Himadri Speciality Chemical 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


1) The above Unaudited Standalone Financial Results and Segment Results have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 29

January 2019. The Limited Review for the quarter and nine months ended 31 December 2018 has been carried out by the Statutory Auditors, as required under Regulation 33 of SEBI (LODR)

Regulations, 2015.

2) Other expenses includes foreign exchange fluctuation loss (net) of Rs 12.06 crores for the quarter ended 30 September 2018, Rs 3.93 crores for nine months ended 31 December 2018, and other

income includes foreign exchange fluctuation gain (net) of Rs 12.81 crores for the quarter ended 31 December 2018, Rs 3.00 crores for the quarter ended 31 December 2017, Rs 2.38 crores for nine

months ended 31 December 2017 and Rs 0.28 crore for the year ended 31 March 2018.

3) Post the applicability of Goods and Service Tax (GST) with effect from 1 July 2017, revenue from operations are disclosed net of GST, whereas excise duty formed part of expenses in corresponding

previous period/year. Accordingly, the revenue from operations and expenses for nine months ended 31 December 2018 are not comparable with the previous period/year presented in the results.

4) Based on the guiding principles given in Ind AS 108 on 'Operating Segments', the Company's business activity falls within two operating segments, namely:

(a) Carbon materials and chemicals and

(b) Power

5) The Board of Directors of the Company, at its meeting held on 13 August 2018, has considered and approved a draft Scheme of Amalgamation (‘Scheme’) between Himadri Speciality Chemical

Limited (‘the Company’ or the 'Transferee Company') and Equal Commodeal Private Limited (‘ECPL’ or the 'Transferor Company'), a wholly owned subsidiary of the Company, to merge the entire

business and the whole of the undertaking(s), properties and liabilities of the Transferor Company in terms of Section 230-232 of the Companies Act, 2013 ('the Act') and other applicable provisions, if

any, of the Act, subject to necessary approvals from the concerned authorities, with effect from 1 April 2018 (‘Appointed Date’). The Company has filed the petition for the above Scheme with the

National Company Law Tribunal (NCLT) and the NCLT has directed to the Company to hold meetings of the shareholders, secured creditors and unsecured creditors of the Tranferee Company.

Pending necessary regulatory approvals and other compliances, no adjustments have been made in the books of account and accompanying results.

6) The Nomination and Remuneration Committee of the Company at its meeting held on 19 January 2019 has allotted 170,878 equity shares of the Company of Re 1/- each fully paid up to the eligible

employees on exercise of options pursuant to "Himadri Employee Stock Option Plan 2016".

7) Earnings per share is not annualised for the quarter ended 31 December 2018, 30 September 2018, 31 December 2017, nine months ended 31 December 2018 and 31 December 2017.

8) The figures of the previous periods/year have been regrouped/reclassified, wherever necessary, to conform to the classification for the quarter and nine months ended 31 December 2018.