June 24, 2020 The Secretary BSE Limited PJ Towers, Rotunda Bldg., Dalal Street, Fort Mumbai 400 001 Scrip Code: 500414 Subject: Outcome of Board Meeting Dear Sir(s) Please be informed that the Board of Directors has, in its meeting held today i.e. June 24, 2020 inter-alia, considered and approved the Audited Financial Results of the Company for the quarter and year ended on 31st March, 2020. In compliance with Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith the Audited Financial Results for the quarter and year ended on 31st March, 2020 along with the Auditors’ Report thereon with unmodified opinion, the declaration for the same is attached herewith for your reference. Time of Commencement of Board Meeting: 4.45 p.m.

Time of conclusion of Board Meeting: 7.15 p.m.

The above results are also being disseminated on Company’s website at www.timexindia.com. This is for your kind information and record. Thanking you, For Timex Group India Limited Sd/- Dhiraj Kumar Maggo GM-Legal, HR & Company Secretary

Mobile No. 9811913082

Deloitte Haskins & Sells LLP

Chartered Accountants 7"' Floor, Building 10, Tower B DLF Cyber City Complex DLF City Phase - II Gurugram - 122 002 Haryana, India

Tel: +91 124 679 2000 Fax: +91 124 679 2012

INDEPENDENT AUDITOR'S REPORT ON AUDIT OF ANNUAL FINANCIAL RESULTS AND REVIEW OF QUARTERLY FINANCIAL RESULTS

TO THE BOARD OF DIRECTORS OF

TIMEX GROUP INDIA LIMITED

bulls Finance Centre. Tower 3, 27'"- 32M Floor, Senapati Bapat Marg. Elphinstone Road (West}, Mumbai - 400 013, Maharashtra. India.

i'Nl:~~cation No. MB-8737)

Deloitte Haskins & Sells LLP

Emphasis of Matter

We draw attention to Note 3 to the financial results, which indicate that COVID-19 global pandemic has adversely impacted the operations of the Company. Further, the Company has incurred a net loss of Rs. 180 lakhs during the year ended 31st March, 2020 and has accumulated losses of Rs. 6,903 Lakhs as at 31st March, 2020, which have resulted in erosion of the equity of the Company. These events or conditions, along with other matters as set forth in Note 3, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. However, the financial results of the Company have been prepared on a going concern basis for the reasons stated in the said Note.

Our opinion is not modified in respect of this matter.

Management's Responsibilities for the Statement

This Statement which includes the Financial Results is the responsibility of the Company's Board of Directors and has been approved by them for the issuance. The Financial Results for the year ended March 31, 2020 has been compiled from the related audited financial statements . This responsibility includes the preparation and presentation of the Financial Results for the quarter and year ended March 31, 2020 that give a true and fair view of the net loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Financial Results that give a true and fair view and is free from material misstatement, whether due to fraud or error.

In preparing the Financial Results, the Board of Directors are responsible for assessing the Company's ability, to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the financial reporting process of the Company.

Auditor's Responsibilities

(a) Audit of the Financial Results for the year ended March 31, 2020

Our objectives are to obtain reasonable assurance about whether the Financial Results for the year ended March 31, 2020 as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Standalone Financial Results.

Deloitte Haskins & Sells LLP

error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors.

• Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33 of the Listing Regulations .

• Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Company to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Annual Standalone Financial Results, including the disclosures, and whether the Annual Standalone Financial Results represent the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the Annual Financial Results of the Company to express an opinion on the Annual Standalone Financial Results.

Materiality is the magnitude of misstatements in the Annual Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Annual Financial Results may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Annual Financial Results.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

(b) Review of the Financial Results for the quarter ended March 31, 2020

We conducted our review of the Financial Results for the quarter ended March 31, 2020 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 ICAI. A review of interim financial information consists of making inquiries, primarily of the Company's personnel 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 SAs specified under section 143(10) of the Act 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.

Other Matters

• As stated in Note 6 of the Statement, the figures for the corresponding quarter ended March 31, 2019 are the balancing figures between the annual audited figures for the year then ended and the year to date figures for the 9 months period ended December 31, 2018. We have not issued a separate limited review report on the results and figures for the quarter ended March 31, 2019.

Deloitte Haskins & Sells LLP

• The Statement includes the results for the quarter ended March 31, 2020, being the balance figure between audited figures in respect of the full financial year and the published year to date figures up to the third quarter of the current financial year which were subject to limited review by us.

• Due to COVID-19 related lockdown, we were not able to attend the physical verification of inventory carried out by the Management subsequent to the year end. Consequently, we have performed alternate audit procedures to audit the existence of inventory as per the guidance provided in SA 501 "Audit Evidence- Special Consideration for Selected Items" and have obtained sufficient appropriate audit evidence to issue our opinion on these financial results.

Our report is not modified in respect of the above matters.

Place: New Delhi

Date: 24 June 2020

For DELOITTE HASKINS & SELLS LLP

Chartered Accountants

(Partner)

(Membership No. 105546)

(UDIN: 20105546AAAABS5351)

Sr.

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TIMEX GROUP INDIA UNITED Registered OITice: 106-107, Ambadeep, 14, K 6 Narg, New Delhl-110001

Telephone No: +111-11-410212117 1 Email: feedbackOtlmexlndia.com Website: www.timexindia.com I CIN: L33301DL1988PLC033434

STATEMENT OF FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED MARCH 31, 2020

Particulars Quarter ended Refer note 5 Unaudited Refer note 5

March 31, December 31, March 31, 2020 2019 2019

Revenue from operations 5,146 6,951 5,820

Other Income 1 21 11

Total Income (1+2) 5,147 5,1172 5,831

Expenses a. Cost of materials consumed 2,132 2,594 3,078

b. Purchases of stock-In-trade 1,172 573 226

c. Changes In Inventories of finished goods, work-In-progress and stock-In- (603) 907 (376) trade

d. Employee benefits expense 774 792 798 e. Finance costs 52 65 39 r. Depreciation and amortisation expense 72 76 44 g. other expenses 2,107 1,656 1,483 Total ex pen•• • ( 4 ) 5,706 5,553 5,2114

Prof'otl (lou ) before exceptional items and tax (3-4) (5511) 3011 537

Exceptional Items - - -

Prof"ot I (loss) before tax (5·5) (5511) 3011 537

Tax expense - - 19

Profit I (lou) for the period (7-8) (559) 309 518

Other Comprehensive Income

Items that will not be reclassified to profit or loss - Gain I (loss) on defined benefit obligations (9) 3 (11)

Total Other Comprehen11ive I ncome (II) 3 (11)

Total Comprehensive I ncome for the period (11+11) ( 558) 312 507

Paid-up equity share capital (Re. 1 each fully paid-up) 1,010 1,010 1,010

Other equity

Earnings per share (not annuallsed) -Basic (0.77) 0.09 0.29 -Diluted (0.77) 0.09 0.29

# Amount is below rounding off threshold adopted by the Company

I

(Rs. in lakhsl Year ended Year ended

Audited Audited March 31, March 31,

2020 20111 25,190 24,163

39 27 25, 2211 24,1110

10,666 10,468 3,387 1,391

(79) 715

3,148 2,919 280 158 297 160

7,688 7,544 25,4011 23,355

(180) 835

- -

(180) 835

- 89

(180) 746

0# (26)

- (211)

(180) 720

1,010 1,010

1,058 1,238

(1.03) (0.11) (1.03) (0.11)

Balance •heet a• at March :n, 2020 (Rs. In lakhs)

Particulars .Uat .U at March 31, March 31,

2020 2019

Audited Audited

ASSETS Non-current as•et. Property, plant and equipment 730 736

Capital work-In-progress - -Right of Use assets (refer note 5) 1,405 -Investment pnoperty - -Goodwill - -Other Intangible assets 122 101

Intangible assets under development - -Biological assets other than bearer plants - -Ananclal assets

Investments -Trade receivables - -Loans - -Other financial assets 91 128

Deferred tax assets (net) - -Tax assets (net) 42 123

Other non-current assets 21 179

Total non-current unt. 2,411 1,267

Current assets Inventories 4,256 4,548

Financial Assets Investments - -Trade receivables 6,270 5,350 Cash and cash equivalents 17 216 Bank balances other than "cash and cash equivalents" 2 2 Loans - -other financial assets 32 10

Tax assets (net) - -Other current assets 1,287 793 Total current 1uet. 11,164 10,11111

TOTAL ASSETS 14,275 12,186

EQUITY AND LIABILITIES Equity

Equity share capital 1,010 1 010 other equity 1,058 1 238

Total equity 2,068 2,248

Llabllltiu Non-current liabilities Financial liabilities

Borrowings - -Lease-liabilities (refer note 5) 1,191 -Trade payabies - -Other nnancial liabilities - -

Provisions 718 641 Deferred tax liabilities (net) - -Other non·current liabilities 6 12 Total non-current liabilities 1,1115 653

Current liabilities Financial Liabilities

Borrowings 2,042 2,687 Lease- liabilities (refer note 5) 93 -

Trade payables

total outstanding dues of micro enterprises and small enterprises 240 1 7 6

total outstanding dues of creditors other than micro enterprises and 6,343 5,137 small enterprises

other nnancial liabilities 838 763 Provisions 253 188 Tax liability (net) - 89 Other current liabilities 483 245 Total current liabilities 10,292 11,285

TOTAL UABIUTIES 12,207 11,1138

TOTAL EQUITY AND LIABll.ITIES 14,275 12,186

Cash now sbltement for the year ended March 31, 2020 (IU In lakhs)

Year ended Year ended particulars March 31, March 31,

2020 2019

A CASH FLOW FROM OPERAnNG AcnvrriES Profit before tax 180 835 Ad ustments for:

Interest income 30 4 Uablllt lesl provlslons no lon~er reoulred written back 4 25' Grant Income 6 6 Finance costs 280 158 Depreciation and amortisation exp~enses 297 160 Net loss on sale I discarding of propertY, Jllant and eouloment 0 # 6 Assets wntten off 1 12 Bad debts written off - 48 Provision for doubtful debts 187 7 Net unreallsed currency exchanae fluctuation loss 150 9 1

Chances In worklna caoltal: Ad ·ustments for Increase decrease In ooeratlno assets

Inventories 292 490 Trade receivables (992} 1 267 Other financial assets Current 22 1 Other financial assets Non-current 1 LJJl Other assets Current 496 74 Other assets Non-current 16 17

Ad ustments for Increase 1 decrease In operating liabilities Trade payables 1009 1407 Other financial liabilities Current 75 17 Provisions Current 65 7 Provisions (Non-current) 77 97 Other liabilities Current 238 50 other liabilities Non-current - -

Cash generated I' outflow from operations 958 641

Income taxes paid net of refunds 8 -Net cash generated /Cused In operating activities 950 641

B CASH FLOW FROM INVESTING AcnvinES

Interest received 28 4 Bank balances not considered as cash and cash equivalents 0 # -Payment for purchase of property, plant and equipment and other (176) (453) Intangible assets Proceeds from disposal of property, plant and eaulpment 0 # 4

Net cash generated used In Investing activities 148) C445l

c CASH FLOW FROM FINANCING AcnvrriES

Net proceeds repayment from borrowlnas Current 645 1142) Repayment of lease liability 153) -Net proceeds repayment or loan from related oartv - -Finance costs_p~ld 203 160

Net cash generated uaed) In financing activities 1001 302

Net Increase decrease} in cash and cuh equivalents A+B+ C) 199 106

Cash and cash eoulvalents at the bealnnlno of the vear 216 322

Cash and cash eoulvalents at the end of the year 17 216

Note: Comuonent of cash and cash eaulvalents :

Balances with Banks -In current accounts 3 1 Cheoues drafts on hand 13 215 Cash on hand 1 -

c .. h In cash eaulvalents In cash flow sbltements 17 2111

# Amount Is below roundlna off threshold adopted by the Company

I

NOTES TO FINANCIAL RI!SULTS FOR THI! QUARTER AND YEAR I!NDED MARCH 3 1, 2020:

1 The above results were reviewed by the Audit Committee and approved by the Board of Directors In their meeting held on June 24, 2020. The results for the quarter and year ended March 31, 2020 have been reviewed by the statutory auditors as per Regulation 33 of SEBI (Ustlng Obligations and Disclosure Requirements) Regulations, 2015.

2 These results have been prepared In accordance with the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 20 13 and other recognised accounting practices and policies to the extent applicable.

3 On account of nationwide lockdown Imposed by the Government to contain COVID-19 Global health pandemic In March, 2020 and In compliance with the directives/orders issued by the relevant authorities, the operations of the Company have been adversely Impacted. The Company has estimated and recognised an additional credit allowance of Rs. 164 lakhs on certain current assets, on account of the anticipated effect of the COVID- 19 global health pandemic. Management believes that It has taken into account all the possible Impact of known events arising from COVI0-19 Global health pandemic till date of approval of these financial results. The Impact assessment of COVID-19 Is a continuing process given the uncertainties associated with Its nature and duration and actual results may differ materially from these estimates. The Company will continue to monitor any material changes to future economic condit ion and any significant Impact of these changes would be recognised In the financial statements as and when these mater1al changes to economic condition arise. The Company has reported a loss before tax of Rs. 180 lakhs during the year ended March 31, 2020 (Previous year profit before tax of Rs. 835 lakhs) and this has further eroded equity of the company. Accumulated losses as at March 31, 2020 are at Rs. 6,903 lakhs (As at March 31, 2019 was at Rs.6,723 lakhs) and this has resulted In erosion of the equity of the Company.

The above conditions Indicate existence of material uncertainty that may raise significant doubt about the ability of the Company to continue as a going concern and, therefore, It may be unable to realise Its assets and discharge Its liabilities In the normal course of business. As per current business plan approved by the Board of Directors, taking Into considerations the current economic condition , the management believes that the funding requirements of the Company will be met through funds from operations and bank borrowings upto Rs. 3,559 lakhs, which have been guaranteed by Tanager Group B.V. (former1y known as Timex Group B.V.), the Intermediate Holding Company. The Company has been delivering growth In revenue with Improved operational efficiency In past and expects growth In Its operations In future post COVID-19 situations with continuous Improvement In the operational efficiency. In view of the above, the use of going concern assumption has been considered appropriate by the Board of Directors In preparation of financial results of the Company.

4 The Company Is primarily In the business of manufacturing and trading of watches and rendering of related after sales service (" Watches"). The other activities of the Company comprises of providing Information & technology support services to the group companies. The Income from these other activities Is not material In financial terms. The Managing Director of the Company, who has been Identified as being the chief operating decision maker (CODM), evaluates the Company's performance, allocate resources based on the analysis of the various performance Indicators of the Company as a single unit. Therefore there Is no reportable segment of the Company.

5 Ind AS 116 - Leases, has become applicable effective annual reporting period beginning April 1, 2019. The Company has adopted the standard beginning April 1, 2019, using the modified retrospective approach method along with the transition option to recognise Right-of-Use asset (ROU) at an amount equal to the lease liability. Accordingly, comparatives for the year ended March 31, 2019 have not been retrospectively adjusted. This has resulted In recognising a " Right of use asset'" of Rs. 766 lakhs and a corresponding "Lease liability" of Rs. 766 lakhs as at April 1, 2019. Further, In respect of leases that were classified as operating leases, applying Ind AS 17, Rs. 153 lakhs has been reclassified from "Other assets• to "Right of use asset•. As on April 1, 2019 the Company has reclassified Other financial assets of Rs. 27 Lakhs to Right of use assets

Consequently In the statement of profit and loss for the current per1od, the nature of expenses In respect of operating leases has changed from "Rent• I "Other expenses• in previous period to " Depreciation and amortisation expense• for the right of use assets and " Finance cost• for Interest accrued on lease liability. As a result the "Rent" 1 "Other expenses· , •Depreciation and amortisation expense• and " Finance cost• of the current period is not comparable to the earlier periods.

To the extent the performance of the current period Is not comparable with previous period results, the reconciliation of above effect on statement of profit and loss for the quarter and year ended March 31, 2020 are as under:

Quarte r ended Changes due to Quarter ended March 31, 2020 Ind AS 116 March 3 1, 2020

Adj un ments to lncre .. e I ( decrease) In net profit (comparable Increase/ (as reported) basis} (decrease}

Other Expenses 2,155 (48) 2,107

Depreciation and Amortisation expense 33 39 72

Finance cost 28 24 52

Profit before tax (544} ( 15} ( 559)

(Rs. in lakhs) Year ended Changes due to Year ended March

March 31, 2020 Ind AS 1 16 31, 2020

Adjustments to Increase 1 ( decrease} In net profit (comparable Increase/ (as reported} basis} (decrease)

Other Expenses 7,841 (153) 7,688

Depreciation ana Amortisation exPense 170 127 297 Finance cost 203 77 280

Profit before tax ( 129) (51) (180}

fii The figures ror the quarter ended March 31 are balancing figures between the aualted figures In respect or rull year and unduelltc:d figure~ upto nine month:~ ended occ:c:mbcr 3l.

Place: Naida Date : June 24, 2020 I Sharmlla Sahal

~MQt•Q Director

June 24, 2020 The Secretary BSE Limited PJ Towers, Rotunda Bldg., Dalal Street, Fort Mumbai 400 001 Scrip Code: 500414

Subject: Declaration pursuant to Regulation 33(3)(d) of the Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2016

Pursuant to the provisions of Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, read with SEBI Circular CIR/CFD/CMD/56/2016 dated May 27, 2016, on “Disclosure of the Impact of Audit Qualification by Listed Entities”, we hereby confirm and declare that M/s Deloitte Haskins & Sells LLP, Chartered Accountants, (Firm Registration No. 117366W/ W - 100018), the Statutory Auditors of the Company have issued the Audit Report with unmodified opinion with respect to Audited Financial Results of the Company for the year ended on 31st March 2020.