Talwalkars Better Value Fitness reported a net loss of ₹843.85 lacs for the quarter ended September 30, 2020, as revenue from operations remained at ₹0.00 lacs due to suspended operational activities. The unaudited standalone financial results for Q2FY21 were reconstructed and submitted by the company's newly reconstituted management following the acquisition of the company as a going concern. The independent auditor, S K Bhavsar & Co., stated that the financial results were prepared on a "best-effort basis" as the current management did not have access to complete books of accounts, original vouchers, or underlying IT servers for the historical period.

The company underwent Corporate Insolvency Resolution Process (CIRP) and subsequent liquidation proceedings during the historical periods. Control was transferred to the Successful Bidder on November 7, 2024, via a Sale Certificate dated January 23, 2025. Due to the complete non-availability of primary records, the auditor was unable to conduct physical verification of fixed assets and inventories, ascertain potential impairment under Ind AS 36, or independently verify historical balances of trade receivables, cash and bank balances, loans, advances, trade payables, borrowings, and statutory dues. Consequently, the auditor did not express any conclusion on the accompanying statement of unaudited standalone financial results.

Financial Performance

The total income for the quarter stood at ₹0.00 lacs, compared to ₹0.00 lacs in the preceding quarter ended June 30, 2020, and ₹628.10 lacs in the quarter ended September 30, 2019. Total expenses for Q2FY21 were reported at ₹843.85 lacs, remaining consistent with the previous quarter. The company reported a loss before tax of ₹843.85 lacs for the period. The earnings per share (EPS) for continuing operations was a loss of ₹2.72, compared to a loss of ₹2.72 in the preceding quarter.

Regulatory and Legal Context

The financial results were reviewed by the Audit Committee and approved by the Board of Directors at their meeting held on May 30, 2026. The auditor drew attention to an NCLT Order dated February 26, 2026, pursuant to which all pre-transfer dues and liabilities have been permanently extinguished, and the existing equity share capital stands cancelled. Consequently, the company has adopted Fresh Start Accounting effective from the Transfer Date of November 7, 2024. The auditor noted that their conclusion is not modified in respect of this matter.

The company stated that it is primarily engaged in the business of operating fitness centres. As the business activities fall within a single primary business segment, the disclosure requirements of Ind AS 108 "Operating Segments" are not applicable. The results for the period from September 2019 to December 2024 pertain to the historical period prior to the acquisition, and the reconstituted Board does not take responsibility for the accuracy or completeness of the underlying financial data from this pre-acquisition period.

Talwalkars Better Value Fitness Limited reported a net loss of ₹546.46 lacs for the quarter ended March 31, 2020, in its audited standalone financial results. The company recorded zero revenue from operations for the quarter, while total expenses stood at ₹865.70 lacs, driven primarily by depreciation and amortisation expenses of ₹865.70 lacs. For the financial year ended March 31, 2020, the net loss widened to ₹3,997.46 lacs on total revenue of ₹947.34 lacs.

The independent auditor, S K Bhavsar & Co, issued a disclaimer of conclusion on the financial results. The auditor stated that the current management, which acquired the company via a Sale Certificate dated January 23, 2025, did not have access to complete books of accounts, original vouchers, or underlying IT servers for the historical period under review. Consequently, the financial results were reconstructed on a best-effort basis. The auditor was unable to conduct physical verification of fixed assets and inventories, ascertain potential impairment under Ind AS 36, or independently verify historical balances of trade receivables, cash and bank balances, loans, and statutory dues.

The company disclosed that it was under the control of the erstwhile defaulting management, the Resolution Professional, and subsequently the Liquidator during the period under review. Operational activities were suspended during this time. The audit report highlighted that the framework for Internal Financial Controls and routine SEBI LODR compliances were not fully operational during the transitional phase, preventing the determination of the cumulative impact of these scope limitations on the financial statements.

Financial Results for Q4FY20

The company's Corporate Insolvency Resolution Process (CIRP) was initiated on January 11, 2021, by the Hon'ble NCLT, Mumbai Bench, following an application by Axis Bank Limited. As no resolution plan was received, the company entered liquidation proceedings on April 28, 2022. The company was subsequently sold as a going concern via e-auction on August 16, 2024, with the Sale Certificate issued on January 23, 2025, and ownership transferred on November 7, 2024.

An Emphasis of Matter paragraph in the auditor's report referred to the NCLT Order dated February 26, 2026. Pursuant to this order, all pre-transfer dues and liabilities have been permanently extinguished, and the existing equity share capital stands cancelled. Consequently, the company has adopted Fresh Start Accounting effective from the Transfer Date of November 7, 2024. The reconstituted Board of Directors approved these financial results on May 30, 2026.