Gujarat Lease Financing Ltd. - Quarterly/Annual Result Disclosures and Notes dated 31 Dec 2018

Auditor and Management Disclosures and Notes for the quarterly results dated 31 Dec 2018


Hasubhai Chambers, Opp : Town Hall, Ellisbridge, Ahmedabad - 380 006.

CIN : L65990GJ1983PLC006345

Part II

Notes to the Unaudited Financial Results for the Quarter and Nine Months ended 31st December, 2018

1. The lnd AS compliant financial results pertaining to the quarter ended 31.12.2018 and year ended 31 .03.2018 has been considered. The management has exercised necessary due diligence to ensure that such financial results provide a true and fair view of its affair in accordance with the Indian Accounting Standards (IND AS).

2. The above financial results of the Company were reviewed by the Audit Committee in its meeting held on February 2, 2019. The Board of Directors in its meeting held on February 2, 2019 approved the same.

3. During the quarter the Company continued to have no significant business operations. It has incurred losses of Rs. 12.55 lacs during the quarter (corresponding previous quarter ended 31st December, 2017 :1oss of Rs.2.99 lacs) and as at December 31, 2018 its accumulated losses exceed its paid-up capital and reserves by Rs.1,782.06 Lacs (March 31, 2018: Rs. 1,765.34 Lacs). These conditions may cast a doubt on the Company's ability to continue as a going concern.

However, the Company is exploring avenues for restructuring of its capital and operations. The Board of Directors of the Company, vide resolution passed in Board Meeting held on 7th August, 2018 has proposed the scheme of arrangement in the nature of amalgamation between Gujarat Lease Financing Limited (Transferee Company) with GLFL Housing Finance Limited , GLFL Securities Limited and GLFL International Limited (Transferor Companies) pursuant to Section 230 to 232 of the Companies Act, 2013 and filed the same with the Hon’ble National Company Law Tribunal (NCLT)-Ahmedabad Bench for approval. In accordance with the scheme, with effect from the appointed date i.e. 1st April, 2017 and upon scheme becoming effective, the whole undertaking of Transferor Companies with all its assets and liabilities on going concern basis shall be transferred to and vested in the Transferee Company. All rights, title and interest pertaining to the Transferor companies shall be transferred to Transferee Company. The Final order in respect of aforesaid scheme is yet to be passed by with the Hon’ble National Company Law Tribunal (NCLT)-Ahmedabad Bench.

In terms of the Scheme of Compromise and Arrangement sanctioned by High Court of Gujarat in 2004 borrowings from a promoter group company of Rs.1,500 Lacs (March 31 , 2018: Rs.1,500 Lacs), would not be repaid before repayment of all other liabilities. Further, the said promoter group company continues to provide support to the Company. The assets of the Company continue to be stated at-least at their realisable values and the company would continue its current activities at least till such time it realises its dues and settles its obligations.

In view of the above, the standalone financial statements have been prepared on going concern basis and do not include any adjustments relating to recorded amounts and the classification of assets and liabilities that might be necessary should the Company be unable to continue as a going concern.

4. Hon'ble High Court of Gujarat had sanctioned the scheme of compromise and arrangement between the Company and a consortium of 16 banks on 27th July, 2004 under section 391 of the Companies Act,1956 and the Company has made the payment in the accounting year 2004-05 to the banks as per the Court's order. However, the final Deed of Assignment of the charged assets in favour of banks is yet to be made.

5. The Company has unabsorbed depreciation and carry forward losses under the Income Tax Act, 1961. In the absence of certainty supported by convincing evidence that there will be sufficient future taxable income available, the deferred tax assets arising from unabsorbed depreciation and carry forward losses under the Income-tax Act, 1961 have not been recognized.

6. As the company do not have any operations and considering the note 3 above, there are no reportable segment in accordance with the requirement of Ind AS 108 " Operating Segment " specified under Section 133 of the Companies Act. 2013.

7. Figures of the previous quarter/period/year have been regrouped, wherever necessary.


Harnish Patel


DIN : 00114198

Place: Ahmedabad

Date: 2nd February, 2019