Marg Ltd. - Quarterly/Annual Result Disclosures and Notes dated 31 Dec 2021

1 Phoenix ARC Private Limited, Financial Creditor, filed a petition u/s 7 of the Insolvency and Bankruptcy Code, 2016 against one of its subsidiary company M/s. New Chennai Township Private Limited (Corporate Debtor) with National Company Law Tribunal (NCLT). The NCLT has allowed the petition filed by financial creditor and ordered to commence corporate insolvency resolution process against the said company under I&B Code 2016 in NCLT Order No. CP/636/IB/CB/2017 dated 5th July, 2019. The NCLT has appointed Mr. L K Sivaramakrishnan as Interim Resolution Professional (IRP) vide order dated 5th July, 2019. Mr. L K Sivaramakrishnan has assumed the status of Interim Resolution Professional (IRP) and issued a public notice on 8th July, 2019. Pursuant to Section 17 of the IBC, 2016 the power of Board of directors has been suspended and vested with IRP. The Resolutions Professional had formed Committee of Creditors (COC). The COC discussed the need for extension of Corporate Insolvency Resolution Process in the 06th COC meeting. After a detailed deliberation, the COC informed that since there were no viable Resolution Plan and put of the resolution for voting to file an application under Section 33(1)(a) read with Section 33(2) to initiate liquidation proceeding against the Corporate Debtor under Insolvency and Bankruptcy Code 2016. The Resolution professional has filed an application with NCLT for passing an order of liquidation in the light of the final decision taken by COC of the Corporate Debtor.

2 Tata Capital limited, Financial Creditor, file a petition u/s 7 of Insolvency and Bankruptcy Code, 2016 against the subsidiary company. The NCLT has allowed the petition filed by financial creditor and ordered to commence corporate insolvency resolution process against the company under I&B Code 2016 in NCLT Order No. CP/672/(IB)/2017 dated 20th March,2018. The NCLT has appointed Mr S. Rajendran as Interim Resolution Professional vide order dated 20/03/2018. The Corporate Resolution process commenced from 20th March, 2018. Mr S Rajendran has assumed the status of Resolution Professional (RP) on said date and issued a public notice was given on 23/03/2018. Pursuant to Section 17 of the IBC, 2016 the powers of Board of directors has been suspended and vested with IRP. The Committee of Creditors (COC) has been Constituted u/s 21 of IBC 2016 and first meeting of the COC is scheduled and held on 24th April, 2018. NCLT Chennai bench in its order dated 05.12.2018 ordering liquidation of Arohi Infrastrucsture Private Limited.

3 The above financial results have been reviewed by the audit committee and thereafter approved and taken on record by the Board of Directors in their respective meetings.

4 The Statutory auditors of the company have reviewed the above financial results of the company for the quarter ended 31st December 21 in compliance with Regulation 33 of SEBI (LODR) Refulations 2015 and have expressed on modified opinion on the same.

5 The figures for the Quarter ended 31st December 2021 and 31st March 2021 are balancing figures between the audited figures in respect of full financial year and the published year-to-date figure upto 4th quarter of the respective financial year. Also the figures upto the end of the third quarter had only been reviewed and not subject to audit.

6 Previous period's figures have been regrouped / reclassified wherever necessary to correspond with the current period 's classification / disclosure.

7 The Company has investments in certain subsidiaries and related parties aggregating Rs. 566.93 Crore as at December 30, 2021. While such entitles have incurred significant losses and/or have negative net worth as at December 30, 2021, the underlying projects in such entities are in the early stages of real estate development and are expected to achieve adequate profitability on substantial completion and/ or have current market values of certain properties which are In excess of the carrying values. The Company considers its investments and loans in such entities as long term and strategic in nature. Accordingly, no provision is considered necessary towards diminution In the value of the Company's investments in such entitles and for expected credit losses In respect of loans and advances advanced to such entities, which are considered good and fully recoverable.

8 The company and Edelweiss ARC (EARC) agreed to restructure our debt repayment proposal. As a condition to the proposal, we have alloted Equity Shares on a Preferential allotment/Private placement basis for part debt convert to equity and balance to be realised (as part as sustainable and unsustainable) by liquidating collateral assets offered over the period of time. On getting the revised OTS sanction, definite agreement has to be executed.We have not provided interest on loans assigned to EARC during the year.

9 The Company did not provided for interest for the quarter ended 31st December, 2021 on certain loans that are assigned to ARC, the managament states that its negotiating with the ARC for revised terms and conditions and seeking for concession in terms of waiver/reduced rate of interest. Hence, the management is of the opinion considering such concessions it is appropriate not to charge an interest for the quarter ended 31st December 2021.

10 The company has invested in equity amounting to Rs 136.72 Crores (PY Rs 136.72 Crores) in Riverside infrastructure (India) Private Limited, subsidiary of the company quarter ended 31st December 2021. The Company has advanced an amount of Rs 46.69 Crores (PY Rs 45.69 Crores) as subordinated loan to the subsidiary and Rs 59.74 Crores (PY Rs 57.54 Crores) is carried forward as receivables quarter ended 31st December 2021. No Interest is provided during the year on loan receivable from subsidary. The Mall project of the subsidiary company defaulted in payments of dues to Banks/Financial Institutions towards principal and interest. The subsidiary company continues to discuss with strategic partners and is confident of generating cash flows. Accordingly, the financial statements of the subsidiary company have been prepared on ‘Going concern’ basis and the management is of the opinion that no provision is considerednecessary at this stage in respect of investments, loans and receivables outstanding from the said subsidiary company quarter ended 31st December 2021.

11 The company has invested in equity amounting to Rs 54.05 Crores (PY Rs 54.05 Crores) in Marg Properties Limited, wholly owned subsidiary of the company for the quarter ended 31st December 2021.The Company has advanced an amount of Rs 45.52 Crores (PY Rs 49.25 Crores) as loan to the subsidiary and Rs 22.18 Crores (PY Rs 16.38 Crores) is carried forward as receivables quarter ended 31st December 2021. The subsidiary Company has negative net-worth as quarter ended 31st December 2021. The loans of the company have been assigned to ARCs and the Management is confident that the Company will be able to generate cash from ongoing projects in future years and meet its financial obligation as they arise.Accordingly, the financial statements of the subsidiary company have been prepared on ‘Going concern’ basis and the management is of the opinion that no provision is considered necessary at this stage in respect of investments, loans and receivables outstanding from the said subsidiary company for the quarter ended 31st December 2021.

12 The Company has debt repayment obligations (Including interest thereon) within next twelve months. The Company has also Incurred net cash losses for more than 3 years due to sluggish demand in the real estate sector. These could result in significant uncertainty on its ability to meet these debt obligations and continue as going concern. The management is addressing this issue robustly and the Company has generally met its debt obligations. The Management Is confident that they will be able to arrange sufficient liquidity by restructuring of the existing loans terms, monetization of non•core assets and mobilisation of additional funds. Accordingly, the Standalone audited Financial Results are prepared on a going concern basis.

13 The outbreak of COVID-19 pandemic and the resulting lockdown across the world has affected the Company's operations for the quarter ended December 31, 2021. Accordingly, the Company has considered the possible effects that may result from the pandemic on the carrying amounts of property, plant and equipment, investments, inventories, receivables and other current assets. The Company has evaluated its liquidity position, recoverability of such assets and based on current estimates expects the carrying amount of these assets will be recovered. The Company has estimated its liabilities in line with the current situation. The Company has considered internal and external information upto the date of approval of these financial results. The impact of COVID-19 on the Company's financial results may differ from that estimated as at the date of approval of these financial results. The Company will continue to closely monitor any material changes to future economic conditions. The impact on our future business would depend on future developments that cannot be reliably predicted at this stage.