Siemens Ltd. - Quarterly/Annual Result Disclosures and Notes dated 30 Jun 2024
Auditor and Management Disclosures and Notes for the quarterly results dated 30 Jun 2024
1) The Board of Directors of the Company, at its meeting held on 14 May 2024, basis the recommendations of the Audit Committee and Committee of Independent Directors, approved a scheme of arrangement amongst the Company, Siemens Energy India Limited (“SEIL”) (a wholly owned subsidiary of the Company, which was incorporated on 7 February 2024) and their respective shareholders and creditors, providing for the demerger of the Company's Energy Business to SEIL ("Proposed Transaction") in compliance with Sections 230 to 232 and other applicable provisions of the Companies Act, 2013. The Proposed Transaction is, inter alia, subject to receipt of requisite approvals from the statutory and regulatory authorities, including the approval from BSE Limited, National Stock Exchange of India Limited, the Securities and Exchange Board of India, the respective shareholders and creditors of the Company and SEIL, National Company Law Tribunal.
2) During the previous year, on 1 July 2023, the Company acquired Electric Vehicle division of Mass-Tech Controls Private Limited ("Mass-Tech") for a cash consideration of Rs. 380 million, subject to adjustments mutually agreed between the parties to the transaction.
The fair value of assets and liabilities acquired have been determined in accordance with IND AS 103 'Business Combinations'. The purchase price has been allocated to the assets acquired and liabilities assumed based on the estimated fair values at the date of acquisition. The excess of the purchase price over the fair value of the net assets acquired has been allocated to goodwill. The Company has completed the purchase price allocation during the quarter ended 30 June 2024. Accordingly, the comparative figures have been restated wherever necessary.
The fair value of net identifiable assets acquired has been finalised at Rs. 146 million (Provisional fair value as on 30 September 2023 was Rs. 47 million) after measurement period adjustments due to revision in fair valuation of intangible assets and inventories. Accordingly, goodwill of Rs. 222 million has been recognised which has been allocated to Smart Infrastructure segment.
Details of purchase consideration, the net assets acquired and goodwill are as follows:-
4) Previous period figures have been reclassified to conform the current year's classification.
5) The above unaudited standalone financial results were reviewed and approved by the Audit Committee and Board of Directors at their meetings held on 9 August 2024.