Scrip Code: 521070 Company Name: ALOK INDUSTRIES LTD.
Date Begin: 01 Apr 19 Date End: 31 Mar 20
 
1. Pursuant to an application made by State Bank of India, the Hon’ble National Company Law Tribunal, Ahmedabad bench (“Adjudicating Authority”), vide its order dated 18th July, 2017, had ordered the commencement of the corporate insolvency resolution (“CIR”) process in respect of the company under the provisions of the Insolvency and Bankruptcy Code, 2016 (the “Code”).



Pursuant to its order dated 8th March, 2019 (“NCLT Order”), the Adjudicating Authority approved the resolution plan (“Approved Resolution Plan”) submitted by the Resolution Applicants for the Company under Section 31 of the Insolvency and Bankruptcy Code, 2016 (“Code”). As per the terms of Section 31 of the Code, the Approved Resolution Plan shall be binding on the Company, its employees, members, creditors, guarantors and other stakeholders involved in the Resolution Plan.



Pursuant to the Approved Resolution Plan, a Monitoring Committee has been formed w.e.f. 12th March, 2019 to maintain the Company as a going concern and supervise the implementation of the approved resolution plan.



2. The Implementation of the Approved Resolution Plan has commenced with effect from 22nd January, 2020. Post commencement of implementation of the Approved Resolution Plan, inter alia:

A. The pay-out on account of CIRP costs, worker dues, employee dues, other operational creditors and dues of the financial creditors as envisaged under the approved resolution plan has been effected.

B. The eligible portion of admitted financial debt amounting to Rs. 22,682.60 Crore has been assigned to JM Financial Asset Reconstruction Company Limited .

C. Reduction of existing share capital – The Company's paid up equity share capital stands reduced, without any pay-out to the shareholders, by reducing the face value of each issued and outstanding equity share of the Company from INR 10 to Re. 1. Accordingly, the resultant issued and paid up capital amounts to Rs.221.08 Crore as against Rs. 1,377.34 Crore as of the end of the last quarter.

D. Reliance Industries Limited (RIL) has infused (i) INR 250 crore into the Company against issuance of 83,33,33,333 shares; (ii) INR 250 crore into the Company against issuance of 250,00,00,000 9% optionally convertible preference shares of face value of Re 1 each.

E. The financial creditors have invoked the pledge on 13,59,11,844 equity shares and transferred the said shares to JM Financial Asset Reconstruction Company Limited acting as Trustees for JMFARC-March-2018 Trust.

F. JM Financial Asset Reconstruction Company Limited has further assigned an amount of Rs. 5000 Crore from out of its assigned debt to Reliance Industries Limited. The Company has obtained in-principle approvals from the stock exchanges for allotment of 275,46,00,000 equity shares to Reliance Industries Limited and JM Financial Asset Reconstruction Company Limited (acting a Trustees for JMFARC- March - 2018 –Trust) arising out of conversion of a part of their respective assigned debt such that they will hold in aggregate an equity stake not exceeding 75% in the Company.

The approved resolution plan having commenced, the accounts are prepared on a 'Going Concern' basis.

3. As of the insolvency commencement date, the company had an amount of Rs.11,623.94/- Crore receivable from trading debtors on account of sale of fabric (“Outstanding Trading Dues”). These Outstanding Trading dues have been fully provided for in earlier years. As per the approved Resolution Plan, receipts against these Outstanding Trading Dues are to be deposited in a designated escrow account (“Escrow Account”) to be opened in the name of the Company for the sole benefit of the Financial Creditors. The company has treated these Outstanding Trading Dues and its provision accordingly in its books of accounts.

4. Certain Creditors of the Company have filed petitions at different Forums, inter alia, praying for certain reliefs and the same are pending adjudication.

5. The Company has recorded a total comprehensive income of Rs. 1634.13 Crore during the quarter, and a total comprehensive income of Rs. 1224.55 Crore for year ended 31st March, 2020. The Company‘s accumulated losses amounted to Rs. 0 Crore. Total liabilities of the Company as on 31st March, 2020 exceeded total assets by Rs. 0 Crore.



6. The company's current level of operations, at about 30% of the capacity, is not an indication of the future performance of the Company. The approved Resolution Plan for the company is yet to be fully implemented and the new management has not yet taken over. The new management is expected to set strategy and develop a business plan post which reliable projections of availability of future cash flows of the company and those supporting the carrying value of Property, Plant and Equipment will be available. Accordingly, impairment testing under Ind AS has not been performed while presenting these results.

7. The company has investments in two Joint Ventures Non-current investments (long term investments) with Equity Investments of 49% each (JVs). One of the JVs has incurred losses for last three consecutive years. The auditors of one of the JV has issued a qualified opinion regarding recoverability of trade receivables and are of the opinion that the provision for doubtful debt should have been made for Rs.89.02 Crore. The non-provision for receivables has resulted in the Net Worth of the JV continuing to be positive.

The Approved Resolution Plan has provision for the Resolution Applicants to deal with the Subsidiaries, JVs and Associate Companies and since the plan is under implementation, the Resolution Applicants have confirmed that post the implementation of the approved Resolution Plan and reconstitution of the new Board of Directors, appropriate decision with regard to the Subsidiaries and Associate Companies shall be taken. In view of this, no provision for impairment in the value of investments has been made.

8. Considering the nature of its business activities and related risks and returns, the Company operates in a single primary business segment, namely "Textiles", which constitutes a reportable segment in the context of Ind AS 108 on "Operating Segments". There has been no development during the quarter necessitating any changes in Operating Segment.

9. The net deferred tax assets recognised as on 31 March 2020 amounts to Rs. 1423.11 Crore (Previous Year Rs. 1423.11 Crore). The approved Resolution Plan for the company has been substantively implemented with some steps remaining, including constitution of the new Board of Directors. The new management is expected to devise strategies and develop a business plan post which reliable projections of availability of future taxable income with probable certainty will be available. Accordingly, increase in the deferred tax assets for the current period and at the Financial Year end is presently not recognised and the net deferred tax assets as at the end of the previous financial year have been carried forward.

10. As per the approved Resolution Plan, the debt assigned to JM Financial Asset Reconstruction Company Limited does not carry any interest for the first eight years from the Closing Date (as defined in the approved Resolution Plan).

11. (a) Alok Infrastructure Limited (“Alok Infra”) a wholly owned subsidiary of the company, was admitted under the corporate insolvency resolution (“CIR”) process in terms of the Insolvency and Bankruptcy Code, 2016 (“Code”), vide an order dated 24th October 2018 of the Hon’ble National Company Law Tribunal, Mumbai (“Adjudicating Authority”).



The Resolution Professional of Alok Infra has informed that under the advice of the Committee of Creditors, an application under Section 12A of the Code has been filed for withdrawing the insolvency petition of Alok Infra. Currently, this application is pending with the Adjudicating Authority.

(b) During the quarter and year ended, Alok Infra has incurred a net loss of Rs. 4.50 Crore and of Rs. 13.50 Crore respectively. The Alok Infra's accumulated losses amounted to Rs. 1010.01 Crore. Total liabilities as on 31st March, 2020 exceeded total assets by Rs. 933.27 Crore.



(c) Further, Alok Infra has not carried out any impairment testing of investment property and therefore the correct carrying value of investment property in the consolidated result is unascertainable.



12. Exceptional Income on account of gains recognized in accordance with the approved resolution plan comprises of :-

Particulars Amount (Rs. in Crore)

Extinguishment of Operational Creditors (including the Central Government, State Government or local authority) as per the terms of Approved Resolution Plan 938.97

Write-back of non-assignable loans of financial creditors 1,093.51

Extinguishment of Other Current and Non-Current Liability 20.06

2,052.55









13. The World Health Organisation declared outbreak of Coronavirus Disease (COVID-19) as a global pandemic on 11th March, 2020. Consequently, Government of India declared a nation-wide lockdown on 23rd March, 2020 and the Company temporarily suspended operations in all its units in compliance with the lockdown instructions issued by the Central and State Governments. The Company had, accordingly made a disclosure in terms of Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. COVID-19 has impacted the normal business operations of the Company by way of interruption in production, supply chain disruption, unavailability of personnel, closure/lock down of production facilities etc. during the lock-down period which was extended till 17th May, 2020. However, production and supply of goods had commenced during various dates at certain manufacturing locations of the Company after obtaining due permissions from the appropriate government authorities during the lockdown period.



The Company has made detailed assessment of its liquidity position for the next year and the adverse effect on the carrying value of its assets comprising property, plant and equipment, intangible assets, investments, inventory and trade receivables. Based on current indicators of future economic conditions, the Company does not expect material adverse effect on the carrying amount of these assets. The situation is dynamic and changing rapidly giving rise to uncertainty around the extent and timing of the potential future impact of the pandemic which may be different from that estimated as at the date of approval of these standalone financial statements. The Company will closely monitor and account for any material changes arising out of future economic conditions and impact on its business.

14. The Company has adopted Ind AS 116 'Lease' effective from 1st April, 2019.There is no effect on adoption of Ind AS 116 on the Profit / (loss) for the period/year and earnings per share.

15. The Non-Convertible Debentures (NCDs) issued by the Company in earlier years stand extinguished having completed their respective maturity dates and the outstanding dues in respect of these NCDs have been dealt with as per the terms of the approved Resolution Plan. Consequently, there is no Additional Disclosure being provided as per Regulation 52(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

16. The figures of quarter ended 31st March, 2020 are the balancing figure between the audited figures in respect of the full financial year ended 31st March, 2020 and reviewed year to date figures up to 31st December, 2019 being the date of end of the third quarter of the current financial year.

17. The above results are certified by the Chief Financial Officer and the Company Secretary and taken on record by the Monitoring Committee at its meeting held on 31st July, 2020.

18. The figures of previous periods / year have been reclassified / regrouped, wherever necessary, to correspond with those of the current periods / year.






1. Pursuant to an application made by State Bank of India, the Hon’ble National Company Law Tribunal, Ahmedabad bench (“Adjudicating Authority”), vide its order dated 18th July, 2017, had ordered the commencement of the corporate insolvency resolution (“CIR”) process in respect of the company under the provisions of the Insolvency and Bankruptcy Code, 2016 (the “Code”).



Pursuant to its order dated 8th March, 2019 (“NCLT Order”), the Adjudicating Authority approved the resolution plan (“Approved Resolution Plan”) submitted by the Resolution Applicants for the Company under Section 31 of the Insolvency and Bankruptcy Code, 2016 (“Code”). As per the terms of Section 31 of the Code, the Approved Resolution Plan shall be binding on the Company, its employees, members, creditors, guarantors and other stakeholders involved in the Resolution Plan.



Pursuant to the Approved Resolution Plan, a Monitoring Committee has been formed w.e.f. 12th March, 2019 to maintain the Company as a going concern and supervise the implementation of the approved resolution plan.



2. The Implementation of the Approved Resolution Plan has commenced with effect from 22nd January, 2020. Post commencement of implementation of the Approved Resolution Plan, inter alia:

A. The pay-out on account of CIRP costs, worker dues, employee dues, other operational creditors and dues of the financial creditors as envisaged under the approved resolution plan has been effected.

B. The eligible portion of admitted financial debt amounting to Rs. 22,682.60 Crore has been assigned to JM Financial Asset Reconstruction Company Limited .

C. Reduction of existing share capital – The Company's paid up equity share capital stands reduced, without any pay-out to the shareholders, by reducing the face value of each issued and outstanding equity share of the Company from INR 10 to Re. 1. Accordingly, the resultant issued and paid up capital amounts to Rs.221.08 Crore as against Rs. 1,377.34 Crore as of the end of the last quarter.

D. Reliance Industries Limited (RIL) has infused (i) INR 250 crore into the Company against issuance of 83,33,33,333 shares; (ii) INR 250 crore into the Company against issuance of 250,00,00,000 9% optionally convertible preference shares of face value of Re 1 each.

E. The financial creditors have invoked the pledge on 13,59,11,844 equity shares and transferred the said shares to JM Financial Asset Reconstruction Company Limited acting as Trustees for JMFARC-March-2018 Trust.

F. JM Financial Asset Reconstruction Company Limited has further assigned an amount of Rs. 5000 Crore from out of its assigned debt to Reliance Industries Limited. The Company has obtained in-principle approvals from the stock exchanges for allotment of 275,46,00,000 equity shares to Reliance Industries Limited and JM Financial Asset Reconstruction Company Limited (acting a Trustees for JMFARC- March - 2018 –Trust) arising out of conversion of a part of their respective assigned debt such that they will hold in aggregate an equity stake not exceeding 75% in the Company.

The approved resolution plan having commenced, the accounts are prepared on a 'Going Concern' basis.

3. As of the insolvency commencement date, the company had an amount of Rs.11,623.94/- Crore receivable from trading debtors on account of sale of fabric (“Outstanding Trading Dues”). These Outstanding Trading dues have been fully provided for in earlier years. As per the approved Resolution Plan, receipts against these Outstanding Trading Dues are to be deposited in a designated escrow account (“Escrow Account”) to be opened in the name of the Company for the sole benefit of the Financial Creditors. The company has treated these Outstanding Trading Dues and its provision accordingly in its books of accounts.

4. Certain Creditors of the Company have filed petitions at different Forums, inter alia, praying for certain reliefs and the same are pending adjudication.

5. The Company has recorded a total comprehensive income of Rs. 1634.13 Crore during the quarter, and a total comprehensive income of Rs. 1224.55 Crore for year ended 31st March, 2020. The Company‘s accumulated losses amounted to Rs. 0 Crore. Total liabilities of the Company as on 31st March, 2020 exceeded total assets by Rs. 0 Crore.

6. The company's current level of operations, at about 30% of the capacity, is not an indication of the future performance of the Company. The approved Resolution Plan for the company is yet to be fully implemented and the new management has not yet taken over. The new management is expected to set strategy and develop a business plan post which reliable projections of availability of future cash flows of the company and those supporting the carrying value of Property, Plant and Equipment will be available. Accordingly, impairment testing under Ind AS has not been performed while presenting these results.

7. The company has investments in two Joint Ventures Non-current investments (long term investments) with Equity Investments of 49% each (JVs). One of the JVs has incurred losses for last three consecutive years. The auditors of one of the JV has issued a qualified opinion regarding recoverability of trade receivables and are of the opinion that the provision for doubtful debt should have been made for Rs.89.02 Crore. The non-provision for receivables has resulted in the Net Worth of the JV continuing to be positive.

The Approved Resolution Plan has provision for the Resolution Applicants to deal with the Subsidiaries, JVs and Associate Companies and since the plan is under implementation, the Resolution Applicants have confirmed that post the implementation of the approved Resolution Plan and reconstitution of the new Board of Directors, appropriate decision with regard to the Subsidiaries and Associate Companies shall be taken. In view of this, no provision for impairment in the value of investments has been made.

8. Considering the nature of its business activities and related risks and returns, the Company operates in a single primary business segment, namely "Textiles", which constitutes a reportable segment in the context of Ind AS 108 on "Operating Segments". There has been no development during the quarter necessitating any changes in Operating Segment.

9. The net deferred tax assets recognised as on 31 March 2020 amounts to Rs. 1423.11 Crore (Previous Year Rs. 1423.11 Crore). The approved Resolution Plan for the company has been substantively implemented with some steps remaining, including constitution of the new Board of Directors. The new management is expected to devise strategies and develop a business plan post which reliable projections of availability of future taxable income with probable certainty will be available. Accordingly, increase in the deferred tax assets for the current period and at the Financial Year end is presently not recognised and the net deferred tax assets as at the end of the previous financial year have been carried forward.

10. As per the approved Resolution Plan, the debt assigned to JM Financial Asset Reconstruction Company Limited does not carry any interest for the first eight years from the Closing Date (as defined in the approved Resolution Plan).

11. (a) Alok Infrastructure Limited (“Alok Infra”) a wholly owned subsidiary of the company, was admitted under the corporate insolvency resolution (“CIR”) process in terms of the Insolvency and Bankruptcy Code, 2016 (“Code”), vide an order dated 24th October 2018 of the Hon’ble National Company Law Tribunal, Mumbai (“Adjudicating Authority”).



The Resolution Professional of Alok Infra has informed that under the advice of the Committee of Creditors, an application under Section 12A of the Code has been filed for withdrawing the insolvency petition of Alok Infra. Currently, this application is pending with the Adjudicating Authority.

(b) During the quarter and year ended, Alok Infra has incurred a net loss of Rs. 4.50 Crore and of Rs. 13.50 Crore respectively. The Alok Infra's accumulated losses amounted to Rs. 1010.01 Crore. Total liabilities as on 31st March, 2020 exceeded total assets by Rs. 933.27 Crore.



(c) Further, Alok Infra has not carried out any impairment testing of investment property and therefore the correct carrying value of investment property in the consolidated result is unascertainable.



12. Exceptional Income on account of gains recognized in accordance with the approved resolution plan comprises of :-

Particulars Amount (Rs. in Crore)

Extinguishment of Operational Creditors (including the Central Government, State Government or local authority) as per the terms of Approved Resolution Plan 938.97

Write-back of non-assignable loans of financial creditors 1,093.51

Extinguishment of Other Current and Non-Current Liability 20.06

2,052.55





13. The World Health Organisation declared outbreak of Coronavirus Disease (COVID-19) as a global pandemic on 11th March, 2020. Consequently, Government of India declared a nation-wide lockdown on 23rd March, 2020 and the Company temporarily suspended operations in all its units in compliance with the lockdown instructions issued by the Central and State Governments. The Company had, accordingly made a disclosure in terms of Regulation 30 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015. COVID-19 has impacted the normal business operations of the Company by way of interruption in production, supply chain disruption, unavailability of personnel, closure/lock down of production facilities etc. during the lock-down period which was extended till 17th May, 2020. However, production and supply of goods had commenced during various dates at certain manufacturing locations of the Company after obtaining due permissions from the appropriate government authorities during the lockdown period.



The Company has made detailed assessment of its liquidity position for the next year and the adverse effect on the carrying value of its assets comprising property, plant and equipment, intangible assets, investments, inventory and trade receivables. Based on current indicators of future economic conditions, the Company does not expect material adverse effect on the carrying amount of these assets. The situation is dynamic and changing rapidly giving rise to uncertainty around the extent and timing of the potential future impact of the pandemic which may be different from that estimated as at the date of approval of these standalone financial statements. The Company will closely monitor and account for any material changes arising out of future economic conditions and impact on its business.

14. The Company has adopted Ind AS 116 'Lease' effective from 1st April, 2019.There is no effect on adoption of Ind AS 116 on the Profit / (loss) for the period/year and earnings per share.

15. The Non-Convertible Debentures (NCDs) issued by the Company in earlier years stand extinguished having completed their respective maturity dates and the outstanding dues in respect of these NCDs have been dealt with as per the terms of the approved Resolution Plan. Consequently, there is no Additional Disclosure being provided as per Regulation 52(4) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

16. The figures of quarter ended 31st March, 2020 are the balancing figure between the audited figures in respect of the full financial year ended 31st March, 2020 and reviewed year to date figures up to 31st December, 2019 being the date of end of the third quarter of the current financial year.

17. The above results are certified by the Chief Financial Officer and the Company Secretary and taken on record by the Monitoring Committee at its meeting held on 31st July, 2020.

18. The figures of previous periods / year have been reclassified / regrouped, wherever necessary, to correspond with those of the current periods / year.