'6 7 3

HINDOOSTAN MILLS

The General Manager, Department of Corporate Services - Listing, BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001

Dear Sir,

Scrip Code: 509895

Re: Outcome of Board Meeting held on August 07, 2019.

August 07, 2019

1. Un-Audited Financial Results and "Limited Review" for the 1st Quarter ended June 30, 2019:

In terms of Regulation 33 SEBI (Listing Obligation And Disclosure Requirement) Regulations, 2015 and modifications, if any, we are enclosing herewith Un-Audited Financial Results for the 1st Quarter ended June 30, 2019 together with "Limited Review"

report by the Auditors, as reviewed by the Audit Committee and approved by the Board of

Directors at its Meeting held on August 07, 2019 for your information and record.

2. Resignation of Company Secretary & Compliance Officer:

Mr. Rajesh J Singh, Company Secretary & Compliance Officer has resigned from the

Services of the Company w.e.f. August 06, 2019.

3. Intimation of Appointment of Company Secretary & Compliance Officer of the Company:

Ref: Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

This is to inform you that Mr. Kaushik N. Kapasi has been appointed as Company Secretary &

Compliance Officer of the Company.

Hindoostan Mills Ltd. Sir Vithaldas Chambers, 16 Mumbai Samachar Marg, Fort, Mumbai 400 001. India

T. +91-22-61240700 / 22040846/47/48 F. +91 22-22833841 E-mail contact(u hindoostan.rnm

CIN: L17121Ml I 1904PLCO<>Cll95

www.hindoostan.com

A THACKERSEY GROUP COMPANY

Kindly consider this as the required Disclosure Pursuant to the requirement of the Provision of

Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The details are as follows:

a. Reason of change Appointment as Company Secretary & Compliance

Officer

b. Date of Appointment & Terms of August 07, 2019 & Terms of appointment as per appointment appointment letter.

c. Disclosure of Relationship Nil. between Directors

The Meeting of the Board of Directors commenced at 11.30 AM and concluded at 3.15 PM.

Kindly take the matter on record.

Thanking you,

Yours faithfully, For HINDOOSTAN MILLS LTD.

~-Kaushik N Kapasi Company Secretary & Compliance Officer

Encl: As above.

Sr.

No.

I

II

Ill

IV

v VI

VII

VIII

IX

x

XI

XII

XIII

XIV

xv

~ 7 3

HINDOOSTAN MILLS

Statement of Unaudited Results for the Period ended 30th June, 2019

Quarter Ended

Particulars 30.06.2019 31.03.2019 (Unudit ed) (Audited)

Revenue

(a) Net Sales/Income from Operations 3,671.75 4,278.20

(b) Other Operating Income 33.23 (6.96)

Total Revenue from operations 3,704.98 4,271.24

Other Income 41.74 103.55

Total Revenue 3,746.72 4,374.79

Expenses

a) Cost of Materials Consumed 2,537.65 2,745.39

b) Purchase of Stock - in -Trade 351.99 422.58

c) Changes in Inventories of Finished goods, Work in progress and Stock in (244.68) (149.06)

Trade

d} Employee Benefits Expense 385.34 365.29

e) Finance Cost 32.13 43.66

f) Depreciat ion and Amortisation Expenses 149.73 183.62

g) Other Expenses 652.63 853.25

Total Expenses 3,864.79 4,464.73

Loss before Tax (Refer Note No. 6) (118.07) (89.94)

Less : Tax expense

- Deferred Tax (0.35} 4.08

Loss for the period from continuing operations (117.72) (94.02)

Loss before tax from discontinued operation (Refer Note No. 6) (143.18) (94.28)

Less: Tax expense of discontinued operation - (0.01}

Loss for the period from discontinuing operations (including Impairment loss -(143.18) (94.27)

Refer Note No. 3)

Loss for the Period (260.90) (188.29)

Other Comprehensive Income

- Items that will not be reclassified subsequently to profit & loss 2.08 21.42

Total Comprehensive Income (258.82) (166.87)

Paid-up Equity Share Capital (Face value ~10/-each) 166.45 166.45

Earnings Per Equity Share from continuing operation

- Basic (7.07) (5.65)

- Diluted (7.07) (5.65) Earnings Per Equity Share from discontinuing operation

- Basic (8.60) (5.66)

- Diluted (8.60) (5.66)

Earnings Per Equity Share from continuing and discontinuing operation

- Basic (15.67) (11.31)

- Diluted (15.67) (11.31)

See accompanying notes to the Financial Results

(Not Annualised I (Not Annualised)

Hin doostan Mills Ltd. Sir Vithaldas Chambers, 16 Mumbai Samachar Marg, Fort, Mumbai 400 001. India

T. +91-22-61240700 / 22040846/47/48 F. +91-22-22833841 E-mail contact(alhindoostan.com crN: L17121Mlh904PLC000195

www.hindoostan.com

A THACKERSEY GROUP COMPANY

~in lakhs

Year Ended

30.06.2018 31.03.2019 (Unaudited) (Audit ed)

3,720.66 16,096.84

49.42 146.90

3,770.08 16,243.74

41.88 248.24

3,811.96 16,491.98

2,395.96 10,518.65

239.88 1,134.88

(118.98) (262.11)

392.83 1,537.67

46.10 198.23

229.22 858.33

711.87 3,154.25

3,896.88 17,139.90

(84.92) (647.92)

3.06 (2.25)

(87.98) (645.67)

{380.65) (533.78)

1.39 1.38

(382.04) (535.16)

(470.02) (1,180.83)

(4.56) 7.92

(474.58} (1,172.91}

166.45 166.45

(5.29) (38.79)

(5.29) (38.79)

(22.95) (32.15)

(22.95) (32.15)

(28.24) (70.94)

(28.24) (70.94)

(Not Annualised) (Annualised)

Sr.No.

1

2

3

4

5

!i2!ll..i 1)

2)

HINDOOSTAN MILLS LIMITED

Unaudited Segment Information for the period ended 30th June 2019

~In lakhs

Particulars Quarter Ended Year Ended

(Unaudited) (Audited) (Unaudited) (Audited)

30.06.2019 31.03.2019 30.06.2018 31.03.2019

Segment Revenue

a) Textile 3,463.77 3,879.62 3,468.65 14,899.00

b) Engineering Products 241.21 391.62 301.43 1,344.74

c) Composite Products - Discontinued operation - - 84.81 84.81

Gross Sales/Income from Operations 3,704.98 4,271.24 3,854.89 16,328.55

Segment Results - Loss before Tax, Interest & Unallocable

overheads

a) Textile (114.10) (173.75) (68.10) (703.61)

b) Engineering Products (2.83) 76.82 1.40 107.51

c) Composite Products - Discontinued operation (150.38) (104.03) (373.07) (543.00)

Total (267.31) (200.96) (439.77) (1,139.10)

d) Interest Expenses (32.13) (43.66) (46.10) (198.23)

e) Interest Expenses - Discontinued operation (0.07) (2.17) - (3.06)

f) Unallocable overheads net of unallocable income 30.99 50.65 27.88 146.41

g) Unallocable overheads net of unallocable Income - Discontinued 7.27 11.92 (7.58) 12.28

operation

h) Total Loss before Tax (Refer Note No. 6) (261.25) (184.22) (465.57) (1,181.70)

Segment Assets

a) Textile 7,383.59 7,773.77 8,326.02 7,773.77

b) Engineering Products 913.03 976.22 982.26 976.22

c) Composite Products - Discontinued operation 289.94 478.90 632.42 478.90

d) Unallocable 387.34 442.40 498.98 442.40

Tota I Assets 8,973.90 9,671.29 10,439.68 9,671.29

Segment Liabilities

a) Textile 2,522.99 2,685.28 2,493.16 2,685.28

b) Engineering Products 219.70 274.61 320.71 274.61

c) Composite Products - Discontinued operation 36.90 47.49 7.67 47.49

di Unallocable 691.02 668.14 678.92 668.14 Total Liabilities 3,470.61 3,675.52 3,500.46 3,67S.52

Capital Employed

(Segment Assets - Segment Liabilities)

a) Textile 4,860.60 5,D88.49 5,832.86 5,088.49 b) Engineering Products 693.33 701.61 661.55 701.61 c) Composite Products - Discontinued operation 253.04 431.41 624.75 431.41 d) Unallocable (303.68) (225.74) (179.94) (225.74)

Total Capital Employed In the Company 5,503.29 5,995.77 6,939.22 S,995.77

The above unaudited financial results as reviewed by the Audit Committee, have been approved and taken on record at the meeting of the Board of

Directors held on 7th August 2019. The limited review as required as per listing agreement has been carried out by the Statutory Auditors of the

Company.

The Board of Directors at their meeting held on 5"' June, 2018 had decided to discontinue the operations of Composite Division effective from 30"'

June, 2018. Barring unforeseen circumstances, the Management expects to complete the transaction of sale of the assets of the said Division either in

whole or substantially the whole or In parts subject to approval of shareholders. In the meantime, the assets of the said Division as on 31st March

2019 having an aggregate written down value of ~458.60 lakhs have been reclassified as "Assets Held for Sale" valued at their respective written down

values or net realizable values whichever are lower. Accordingly, the results for the year ended 31st March, 2019 reflect an amount of~ 533.78 lakhs

being loss before tax from discontinued operation, which includes impairment loss of~ 356.51 lakhs. During the quarter ~a,nagement has obtained

fresh valuation report In relation to Assets Held for Sale and accordingly recognised further impairment loss of~ 143.96~~ is included in the loss before tax for discontinued operations for the quarter ended 30th June, 2019.

3) The Company has recognized interest subsidy, as per New Textile Policy 2012, as Other income of" 126.86 lakhs on accrual basis for the period

October, 2016 to 30th June, 2019 including" 2.85 lakhs for the current quarter. The Government Resolution in this regard for release of subsidy is

awaited.

4) The Company had received a demand for "360.72 lakhs vide notice dated 29th December, 2018 from the Stamp Office Mumbai relating to Amalgamation of the Hlndoostan Spinning and Weaving Mills Limited with Sirdar Carbonic Gas Company Limited. The Company has provided for

liability estimated by it "25.25 lakhs which will be adjusted In the year in which liability crystalises.

S) As reported earlier, In connection with the joint property development transaction entered Into by the Company earlier with caprihans India Ltd., (Caprihans) in the past, the Company had provided "63.98 lakhs in the Financial Statements for the year ended 31st March, 2017 as the sum payable to Caprihans in terms of the #Majority Arbitration Award" dated 20th October, 2016. Thereafter, the said caprihans has challenged the said

Arbitration Award before the Hon. High Court at Mumbai.

Since then, the Single Judge of the Hon. High Court at Mumbai has decided the challenge filed by the said caprihans vide its judgment dated 3rd June, 2019 interalia holding that:-

(a) the majority award rejecting Caprihans claim for cost of construction at" 3,100 per sq. ft. is set aside; (b) the liability of the Company to pay interest on the unpaid cost of construction is subject matter of fresh Arbitration;

(c) the cost of litigation claimed by the said caprihans being discretionary, the decision of the Arbitrators rejecting the same is not required to be interfered. Against the said judgment of the Ld. Single Judge of the Hon. High Court at Mumbai, the Company has filed an appeal before the Division Bench of

the Hon. High Court.

The said caprihans have also filed an appeal before the Division Bench of the Hon. High Court challenging the judgment of the Ld. Single Judge.

The Company is of the view that, at this juncture, since the matter is sub judice, the provision of "63.98 lacs will be adjusted in the year in which finality is reached.

6) Loss before Tax Sr. No Ill)" 118.07 lakhs relates to Continuing operations and Loss before Tax Sr. No (VI) "143.18 lakhs relates to Discontinued operations aggregating to "261.25 lakhs is shown in Sr. No (2h} per Segment Results.

7) In view of losses for the period ended 30th June 2019, no provision for Income Tax and Minimum Alternate Tax under Section llSJB of income Tax Act, 1961 are required to be made.

8) There was no investor complaint pending at the beginning of the quarter. During the quarter ended 30th June 2019, the Company has received no

complaints and hence no complaint is pending as at 30th June 2019.

9) Figures for the earlier periods have been regrouped I reclassified wherever necessary.

Mumbai !:::::r Dated : 7th August 2019 Executive Director

M.A. PARIKH & CO. CHARTERED ACCOUNTANTS

In-;kQendent Auditor's Review Report on Quarterly Financial Results of the Company Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

lo, Bomd of Directors I lindooslan Mills Limited

1. We have reviewed the accompanying statement of 'Un-audi ted financial results' of l lindooslan Mi lls Limited for tlw quarter ended 30th June, 2019 (hereinafter referred lo as 'Statement'). This SlalL'ment is being submitted pursuant lo the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, read with SEBI Circular No. CIR/CFD/CMD1/44/2019 dated 29th March, 2019.

") This Slalemenl which is lhe responsibility of the Company's Managem.::1tl has been prepared in accordann' wi th recognition and measurement principles laid down in Indian Accounting Standard (Ind AS) 34 on "fnlerim financia l Reporting", prescribed under sec lion 131 of the Companiec; Act, 2013 read with relevant rules issued thereunder, and other accounting principles generally <1cccplcd in India and has been approved by the Board of Directors. Our responsibility is lo issue a rL'porl on this Slalemenl based on our limited review.

'.'. We conduclL'd ou r review in accordance with lhe Standard on Rl'view Engagement (SRE) 2.+10, "Rt>vit•w of lnlL'rim Financial Information Performed by lhc lndqwndt'nl Auditor of llw Entity" issued by llw lnslitutt• of Chartt'rcd Accounlm1ts of India. This standard rt'quin•s that Wt' pltln and perform lhc rt•view lo obtain modt•rate assurance as lo whether the financial statements an• fn't' of material misslalemenl. A review is limited primarily to inquiries of company per<,onrwl and analytical procedures applied lo financial data and thus provide less assural"ce than an audit. WL' have nol performed an audit and accordingly, we do not express an audit opinion.

4. Based on our review conducted as above nothing has come lo our allenlion that ca11st'S us lo beli~·vt> that the accompanying statement, prepared in accordance with llw aforesaid Indian Accounting Standards and other accounting principles generally accepted in India, has not disclost•d the information required lo be disclosed in terms of Regulation 33 of lhe SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015, as modified by Circular No. CIR/CFD/CMDl/44/2019 dated 291h March, 2019, including lht' manner in which it is lo be disclosed, or that il contains any material misslalcmenl.

P!ace: Mumbai Dale: 7th August, 2019

For M. /\..Parikh & Co Chartered Accountants r:irm Rt'g. No. l 07556W

Mukul Patel P ,utnt>r

Membership No. o:n.+8<.J UDIN: 19032489AAAAAB9576

YUSUF BUILDING, 2ND FLOOR, 43, MAHATMA GANDHI ROAD, FORT, MUMBAI - 400 001. PHONE: 2204 1018 • 2204 38:50 • 2202 9187 • 4004 0828 • 2202 9731 • E-MAIL : map@maparikh.co.in