DLF : STANDALONE RESULTS Q3

DLF Limited

Regd. Office: Shopping Mall, 3rd Floor, Arjun Marg, DLF City, Phase I, Gurugram - 122 022 (Haryana), India.

CIN - L70101HR1963PLC002484, Website : www.dlf.in

Tel.: [phone],Fax:[phone]

STATEMENT OF UNAUDITED STANDALONE FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED DECEMBER 31, 2020

							(₹ in crores)
SL	PARTICULARS	QUARTER ENDED	NINE MONTHS ENDED	YEAR ENDED
NO.		31.12.2020	30.09.2020	31.12.2019	31.12.2020	31.12.2019	31.03.2020
		(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Unaudited)	(Audited)

1 Income

	a) Revenue from operations	1,239.05	1,069.47	451.23	2,578.57	1,485.23	2,369.95
	b) Other income	64.19	263.51	213.96	443.48	2,429.94	2,544.86
	Total income	1,303.24	1,332.98	665.19	3,022.05	3,915.17	4,914.81
2	Expenses
	a)	Cost of land, plots, development rights, constructed properties and others	491.43	449.45	254.90	1,107.94	768.34	1,217.85
	b)	Employee benefits expense	44.00	47.23	43.03	138.04	134.53	206.14
	c)	Finance costs	124.48	151.59	144.06	436.30	438.45	590.31
	d)	Depreciation and amortisation expense	19.98	20.87	21.76	61.99	63.33	96.39
	e)	Other expenses	183.90	136.52	96.92	364.28	379.71	524.19
	Total expenses	863.79	805.66	560.67	2,108.55	1,784.36	2,634.88
3	Profit before exceptional items and tax (1-2)	439.45	527.32	104.52	913.50	2,130.81	2,279.93
4	Exceptional items (net)	-	(45.36)	541.02	(45.36)	1,283.84	1,186.17
5	Profit before tax	439.45	481.96	645.54	868.14	3,414.65	3,466.10

6 Tax expenses *

	(a)	Tax expenses for the period/year	133.01	84.03	43.82	203.77	73.36	56.85
	(b)	DTA reversal on account of adoption of new tax rate	-	-	-	-	-	1,144.94
7	Net profit for the period /year (5-6)	306.44	397.93	601.72	664.37	3,341.29	2,264.31

8 Other comprehensive income/(loss)

	a)	Items that will not be reclassified to profit and loss in subsequent period	0.84	2.57	0.51	2.50	1.54	(4.59)
	b)	Income tax relating to items that will not be reclassified to profit and loss	(0.21)	(0.65)	(0.18)	(0.63)	(0.54)	1.16
	c)	Items that will be reclassified to profit and loss in subsequent period	-	-	-	-	-	-
	d)	Income tax relating to items that will be reclassified to profit and loss	-	-	-	-	-	-
	Other comprehensive income/(loss)	0.63	1.92	0.33	1.87	1.00	(3.43)
9	Total comprehensive income for the period / year (7+8)	307.07	399.85	602.05	666.24	3,342.29	2,260.88
10	Paid-up equity share capital (face value of ₹ 2 per share)	495.06	495.06	495.06	495.06	495.06	495.06
11	Other equity						26,309.56
12	Earnings per equity share (face value of ₹ 2 per share) (not annualised)
		Basic (₹)	1.24	1.61	2.43	2.68	13.88	9.34
		Diluted (₹)	1.24	1.61	2.43	2.68	13.68	9.24

* Tax expense includes current tax , deferred tax and minimum alternate tax.

Notes to the Standalone Financial Results

1. The above unaudited standalone financial results of DLF Limited ('the Company') have been reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on January 29, 2021. The statutory auditors have carried out Limited Review of above financial results of the Company.
2. These standalone financial results have been prepared in accordance with the recognition and measurement principles of Indian Accounting Standards (Ind AS) as notified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015 as amended.
3. The Company's business activities which are primarily real estate development and related activities falls within a single reportable segment as the management of the Company views the entire business activities as real estate development. Accordingly, there are no additional disclosures to be furnished in accordance with the requirement of Ind AS 108 - Operating Segments with respect to single reportable segment. Further, the operations of the Company is domiciled in India and therefore there are no reportable geographical segment.
4. Key Pending matters:
5. 1. The Competition Commission of India (CCI) on a complaint filed by the Belaire / Park Place owners association had passed orders dated August 12, 2011 and August 29, 2011 wherein the CCI had imposed a penalty of ₹ 630 crores on DLF Limited ("DLF" or "the Company") or, restraining DLF from formulating and imposing allegedly unfair conditions with buyers in Gurugram and further ordered to suitably modify the alleged unfair conditions on its buyers.
      The said orders of CCI were challenged by DLF on several grounds by filing appeals before the Competition Appellate Tribunal (COMPAT). The COMPAT, pending hearing and till final orders had granted stay on demand of penalty of ₹ 630 Crores imposed by CCI.
      COMPAT vide its order dated May 19, 2014 accepted the arguments of DLF that since the agreements were entered into prior to coming into force of section 4 of the Competition Act, 2002, the clauses of the agreements entered in 2006-07 could not be looked into for establishing contravention of section 4 of the Competition Act, 2002, however COMPAT held that the Company is a dominant player in Gurugram being the relevant market and has abused its dominant position in relation to certain actions which is violative of Section 4 of the Competition Act, 2002 and has accordingly upheld the penalty imposed by CCI.
      The Company had filed an appeal in the Hon'ble Supreme Court of India against the order dated May 19, 2014 passed by the COMPAT. The Hon'ble Supreme Court of India vide order dated August 27, 2014 admitted the Appeal and directed the Company to deposit penalty of ₹ 630 crores in the Court. In compliance of the order, the Company had deposited ₹ 630 crores with the Hon'ble Supreme Court of India and is continued to be shown as recoverable.
      The parties have requested for physical hearing of the matter before Hon'ble Supreme Court of India.

Notes to the Standalone Financial Results

1. During the year ended March 31, 2011, the Company, one of its subsidiaries and a joint venture company received judgments from the Hon'ble High Court of Punjab and Haryana cancelling the sale deeds of land/removal of construction relating to two IT SEZ/ IT Park Projects in Gurugram admeasuring 49.05 acres. The Company and the subsidiary companies filed Special Leave Petitions (SLPs) challenging the orders in the Hon'ble Supreme Court of India.
   The Hon'ble Supreme Court of India had admitted the matters and stayed the operation of the impugned judgments till further orders in both the cases.

Management believes there is reasonable likelihood of succeeding before the Hon'ble Supreme Court of India in matters stated in point (a) & (b) above based on the advice of the independent legal counsels. Pending the final decisions on the above matter, no adjustment has been made in these standalone financial results.

1. i) The Securities and Exchange Board of India ('SEBI') had issued a Show Cause Notice (SCN) dated 25 June 2013 under Sections 11(1), 11(4), 11A and 11B of the SEBI Act, 1992 ('the SEBI Act') read with Clause 17.1 of the SEBI (Disclosure & Investor Protection) Guidelines, 2000 ('DIP Guidelines') and Regulation 111 of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009 ('ICDR Regulations') inter alia alleging that the Company, some of its directors and its erstwhile Chief Financial Officer (CFO) while issuing its Red Herring Prospectus and Prospectus in 2007, had failed to ensure that the Offer Documents contained all material information which is true and correct, to enable the investors to make an informed investment decision in the Issue and actively and knowingly suppressed several material information and facts in the Offer Documents, leading to misstatements in the Offer Documents so as to mislead and defraud the investors in securities market in connection with the issuance of securities.

The Company filed its Reply to the aforesaid SCN denying the allegations contained therein. The Company participated in the personal hearings before the Hon'ble Whole Time Member of SEBI and thereafter filed written submissions in support of its case.

The Hon'ble Whole Time Member of SEBI however did not find favour with the position espoused by the Company and vide order dated October 10, 2014 restrained the Company, certain directors and its erstwhile CFO from accessing the securities market and prohibited them from buying, selling or otherwise dealing in securities, directly or indirectly, in any manner, whatsoever, for a period of three years.

The Company and other persons aggrieved by the order dated October 10, 2014 filed appeals before the Hon'ble Securities Appellate Tribunal ('Hon'ble SAT'), which vide majority order dated March 13, 2015 allowed all the appeals and the order dated October 10, 2014 passed by SEBI was quashed and set aside.

Assailing the Hon'ble SAT's order dated March 13, 2015, SEBI filed a statutory appeal under Section 15Z of the SEBI Act against the Company before the Hon'ble Supreme Court of India. One of the petitioners, who had sought to intervene in the Company's appeal before the Hon'ble SAT, also filed an appeal before the Hon'ble Supreme Court of India against the SAT Order dated March 13, 2015. On April 24, 2015, the Hon'ble Supreme Court of India admitted the appeals filed by SEBI and the petitioner against the Company and issued notice on interim application. No stay has been granted by the Hon'ble Supreme Court of India in favour of SEBI and petitioner.

In October 2015, SEBI filed applications before the Hon'ble Supreme Court in some of the pending civil appeals seeking, inter alia, restraint on the Company, its promoters and/or directors from proceeding with the sale of 15,96,99,999 Cumulative Compulsorily Convertible Preference

Notes to the Standalone Financial Results

Shares of DLF Cyber City Developers Ltd. held by the promoter group companies to third party institutional investors ('the Transaction').

The Petitioner "Kimsuk Krishna Sinha" has filed applications to withdraw various appeals filed against the Company and its subsidiaries. The withdrawal applications were allowed by the Hon'ble Supreme Court vide Orders dated July 30, 2020 and August 25, 2020.

1. SEBI issued a SCN dated August 28, 2013 under Sections 15HA and 15HB of the SEBI Act and under Rule 4 of the SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules,1995 ('Adjudication Rules') making allegations similar to the SCN dated June 25, 2013. The Company filed its Reply to the same opposing the allegations made against it. Similar SCNs were also issued to three subsidiaries, their directors and certain other entities.
   By way of order dated February 26, 2015, the Adjudicating Officer, SEBI imposed monetary penalties upon Company, some of its Directors, its erstwhile CFO, its three subsidiaries and their Directors under Section 15HA and under Section 15HB of the SEBI Act.
   The Company and other parties aggrieved by the aforesaid order filed appeals before the Hon'ble SAT against the aforesaid order dated February 26, 2015. When these appeals were listed before Hon'ble SAT on April 15, 2015, SEBI's counsel under instructions stated that during the pendency of the said appeals, the Order dated February 26, 2015 would not be enforced. The Hon'ble SAT vide its order passed on April 25, 2018 held that in view of Hon'ble SAT's majority decision dated March 13, 2015, the SEBI Order dated February 26, 2015 cannot be sustained.
   Accordingly, the Hon'ble SAT disposed off the appeals, along with an application for intervention filed by the petitioner with a direction that these appeals as well as the intervention application, shall stand automatically revived once the Hon'ble Supreme Court disposes of the civil appeals filed by SEBI against the Hon'ble SAT's judgment dated March 13, 2015.

Based on the advice of the independent legal counsel, management believes that there is reasonable strong likelihood of succeeding. Pending the final decisions on the above matter, no adjustment has been made in these standalone financial results.

The above litigations as mentioned in point 4 (a), (b) and (c) are subject matter of 'Emphasis of Matter' in Statutory Auditor's Limited Review Report.

5. The outbreak of corona virus (COVID-19) pandemic globally and in India is causing significant disturbance and slowdown of economic activity. Due to the lockdown announced by the Government, the Company's operations were suspended/slowed down during the lockdown period. The operations and economic activities have gradually resumed with requisite precautions and expected to return to normalcy in due course of time. The Company has taken into account the possible impact of COVID- 19 in preparation of the financial results, including its assessment of its liquidity position and recoverable value of its assets based on internal and external information up to the date of approval of these financial results and current indicators of future economic conditions. The Company will continue to closely observe the evolving scenario and take into account any future developments arising out of the same.