Talwalkars reports Q4FY24 loss amid auditor disclaimer

2 min read     Updated on 31 May 2026, 03:45 AM
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Talwalkars Better Value Fitness Limited reported a net loss of ₹1,153.10 lakh for Q4FY24, with zero revenue from operations and expenses driven by depreciation and liquidation costs. The auditor issued a disclaimer of opinion due to the unavailability of primary records, preventing verification of assets and liabilities. Following its acquisition and an NCLT order, the company has extinguished pre-transfer liabilities and adopted Fresh Start Accounting.

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Talwalkars Better Value Fitness Limited reported a net loss of ₹1,153.10 lakh for the quarter ended March 31, 2024, as the company continues to navigate the aftermath of its Corporate Insolvency Resolution Process (CIRP) and subsequent acquisition. The financial results, which show zero revenue from operations, were reconstructed by the newly reconstituted management on a best-effort basis due to the non-availability of primary books of accounts and original vouchers from the historical period under review. The independent auditor has issued a disclaimer of opinion on these standalone financial results, citing pervasive scope limitations that prevented the verification of assets, liabilities, and statutory dues.

Auditor Disclaimer and Data Limitations

S K Bhavsar & Co., the statutory auditor, stated in its review report dated May 30, 2026, that it was unable to conduct physical verification of fixed assets and inventories or ascertain potential impairment under Ind AS 36. The firm noted that the current management, which acquired the company via a Sale Certificate dated January 23, 2025, lacked access to underlying IT servers and comprehensive records. Consequently, the auditor could not independently verify trade receivables, cash and bank balances, loans, advances, trade payables, borrowings, or statutory dues. The report also highlighted the inability to evaluate the financial impact of shifting accounting bases during the CIRP and liquidation phases or confirm the accuracy of provisions for taxation and employee benefits.

Financial Performance for Q4FY24

The statement of audited standalone financial results reveals a total expense of ₹1,228.90 lakh for the quarter, driven primarily by depreciation and amortisation expenses of ₹815.60 lakh and liquidation expenses of ₹412.87 lakh. Other income for the period stood at ₹75.80 lakh, contributing to a total net revenue of ₹75.80 lakh. The company reported a basic and diluted loss per share of ₹0.37 for the quarter. For the year ended March 31, 2024, the net loss widened to ₹3,677.70 lakh, with total expenses for the year amounting to ₹3,753.50 lakh.

Balance Sheet and Cash Flow

The audited statement of assets and liabilities as of March 31, 2024, shows total assets at ₹30,256.96 lakh, a decrease from ₹36,403.55 lakh in the previous year. Non-current assets declined to ₹25,951.07 lakh from ₹31,981.62 lakh, primarily due to a reduction in property, plant, and equipment. Equity and liabilities stood at ₹30,256.96 lakh, with equity share capital recorded at ₹3,100.49 lakh. The cash flow statement for the year ended March 31, 2024, indicates a net decrease in cash and cash equivalents of ₹122.64 lakh, bringing the closing balance to ₹3,074.78 lakh.

Regulatory Background and Fresh Start Accounting

The company underwent CIRP initiated on January 11, 2021, followed by liquidation proceedings ordered by the Hon'ble NCLT, Mumbai Bench, on April 28, 2022. Operational activities were suspended during this period. The company was subsequently sold as a going concern, with control transferred to the Successful Bidder on November 7, 2024. Pursuant to an NCLT Order dated February 26, 2026, 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 Board of Directors approved these financial results on May 30, 2026.

Financial Metrics for Q4FY24 (₹ in Lakh)
Total Revenue (Net) 75.80
Total Expenses 1,228.90
Net Profit/(Loss) (1,153.10)
Basic EPS (0.37)
Depreciation & Amortisation 815.60
Liquidation Expenses 412.87

What is the management's strategic roadmap to resume full-scale operational activities and generate revenue following the suspension during the insolvency period?

How does the company intend to resolve the pervasive data limitations and lack of historical records to ensure clean audits in future reporting periods?

What specific capital allocation or restructuring plans are in place to address the high depreciation and amortisation expenses that are currently driving net losses?

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Talwalkars reports Q3FY24 loss of ₹827 lakh, auditor issues disclaimer

3 min read     Updated on 31 May 2026, 03:38 AM
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Reviewed by
Anirudha BScanX News Team
AI Summary

Talwalkars Better Value Fitness Limited reported a net loss of ₹827 lakh for Q3FY24 with zero revenue, as per unaudited results. S K Bhavsar & Co. issued a disclaimer of opinion due to the unavailability of historical records and pervasive scope limitations. The NCLT Order dated February 26, 2026, extinguished pre-transfer liabilities and led to the adoption of Fresh Start Accounting.

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Talwalkars Better Value Fitness Limited reported a net loss of ₹827 lakh for the quarter ended December 31, 2023, as the company continues to address the financial implications of its recent insolvency resolution and acquisition. The unaudited standalone financial results, approved by the Board of Directors on May 30, 2026, reveal that the company recorded zero revenue from operations during the period, with total expenses amounting to ₹827 lakh. The financial performance reflects the operational suspension and management transitions the entity underwent prior to its acquisition as a going concern.

The independent auditor, S K Bhavsar & Co., issued a disclaimer of conclusion regarding the quarterly unaudited standalone financial results. The firm stated that it was unable to obtain sufficient appropriate evidence to provide a basis for a review conclusion. This disclaimer arises because 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, and underlying servers for the historical period under review. Consequently, the financial results have been reconstructed on a "best-effort basis."

Auditor's Scope Limitations

The auditor highlighted pervasive scope limitations that prevented the verification of several key financial elements. Due to the absence of primary records, the firm could not conduct physical verification of fixed assets and inventories or ascertain potential impairment under Ind AS 36. Additionally, the auditor was unable to independently verify, confirm, or reconcile historical balances related to trade receivables, cash and bank balances, loans and advances, trade payables, borrowings, and statutory dues. The lack of comprehensive statutory, legal, and operational records also hindered the evaluation of the financial impact of shifting accounting bases during the Corporate Insolvency Resolution Process (CIRP) and liquidation phases.

Financial Results for Q3FY24

The statement of unaudited standalone financial results for the quarter and half-year ended December 31, 2023, indicates a period of minimal activity. The company reported no revenue from operations and no other income for the quarter. The sole component of expenses was depreciation and amortization, which stood at ₹827 lakh for the quarter and ₹2,524.60 lakh for the nine months ended December 31, 2023.

Particulars Quarter ended December 31, 2023 (₹ in lakhs) Quarter ended September 30, 2023 (₹ in lakhs) Quarter ended December 31, 2022 (₹ in lakhs)
Total Revenue (Net) - - -
Total Expenses 827.00 833.90 816.05
Profit/(Loss) before tax (827.00) (833.90) (816.05)
Net Profit/(Loss) for the period (827.00) (833.90) (816.05)

The Basic and Diluted Earnings Per Share (EPS) for continuing operations for the quarter ended December 31, 2023, were reported at (2.667). For the nine months ended December 31, 2023, the EPS stood at (8.143). The paid-up equity share capital remained constant at ₹3,100.49 lakh with a face value of ₹10.000 per share.

Corporate Background and NCLT Order

The company underwent CIRP and subsequent liquidation proceedings during the historical periods covered by these results. Talwalkars Better Value Fitness Limited was acquired as a going concern, with control transferred to the Successful Bidder on November 7, 2024. The financial statements note that the company was not a going concern during the CIRP and liquidation periods from January 2021 to November 2024.

The auditor drew attention to the Hon'ble 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 assessed the going concern status and deemed it appropriate for the preparation of financial results from the quarter ended December 31, 2024 onwards.

What is the projected timeline for the new management to fully restore operations and generate revenue?

How will the lack of historical financial records impact the company's ability to secure future funding or partnerships?

What specific strategies will be implemented to verify and reconcile the unverified trade payables and statutory dues?

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