Date: January 14, 2022

To,

BSE Limited

National Stock Exchange of India Ltd.,

Corporate Relations Department

Exchange Plaza, 5th Floor,

P J Towers, Dalal Street

Plot No. C/1, G Block,

Mumbai 400 001

Bandra‐Kurla Complex,

Bandra (East),

Mumbai - 400 051.

Ref: Scrip Code ‐ BSE: 517536 NSE: ONWARDTEC

Subject: Unaudited Standalone & Consolidated Financial Results for the quarter and nine months ended December 31, 2021.

Dear Sir,

Pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company have approved and taken on record, inter alia, unaudited Standalone and Consolidated financial results of the Company for the quarter and nine months ended December 31, 2021.

The Board Meeting commenced at 11.50 A.M. and the above matters were concluded at 01:00 PM.

A copy of the Results along with Limited Review Report of the Auditors of the Company, as required under Regulation 33 of the Listing Regulations, is enclosed herewith.

Kindly acknowledge the receipt of the same.

For Onward Technologies Limited

DIMPLE CHAUHA N

Digitally signed by DIMPLE CHAUHAN Date: 2022.01.14 14:09:22 +05'30'

Dimple Chauhan

Company Secretary

Encl: As above

Regd. address. : 2nd floor, Sterling Centre, Dr. A.B. Road, Worli, Mumbai 400018. Tel: +91 22 24926570

CIN: L28920MH1991PLC062542 | email: info@onwardgroup.com| website: www.onwardgroup.com

Mumbai | Pune | Chennai | Bengaluru | Chicago | Detroit | Cleveland | London | Frankfurt | Amsterdam | Toronto

To,

The Board of Directors Onward Technologies Limited 2nd Floor, Sterling Centre,

Dr. Annie Besant Road, Opposite Atria Mall, Worli, Mumbai - 400018

  1. We have reviewed the unaudited consolidated financial results of Onward Technologies Limited (the "Parent"), and its subsidiaries (the parent and its subsidiaries hereinafter referred to as the "Group"), for the quarter ended December 31, 2021 and the year-to-date results for the period April 01, 2021 to December 31, 2021 which are included in the accompanying "Statement of Consolidated unaudited Financial Results for Quarter and Nine months ended December 31, 2021" (the "Statement"). The Statement is being submitted by the Parent pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").
  2. This Statement, which is the responsibility of the Parent's Management and has been approved by the Parent's
    Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the
    Companies Act, 2013, and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.
  3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410
    "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. This Standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33 (8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, to the extent applicable.
  4. The Statement includes the results of the following entities:

Sr. No.

Name of Entity

Relationship

1

Onward Technologies Limited

Parent

2

Onward Technologies Inc

Subsidiary

3

Onward Technologies GmBH

Subsidiary

4

Onward Technologies B.V

Subsidiary

5

Onward Technologies Canada Inc.

Subsidiary

6

NV Pune Technology Park Private Limited

Subsidiary

5. Based on our review conducted and procedures performed as stated in paragraph 3 above nothing has come to our attention that causes us to believe that the accompanying Statement has not been prepared in all material respects in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India and has not disclosed the information required to be disclosed in terms of Regulation 33 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

Price Waterhouse Chartered Accountants LLP, 7th Floor, Tower A - Wing 1, Business Bay, Airport Road Yerwada, Pune - 411 006

T: +91 (020) 41004444, F: +91 (020) 41006161

Registered office and Head Office: Sucheta Bhawan, 11A Vishnu Digambar Marg, New Delhi - 110002

Price Waterhouse (a Partnership Firm) Converted into Price Waterhouse Chartered Accountants LLP (a Limited Liability Partnership with LLP identity no: LLPIN AAC-5001) with effect from July 25, 2014. Post its conversion to Price Waterhouse Chartered Accountants LLP, its ICAI registration number is 012754N/N500016 (ICAI registration number before conversion was 012754N)

Onward Technologies Limited

Report on Consolidated Financial Results for the quarter ended December 31, 2021

Page 2 of 2

6. The unaudited consolidated financial results include the interim financial results of four subsidiaries which have not been reviewed by their auditors, whose interim financial results reflect total revenue of Rs. 267.42 Lacs and Rs. 755.65 lacs, total net profit/(loss) after tax of Rs. 9.93 lacs and Rs. (62.86) lacs and total comprehensive income / (loss) of Rs. 12.38 lacs and Rs. (60.70) lacs for the quarter ended December 31, 2021 and for the period from April 01, 2021 to December 31, 2021, respectively, as considered in the unaudited consolidated financial results. According to the information and explanations given to us by the Management, these interim financial results are not material to the Group. Our conclusion on the Statement is not modified in respect of the above matter.

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 012754N/N500016

NEERAJ BALKRISHAN SHARMA

Digitally signed by NEERAJ BALKRISHAN SHARMA Date: 2022.01.14 13:54:28 +05'30'

Neeraj Sharma

Partner

Membership Number: 108391

UDIN: 22108391AAAAAC7874

Pune

Date: January 14, 2022

Onward Technologies Limited

Corporate Identity Number: L28920MH1991PLC062542

Registered Office: Sterling Centre, 2nd Floor, Dr. A. B. Road, Worli, Mumbai - 400 018, India.

Tel: +91 22 2492 6570

E-mail: investors@onwardgroup.com Website: www.onwardgroup.com

STATEMENT OF CONSOLIDATED UNAUDITED FINANCIAL RESULTS FOR THE QUARTER AND NINE MONTHS ENDED DECEMBER 31, 2021

(INR In lakhs)

Sr.

Particulars

December 31,

September 30,

December 31,

December 31,

December 31,

March 31, 2021

No.

2021

2021

2020

2021

2020

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

(Audited)

1

Revenue from operations

7,726.49

7,294.10

5,782.78

21,980.35

17,404.04

24,036.66

2

Other income (Refer note 7 and 8)

28.20

410.51

217.14

1,992.79

331.87

533.52

3

Total Income (1+2)

7,754.69

7,704.61

5,999.92

23,973.14

17,735.91

24,570.18

  • Expenses

a) Purchase of software licences

-

1.07

-

1.07

0.12

174.29

b) Employee benefits expense (Refer note 8 and 12)

5,737.03

5,438.63

4,557.85

17,057.18

13,754.93

18,897.20

c) Finance costs

25.55

23.83

63.68

71.92

190.57

232.38

d) Depreciation and amortisation expense

246.38

251.60

240.31

740.34

795.69

1,044.47

e) Other expenses (Refer note 10)

1,020.65

1,128.33

827.20

3,414.77

2,308.30

3,240.57

Total Expenses

7,029.61

6,843.46

5,689.04

21,285.28

17,049.61

23,588.91

5

Profit before tax (3-4)

725.08

861.15

310.88

2,687.86

686.30

981.27

6

Tax expense

a) Current tax

99.27

90.03

104.64

216.08

289.94

373.56

b) Deferred tax

127.77

212.21

(29.10)

425.67

(120.77)

(126.08)

Total tax expense/ (credits)

227.04

302.24

75.54

641.75

169.17

247.48

7

Net profit /(Loss) for the period (5 - 6)

498.04

558.91

235.34

2,046.11

517.13

733.79

8

Other comprehensive income, net of income tax

a) i) items that will not be reclassified to profit or loss

(4.44)

(12.48)

(12.74)

(13.32)

2.43

14.41

ii) income tax relating to items that will not be

1.12

3.14

2.13

3.35

(1.69)

(3.63)

reclassified to profit or loss

b) i) items that will be reclassified to profit or loss

(1.36)

(0.59)

(13.02)

12.36

(55.91)

(39.67)

ii) income tax relating to items that will be reclassified

-

-

-

-

-

-

to profit or loss

Total other comprehensive income, net of income tax

(4.68)

(9.93)

(23.63)

2.39

(55.17)

(28.89)

9

Total comprehensive income for the period (7+8)

493.36

548.98

211.71

2,048.50

461.96

704.90

10 Net Profit/ (loss) attributable to:

a) Owners

498.04

558.91

235.34

2,046.11

517.13

733.79

b) Non-controlling interests

-

-

-

-

-

-

11 Total comprehensive income attributable to:

a) Owners

493.36

548.98

211.71

2,048.50

461.96

704.90

b) Non-controlling interests

-

-

-

-

-

-

12

Paid-up equity share capital : (Face value INR 10 each) (Refer note 11)

2,193.47

1,758.74

1,628.50

2,193.47

1,628.50

1,633.88

13

Other equity

-

-

-

-

-

5,814.25

14

Earnings per share (of INR 10 each)

Basic: (in INR)

2.60

3.18

1.45

11.56

3.19

4.52

Diluted: (in INR)

2.52

2.84

1.39

11.13

3.08

4.35

Notes:

1 The statement has been reviewed by Members of the Audit Committee and approved by the Board of Directors at their meeting held on January 14, 2022.

2 The consolidated financial results include the results of Onward Technologies Limited (the Holding company) and its subsidiaries in USA, Germany, Netherland and Canada (together referred as "the Group").

3 This statement has been prepared in accordance with the Companies (Indian Accounting Standard) Rules, 2015 (Ind AS) prescribed under section 133 of the Companies Act, 2013 and rules amended from time to time.

4 The Group has only one operating segment which is Engineering Design and IT services. Accordingly, separate segment information is not required to be disclosed.

  • During the quarter and nine months ended December 31, 2021, the Group has issued 159,900 equity shares following the exercise of stock options by certain employees under the ESOP scheme, 2009 and has issued 36,000 equity shares following the exercise of stock options by certain employees under the ESOP scheme, 2019.

6 The Group has taken into consideration the impact of the known internal and external events arising from COVID-19 pandemic while preparing the financial information. As a part of such assessment, the Group has considered the recoverability of outstanding trade receivables, contract assets, impact of lease modifications, accounting for benefits received from governments and future cash flow position upto the date of approval of these financial results. The Group is confident of recoverability of assets as on December 31, 2021. However, the impact assessment of COVID 19 is an ongoing process and it's impact remains uncertain, given the uncertainties associated with its nature and duration. The impact of global health pandemic might be different from that estimated as at the date of approval of these financial results and the Group will continue to closely monitor any significant impact on the Group's financial position.

7 The Group had obtained a loan under Paycheck Protection Program ("PPP") in the USA. Total amount of INR 1,503.91 lakhs of such loan including interest accrued thereon was disclosed as borrowing. In the quarter ended June 30, 2021, the Group's application for forgiveness of such loan and the interest thereon is approved by the Small Business Authorities (SBA) on June 24, 2021. Accordingly, entire amount of such loan outstanding had been disclosed as "Other Income" in the statement of Profit and Loss.

8 The Group had assessed it's eligibility under the Employee Retention Credit relief available under The Coronavirus Aid, Relief and Economic Security Act (CARES Act) introduced by the USA Government and accordingly concluded that such benefit should be recorded once benefit is received from the Government. During the quarter and nine months ended as on December 31, 2021 amount of INR 289.89 lakhs and INR 996.70 lakhs has been recognised as other income and adjusted against employee benefit expenses, respectively. Such scheme has been discontinued with effect from September 30, 2021 as per recent notification from the Government.

  • The Code on Social Security, 2020 ('Code'), pertaining to employee benefits during employment and post-employment, received Presidential assent in September 2020. The ministry of Labour and employment has released draft rules for the code on Social security, 2020 on November 13, 2020. The new code may impact the existing employee benefit obligations of the Group. The Group will assess the impact and recognise it in its financial statements in the period in which the Code becomes effective and the related rules are notified.
  1. The Group had recognised export incentives amounting to INR 203.82 lakhs under the Service Exports from India Scheme, 2015 (SEIS Scheme) for services exported till March 31, 2020. In the view of uncertainty on account of delay in announcement by government about the specific details to claim such benefits, the Group had recognised provision in the quarter ended June 30, 2021. As per recent notification, the Group has initiated the process of filling such claim and such provision will be reversed after completion of scrutiny by the authorities.
  2. The Holding company had entered into an agreement on May 27, 2021 to make preferential allotment to Infinity Direct Holdings (the "investor"). As per the agreement, the Holding company, during the quarter ended June 30, 2021, had issued 1,100,000 equity shares each fully paid-up at a price of INR 130 (inclusive of face value of INR 10 each) per share for cash and 4,300,000 share warrants, each warrant convertible into one equity share of the Holding company, at a price per warrant of INR 130 (inclusive of face value of INR 10 each), convertible within 18 months from the date of allotment of such warrants. The Holding company received an approval from the shareholders in extra ordinary general meeting for such preferential allotment. During the quarter ended December 31, 2021, the Holding company has converted 4,300,000 share warrants into one equity share against each warrant. All the incidental expenses net of tax related to this preferential allotment amounting to INR 156.10 lakhs had been adjusted against other equity.
  3. During the previous year, the Holding company had reduced the salaries of their employees to manage the cashflows effectively in the view of COVID-19 outbreak. To compensate such deductions and in the view of performance of the current period, the Holding company has made a provision of one time incentive for the employees amounting to INR 285.55 lakhs during the quarter ended June 30, 2021.
  4. During the current quarter ended, the Group has acquired 100% equity of NV Pune Technology Park Private Limited ("NVPTPPL") on December 01, 2021 for a purchase consideration including incidental expenses of INR 1,719.90 lakhs. NVPTPPL owns single immovable property and therefore entire purchase consideration is allocated to the immovable property. Accordingly, this transaction is recorded as an asset acquisition net off incidental assets and liabilities acquired. All the inter company transactions that occurred post the acquisition date have been eliminated .
  5. Previous year/period figures have been regrouped/rearranged wherever considered necessary.

For and on Behalf of the Board of Directors

Onward Technologies Limited

JIGAR

Place : Mumbai

Jigar Mehta

HARISH

MEHTA

Date : January 14, 2022

Managing

Director

Digitally signed by

JIGAR HARISH MEHTA Date: 2022.01.14 14:19:54 +05'30'

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