apian finance & investment limited · is.) i\ccorwng co the information anj t:xpla.nation...

$: APIAN FINANCE & INVESTMENT LIMITED · is.) i\ccorwng co the information anJ t:xpla.nation givt:n co us, tht: company has not raise$
APIAN FINANCE & INVESTMENT

LIMITED

Pa_rmen: CA Solwl Claatunedl F.c.A.

F.c.A. F.C.A. F.c.A. F.C.A. A.C.A. A.C.A.

~ CA DffaDud Claatunedl CA Claatunedl V N CA Nodllr B Captain CA RaJlv- Claaalwa CAVlmalSedlla CANellaGapta

Chaturvedi Sohan & Co. Chartered Accountants

FRN -1114l4W

Independent Auditor's Report

To the Members of

Apian Finance and Investment Limited

We have audited the accompanying standalone financial statements of Apian Finance and Investment Limited (''the Company"), which comprises th.e Balance sheet as at March 31, 2019, the statement of Pro fit and Loss, the Cash Flow statement for the year then ended, and a summary o f significant accounting policies and other explanatory information.

Management Responsibility for the Standalone Financial Statement:

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 (" the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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 design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness o f the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

-:-\uditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and th.e Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

Ao audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including an assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedure that are appropria te in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of financial statements. .

320, Tubiani Cbamben, Nariman Point, Mumbai 400 021. lndla.Tel: -+91222281 5154 /56, -+919022952550 E-MaU:-accountl@cachaturvedLcom / audlt@cacbaturvedicom /tu:@cacbaturvedicom /f'illance@cacbatuvedicom

website: www.cacbaturvedLcom

~

W/ e believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

In our opinion and to the best of our 4;1formation and according to the explanations given to us, the aforesaid standalone financial statement~. give the information required by the act in the manner so required and give a true and fair view in c:onforrnity with the accounting principles generally accepted in India,

(a) In the case of the balance sheet, of the state of affairs of the company as at 31 st March 2019 (b) In the case of the statement of profit and loss, of the profit for the year ended on that date and (c) In the case of the cash flow statement of the cash flows for the year ended on that date.

Report on other legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters Specified in paragraphs 3 and 4 of the Order.

As required by section 143(3) of the act, we report that:

(a) We have sought and obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit;

(b) In our opinion, proper books of account, as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) As per information given to us, there is no Branch Office of the company and hence no report on accounts of branch office is applicable;

(d) The balance sheet, statement of profit and loss and cash flow statement dealt with by this report are in agreement with the books of account and returns;

, (e) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 -of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(f) In our opinion, there are no observations and comments which have any adverse effect on the functioning of the company;

(g) On the basis of the written representations received from the directors as on 31st March, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2019 from being appointed as a director in terms of Section 164(2) of the Act;

(h) In our opinion, there are no qualifications, reservation or adverse remark relating to the maintenance of the accounts and other matters connected therewith;

(i) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B.

G) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our

· .. ... .. ... . .

Tn formation and according to the explanations given to u s:

i) Tht: Company do cs no t have any pending litigations which ,vou ld impact its financial position;

ii) The Company has no matt:rial fo rcs<:eable loss<:s o n lung r<:on contracts (incluJing J crirntivt: contracts) and hence for th e same the company has not made any provision;

iii) There has not been an occasion in case of the Company during the year under report to transfer any sums to the Investor l::Jucacion anJ Protection FunJ. The yuescion of Jelay in transferring

such sums J ocs no r arise.

Place: Mumbai Date: 20/ 05/ 2019

I06401

Annexure A to the Auditor's Report

Apian Finance and Investment Limited (Referred to in paragraph "Report on other legal and Regulatory Requirements")

i) The Company does not have any Fixed assets accordingly clause (i) of the said order is not applicable;

ii) The company is not having inventories accordingly clause (ii) of paragraph 3 of the said order is not applicable;

iii) The company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies /\ct, 2013. Hence, clause (iii) (a), clause (iii) (b) and clause (iii) (c) of paragraph 3 of the order are not

applicable.

iv) In our opinion and according to the information and ex-planations given to us, the company is a NonBanking Financial Company and it provides loans or give guarantees or securities for the due repayment of any loan and make acquisition of securities in the ordinary course of its Business. Therefore, the provisions of Section 185 and 186 are not applicable. Hence, clause (iv) of the order is

not applicable;

v) In our opinion and according to the information and explanations given to us, the company has not accepted deposits from the public. Therefore, the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under and the directives issued by the Reserve Bank of India are not applicable;

,;i) We have been informed that the maintenance of cost records has not been prescribed by the Central G overnment under Section 148(1) of the Companies Act, 2013;

vii) According to the information and ex-planations given to us in respect of statutory and other dues:

(a) Undisputed statutory dues, including Provident Fund, Income Tax, Sales Tax, Cess and other material statutory dues as applicable have generally been regularly deposited by the company during the year with the appropriate authorities. According to the information & ex-planation given to us no undisputed amounts payable in respect of such statutory dues were outstanding as at 31" March, 2019 for a period of more than six months from the date they became payable;

viii) According to the information and explanation given to us, the company does not have any borrowings or loans from financial institution, Bank, Government or debenture holders during the year and therefore the company had not defaulted in repayment of loans and borrowings;

is.) i\ccorwng co the information anJ t:xpla.nation givt:n co us, tht: company has not raise<l money b~· way oflnitjal Public o ffer or Further Public offer (including Debt lns trume nr) and by way of Term Loan;

x) During the course o f our examination of the books and records of the company, carried in accordanct: with the auditing standards generally accepted in India, we have neither come across any instance nf frnuJ on or by the C:umpan~' no ticeJ or rt:porte<l during the course uf our auwr nor have we bt:t:n informed o f any such instance by the ~1fanagement;

xi) According to the information and explanation given to us, th<.: Company has not paid or proYiclcd any Managerial Remuneration . Therefore, this clau~e o f the said o rder is nor applicable;

xii) The provisio ns of Nidhi Company under N idhi Rules, 2014 arc not applicable.

xiii) During the course;: of our examination of the bonks anJ reco rds of the company, all transactio ns with rdar<.:d pa.rti<.:s arc in compliance ,,·ith Sections 177 and 188 of Cumpani<.:s /\ct, 2013 and th<.: derniJs have been di~closed in the hnancial Srntemencs ere., as re9uired by Applicable t\ccounting Standards.

xiv) According to the information and explanation given to us, th<.: company has nut made an~: preferential allotment or private placement of share~ or fully o r partly convertib le debentures during the year.

xv) i\ccurJing to the inf!) rmation and explanation given to us, the company has nut entered into any non

cash transactions with directors o r perso ns connected with him .

xvi) 1\ccorJing to the information and <.:xplanation givt:n to us, the company is reyuircd tu be registcn.:d under section 43-lA o f the Reserve Bank oflndi,1 Act, 1934 and it h,1s ,1lready obtained the rc9uircd

reg1scratwn.

Place: Mumbai Date: 20/05/2019

For Chaturvedi Sohan & Co., Chartered Accounrnnts • FR..1'-J: 118424\V

Annexure B to Independent Auditors' Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act

\Ve han: au<lite<l tht: intt:rnal financial controls ovt:r financial reporting o f J\pian Finance:: an<l lnvescment Limited ("the Cnmpan~·' ') as of1\farch 31, 2019 in conjunction with our audit o f the s tandalone financial statements nf the Company for the year en<lt:d nn that Jate.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establi shing ant.I maintaining internal financial controls based o n the internal control uver financial reporting criteria esrnblisheJ by rhe Company considering the essential components of internal control sta ted in rhe (;.uidance Note on Audit of lnternal Financial Controls over Financial Repo rting issue<l by the Institute uf C hartere<l i\ ccuunrnnts ofln<lia (lCJ\l). These responsibilities include the design, implem entation and m aintenance of adequate internal financial contro ls that wen~ operating effec tin :ly for ensu ring the nr.J erly ant.I efficie::nt conduct o f its business, inclu<ling adherence tu compan~·'s policies, the safeguarding o f its assets, the pre,·entio n and detection of frauds and e rrors, the accuracy and completeness of the accounting records, and the tim ely preparatio n of reliable financ ial information , as n:c1uireJ un<ler the J\cr.

Auditors' Responsibility

O ur rt:sp onsibility is cu cxpress an opinion un the Company's internal financial control::; over financial reporting based on our audit. We cnnducred o ur audit in accordance with d1e G uidance Nore on Audit o f Internal 1-'inancial Controls Over Financial Reporting (rhe " ( ; ui<lance Nore") and the SrandarJ s nn Auditing d eemed ro be prescribed under sccrion 143(10) o f the Act to the cxrent appl icabl e to an audit of internal financial controls, both appl icable to an audit of internal financia l control s and bn tl, issued b~- the l C1\l. "1110se StanJar<ls ant.I tl1e Gui<lancc Nute retiture that we comply with ethical rct1uircmen ts an<l plan and perform the audit co obrain reasonable assurance about whether adec1uate intern al financial controls over fina ncial reporting was establishe<l and mainrnint:d and if such controls opt:rared effectively in a!J material respects . .

O ur au<lir involves pi.:rfurming proceJun.:s tu ubrai n audit evidence about the a<let1uacy o f the intt:rnal financial con tro ls sys tem o,·er financial reporting and their operating effectiveness. Our audit of internal financial co ntrols over financia l rt:porting inclu<le::d obtaining an und ersrnn<ling o f internal financial controls over financial reporting, assessing the ri sk that a material weakness exis ts, and resting and eval uating the des ign ant.I operating effectiveness o f internal control based nn the assessed risk. The proce<lurcs selected depend on the audi tor's judgmen t, including the assessment o f the risks o f material miss tatemen t of the finan cial srarcmenrs, wheth er due to fraud or error.

We believe that rhc audit evidence we have o btainc<l is sufficient and appropriate ro provi de.: a basis for o ur au<lir opinion nn the Company's internal financial conrrnls system over financia l reporting.

. .

I

Meaning of Internal Financial Controls Over Financial Reporting

r\ co mpan)"'s internal financial control over financial rcporring is a process Jesigncd to provide reasonable assurance re1-,rnruing th1; rdiability of financial r1;pnrting anJ the pr1;paratiun of financial stac1;ments for cxtcrnal purposc.:s in accurJa nc<.: with gcnerall~· acccptc.:J acco unting principlc.:s . 1\ co mpany's inn.:rnal financial control over financial reporting includes those policies and procedures that (1) pertain cu the maintenance o f n::corJs that, in reaso nable Jc.:ta.i..l, accurately anJ fair!~· reflect the rrnnsaccions and dispositions o f the assets o f the co mpany; (2)proviJe reasonable assw·ance that transactions are reco rtled as necessary to permit p reparation nf financial s tatements in accordance wi th generally acct:pted acco unting principles, and chat receipts and expendi tures n f the company are being made onl~- in acco rdance with authorisations o f management and

Jirectors of the company; anti (3) provide reasonable assurance regarding prevention o r timely dt:tcction of unau tho rised acquisition, use, or dispositio n of the company's assets that co uld have a materia l effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because o f the inherent limitations of internal financial controls over financial repo rting, inclutling the possibility o f collusio n or improper management overriJe o f controls, material misstatements due to error or fraud may o ccur and nnt be detected. Abn, projectio ns nf any evaluation o f th e internal financial conrruls ove::r financial repo rting to future:: periutls are subject tu the risk that th e:: intcrnal financial co ntrul over financial repo rting may become inadec1uate because of changes in cnnditions, or that rhc degree o f compliance with the po licies or pruce<lure::s mar Jeteriorate.

Opinion

In o ur opjnio n, the Cnmpa11~· has, in all material respects, an atle9uate in ternal financial co ntro ls system over financial reporti ng anJ such internal fin ancial controls o vt:r financial reporting wcre operating e ffective ly as at J\•larch 31, 2019, based o n the internal co ntrol over financial reporting crireria established b~1 the:: Company consiJe::ring the essential components uf internal control stated in the G uidance:: N ut<:: un Audit nf Internal rinancial Controls Over Finan cial Reporting issued by the Tnstitute o f Charrered

-1\ccu untants of l ndia.

Place: Mumbai Date: 20/05/2019

Partner "'"~ Membership No: I M403

APIAN FINANCE AND INVESTMENT LIMITED

Balance Sheet as at 31st March 2019

Particulars Note

As at 31st March 2019 No.

Equity and liabilities

1 Shareholders' funds (a) Share capital 2 4,31.43 ,950 (b) Reserve and surplus 3 2,59.40.454

6,90,84.404 2 Current liabilities

(a) Short term borrowings 4 5,oo.oo.ooo (b l Other current liabilities 5 11,69,229

5,11,69,229

12,02,53,633

Assets

1 Non current assets (a) Non current investments 6 89,092 (bl Long term loans and advances 7 50,56,893

51.45,985 2 Current assets

(a) Current investments 8 5,67, 13,767 (b) Cash and bank balances 9 55.40,803 (c) Short term loans and advances 10 5,28,53 ,078

11,51,07 ,648

12,02,53,633

Summary of significant accounting policies 1

The accompanying notes 1 to 22 are integral part of the financial statements

As per our attached report of even date

For Chaturvedi Sohan & fR.i. Chartered Accountan~

FRN - 11~

Chaturvedi VN Partner Membership No .. l tl6403

Place : Mumbai Date.

2 0 MAY 2019

For and on behalf of the Board .

Place : Mumbai Date:

Subramanya Kusnur Director DIN - 02534022

2 0 MAY 2019

(in?)

As at 31st March, 2018

4,31.43,950 2, 94.42.426 7 ,25,86,376

5.oo.oo.ooo 3,95,345

5 ,03,95,345

12,29,81,721

89,092 5,65 ,65,224

5,66,54,316

5,82.40,164 49.45 ,946 31.41,294

6,63,27.405

12,29,81,721

(ii f.,,.,,,lw-,.,. Hanra] ChounanDirector DIN - 02166102


Statement of Profit and Loss for the year ended 31st March 2019

Particulars Note No.

Cont1nu1ng operation

(I) Revenue Revenue from operations 11 Other income 12 Total revenue (1)

(11) Expenses

Other expenses 13 Finance cost 14 Total expenses (II)

(Ill) Profit before tax (PBT) (1-11) Tax expense/ (credit)

Current tax Short provision of tax of earlier years Less. MAT credit entitlement

(IV) Total tax expenses from continuing operation

(V) Profit for the year (Ill-IV)

(VI) Earnings per share 16 Basic Diluted

Face Value Per share

Summary of significant accounting policies 1

The accompanying notes 1 to 22 are integral part of the financial statements.

As per our attached report of even date

Year ended 31st March 2019

52,93,454 4,34,86,881 4,87 ,80,335

4,63.42.306 41,00,000

5,04.42,306

(16,61,972)

18.40,000 --

18.40,000

(35,01,972)

(0.81) (0.81)

10/-

For and on behalf of the Board.

~

Chaturvedi VN Partner \~ Membership No.: ~ 403. Place : Mumbai ...-

------Subramanya ~usnur Director DIN - 02534022

Place : Mumbai Date· 2 O MAY 2019

Date: 2 0 MAY 2019

(inf)

Year ended 31st March 2018

53,60,529 51,05,334

1,04 ,65,863

8,53.409 31,69,286 40.22 ,695

64,43,168

2,94 ,000 (4 ,97.496) (2,94,000) (4,97,496)

69,40,664

1.61 1.61 10/-

G'J.iul,a,u - ltarirc1j Chouhan

Director DIN - 02166102


Cash Flow Statement for the year ended 31st March 2019 (In 'I' )

PARTICULARS Year ended 31st March 2019 Year ended 31st March 2018

A. cash flQw f(Q!Il 21m ating i!!;tlvltii:s Net profit before tax (16.61,972) 64,43,168

Adjustments for: Profit from sale of investments (49, 73,603) (66.441)

(Reversal of)/ Provision for Non Recoverable interest and investments (3.85,00,000) (50.00,000)

Reversal of waiver of holding company loan 4,50.00.000

D1v1dend income (13,278) (14,268)

15.13.119 (50,80,709)

Operating profit before working capital changes (1.48.852) 13,62,459

Changes In working capital

Adjustments f or (Increase) / decrease In operat ing assets:

Loans and advances 4,56,546 4,79,096

Adjustments for (Increase) / decrease In operating liabilities:

Other current 11abiilt1es 7,73.884 (79,450)

12,30.430 3.99,646

I Used Cash f rom operations 10,81.578 17 ,62,106

Less Taxes paid (net) (5,00,000) (5.24.075)

I Net cash f rom / (used In) operating activi ties 5,81,579 12,38,031

(!. Ci!Sh fl r;iw frQm 1nll!:Stln9 i!~tlvi tli:s Purchase of lm,estments (4,15,00,000) (2.20.16,409)

P~oceeds from sale of investments 4,80,00,000 10.16.409

Proce~ds from redemption of debentures 3,85,00,000 50.00.000

I D1v1de'ld Income 13.278 14,268

i Net cash from Investing activities 4,50,13,278 (1,59,85, 732)

c. Cash fl r;iw frQm finj!n~ing i!!;tivitl i:s Repayment of borrowings (4.50,00,000)

Net cash used In financing activities (4,50,00,000) -

Net cash flow during the year 5,94,857 (l ,47,47,702)

Net (decrease)/ Increase in cash and cash equivalents 5.94,857 I {1,47,47,702)

Cash and cash equivalents (opening balance) 49,45,946 1,96.93,649

Cash and ca~h equivalents (closing balance) 55,40,803 49,45.946

Notes to cash flow statement: l. Cash flow statement hdS been prepared under the " Indirect Method' as set out in Accounting Stannard issuedlA5 3) • Cash Flow Statement· by The Institute c.t

Chartered .Accountants cf India.

As per our report of even aate aQ:ached herew1tt> .. For Chaturvedl Sohan.,_6, C~ 0/

Chartered Accountancs So ~ FRN - 118424W y C.-<.\/ t;

V { _. , Jn 1 .. · \·- ·,, ... -r ' •

Chatu:-vedi VN ,.!,,./, Partner •,. ,,~~ Membership No. 1064031'- ,,..,,,,~ Place· Mumbai

2 0 MAY

For and on behalf of the Board.

~~ ~,AAa_u

Place Mumbai Date·

Subra:nanya Kusnur "Fl'arl'raJ Chauhan Director Director DIN - 02534022 DIN - 02166102

2 0 MAY 2019

I I


Notes to financial statements for the year ended 31st March 2019

1 Summary of significant accounting policies

1.1 Basis of accounting and preparation of financial statements

The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Pnnc1ples 1n India (Indian GAAP) to comply with the Accounting Standards notified under the Companies (Accounting Standards) Rules. 2006 (as amended) and the relevant provisions of the Companies Act. 2013. The financial statements have been prepared on accrual basis under the historical cost convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the previous year. All assets and liabilities has been classified as current or non current as per the Company's normal operating cycle and other cntena as set out as per requ1rments of the Companies Act. 2013.

1.2 Use of estimates

The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the actual results and the estimates are recognised in the periods in which the results are known / materialise.

1.3 Cash and cash equivalents (for purposes of Cash Flow Statement)

Cash comprises cash at bank and in hand. Cash equivalents are short-term balances and demand deposits with an original maturity of three months or less from the date of acquisition .

1.4 Revenue recognition

Income from Interest : Revenue is recognized when no significant uncertainty as to determination or realization exists.

All income and expenditure items having a material bearing on the financial statement are recognized on accrual basis subject to the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for income recognition & assets classification .'

1.5 Other income

Interest on debenture is recognised on accrual basis on pro-rata basis as per coupon rate on certainty of realisation. Dividend income 1s accounted for when the right to receive it is established.

1.6 Investments

Investments are classified as current investments and non-current (long-term) investments. Current investments are earned at the lower of cost and quoted & un-quoted/fair value. Long term investments are stated at cost. Provision for diminution in the value of 1ong term investments is made only if such a decline is other than temporary in the opinion of the management.The difference between average carrying amount of the investmer.ts and sale proceeds. net of expenses, 1s recognized as profit or loss on sale of investments.

1. 7 Borrowing costs

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of su-::h assets. A qualifying asset is one that necessarily takes a substantial period of time co get ready for ,ts intended use or sale. All other borrowing costs are charged to statement of profit & loss.



1 Summary of significant accounting policies

1.1 Basis of accounting and preparation of financial statements

The financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles 1n India (Indian GAAP) to comply with the Accounting Standards notified under the Companies (Accounting Standards) Rules, 2006 {as amended) and the relevant provisions of the Companies Act, 2013. The financial statements have been prepared on accrual basis under the historical cost convention. The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the previous year. All assets and liabilities has been classified as current or non current as per the Company's normal operating cycle and other criteria as set out as per requirments of the Companies Act. 2013.

1.2 Use of estimates

The preparation of the financial statements in conformity with Indian GAAP requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Future results could differ due to these estimates ano the differences between the actual results and the estimates are recognised in the periods in which the results are known/ materialise.

1.3 Cash and cash equivalents (for purposes of Cash Flow Statement)

Cash comprises cash at bank and in hand. Cash equivalents are short-term balances and demand deposits with an original maturity of three months or less from the date of acquisition.

1.4 Revenue recognition

Income from Interest : Revenue is recognized when no significant uncertainty as to determination or realization exists.

All income and expenditure items having a material bearing on the financia l statement are recognized on accrual basis subject to the Reserve Bank of India Guidelines applicable to the Non Banking Financial Companies in respect of prudential norms for income recognition & assets classification.'

1.5 Other Income

Interest on debenture 1s recognised on accrual basis on pro-rata basis as per coupon rate on certainty of realisation. Dividend income 1s accounted for when the right to receive it is established.

1.6 Investments

Investments are classified as current investments and non-current {long-term) investments. Current investments are carried at the lower of cost and quoted & un-quoted/fair value. Long term investments are stated at cost. Provision for diminution in the value of long term investments is made only if such a decline is other than temporary in the opinion of the management.The difference between average carrying amount of the investments and sale proceeds, net of expenses. 1s recognized as profit or loss on sale of investments.

1.7 Borrowing costs

Borrowing costs that are attributable to the acquisition or construction of qualifying assets are capitalized as part of the cost of such assets. A qualifying asset is one that necessarily takes a substantial period of time to get ready for its intended use or sale. All other borrowing costs are charged to statement of profit & loss.



1.8 Taxes on income

Income taxes are accounted for in accordance with Accounting Standard (AS-22) "Accounting for Taxes on Income". Tax expense comprises current tax. deferred tax. Current tax 1s the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax laws. The Company recognizes deferred tax (subject to consideration of prudence) based on the tax effect of timing differences. being differences between taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent periods. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of profit and loss using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date . Deferred tax assets are not recognized on unabsorbed depreciation and carry forward of losses unless there 1s virtual certainty that sufficient future taxable income will be available against which such deferred tax assets can be realized.

Minimum Alternative tax(MAT)paid in a year is charged to statement of Profit & Loss Account as current tax Minimum Alternative tax(MAT) credit is recognised as an asset only when and to the extent there is convincing evidence that the the compnay will pay normal income tax during the specified period. In the year in which the MAT credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in guidance Note issued by the Institute of Chartered Accountants of India, the said asset is created by way of a credit to the Statement of profit and loss and shown as MAT Credit Entitlement. The Compnay reviews the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Compnay will pay normal Income Tax during the specified period.

1.9 Provisions and contingencies

Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources.

Provision is made if it becomes probable that an outflow of future economic benefits will be required for an item previously dealt with as a contingent liability.

Contingent Liabilities are disclosed by way of notes to Financial Statements after careful evaluation by the management of the facts and legal aspects of the matter involved.

Contingent Assets are neither ; ecogntzed nor disclosed.



2 : Share capital 31st March 2019 31st March 2018

Nos. ' Nos. ' Authorised: Equity shares of~ 10/- each 4,96.00.000 49.60,00,000 4.96.00.000 49.60,00,000

Preference Shares of~ 100/- each. 40,000 40,00.000 40.000 40.00.000

4,96.40,000 50,00,00,000 4,96.40,000 50,00,00.000

Issued, subscribed & paid up: Equity shares of~ 10/- each fully paid-up 43.14,395 4,31.43,950 43.14.395 4.31.43.950

43,14,395 4,31.43,950 43,14,395 4,31,43,950

a) Reconc1hat1on of the equity shares outstanding at the begging and at the end of the year.

31st March 2019 31st March 2018 Nos. ' Nos. ' At the beginning of the year 43.14.395 4.31 .43.950 43.14.395 4,31.43.950

Issued dunng the year . . Outstanding at the end of tne year 43,14,395 4,31,43.950 43,14,395 4,31,43,950

The Company has only one class of shares referred to as equity shares having a par value of~ 10/- per share. Each holder of equity shares is entItleo to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company. after distnbut1on of all preferential amounts in the proportion of equity shares held

o) Shares held by holding company

31st March 2019 31st March 2018

Nos. I ' Nos. I ' 63 moons technologies ltd. (Holding Company)• 43,14,395 I 4,31.43,950 43,14,395 I 4,31,43,950

c) Details of the shareholders holding more than 5% of the shares in the company


Nos. I % holdina Nos. T % holding

63 moons technologies ltd. (Holding Company)' 43,14,3951 100.00% 43,14,395 1 100.00%

•includes Six Equity shares of the company which are held by other six nominee member of the company. 63 moons technologies limited (formerly Financial Technologies (India) Ltd.) (63moons) has all the beneficial interest related to these six equity shares.

3 : Reserves and surplus 31st March 2019 31st March 2018

Surplus In the statement of profit and loss Balance as per last financial statements 2,06,27 ,110 1.50.74,579

Add Profit for the year (35.01.972) 69.40.664 1, 71,25, 138 2,20,15,242

Less : AppropnatIons to statutory reserve (13.88.133) Net surplus in the statement of profit and loss 1, 71,25,138 2,06,27,110

Other reserves Secunt1es premium account 12,01,750 12.01,750

Statutory Reserve• . Balance as per last balance sheet 76,13,566 62.25.433 Add: Transfer from statement of profit & loss 13,88.133

76,13,566 76,13,566

2,59.40.454 2,94,42,426

• (The reserve Is created as per requirement prescribed by the Reserve Bank of India for non banking financial corporation )


Notes to financial statements for the yeu ended 31st March 2019 (inf)

4 : Short-term borrowings 31st March 2019 31st March 2018

Unsecured loan -from holding company -repayable on demand s .00.00.000 s.00.00.000

( refer note l 5) (carries interest rate @ 8.20 % p.a )

5 00 00 000 5 00 00 000

5 · Other current liabilities 31st March 2019 31st March 2018

Payable towards contractual obligations 9,69.781 2,83,500 Statutory liabilities 1,99,448 1.11,845

11 69 229 3 95 345

6 : Non-current investment 31st March 2019 31st March 2018

Non-trade (A) Quoted - in Sha res

(1) 20 (previous Year: 20) equity shares of not- each fully paid-up of 27,251 27,251 Sanofi India Limited

(2) 300 (previous Year : 150) equity shares off 1/- ( Previous Year Rs. 2/-i each fully paid-up of Britannia Industries Limited

44.422 44,422

(4) 240 (previous Year: Nil) equity Shares of fl/- each fully paid-up of 16,409 16,409 State Bank India

88,082 88,082

(B) Unquoted (a) -in shares

(1) 20 (previous Year: 20) equity Shares of f50/- each fully paid-up Nagpur Nagrik Sahakarl Bank Limited

1.010 1,010

1,010 1,010

89,092 89,092

Note: 31st March 2019 31st March 2018 l ) Aggregate value of quoted investments 88,082 88,082 2 ) Aggregate Value of unquoted investments 1,010 1,010

I 3 ) Aggregate market value of listed and quoted investments 10,87,258 8 ,83,893

(inf)

I .., : Long-term loans and advances

31st March 2019 31st March 2018 Other loan and advances

- Others (Unsecured. considered good as per management) 14.44.293 5,11,12.624

MAT credit entitlement 36,12,600 54,52,600

50 56 893 5 65 65 224

APIAN FINANCE ANO INVESTMENT LIMITED

Notes to financial statements for the year ended 31st Maren 2019

8 : Current investment 31st March 2019 31st March 2018

IA) Current portion of long term investments (at cost) -In debentures NIL (previous year 435,000) 8% debenture of~ 100/- each In DSR 3,85,00,000 lnfotech Ltd (Refer Note No 18) Less. Prov1s1on for Non-Recoverable Investment - (3,85,00,000)

- -(8) Unquoted

-in mutual funds (1) 1.469.651 (previous Year 1.469.651) units oHl0/- each of HDFC 57,134 57,134 Tax Saver-Dividend Option Reinvest (2) 13,961.565 ( previous year-14,954.427) units off 1.000/-each 5.66,56,633 5,81,83,031 1n'Reliance Liquid Fund-T-Dir-Growth Plan

5 ,67,13,767 5,82,40,164

5,67,13,767 5,82,40,164

Note : 31st March 2019 31st March 2018 l ) Aggregate Value of unquoted investments 5,67 .13. 767 5.82,40, 164

9 : Cash and banlc balances 31st March 2019 31st March 2018

Cash and cash equivalents Cash on hand 48.496 5.896 Banlc balances·

- In Current Account 54,92,307 49,40,050

55,40,HIH 49,45,94{>

10 : Short-term loans and advances 31st March 2019 31st March 2018

Other loan and advances

I - Unsecured. considered good as per management 5,09,82.520 17,70,735 5,09,82,520 17,70.735

( Refer note no. 15) Advance Tax/TDS (net of provision for Income Tax) 18,65.458 13,65,459 Other receivables 5,100 5,100

5,28 53,078 31,41 294


Notes to financial statements for the year ended 31st March 2019 (in~)

11 : Revenue from operations 31st March 2019 31st March 2018

Other operating revenue 52.93.454 53.60.529

52,93,454 53,60,529

12 : Other Income 31st March 2019 31st March 2018

D1v1dend from· - Current investments

On Mutual Fund 8,818 10,288

- Non-Current investments On Shares 4.460 3,980

- Interest from Income tax refund - 24 ,625

Profit on sale of mutual fund (net) 49,73,603 66.441

Prov1s1on written back (refer note no 18) 3,85,00,000 50,00,000

4,34,86,881 51 ,05,334

13 : Other expenses 31st March 2019 31st March 2018

Managed services charges 1,41.600 1.40,700

Payment to auditor (as audit fees) 1,77,000 2.36,000

Legal and professional charges 8,96,300 4,53,109

Reversal of waiver of loan from holding company (refer ote no 19) 4,50,00,000 -Miscellaneous expenses 1,27.406 23,600

4,63.42.306 8,53,409


' Details of payment to auditor

Audit fee 1.77.000 1. 77 .000 Certification Charges - 59,000

1,77,000 2,36,000

14 · Finance cost 31st March 2019 31st March 2018

Interest expenses on : - borrowings ( to holding company on unsecured loan ) 41,00,000 31.66,856 - others 2.430

41,00,000 31,69,286



15 · Related party disclosers

(Al Names of related parties and related party relationship:

(i) Company whose control exists (Holding Company)

(ii) Key Management Personnel (KMP)

. 63 moons technologies lim1teo (Formerly Financial Technologies (India) Limited)

: Subramanya Kusnur. Director : Hariraj Chouhan, Di rector : Pravin Sawant, Director : Rajendra Mehta, Director (up to 3rd December, 2018)

No transactions are earned out with Key Managerial Personnel during the year ended 31st March 2019 and 31st March 2018

(Bl Related parties transactions :

Nature of Transactions

Managed service charges paid Interest paid.

Loan taken and repayment thereof

Opening Balances Reversal of loan earlier waived Repaid during the year Closing Balance

Closing Balance -Debit (excluding loar, payable) -Credit (excludina loan payable)

Note

Holding Company 31st March 2019 31st March 2018

f f

1.41,600 41,00,000

5,00.00.000 4,50,00,000 4,50,00,000 5,00,00,000

7,26.781

1.40,700 31,68,836

5,00,00,000

5,00,00,000

1) Related party relationship is as identified by the Company and relied upon by the auditors.



16

17

18

19

20

21

22

Earnings per share (EPS)

The following reflects the profit ano share data used in the basic and diluted EPS computations·

Total operations for the year Net profit after tax for calculation of basic EPS Weighted average number of equity shares basic (nos.) Weighted average number of equity shares diluted (nos.) Basic earnings per share Diluted earnings per share Nominal value of equity share

: Contingent liabilities and commitments (to the extent not provided for)

31st March 2019 t

(35.01.972) 43.14,395 43,14,395

(0 81) (0.81)

10/-

Claims against the Company not acknowledged as Debt - Income Tax Demands which are In Appeal - t 780,506/-

31st March 2018 t

69.40,664 43,14.395 43,14,395

1.61 1.61 10/-

The Company had invested Rs. 45.000.000/- in debentures of DSR lnfotech Ltd (DSR) in FY 2010-11. Since, DSR had defaulted on payments as per terms on conservative basis as a prudent accounting practice the Company had made full provision for the said investment in earlier years. Dunng the current year the Company has recovered Rs 38.500.000/- (Previous Year Rs. 5.000,000/-) and to that extent the provision has been written back which has been includeo under Other Income. With this recovery, the company has recovered entire pnncipal amount invested in debenture of DSR lnfotech Ltd .

In an earlier year, in view of company's in ability to service loan from holding company due to non-recoverability of certain outstanding loans. holding company had waived partial loan due from the company. Since the company has recovered an amount of Rs. 45,000,000/-, the waiver of loan has been reversed to that extent of Rs. 45,000.000/- which is grouped under other expenses and the same has been repaid to the holding company during he year.

: Details of due to micro and small enterprises as defined under the MSMED Act, 2006

As at 31st March. 2017 there are no Small Scale lndustnal Undertakings to which the Company owes a sum for more t han thirty days. The Company has not received any intimation from "Suppliers· regarding their status under the Micro. Small and Medium Enterpnses Development Act. 2006 and hence disclosure. ,f any relating t o amounts unpaid as at the year end together with interest paid/payable as required under the said Act have not been given.

The company's main object is to engage in the business of Financing activities. The Company has considered business segment as Primary segment. Thus. there 1s only one identified reportable segment .

Figures for the previous year have been regrouped/ reclassified. wherever necessary.

·------- ---------,·- --------------------------------------------- --·-J

~ P;utner •

Membership No.: 106403 '~ .. Place . Mumoa1 Date

2 o MA.Y 2019

For and on behalf of the Board

J~:-ii,., ~ ~~~.~~-Dir tor Director Director DIN 7189134 DIN - 02534022 DIN - 02166102 Place: Mumbai Date:

2 0 MAY 2019

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