Outcome of Board Meeting held on August 14, 2013

SUBEX LTD

Registered office: RMZ Ecoworld, Outer Ring Road, Devarabisanahalli, Bangalore - 560 037

Statement of Consolidated Unaudited Results for the Quarter Ended JUNE 30, 2013

PART - I

(Rs. In Lakhs except per share data)

Particulars

3 Months ended

Preceding 3months ended

Corresponding3 months ended

Year ended

30/06/2013

31/03/2013

30/06/2012

31/03/2013

Unaudited

Unaudited(Refer note 9)

Unaudited

Audited

1

Income From Operations

(a)

Net Sales/ Income From Operations

Product & Product related

7,776

7,959

7,086

30,734

Services

-

37

1,112

2,324

Total Income From Operations (Net)

7,776

7,996

8,198

33,058

2

Expenses

(a)

Cost of Hardware, Software & Services

183

197

153

817

(b)

Employee Benefits Expense and Sub-contract charges

4,392

4,186

6,342

20,669

(c)

Other Expenditure

1,683

1,569

1,769

6,981

(d)

Depreciation and Amortisation Expense

66

87

126

427

Total Expenses

6,323

6,039

8,390

28,894

3

Profit / (Loss) From Operations before Other Income, Finance costs and Exceptional items (1-2)

1,453

1,957

(192)

4,164

4

Other Income

(a)

Miscellaneous Income

7

12

23

89

(b)

Exchange Fluctuation Gain/(Loss)-Net

1,091

(441)

584

(655)

5

Profit / (Loss) From Ordinary activities before Finance costs and Exceptional items (3+4)

2,551

1,528

415

3,598

6

Finance Costs

1,652

1,642

809

5,210

7

Profit / (Loss) From Ordinary activities after Finance costs but before Exceptional items (5+6)

899

(114)

(394)

(1,612)

8

Exceptional Items (Net Expense) (Refer Note 2)

-

-

-

3,997

9

Profit / (Loss) From Ordinary activities before Tax (7+8)

899

(114)

(394)

(5,609)

10

Tax Expense (Net)

(a)

Income Tax

157

43

115

386

(b)

Short provision for tax relating to prior years

-

-

-

(c)

MAT Credit written off/(carried forward)

-

-

-

-

(d)

Fringe Benefit Tax

-

-

-

-

(e)

Deferred Tax

-

-

-

-

11

Net Profit / (Loss) From Ordinary activities after Tax (9+10)(Refer Note 4 )

742

(157)

(509)

(5,995)

12

Paid up Share Capital

- Equity (Face value of Rs. 10/-)

16,664

16,664

6,931

16,664

13

Reserve excluding Revaluation Reserves as per balance sheet of previous accounting year

5,836

14

Earnings per share (before extraordinary items) (of Rs. 10/- each) (not annualised in case of the interim periods):

Basic

0.44

(0.10)

(0.73)

(4.40)

Diluted

0.44

(0.10)

(0.73)

(4.40)

PART - II

A

PARTICULARS OF SHAREHOLDING

1

Aggregate of Public shareholding:*

Number of shares

153,182,840

149,946,715

53,831,645

149,946,715

Percentage of holding (to total shareholding)

91.92%

90.65%

77.67%

90.65%

2

Promoters and promoter group

Shareholding

a) Pledged/Encumbered

- Number of shares

6,474,044

8,474,044

7,601,801

8,474,044

- Percentage of shares (as a % of the total shareholding of

100.00%

100.00%

89.71%

100.00%

 promoter and promoter group)

 - Percentage of shares (as a% of the total share capital of the

3.89%

5.12%

10.97%

5.12%

 company)

 b) Non-encumbered

- Number of Shares

-

-

872,243

-

- Percentage of shares (as a% of the total shareholding of

0.00%

0.00%

10.29%

0.00%

promoter and promoter group)

- Percentage of shares (as a % of the total share capital of the

0.00%

0.00%

1.26%

0.00%

company)

* Total public shareholding as defined under clause 40A of the listing agreement (excludes underlying shares for GDRs)

Global Depository Reciepts

3 Months ended 30/06/2013

Preceding 3months ended 31/03/2013

Corresponding3 months ended 30/06/2012

For the Twelve Months ended 31/03/2013

- Number of underlying Equity Shares

6,983,078

6,989,399

7,005,083

6,989,399

- Percentage of Share Holding

4.19%

4.23%

10.10%

4.23%

Particulars

3 Months ended 30/06/2013

B

INVESTOR COMPLAINTS

Pending at the beginning of the quarter

Nil

Received during the quarter

Nil

Disposed of during the quarter

Nil

Remaining unresolved at the end of the quarter

Nil

Notes:

1

The above results have been reviewed by the Audit Committee and approved by the Board of Directors in their meeting held on August 14, 2013.

2

Exceptional items comprise -

Rs in Lakhs

Particulars

3 Months ended 30/06/2013

Preceding 3months ended 31/03/2013

Corresponding3 months ended 30/06/2012

Year ended 31/03/2013

Unaudited

Unaudited(Refer note 9)

Unaudited

Audited

Goodwill Impariment*

-

-

-

927

Exceptional Provision for Doubtful trade and other receivables**

-

-

-

3,070

TOTAL

-

-

-

3,997

\* The company had impaired goodwill outstanding in books pertaining to its services business during the period ended March 31, 2013. As an impairment in goodwill is not considered to be regular adjustment in the results, the same has been categorised as an exceptional item.

**During the year ended March 31, 2013, the Company carried out an assessment of its receivables and an amount of Rs. 3,070 lakhs has been provided towards doubtful receivables. Considering that the amount of provision towards doubtful receivables is significant and relevant in understanding the financial performance, it is disclosed separately under exceptional item.

3

Summary of key standalone financial results is as follows: Rs in Lakhs

Particulars

3 Months ended 30/06/2013

Preceding 3months ended 31/03/2013

Corresponding3 months ended 30/06/2012

Year ended 31/03/2013

Unaudited

Unaudited(Refer note 9)

Unaudited

Audited

Net Sales/ Income from Operations

6,578

6,942

5,717

26,556

Profit / (Loss) from ordinary activities before tax

620

(636)

(863)

(3,457)

Profit / (Loss) from ordinary activities after tax

540

(636)

(863)

(3,457)

4

As permitted under the Proposal approved by the Hon'ble High Court of Karnataka, which was given effect in the year ending March 31, 2011, the Company transferred certain amounts standing to the credit of Capital Reserve to the Business Restructuring Reserve (BRR) and utilised the same for permitted utilisations as under. Had the Proposal not provided for the above accounting treatment :

(Rs in Lakhs except per share data)

Particulars

3 Months ended 30/06/2013

Preceding 3months ended 31/03/2013

Corresponding3 months ended 30/06/2012

Year ended 31/03/2013

Unaudited

Unaudited(Refer note 9)

Unaudited

Audited

Revenue would have been lower by

-

-

-

959

Expenses termed as Exceptional Items would have been higher /(lower) by

-

-

-

359

Net (loss)/profit would have been (lower)/higher by

-

-

-

1,318

Earnings / ( Loss) Per Share would have been

 -Basic

0.44

(0.10)

(0.73)

(5.36)

 - Diluted

0.44

(0.10)

(0.73)

(5.36)

5

The Company had received a demand of service tax of Rs.3607.60 Lakhs and equivalent amount of penalties under the provisions of the Finance Act, 1994 along with the consequential interest, for the period from April, 2006 to July, 2009 towards service tax payable on import of certain services. The Company had filed an appeal contesting the demand before the Central Excise and Service Tax Appellate Tribunal (CESTAT), Bangalore. During the quarter, CESTAT, without expressing any opinion, has remanded the appeal back to the adjudicating authority and dispensed with the requirement of pre-deposit.

6

During the year ended March 31, 2013 , the Company had assessed the carrying value of goodwill arising from its investment in its subsidiary viz. Subex Americas Inc., amounting to Rs.18,606 Lakhs. Based on the management's assessment, there was no impairment of such goodwill taking into account the future operational plans and cash flows as prepared by the management and accordingly, no impairment loss was required to be recognized. The Company has not revised its projections during the quarter and anticipates achieving its projections by the year end, and accordingly no provision is considered necessary as at June 30, 2013.

7

The excess of the managerial remuneration paid to the directors over the limits prescribed in Schedule XIII of the Companies Act, 1956 for the financial year ended March 31, 2013 amounting to Rs. 123.80 Lakhs is being treated as monies due from such directors, considered as recoverable and being held by them in trust for and behalf of the Company.

8

SEGMENT REPORTING:

(Rs in Lakhs)

Consolidated

3 Months ended

Preceding 3months ended

Corresponding3 months ended

Year ended

30/06/2013

31/03/2013

30/06/2012

31/03/2013

Unaudited

Unaudited(Refer note 9)

Unaudited

Audited

1

Segment Revenue:

(a)

Products & Product related

7,776

7,959

7,086

30,734

(b)

Services

-

37

1,112

2,324

7,776

7,996

8,198

33,058

2

Segment Profit/(Loss) before tax, interest & exceptional Items

(a)

Products & Product related

2,611

1,644

454

4,203

(b)

Services

(60)

(116)

(39)

(605)

2,551

1,528

415

3,598

Less: Interest (Net)

1,652

1,642

809

5,210

Less : Other Unallocable (Income)/Expenditure & Exceptional items [Net]

(a)

Products & Product related

-

-

-

3,070

(b)

Services

927

Profit Before Taxation

899

(114)

(394)

(5,609)

3

Details of Capital Employed

(a)

Products & Product related

Capital Employed (Products & Product related)

98,258

97,200

93,192

97,200

(b)

Services

Capital Employed (Services)

(472)

(267)

1,063

(267)

(c)

Unallocated

Capital Employed (Unallocated)

(80,459)

(74,434)

(82,612)

(74,434)

9

The figures for the three months ended March 31, 2013 are the balancing figures between the audited figures in respect of the full financial year ended then and the unaudited figures published upto the nine months period ended December 31, 2012.

10

The Company though entitled has not recognised MAT credit entitlement of Rs 80 lakhs.

11

Previous period / year figures have been re-grouped and/or re-arranged to conform with the current period.

12

Pursuant to clause 41 of the Listing Agreement, the Company has opted to publish the consolidated financial results. The standalone financial results, however, are being made available to the Stock Exchanges where the securities of the Company are listed and are also being posted on the Company's website www.subex.com.

Certain statements in this release concerning our performance may be forward looking statements which involve risks and uncertainties that could cause actual results to vary materially from those in such statements. These risks and uncertainties include, and are not limited to, fluctuations in earnings, intense competition and success of investments.

By Order of the Board

Surjeet Singh

Bangalore

Managing Director & CEO

Date: 14th August, 2013

 For further details on the results, please visit our website: www.subex.com