
Other equity
23,210
21,745
T otal equity
79,410
77,945
Liabilities
Non-current liabilities
Provisions
305
280
Deferred tax liabilities(net)
1,928
826
2,233
1,106
Current liabilities
Financial liabilities
Borrowings Trade payable
-
3,215
- total outstanding dues of micro enterprises and small enterprises
7
-
- total outstanding dues of creditors other than micro enterprises and small enterprises
827
1,331
Other financial liabilities
2,961
1,511
Other current liabilities
2,452
3,230
Provisions
729
712
Income tax liabilities (net)
1,030
718
8,006
10,717
Total liabilities
10,239
11,823
Total equity and liabilities
89,649
89,768
1 The above results have been reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on May 13, 2019.
2 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 and SEBI Circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016.
3 The financial results of Subex Limited (Standalone information):
(`in Lakhs)
Quarter ended
Year ended
Particulars
March 31, 2019
December 31, 2018
March 31, 2018
March 31, 2019
March 31, 2018
Audited
Unaudited
Audited
Audited
Audited
(Refer note 13)
(Refer note 13)
Total income
1,013
297
629
2,091
18,694
Net (loss)/ profit before tax expense
(148)
(801)
(189)
(2,455)
189
Net (loss)/ profit for the period/ year
(145)
(801)
(182)
(2,453)
32
Total comprehensive income for the period/ year
(141)
(803)
(17)
(2,456)
24
4 The Board of Directors of the Company in its meeting held on August 21, 2017 approved the restructuring of the Company's business by way of transfer of its Revenue Maximization Solutions and related businesses ("RMS business") and the Subex Secure and Analytics solutions and related businesses ("Digital business") to its subsidiaries, Subex Assurance LLP and Subex Digital LLP (together referred to as "LLPs"), respectively, hereinafter referred to as the "Restructuring", subject to shareholders and other requisite approvals, to achieve amongst other aspects, segregation of the Company's business into separate verticals to facilitate greater focus on each business vertical, higher operational efficiencies, and to enhance the Company's ability to enter into business specific partnerships and attract strategic investors at respective business levels, with an overall objective of enhancing shareholder value.
The shareholders of the Company approved the Restructuring by way of special resolution passed through postal ballot on September 23, 2017 and subsequently, the Board of Directors of the Company in its meeting held on October 4, 2017 approved November 1, 2017 to be the effective date of Restructuring.
Accordingly, effective November 1, 2017, the Company's RMS business and the Digital business have been transferred on a going concern basis for a consideration of ` 61,564 Lakhs and ` 1,869 Lakhs, respectively, in the form of Company's capital contribution in the aforesaid LLPs. Post such Restructuring, the Company continues to directly hold 99.99% share in the capital of, and in the profits and losses of, each of these LLPs and the entire economic interest as well as control and ownership of the RMS Business and Digital Business remains with the Company post such Restructuring.
5 Employee benefits expenses for the quarters ended March 31, 2019, December 31, 2018, and March 31, 2018 are net of reversal of provision no longer required, in respect of employee incentives relating to sales and delivery commissions, amounting to `5 Lakhs, Nil and ` 342 Lakhs, respectively, and that for the year ended March 31, 2019 and March 31, 2018 amounting to `40 Lakhs and `725 Lakhs, respectively.
6 Represents foreign currency translation reserve gain recognised on account of liquidation of foreign subsidiary.
7 As at March 31, 2019, the Group assessed the carrying value of it's goodwill along with carrying value of related Cash Generating Units ('CGUs') basis the valuation carried out by an external valuer. Basis the aforesaid valuation, the management is of the view that, the carrying value of its goodwill as at March 31, 2019 is appropriate.
8 Represents provision in respect of withholding taxes deducted/ deductible by the overseas customers of the Group.
9 Deferred tax charge/ (credit), comprises of deferred tax liability arising on account of tax benefits from amortisation of intangible assets of Subex Assurance LLP, net of deferred tax assets arising on account of carry forward losses and other taxable temporary differences, which arose mainly on account of business restructuring as detailed in note 4 above.
The Group is engaged in the business of software products and related services, which are monitored as a single segment by the Chief Operating Decision Maker, accordingly, these, in the 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.
11 Ind AS 115 Revenue from Contracts with Customers, mandatory for reporting periods beginning on or after April 1, 2018, replaces existing revenue recognition requirements. Under the modified retrospective approach there were no significant adjustments required to the retained earnings at April 1, 2018. Also, the application of Ind AS 115 did not have any significant impact on recognition and measurement of revenue and related items in the financial results.
The Board of Directors and the shareholders of the Company in their respective meetings held on July 31, 2018 approved "Subex Employees Stock Option Scheme - 2018" (hereinafter referred to as the "ESOP Scheme 2018") in accordance with all the applicable provisions of the Companies Act, 2013 and the provisions of the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 ("SEBI ESOP Regulations") to be administered through Subex Employee Welfare and ESOP Benefit Trust (hereinafter referred to as the "ESOP Trust"). The ESOP Trust was registered as per provisions of Indian Trust Act, 1882 on September 6, 2018 and is authorised to acquire shares of the Company through secondary market for providing such share-based payments to its employees. The ESOP Trust is consolidated in the standalone financial results of the Company and the shares reacquired and held by ESOP Trust are treated as treasury shares and recognised at cost and deducted from other equity. The Nomination and Remuneration Committee of the Company in their meeting held on January 29, 2019 granted 10,650,000 options effective from February 05, 2019 to the eligible employees.
The 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 year to date figures for the nine months of the respective year.
Pursuant to Regulation 33 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Company has opted to publish the consolidated financial results. The standalone financial results, however, are being made available to the Stock Exchanges where the securities of the Company are listed and are also being posted on the Company's website www.subex.com.
Vinod Kumar Padmanabhan Managing Director & CEO
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