tci - bombay stock exchange€¦ · 6. asset liability management (alm) disclosures: 6.1. nbfcs...
TRANSCRIPT
Annexure I ~ TCIDisclosures to be provided along with the application for IistingEA0 ERSIN LOG ISTICS
1. Issuer details:
1.1. Details of the issuer:
(i) NameAddress
ClNPAN
(ii) Line of business(iii) Chief Executive
(Managing Director/
President/CEO /CFO)
(iv) Group affiliation
1.2. Details of the directors
Transport Corporation of India Limited306/307, 3rd Floor, 1-8-271-273 & 301, Ashok Bhoopal Chambers,SP Road, Sec'bad - 500 003L70109TG1995PLC019116AAACT7966RTransportation and LogisticsMr. Vineet Agarwal (Managing Director)
TCI Group
Annexure-;
1.3. Details of change in directors in last three financial years including any change in the current year:Annexure-;;
1.4. List of top 10 holders of equity shares of the company as on date or the latest quarter end: Annexure-iii
1.5. Details of the Statutory Auditor:
.. N,ame~ildaddres_s ',",M/s Brahamayya & Co.dd: 48, masilamani Road, Balaji Nagar,
Royapettah, Chennai, Tamil Nadu-60001402-08-2017
1.6. Details of the change in Statutory Auditors in last three financial years including any change in the currentyear:
Appointment02-08-2017
Cessation/02-08-2017
:,:,-',DateCihppoiriiment ;;: ,'Date~of ces$atidn~'- ,"', ~e01~ark~("ii.tea~orts::~Jre~iglJ~tio"ri'J:''-' .",',:(inc~;~'Qiire~-ig';~ti~r,l); - ','")61' change:et~l' ),'
Mandatory rotationu/s 139 of the
Companies Act, 2013
f'> :.: :':-'. -~ •
'"Nameanladdress,~ ." • ".. ••••• :.~~ J. ?>~~..,.:'"
RSAgarwala & Co.dd: 28, Blackburn Lane,Kolkata, West Bengal-700012M/s Brahamayya & Co.dd: 48, masilamani Road,Balaji Nagar, Royapettah,Chennai, Tamil Nadu-600014
1.8. List of top 10 CP holders as on the date of issue: Annexure-;v
1.7. List of top 10 debt securities holders as on the date of issue: Nil
Transport Corporation of India LimitedCorporate Office: TCI House, 69, Institutional Area, Sector-32, Gurugram -12200 I, Haryana (India)Ph, No,: +91 124-2381603, Fax,: +91 124-238161 I E-mail: [email protected] Web: www,tcil.com
Regd. Office:- Flat Nos, 306 & 307, 1-8-271 to 273, Third Floor, Ashoka Bhoopal Chambers, S P Road, Secunderabad - 500 003 (TelangaTel: +914027840104 Fax: +914027840163
ClN: L70109TG199SPLCO/9116
~2. Material Information:
~TCILEADERS IN LOGISTICS
2.1. Details of all default/s and/or delay in payments of interest and principal of CPs, (including technical delay),debt securities, term loans, external commercial borrowings and other financial indebtedness includingcorporate guarantee issued in the past 5 financial years including in the current financial year: None
2.2. Ongoing and/or outstanding material litigation and regulatory strictures, if any. No materiallitigation(s)and/or regulatory Stricture(s) except as given in the financials.
2.3. Any material event/ development having implications on the financials/credit quality including anymaterial regulatory proceedings against the Issuer/promoters, tax litigations resulting in materialliabilities, corporate restructuring event which may affect the issue or the investor's decision to invest /continue to invest in the CPoNo such Material event/development has taken Place.
3. Details of borrowings of the company, as on the latest quarter end:
3.1. Details of debt securities and CPs:There are no debt securities issued by the Company. The details of CPare provided under Annexure-v.
3.2. Details of secured/ unsecured loan facilities/ bank fund based facilities/ rest of the borrowing, if any,including hybrid debt like foreign currency convertible bonds (FCCB), optionally convertible debentures /preference shares from banks or financial institutions or financial creditors, as on last quarter end:
Annexure-v;.
3.3. The amount of corporate guarantee or letter of comfort issued by the issuer along with name of thecounterparty (like name of the subsidiary, JV entity, group company, etc.) on behalf of whom it has beenissued, contingent liability including debt service reserve account (DSRA) guarantees/ any put option etc.as on last quarter ended December 31, 2019:
l' ~~?i~',o~fcJhF~~,~,~~-rii~~s.tw~O:~~":;;::>i' /;\: .:::":';.{-~~':,:.'\;;::.:.\~2:..:,".,.-;;':::~~;;,~';Gua rariteest!L'etter'of i';Y' Amo""unt,' !
~TYP'~,of~9mpariy,t K;,.;::/;;t;hc~~fort>J".,',"',',,'; (Rs:'d~r~~$)' ,"" ,.r,.beha'f'lsSiue~ .•.;i,;(:\'."~ ,',~;':.; ~',••, :,.•:, ••;;,;':; '-. :;!(~.•. ' ,,~~:;,:_~'_'~~,:r'''.'t;.
TCI Bangladesh Limited Subsidiary Standby Letter of Credit 1.45
ABC India Limited Others Corporate Guarantee 7.42
ISIN INE688A14Jl1
Amount Rs. 20 Crores
Date of issue 27-Feb-2020
Date of maturity 27-May-2020
Credit ratings A1+
Date of rating 1ih February, 2020 ~RA~Name of credit rating agency ICRA 1Ic9y',,~j/0"Validity period 3 Months (rtf CorR ~e/ ..,'\'
Ie..".
Issuing and paying agent HDFCBank limited \\~\ m c~ til'~/Other conditions, if any N.A. ~;Y;"~0JJ
Note: Letters of Comfort issued to subsidiaries, associates and Joint ventures in the ordinary course of itsbusiness do not create a legal obligation or result in any financial liability of the Company. Save andexcept as provided in the Annual Report for the FY2018-19, there are no material Contingent Liabilities.
4. Issue Information:4.1. Details of current tranche including:
Transport Corporation of India LimitedCorporate Office; TCI House, 69, Institutional Area, Sector-32. Gurugram -12200 I, Haryana (India)
Ph. No.: +91 124-2381603. Fax.;+91 124-238161 I E-mail: [email protected] Web: www.tcil.comRegd. Office;- Flat Nos, 306 & 307, 1-8-271 to 273, Third Floor, Ashoka Bhoopal Chambers, S P Road, Secunderabad - 500 003 (Telangan;
Tel: +9 I 40 27840 I04 Fax: +9 I 40 27840 I63ON : L70 I09TG I995PLCO19116
~TCI~ LEADERS IN LOGISTICS
4.2. CP borrowing limit, supporting board resolution for CP borrowing, details of CP issued during the last 15months.
The CP borrowing limit as approved by the Board of Directors is Rs. 260 Crores. The details of CP issuedduring the last 15months are tabulated as Annexure-vii. Board Resolution is attached as Annexure-viii.
4.3. End-use of funds: To meet the Working Capital requirements
4.4. Credit Support/enhancement (if any): Not Applicable
(i) Details of instrument, amount, guarantor company(ii) Copy of the executed guarantee(iii) Net worth of the guarantor company(iv) Names of companies to which guarantor has issued similar guarantee(v) Extent of the guarantee offered by the guarantor company(vi) Conditions under which the guarantee will be invoked
5. Financial Information:
5.1. Audited / Limited review half yearly consolidated (wherever available) and standalone financialinformation (Profit & Loss statement, Balance Sheet and Cash Flow statement) along with auditorqualifications, if any, for last three years along with latest available financial results. In case an issuer isrequired to prepare financial results for the purpose of consolidated financial results in terms ofRegulation 33 of SEBI LODRRegulations, latest available quarterly financial results shall be filed.
Latest unaudited Limited reviewed financial results (Consolidated and Standalone) for Quarter/Nine-Months ended December 31, 2019 are enclosed as Annexure-ix.
Financial informations (Profit & Loss statement, Balance Sheet and Cash Flow statement along withAuditors report thereon) for last three financial years viz. March 31, 2017 to March 31, 2019 areenclosed as an Annexure-x and complete financials are available on the website of the Company.
5.2. Latest audited financials should not be older than six month from the date of application for listing.Provided that listed issuers (who have already listed their specified securities and/or 'Non-convertibleDebt Securities' (NCDs) and/or 'Non-Convertible Redeemable Preference Shares' (NCRPS)) who are incompliance with SEBI (Listing obligations and disclosure requirements) Regulations 2015 (hereinafter"SEBI LODR Regulations"), may file unaudited financials with limited review for the stub period in thecurrent financial year, subject to making necessary disclosures in this regard including risk factors.
Latest unaudited Limited reviewed financial results (Consolidated and Standalone) for Quarter/Nine-Months ended December 31, 2019 are enclosed as Annexure-ix.
6. Asset Liability Management (ALM) Disclosures:
6.1. NBFCs seeking to list their CPs shall make disclosures as specified for NBFCs in SEBI Circular nos.CIR/IMD/DF/ 12/2014, dated June 17, 2014 and C1R/IMD/DF/ 6 /2015, dated September 15, 2015, asrevised from time to time. Further, "Total assets under management", under para La. of Annexure I ofC1R/IMD/DF/ 6 /2015, dated September 15, 2015 shall also include details of off balance sheet assets: Not
Applicable ORA'"~ I/O~.
6.2. HFCs shall make disclosures as specified for NBFCs in SEBI Circular no. CIR/IM~rt)~~ ,atedSeptember 15, 2015, as revised from time to time with appropriate modifications J t;:.le~~Pratfsih~)ban,loan against property, wholesale loan - developer and others: Not Applicable ~~ 0 I ~1?
Transport Corporation of India Limited ~Corporate Office: TCI House, 69, Institutional Area, Sector-32, Gurugram -12200 I, Haryana (India)Ph. No.: +91 124-238/603, Fax.: +91 124-238161 I E-mail: [email protected] Web: www.tcil.com
Regd. Office:- Flat Nos. 306 & 307. 1-8-271 to 273, Third Floor, Ashoka Bhoopal Chambers, S P Road, Secunderabad - 500 003 (Telangana)Tel: +9 I 40 27840 I04 Fax: +9 I 40 27840 I 63
ClN : L70 I09TG I995PLCO 191 16
Annexure-iDetails of the directors
".".
-I~[
~~;.1. Bhoruka Power Corporation Ltd.( Mr. D. P. Agarwal
19 Olof Palme-. 2. Jay Bharat Maruti Ltd.Designation: Chairman
Marg Vasant Vihar3. TCI Industries Ltd.
~ 69 Delhi 110057 11~09-1998i? & Managing Director 4 .. TCI Developers Ltd.
~:'.5. TCI Express Ltd.
DIN: 00084105 6. TCI Institute of Logistics~;.
i:~; 1. Kirloskar Electric Company Ltd ..~:", 2. Bhoruka AgroBusiness Pvt. Ltd.;.'
. '.~3. Bhoruka Steel And Services Ltd.4. Pharmed Ltd.
Mr. S. N. Agarwal11/3 Nandidurga 5. Bhuruka Gases Ltd.
Designation: Director 75Road, Jayamahal
02-01-19956. Bhoruka Power Corporation Ltd.
Extension 7. Bhoruka Cogen Power Pvt. Ltd.
DIN: 00111187Bengaluru 560046 8. Prabhu Structures Investment India Pvt.
Ltd.9. Bit Old Students Global Association10.BhurukaGases Investments India Pvt.
Ltd.1. Magic sapphire Realty LLP2. Srishti Westend Greens Farms LLP
Mr.Ashish BharatRam1, Silver Oak 3. Rose Farms (Delhi) LLPAvenue, Westend 4. SRFLimited
Designation:51 Green Farms, 28-07-2011 5. Kama Holdings Limited.
Independent DirectorRajokri New Delhi 6. Lotus Estates Private Limited
DIN: 00671567-110038, 7. SRFHoliday Home Limited
8. Orange Farms Private Limited9. Shri Educare Limited
1. Oriental Hotels Ltd.2. The KC P Ltd.3. Indian Ghemical Council4. Sanmar Consolidations Pvt. Ltd.S. NS Family Consolidations Pvt. Ltd.6. SCLConsultancy and Trading Pvt. Ltd.7. Kaveri Retre.ats and Resorts Ltd.
Mr. Vijay Sankar 8. Ns Family Investments P. Ltd.
Road9. SCLResearch Foundation
Designation:47
194 TIK04-11-2016 10. Southern India Chamber of
Independent Director Chennai600018Commerce &Industry
I' :
DIN: 0000787511. Stargate Enterprises Pvt. Ltd.12. V STrading And Consultancy Pvt. Ltd.13. C Sankar Tradingand Consultancy
Pvt. Ltd.14. M Sankar Trading and Consultancy
Pvt. Ltd.15. Young Presidents Organisation
(Chennai chapter)
.."-- ~ " .. }: ... ' .... '. ~
1. Multiples Private Equity Fund II LLP
Mr. Subramanian 2. UFO Moviez India Ltd.
MadhavanD-1063, New 3. Glaxosmithkline Consumer HealthcareFriends Colony,
Ltd.Designation: 63
Near Mata Ka12-02-2019 4. ICICI Bank Ltd.
Mandir, NewIndependent Director
Friends Colony,5. HCLTechnologies Ltd.
Delhi- 110025 6. Cibix Technology Solutions Pvt. Ltd.DIN: 06451889 7. Regime Tax Solutions Pvt. Ltd.
8. Shopkhoj Content Pvt. Ltd.
Ms. Gita Nayyar 1. Oriental Hotels Limited2. Taj Sats Air Catering Limited
Designation:56
F9/8, Vasant vihar,24-05-2019
Independent Director Delhi-110057
DIN: 07128438Mr. Ravi Uppal A-23, West End, 1. JK Files (India) Ltd.
2nd Floor Anand 2. Steel Infra Solutions Pvt. Ltd.Designation:
67Niketan, South
28-10-2019 3. Surin Automotive Pvt. Ltd.Independent Director West Delhi, 4. Skillsonics India Pvt. Ltd.
Chanakya Puri, 5. Ring Plus Aqua Ltd.DIN: 00025970 New Delhi 110021Mrs. Urmila Agarwal
./
1. TDL Real Estate Holdings Ltd.19 Olof Palme 2. Bhoruka Express Consolidated Ltd.
Designation: Director 67 Marg Vasant Vihar 01-11-2012 3. Bhoruka Supply Chain SolutionsDelhi 110057 Holdings Ltd.
DIN: 008181651. TCI Express Ltd.
Mr. Chander Agarwal2. TCI Developers Ltd.3. TCI Properties (West) Ltd.
19 Olof Palme 4. TCllnfrastructure Ltd.Designation: Director 41 Marg Vasant Vihar 21-09-2006
5. TCI Apex-Pal Hospitality India PLtd.Delhi 110057
DIN: 008181396. Gloxinia Farms Pvt. Ltd.7. TCllnstitute of Logistics8. Express Industry Council of India1. Somany Ceramics Ltd.2. TCI Express Ltd.
Mr. Vineet Agarwal 3. TCI Developers Ltd.
19 Olof Palme4. Loglabs Ventures Pvt. Ltd.
Designation: Managing46 Marg Vasant Vihar 18-06-1998
5. TCI-CONCOR Multimodal Solutions P LtdDirector Delhi 110057
6. Transystem Logistics International P Ltd.7. Gloxinia Farms Pvt. Ltd.
DIN: 00380300 8. TCI Institute Of Logistics9. The Associated Chambers of
Commerce & industry of India
Annexure-iiDetails of change in directors in last three financial years including any change in the current year
.~".
Mr. 0 Swaminatha Reddy
Designation: IndependentDirector
DIN:00006391
Mr. S M Datta
Designation: IndependentDirector
DIN:00032812
Mr. M PSarawagi
Designation: IndependentDirector
DIN: 00401784
Mr. K SMehta
Designation: IndependentDirector
DIN: 00128166
Mr. Subramanian Madhavan
Designation: IndependentDirector
DIN: 06451889
Ms. Gita Nayyar
Designation: IndependentDirector
DIN: 07128438
Mr. Ravi Uppal
Designation: IndependentDirector
DIN:00025970
31-03-2019
31-03-2019
31-03-2019
29-07-2019
12-02-2019
24-05-2019
28-10-2019
31-03-2019
31-03-2019
31-03-2019
Resignation
Resignation
Resignation
Completion of tenureu/s 149(11) of the
Companies Act, 2013
Appointment
Appointment
Appointment
~
... \ ..
Annexure-iiilist of top 10 holders of equity shares of the company as on quarter ended December 31, 2019
.~ ,-ri
:::;
BhorukaSupply Chain Solutions1 Holdings Ltd. 34,238,213 34,238,213 44.56
(Promoter Group)
f' 2Dharmpal Agarwal-TCI Trading
4,974,995 4,974,995 6,47(Promoter Group)
3Dharam Pal Agarwal-HUF 2,039,756 2,039,756 2.65(Promoter Group)
4Ms. Sushma Chama ria 2,030,965 2,030,965 2.64(NRI-NR)
5Mr. Vineet Agarwal 2,028,498 2,028,498 2.64(Promoter)
6..Ms. Priyanka Agarwal 1,945,208 1,945,208 2.53';;~
(Promoter Group)
7IDFC Multi Cap Fund 1,872,393 1,872,393 2.43(Public- Mutual Fund)
8Ms. Urmila Agarwal 1,850,591 1,850,591 2,40(Pro-moter Group)
9Mr. Chander Agarwal 1,834,262 1,834,262 2.38(Promoter)
10Ms. Madhulika Agarwal 1,045,664 1,045,664 1.36(Public- Individual)
fA.... -i,;,. . ,,,'~.
Annexure -ivTop 10 CPholders as on 26th February, 2020
1 DBS Bank Ltd. Bank 90 Crores 50.00%!~(:"
2 State Bank Of India Ltd. Bank 60 Crores 33.33%,>
3 HDFC Bank Ltd. Bank 30 Crores 16.67%
~;:
Annexure-vDetails of CPas on Quarter ended 31st December, 2019
CI/2019- INE688A14JD2 7.15% 10 30-Dec-19 24-Mar-20 Al+ Unsecured NA HDFL~:.ankICRA Ltd.0/DEC/A14JD2C1/2019- INE688A14JB6 88 7.15% 20 23-Dec-19 20-Mar-20 Al+ Unsecured NA HDFL~d~ankICRALtd.0/DEC/A14JB6C1/2019-
INE688A141Z7 90 7.10% 20 19~Dec-19 18-Mar-20 Al+ Unsecured NA HDFL~:.ank ICRALtd.O/DEC/A141Z70/2019- INE688A14JC4 84 6.75% 10 23-Dec-19 16-Mar-20 Al+ Unsecured NA HDFL~:.ank ICRAltd.O/DEC/A14JC4CI/2019-
INE688A14JA8 85 6.75% 10 19-Dec-19 13-Mar-20 Al+ Unsecured NA HDFL~d~ankICRALtd;O/DEC/A14JA8CI/2019- INE688A141YO 86 6.75% 20 03-Dec-19 27-Feb-20 . Al+ Unsecured NA HDFL~:.ank ICRALtd.0/DEC/A14IYOCI/2019- INE688A141X2 90 6,80% 20 28-Nov-19 26-Feb-20 Al+ Unsecured NA HDFL~d~ankICRALtd.O/NOV/ A141X2CI/2019- . 90 6.80% 20 26-Nov-19 24-Feb-20 Al+ Unsecured NA H~FL~:.ank ICRALtd.0/NOV/A14IW4INE688A14IW4
CI/2019- INE688A141V6 90 6.80% 10 22-Nov-19 20-Feb-20 Al+ Unsecured NA HDFL~d~ankICRALtd..'.~. O/NOV/ A141V6
CI/2019- 90 6.80% 20 21-Nov-19 19-Feb-20 Al+ Unsecured NA HDFL~d~ankICRALtd.0/NOV/A14IU8 INE688A141U8
CI/2019- INE688A141TO 90 7.10% 10 20-Nov-19 18-Feb-20 Al+ Unsecured NA HDFCBank ICRAL d20/NOV / A141TO
Ltd. t .
C1/2019- INE688A141R4 90 7.00% 10 03-0ct-19 01-Jan-20 Al+ Unsecured NA HDFCBank Id~A ltdO/OCT/ A141R4 Ltd. .
CI/2019- INE688A141R4 86 7.10% 10 07-0ct-19 01-Jan-20 Al+ Unsecured NA HDFCBank ICRALt~O/OCT/ A141R4 Ltd. .
Total 190
'.,:' .:... ,\0 .•.•..•.•
Annexure-v;Details of Borrowing as on Quarter ended 31st December, 2019
;.~-
"
State Bank of IndiaCashCredit 75.00 5.48 on Demand
CRISILAAStandard
Ltd. (Stable)
HDFCBank Ltd. Cash Credit/WCDL 60.00 16.98 on DemandCRISILAA
Standard(Stable)
:1:: ,Immovable
Hongkong & property &CRISILAA
Shanghai Banking Cash Credit 50.00 on Demand Book debts(Stable)
Standard
Corporation Ltd. of thecompany
CRISILAADBSBank Ltd. Cash Credit 40.00 on Demand (Stable)
Standard
ICICIBank Ltd. CashCredit 55.00 2.87 on DemandCRISILAA
Standard(Stable)
ICICIBank Ltd.Commercial Vehicle
3.02 0.46Equated Monthly Underlying CRISILAA
StandardLoan Installment Assets (Stable)
;..'Term Loan including Equated
Underlying CRISILAAHDFCBank Ltd. Commercial Vehicle 113.71 70.08 Monthly/Quarterly Standard
Loan InstallmentAssets (Stable)
Term Loan including Equated Underlying CRISILAAAxis BankLtd. Commercial Vehicle 116.15 78.19 Monthly/Quarterly
Assets (Stable)Standard
Loan Installment
The Hong Kong & Equated Underlying CRISILAAShanghai Banking Term Loan 5.21 3.13 Monthly/Quarterly Standard
Corporation Ltd. InstallmentAssets (Stable)
DBSBank Ltd. Term Loan 26.00 1.96Equated Quarterly Underlying CRISILAA
StandardInstallment Assets (Stable)
IDFCBank Ltd.Commercial Vehicle
4.96 2.76Equated Monthly Underlying CRISILAA
StandardLoan Installment Assets (Stable)
Kotak MahindraTerm Loan including Equated Underlying CRISILAACommercial Vehicle 74.04 42.90 Monthly/Quarterly Standard
Bank Ltd. Loan InstallmentAssets (Stable)
Total 623.09 224.81.".J.
'.~ 1
.-. -.~ ... ;'. . .,'... ~-. ,t,
Annexure-viiDetails of CP issued during the last 15 months
.,/.".
:.',:
1 INE688A14HPO 22"Oct-18 . 31-Dec-18 40 - HDFC Bank Ltd ICRA A1+ 200
2 INE688A14H03 23-0ct-18 28-Dec-18 30 - HDFC Bank Ltd ICRA A1+ 200
3 INE688A14HQ8 . 10-Dec-18 8-Mar-19 20 - HDFC Bank Ltd ICRA A1+ 200
4 INE688A14HR6 11-Dec-18 11-Mar-19 20 - HDFC Bank Ltd ICRA A1+ 200
5 INE688A14HS4 14-Dec-18 12-Mar-19 20 - HDFC Bank Ltd ICRA A1+ 200
6 INE688A14HT2 17-Dec-18 13-Mar-19 20 - HDFC Bank Ltd ICRA A1+ 200
7 INE688A14HUO 28-Dec-18 26-Feb-19 30 - HDFC BankLtd ICRA A1+ 200
8 INE688A14HV8 3-Jan-19 27-Mar-19 30 - HDFC Bank Ltd. ICRA A1+ 200
9 INE688A14HW6 4-Jan-19 25-Mar-19 50 - HDFC Bank Ltd ICRA A1+ 200
10 INE688A14HX4 7-Mar-19 24-May-19 20 - HDFC Bank Ltd ICRA A1+ 200
11 INE688A14HY2 12-Mar-19 29-May-19 20 - HDFC Bank Ltd ICRA A1+ 200
12 INE688A14HZ9 14-Mar-19 31-May-19 20 - HDFC Bank Ltd ICRA A1+ 200
13 INE688A141AO 15-Mar-19 5-Jun-19 20 - HDFC Bank Ltd ICRA A1+ 200
14 INE688A141B8 27-Mar-19 27-May-19 20 - HDFC Bank Ltd ICRA A1+ 200
15 INE688A141C6 16-Apr-19 27-Jun-19 50 - HDFC Bank Ltd ICRA Al+ 200
16 INE688A141D4 28-May-19 23-Aug-19 30 - HDFC Bank Ltd ICRA A1+ 200
17 INE688A141E2 31-May-19 28-Aug-19 20' - HDFC Bank Ltd ICRA A1+ 200
18 INE688A141F9 3-Jun-19 30-Aug-19 20 - HDFCBank Ltd ICRA A1+ 200
19 INE688A141G7 7-Jun-19 4-Sep-19 20 - HDFC Bank I..td ICRA A1+ 200
20 INE688A14113 28-Jun-19 25-Sep-19 30 - HDFC Bank Ltd ICRA A1+ 200
21 INE688A141H5 4-Jul-19 23-Sep-19 30 - HDFC Bank Ltd ICRA A1+ 200
22 INE688A141J1 8-Jul-19 3-0ct-19 10 - HDFC Bank Ltd ICRA A1+ 200
23 INE688A141K9 29-Jul-19 14-0ct-19 10 - HDFC Bank Ltd ICRA A1+ 200
24 INE688A141L7 23-Aug-19 21-Nov-19 30 - HDFC Bank Ltd ICRA A1+ 200
25 INE688A141M5 28-Aug-19 26-Nov-19 20 - HDFC Bank Ltd ICRA A1+ 200
26 INE688A141N3 30-Aug-19 28-Nov-19 20 - HDFC Bank Ltd ICRA A1+ 200
27 INE688A14101 4-Sep-19 3-Dec-19 20 - HDFC Bank Ltd ICRA A1+ 200
28 INE688A141P8 23-Sep-19 19-Dec-19 30 - HDFC Bank Ltd ICRA A1+ 200
29 INE688A141Q6 25-Sep-19 23-Dec-19 30 - HDFC Bank Ltd ICRA A1+ 200
30 INE688A141R4 3-0ct-19 1-Jan-20 10 - HDFCBank Ltd ICRA A1+ 200
31 INE688A141R4 7-0ct-19 1-Jan-20 10 - HDFC Bank Ltd, ICRA A1+ 200
32 INE688A141S2 14-0ct-19 27-Dec-19 10 - HDFC Bank Ltd ICRA A1+ 200
33 INE688A141TO 20-Nov-19 18-Feb-20 10 - HDFC Bank Ltd ICRA A1+ 200
34 INE688A141U8 21-Nov-19 19-Feb-20 20 - HDFC Bank Ltd ICRA A1+ 200
35 INE688A141V6 22-Nov-19 20-Feb-20 10 - HDFC Bank Ltd ICRA A1+ 200
36 INE688A141W4 26-Nov-19 24-Feb-20 20 - HDFC Bank Ltd ICRA A1+ 200
37 INE688A141X2 28-Nov-19 . 26-Feb-20 20 - HDFC Bank Ltd ICRA A1+ 200
38 INE688A141YO 3-Dec-19 27-Feb-20 20 20 HDFC Bank Ltd ICRA A1+ 200
39 INE688A141Z7 19-Dec-19 18-Mar-20 20 20 HDFC Bank Ltd leRA A1+ 200
40 INE688A14JA8 19-Dec-19 13-Mar-20 10 10 HDFC Bank Ltd ICRA A1+ 200
41 INE688A14JB6 23-Dec-19 20-Mar-20 20 20 HDFC Bank Ltd ICRA A1+ 200
42 INE688A14JC4 23-Dec-19 16-Mar-20 10 10 HDFC Bank Ltd ICRA A1+ 200
43 INE688A14JD2 30-Dec-19 24-Mar-20 10 10 HDFC Bank Ltd ICRA A1+ .200
44 INE688A14JEO 18-Feb-20 13-May-20 30 30 HDFC Bank Ltd ICRA A1+ . 200
45 INE688A14JF7 20-Feb-20 15-May-20 20 20 HDFC Bank Ltd ICRA A1+ 200
46 INE688A14JG5 24-Feb-20 22-May-20 10 10 HDFC Bank Ltd ICRb.~~~ 200
47 INE688A14JH3 26-Feb-20 26-May-20 30 30 HDFC Bank Ltd I&R~~':!.A~,4{.O~~ 200
Total 1020 180 "()7 (\.. \~\\
.l~~(),: ~UJy, "-
- cYClJ. 1< . \).-
LEADERS IN LOG IST ICS
Tel
Au tho rity M a trix (L is t C )
M ode o f O pe ra tions
L im it A u tho rity P resc ribed
U p to R s . 25 C ro res Jo in tly by anyone s igna to ry from L is t A a longw ith anyone s igna to ry from L is t B .
F rom R s. 25 C ro res Jo in tly by any tw o o f the s igna to ries from L is t A a longw ith anyone s igna to ry from
up to 50 C ro res L is t B .
RESO LVED FURTHER THAT M r. V inee t A ga rw a l, M anag ing D irec to r, M r. A sh ish T iw a ri, G roup CFO & M s.
A rchana Pandey , C om pany Secre ta ry & Com p liance O ffice r, be and a re he reby au tho rized to dec ide the
s tock exchange (s ) fo r lis ting o f the comm erc ia l pape rs , as m ay be issued by the C om pany from tim e to tim e
and to s ign and execu te such docum en ts , deeds , unde rtak ings , ag reem en ts , e tc ., as m ay be requ ired to ge t
the comm erc ia l pape rs lis ted on s tock exchange (s ).
R ESO LVED FURTHERTHAT the C omm on Sea l o f the C om pany be a ffixed on such docum en t(s ), as m ay be
requ ired in acco rdance w ith the A rtic les o f A ssoc ia tion o f the C om pany .
RESO LVEDFURTHERTHAT a copy o f th is reso lu tion du ly ce rtified by the C om pany Secre ta ry o f the C om pany
be fu rn ished to anyone conce rned o r in te res ted in the m a tte r."
C e rtified T rue C opy -'~ -; .' . .
F o r T ranspo rt co rp~ (;~~ lon :O f-ln~d l~~ II~T1 Ited
(~ C o rpo ra te :\
~ O ffice l;J
Archan P ey ~<!J"" ",,1Com pany Secre t ry & Com p liance O ffice r
M em be rsh ip N o : 3884
Add ress : H ouse N o . 1521 Sec to r lO A
G urgaon 122001 HR IN
T ranspo rt C o rpo ra tion o f Ind ia L im ited
Corpo ra te O ffice : TC I H ouse , 69 , Ins titu tiona l A rea , S ec to r-32 , G u rug ram -12200 I, H a ryana (Ind ia )
P h , N o .: +91 124 -2381603 , Fax .: +91 124 -238161 1 E -m a il: co rpo ra te@ tc iLcom W eb : V v"NW .tc iLcom
Regd . O ffice :- F la t N os . 306 & 307 , 1 -8 -271 to 273 , Th ird F loo r, A shoka Bhoopa l C ham be rs , S P Road , S ecunde rabad - 500003 (Te langana )
Te l: +9 I 40 27840 I 04 Fax : +91 40 27840163
C lN : L70 I 09TG I 99sPLCO 191 16
LE A D E R S IN LO G IS T IC S
-•Tel
Transport Corporation of India Ltd.
(IN:L70109TG1995?LC019116
Regd. Office: Flat Nos. 306 So 307, '.8-271 to 271 Ashoka Bhoopal Chambers,
S.P.Road, Secunderabad - 500 003 (TG)
Corp. Office: Tel tiouse, 69 Institutional Area, Se.:tor-32, Gurugram -121 001. Hilryana
let: +91 1242381603-07, Fax: +91 1242381611. E-mail: se<;retarial@lciLcom,Websile:www,tcil,com
( t in laklls. unle" othe'wi'e stated)
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Annaure-I/
B ra hm a y y a &C O -
Chartered Accountants
In d e p e n d e n t A u d ito r 's R C " 'icw R e p o r t o n U n a u d ite d S ta n d a lo n e Q u a r te r l} ' a n d Y e a r to
D a te F in a n c ia l R e su l ts o f T ra n sp o r t C o rp o ra t io n o f lo d ia L im ite d p u rs u a n t to R e g u la t io n
3 3 o f th e S E B I (L is t in g : O h lig a t io n s a n d D is c lo s u re R e q u irem e n ts ) R e g u la t io n s . 2 0 1 5
T o ,
T h e B o a rd o f U ire c to r s
T ra n sp o r t C o r l lo ra t io n o f In d ia L im ite d
I . W e h a v e re v iew e d th e a c c om p a n y in g s ta tem e n t o f u n a u d ite d s ta n d a lo n e f in a n c ia l r e s u l ts o f
T ra n sp o r t C o rp o ra t io n o f In d ia L im ite d (" 'th e C om p a n y " ) , fo r th e q u a r te r e n d e d 3 pI
D e c em b e r 2 0 1 9 a n d y e a r to d a te f rom p t A p r i l 2 0 1 9 to 3 p t D e c em b e r 2 0 1 9 ( th e "S ta tem e n t" ) ,
b e in g su bm it te d b y th e C om p a n y p u rs u a n t to th e re q u irem e n t o f R e g u la t io n 3 3 o f th e S E B I
(L is t in g O b lig a t io n s a n d D is c lo s u re R e q u irem e n t) R e g u la t io n s . 2 0 1 5 , a s am e n d e d .
2 . T h e S ta tem e n t . w h ic h is th e re s p o n s ib i l i ty o f th e C om p a n y 's M a n a g em e n t a n d a p p ro v e d b y
th e B o a rd o f D ire c to r s . h a s b e e n p re p a re d in a c c o rd a n c e w ith re c o g n it io n a n d m e a su rem e n t
p r in c ip le s la id d ow n in th e In d ia n A c c o u n tin g S ta n d a rd 3 4 " In te r im F in a n c ia l R e p o r t in g "
( " In d A S 3 4 " ) p re s c r ib e d u n d e r S e c t io n 1 3 3 o f th e C om p a n ie s A c t , 2 0 1 3 re a d w ith re le v a n t
ru le s is s u e d th e re u n d e r a n d o th e r a c c o u n tin g p r in c ip le s g e n e ra l ly a c c e p te d in In d ia . O u r
re s p o n s ib i l i ty is to e x p re s s a c o n c lu s io n o n th e S ta tem e n t b a s e d o n o u r re v iew .
3 . W e c o n d u c tc d o u r re v iew in a c c o rd a n c e w ith th e S ta n d a rd o n R e v iew E n g a g em e n ts (S R E )
2 4 1 0 , "R e v iew o f In te r im F in a n c ia l In fo rm a tio n P e r fo rm e d b y th e In d e p e n d e n t A u d ito r o r th e
E n ti ty " is s u e d b y th e In s t i tu te o f C h a r te re d A c c o u n ta n ts o f In d ia ( " leA l" ) . T h is s ta n d a rd
re q u ire s th a t w e p la n a n d p e r fo rm th e re v iew to o b ta in m o d e ra te a s s u ra n c e a s to \v h e th e r th e
l ln a n c ia l r e s u l ts a re f re e o f m a te r ia l m is s ta tem e n t . A re v iew o f in te r im f in a n c ia l in fo rm a tio n
c o n s is ts o f m a k in g in q u ir ie s . p r im a r i ly o f p e r s o n s re s p o n s ib le fo r f in a n c ia l a n d a c c o u n tin g
m a tte r s , a n d a p p ly in g a n a ly t ic a l a n d o th e r re v iew p ro c e d u re s . A re v iew is s u b s ta n t ia l ly le s s in
s c o p e th a n a n a u d it c o n d u c te d in a c c o rd a n c e w ith s ta n d a rd s o n a u d it in g a n d c o n s e q u e n t ly d o e s
n o t e n a b le u s lO o b ta in a s s u ra n c e th a t w e w o u ld b e c om e aw a re o f a l l s ig n i l ic a n t m a tte r s th a l
m ig h t b e id e n t i f ie d in a n a u d it . A c c o rd in g ly , w e d o n o t e x p re s s a n a u d it o p in io n .
48. Masilamani Road, BalaJi Nagar. Royapettah,
Chennai - 600 014, India,
T : +91 - 044 - 2813 1128/38/48 I F: +91 - 044 - 2813 1158
E: [email protected] I www.brahmayya.com
Brahmayya&co-Chartered Accountants
4. H ased on our review conducted as stated above, nothing has com e to OUf attention that causes
us to bclie\'c that the accompanying Statem ent. prepared in accordance \\lith aforesaid Indian
Accounting Standards and other accounting principles generally accepted in India, has not
disclosed the inform ation required to be disclosed in term s of Regulation 33 of the SEBI
(L isting Obligations & D isclosure Requirem ents) Regulations, 2015 as am ended. including the
manner in which it is to he disclosed. or that it contains any m aterial m isstatem ent.
000;115
Place
Date
: Gurugram
: 29 th January 2020
Lukesh Vasudevan
Partner
M embership No. 222320
UDIN: 20222 32.0A8A"A1" b 1 q
48, Masilamani Road, Balaji Nagar, Royapettah,
Chennai - 600 014. India.
T: ~91 - 044 - 2813 1128/38/48 I F: +91 - 044 - 2813 1158
E: mail@ brahmayyacom I www.brahmayya.com
Brahmayya&cooChartered Accountants
In d ep en d cn t A ud ito r 's H c \'icw R epo rt o n U n au d ite d C on so lid a ted Q u a rte r ly an d Y ea r to D a te
F in an c ia l R c su lrs o f T ran sp o rt C o rp o ra tio n o f In d ia L im ited P u rsu an t to R eg u la tio n 3 3 o f th e
S E B I (L is tin g O b lig a tio n s an d D isc lo su re R eq u irem en ts ) R eg u la tio n s , 2 0 1 5
T o .
T h e B o a rd o f D ire c to rs
T ran sp o rt C o rp o n ltio n o f In d ia L im ited
1 . W e h av e rev iew ed th e a c com pan y in g S ta tem en t o f u n au d ite d co n so lid a ted f in an c ia l re su lts o f
T ran sp o rt C o rp o ra tio n o f In d ia L im ited (" th e P a ren t" ) , a n d its su b s id ia r ie s ( th e P a ren t an d its
su b s id ia r ie s to g e th e r re fe rred to a s .'th e G ro u p " ) an d its sh a re o f th e n c t p ro f it o f its jo in t v en tu re fo r
th e q u a rte r en d ed 3 pI D ecem be r 2 0 1 9 . an d y ea r to d a te from pt A p ril 2 0 1 9 to 3 pt D ecem be r 2 0 1 9
C 'th e S ta tem enC ), b e in g su bm itte d b y th e P a ren t p u rsu an t to th e req u irem en t o f R eg u la tio n 3 3 o f th e
S E B I (L is tin g O b lig a tio n s an d D isc lo su re R eq u irem en ts ) R eg u la tio n s , 2 0 1 5 , a s am end ed . A tten tio n
is d rm •• ..n to th e la c t th a t th e co n so lid a ted f ig u re s fo r th e co rre sp o n d in g q u a rte r en d ed 3 1 s t D ecem b e r
2 0 1 8 an d fo r th e p e rio d from I,t A p ril 2 0 1 8 to 3 1 S l D ecem be r 2 0 1 8 a s rep o rte d in th e se co n so lid a ted
f in an c ia l re su lts h av e b een ap p ro v ed h y th e P a ren t 's B o a rd o f D ire c to rs . b u t h av e n o t b e en su b je c ted
to rev iew s in c e th e req u irem en t o f su bm iss io n o f q u a rte r ly co n so lid a ted f in an c ia l re su lts h a s h ecom e
m and a to ry \v ith e ffe c t from pI A p ril 2 0 1 9 .
2 . T h e S ta tem en t w h ich is th e re sp o n s ib ility o f th e P a ren t" s M an ag em en t an d ap p ro v ed b y th e P a ren t 's
H o a rd o f D ire c to rs , h a s b e en p rep a red in a c co rd an ce w ith th e re co g n itio n an d m ea su rem en t
p r in c ip le s la id d ow n in In d ian A cco u n tin g S tan d a rd 3 4 " In te r im F in an c ia l R ep o rtin g " C 'ln d A S 34 " ) ,
p re sc r ib ed u n d e r S ec tio n 1 3 3 o f th e C om pan ie s A c t, 2 0 1 3 , re ad w ith re lev an t ru le s is su ed th e reu n d e r
an d o th e r a c co u n tin g p rin c ip le s g en e ra lly a c c ep ted in In d ia . O u r re sp o n s ib ility is to ex p re ss a
co n c lu s io n o n th e S ta tem en t b a sed o n o u r rev iew .
3 . W e co n d u c ted o u r rev iew in ac co rd an ce w ith th e S tan d a rd o n R ev iew E ng ag em en ts (S R E ) 2 4 1 0
"R ev iew o f In te r im F in an c ia l In fo rm a tio n p e rfo rm ed b y th e In d ep en d en t A ud ito r o f th e en tity "
is su ed b y th e In s titu te o f C h a rte red A cco u n tan ts o f In d ia (" IC A I" ) . T h is S tan d a rd req u ire s th a t w e
p lan an d p e rfo rm th e rev iew to o b ta in m od e ra te a ssu ran ce a s to w h e th e r th e f in an c ia l re su lts a re fre e
o f m a te r ia l m iss ta tem en t. A rev iew o f in te r im fin an c ia l in fo rm a tio n co n s is ts o f m ak in g in q u ir ie s ,
p r im a rily ' o f p e rso n s re sp o n s ib le fo r f in an c ia l a n d acco u n tin g m a tte rs , a n d ap p ly in g an a ly tic a l an d
o th e r rev iew p ro ced u re s . A rev iew is su b s tan tia lly le s s in sco p e th an an au d it c o n d u c ted in
a c co rd an ce w ith s tan d a rd s o n A ud itin g an d co n seq u en tly d o e s n o t en ab le u s to o b ta in a ssu ran ce th a t
w e w ou ld b ecom e aw a re o f a ll s ig n if ic an t m a tte rs th a t m ig h t b e id en tif ie d in an au d it. A cco rd in g ly ,
w e d o n o t ex p re ss an au d it o p in io n .
W e a lso p e rfo rm ed p ro ced u re s in a c co rd an ce w ith th e c ircu la r is su ed b y th e S E B I u n d e r R eg u la tio n
3 3 (8 ) o f th e S E B I (L is tin g O b lig a tio n s an d D isc lo su re R eq u irem en ts ) R eg u la tio n s . 2 0 1 5 , a s
am end ed . to th e ex ten t ap p lic ab le .
48, Masilamani Road. Balaji Nagar. Royapettah,
Chennai - 600 014. India.
T: +91 - 044 - 2813 1128/38/48 I F: +91 - 044 - 2813 1158
E: [email protected] I www.brahmayya.com
J
Brahmayya & co°Chartered Accountants
4 . T h e S ta tem en t in c lu d e s th e re su lts o f th e I J ra llc h a n d o f th e fo llow in g e n ti t ie s :
i) T C I-C O N C O R M u ltim o d a l S o lu tio n s P v t. L td (S u b s id ia ry ')
ii) T C I V en tu re s L td (S u b s id ia ry )
iii) Te l C o ld C h a in S o lu tio n s Ltd (S u b s id ia ry )
iv ) Te l I io id in g s A s ia ra c il ie P tc . L td (S u b s id ia ry )
v ) Te l H o ld in g s SA & E P te . L td (S u b s id ia ry )
v i) Te l B an g la d e sh L td (S u b s id ia ry )
v ii) Te l N ep a l P r iv a te L td (S u b s id ia ry )
v ii i) Te l G lo b a l P te L td (S u b s id ia ry )
ix ) Te l G lo h a l B ra z il L o g is tic a L td a (S u b s id ia ry )
x ) Te l H o ld in g s N e th e r la n d s B .V (S u b s id ia ry )
x i) S tra tso l L o g is tic s P v t. L td (S u b s id ia ry )
x ii) T ra n sy s tcm L o g is tic s In te rn a tio n a l P v t. L td (Jo in t V en tu re )
5 . B a se d o n o u r re v ic \v c o n d u c te d a n d p ro c e d u re s p e r fo rm ed a s s ta te d in p a ra g ra p h 3 a b o v e a n d b a se d
o n th e c o n s id e ra tio n o f th e re v iew re p o r t o f th e o th e r a u d ito r re fe r re d to in p a ra g ra p h 7 b e low ,
n o th in g h a s c om e to o u r a tte n tio n th a t c a u se s u s to b e lie v e th a t th e a c c om p an y in g S ta tem en t.
p re p a re d in a c c o rd a n c e w ith th e re c o g n itio n a n d m ea su rem en t p r in c ip le s la id d ow n in th e a fo re s a id
In d ia n A c co u n tin g S ta n d a rd a n d o th e r a c c o u n tin g p r in c ip le s g e n e ra lly a c c e p te d in In d ia , h a s n o t
d is c lo se d th e in fo rm a tio n re q u ire d to b e d is c lo se d in te n n s o f R eg u la tio n 3 3 o f th e S E B I (L is tin g
O b lig a tio n s a n d D isc lo su re R eq u irem en ts ) R eg u la tio n s . 2 0 1 5 , a s am en d ed , in c lu d in g th e m an n e r in
w h ic h it is to b e d is c lo se d . o r th a t i t c o n ta in s a n y m a te r ia l m is s ta tem en t.
6 . V.•'e d id n o t re v iew th e in te r im lin a n c ia l re su lts o f o n e b ra n c h in c lu d e d in th e u n a u d ite d s ta n d a lo n e
f in a n c ia l re su lts o f th e e n ti ty in c lu d e d in th e G ro u p . w h o se in te r im f in a n c ia l re su lts re f le c t to ta l
re v e n u e o f R s . 5 6 .5 4 L ak h s , to ta l n e t p ro f it a f te r ta x o f R s . 2 .2 6 L ak h s a n d to la l c om p re h e n s iv e
in c om c o f2 .2 6 L ak h s fo r th e p e r io d from p I A p ril 2 0 1 9 to 3 jS l D ec em b e r 2 0 1 9 , a s c o n s id e re d in th e
re sp e c tiv e u n a u d ite d s ta n d a lo n e in te r im f im lllc ia l re su lts o f th e e n ti ty in c lu d e d in th e G ro u p . T h e
in te r im f in a n c ia l re su lts o f th is b ra n c h h a s b e e n p re p a re d b y th e m an ag em cn t. a n d o u r c o n c lu s io n in
so fa r a s it re la te s to th e am o u n ts a n d d is c lo su re s in c lu d e d in re sp e c t o f tb is b ra n c h . is b a se d so ld y
o n m an ag em en t a c c o u n ts a n d th e p ro c e d u re s p e r fo rm ed b y u s a s s ta te d in p a ra g ra p h 3 a b o v e .
O u r c o n c lu s io n o n Ih e S ta tem en t is n o t m o d if ie d in re sp e c t o f th e a b o v e m a tte r .
7 . W e d id n o t re v iew in te r im f in a n c ia l re su lts o f tw 'O su b s id ia r ie s ; in c lu d e d in th e S ta tem en t, w h o se
in te r im f in a n c ia l re su lts reO e e t to ta l re v e n u e o f R s . 5 ,6 8 5 .7 1 L ak h s a n d R s . 1 4 ,8 7 5 .5 5 L ak b s , to ta l
n e t p ro f it a t le r ta x e fR s . 5 2 .9 6 L ak h s a n d R s . 1 3 9 .7 0 L ak h s a n d to ta l c om p re h e n s iv e in c om e e rR s .
5 2 .9 6 L ak h s a n d R s . 1 3 9 .7 0 L ak h s fo r th e q u a r te r e n d e d 3 1 '\ D e c em b e r 2 0 1 9 an d fo r th e p e r io d from
pI A p ril 2 0 1 9 to 3 pI D ec em b e r 2 0 1 9 . re sp e c tiv e ly . a s c o n s id e re d in th e S ta tem en t. T h e se
48. M asilam an i Road, Ba!a ji N agar, Royapettah ,
(henna i • 600 014. Ind ia .
T : +91 - 044 - 2813 1128/38 /48 I F : .91 - 044 - 2813 1158
E : m ait@ brahmayya,com I www .brahmayya.com
Brahmayya & co°Chartered Accountants
f in a n c ia l r e s u l ts h a s b e e n re v iew e d b y th e o th e r a u d i to r w h o s e re p o r t h a s b e e n fu rn is h e d to u s b y th e
M a n a g em e n t , a n d o u r c o n c lu s io n o n th e S ta tem e n t , in s o fa r a s i t r e la te s to th e am o u n ts a n d
d is c lo s u re s in c lu d e d in re s p e c t o f th is s u b s id ia ry , is b a s e d so le ly o n th e re p o r t o f th e o th e r a u d i to r
a n d th e p ro c e d u re s p e r fo rm e d b y u s a s s ta te d in p a ra g ra p h 3 a b o v e .
O u r c o n c lu s io n o n th e S ta tem e n t is n o t m o d if ie d in re s p e c t o f th e a b o v e m aU e r .
8 . T h e S ta tem e n t in c lu d e s th c in te r im f in a n c ia l r e s u l ts o f n in e s u b s id ia r ie s w h ic h h a v e n o t b e e n
re v iew e d b y th e ir a u d i to r s , w h o s e in te r im f in a n c ia l r e s u l ts re f le c t to ta l r e v e n u e a fR s . 7 6 3 .3 6 L a k h s
a n d R s . 2 .2 3 0 .3 7 L a k h s . to ta l n e t lo s s a f te r ta x o f R s . 2 3 .3 5 L a k h s a n d R s . 8 0 .4 1 L a k h s a n d to ta l
c o m p re h e n s iv e lo s s o f R s . 2 3 .3 5 L a k h s a n d R s . 8 0 .4 1 L a k h s fo r th e q u a r te r c n d e d 3 1 s l D e c em b e r
2 0 1 9 a n d fo r th e p e r io d f ro m 1 S t A p r i l 2 0 1 9 to 3 P l D e c em b e r 2 0 1 9 , re s p e c t iv e ly , a s c o n s id e re d in
th e S ta tem e n t . T h e u n a u d ite d c o n so l id a te d f in a n c ia l r e s u l ts a ls o in c lu d e th e G ro u p 's s h a re o f n e t
p ro f i t a f te r ta x o f R s . 1 9 0 .4 1 L a k h s a n d R s . 1 ,9 4 3 .9 2 L a k h s , to ta l c o m p re h e n s iv e in c o m e o f R s .
1 9 0 .4 1 L a k h s a n d R s . 1 ,9 4 3 .9 2 L a k h s fo r th e q u a r te r e n d e d 3 I s l D e c em b e r 2 0 1 9 a n d fo r th e p e r io d
f ro m pI A p r i l 2 0 1 9 to 3 p t D e c em b e r 2 0 1 9 . re s p e c t iv e ly , a s c o n s id e re d in th e S ta tem e n t , in re s p e c t
o f o n e jo in t v e n tu re , b a s e d o n th e ir in le r im f in a n c ia l r e s u l ts w h ic h h a s n o t b e e n re v iew e d b y th e ir
a u d i to r . A c c o rd in g to th e in fo rm a tio n a n d e x p la n a t io n s g iv e n to u s b y th e M an a g em e n t , th e s e in te r im
f in a n c ia l r e s u l ts a re n o t m a te r ia l to th e G ro u p .
O u r c o n c lu s io n o n th e S ta tem e n t is n o t m o d if ie d in re s p e c t o f th e a b o v e m a tte r .
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48, M asilam an i Road, Ba la ji N agar, Royapettah ,
Chenna i - 600 014. Ind ia .
T : +91 - 044 - 2813 1128/38 /48 I F : +91 - 044 - 2813 1158
E : m a il@ brahmayya .com I www .brahmayya .com
48
Transport Corporation of India Ltd.
ii) the Company did not have any long terms contract including
derivative contracts for which there were any material
foreseeable losses.
iii) there has been no delay in transferring amounts, required to
be transferred to the Investor Education and Protection Fund
by the Company.
iv) the Company has provided requisite disclosures in its standalone
Ind AS financial statements as to holding as well as dealings in
Specified Bank Notes during the period from 8th November, 2016
to 30thDecember, 2016 and these are in accordance with books
of account maintained by the Company. Refer note 8.
For R.S. Agarwala & Co.
Chartered Accountants
Firm’s Regn No:-304045E
(R.S.Agarwala)
Partner
Camp:-Gurugram Membership No.005534
Date: 16thMay, 2017
Annexure “A”to Independent Auditors’ Report of even date to the members of Transport Corporation of India Limited, on the
Standalone Ind AS Financial Statement for the year ended 31st March, 2017.
Referred to in paragraph 1 under the heading of “Report on Other Legal and Regulatory Requirements” of our report of even date.
1. a) The company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
b) We are informed that a test of physical verification of these assets
was carried out by the management at reasonable intervals and
no material discrepancies were noticed. In our Opinion, the
frequency of verification of Fixed Assets is reasonable having
regards to the size of the Company and nature of its assets.
c) The titles deeds of all the immovable properties, as disclosed
in the Ind AS financial statements, are held in the name of the
Company except in respect of immovable properties situated at
Secunderabad and Kolhapur.
2. a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the
size of the Company and the nature of its business.
c) The Company is maintaining proper records of inventory and
no material discrepancies between physical inventory and book
records were noticed on physical verification.
3. 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 Act. Therefore, the
provisions of Clause 3 (iii) of the said order are not applicable.
4. In our opinion and according to the information and explanations
given to us, the company has complied with the provisions of section
185 and 186 of the Act, with respect to loans and investments made.
5. The Company has not accepted any deposits from the public.
6. The Central Government has not prescribed maintenance of cost
records under sub- section (1) of section 148 of the Act in respect of
any activities of the Company.
7. (a) According to the information and explanation given to us and
records of the Company examined by us, in our opinion the
Company is regular in depositing undisputed statutory dues
including provident fund, employees’ state insurance, income
tax, service tax, custom duty, Excise Duty, value added tax, cess
and any other statutory dues to the appropriate authorities.
(b) According to the information and explanations given to us and
the records of the Company examined by us, the particulars of
dues of income-tax or sales tax or service tax or duty of excise
or value added tax or cess or Employees’ State Insurance as at
March 31, 2017 which have not been deposited on account of
any dispute are as under:
Nature of the
Statute
Nature of
the dues
Amount
(` In
Lakh)
Period
to which
amount
relates
Forum where
dispute is
pending
Income Tax Act
1961
Income Tax 22.71 From FY 2011-
12 to 2012-13
Commissioner
(Appeals)
Sales Tax Act
Various States
Trade Tax 173.97 From FY 2003-
04 to 2016-17
Various
Authority
Employee's
State Insurance,
1948
Employee's
State
Insurance
20.98 FY 2011-12 Supreme
Court
Nature of the
Statute
Nature of
the dues
Amount
(` In
Lakh)
Period
to which
amount
relates
Forum where
dispute is
pending
Central Excise
Act, 1944
Excise Duty 26.82 FY 2009-10 to
FY 2012-13
Central Excise
& Service Tax
Appellate
Tribunal
8. According to the records of the company examined by us and the
information and explanations given to us, the company has not
defaulted in repayment of loans or borrowings to any financial
institutions or bank or Government during the year. The company
has not issued any debentures.
9. The company has not raised any moneys by way of initial public
offer, further public offer (including debt instruments) and term
loans. Therefore, the provisions of Clause 3(ix) of the said order are
not applicable to the company.
10. During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance
of material fraud by the company or on the Company by its officers
or employees, noticed or reported during the year, nor have we
been informed of any such cases by the management during the
course of our audit.
11. The company has paid /provided for managerial remuneration in
accordance with the requisite approvals mandated by the provisions
of section 197 read with schedule V to the Act.
12. The company is not a Nidhi Company.
13. The transactions with related parties are in compliance with the
provisions of Section177 and 188 of the Act. The details of the
related party transactions have been disclosed in the Ind AS financial
statements as required by the applicable accounting standard.
14. The Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures during
the year under review. Therefore, the provisions of Clause 3 (xiv) of
the order are not applicable.
15. The Company has not entered into any non-cash transactions with
its directors or persons connected with him. Therefore, the provisions
of Clause 3 (xv) of the order are not applicable.
16. The Company is not required to be registered under Section 45-IA of
the Reserve Bank of India Act, 1934.
For R.S. Agarwala & Co.
Chartered Accountants
Firm’s Regn No:-304045E
(R.S. Agarwala)
Partner
Camp: -Gurugram Membership No.005534
Date: 16thMay, 2017
49
Annual Report 2016-17
Report on the Internal Financial Controls under Clause (i)
of sub-section 3 of Section 143 of the companies Act, 2013.
We have audited the internal financial controls over financial reporting of
Transport Corporation of India Limited (“the Company”) as of 31st March,
2017 in conjunction with our audit of the standalone Ind AS financial
statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial
Controls
The Company’s management is responsible for establishing and
maintaining internal financial controls based on the internal control over
financial reporting criteria established by the Company considering the
essential components of internal controls stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by the
Institute of Chartered Accountants of India (ICAI). These responsibilities
include the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, including adherence to
company’s policies, safeguarding of its assets, prevention and detection of
frauds and errors, accuracy and completeness of the accounting records,
and timely preparation of reliable financial information, as required under
the Act.
Auditors’ Responsibility
Our responsibility is to express an opinion on the Company’s internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by ICAI and deemed
to be prescribed under section 143(10) of the Companies Act, 2013,
to the extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and, both issued by
the Institute of Chartered Accountants of India. Those Standards and
the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in all
material respects.
Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing the risk that
a material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk. The
procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the Ind AS financial
statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial
Reporting
A company’s internal financial control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principles. A company’s internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company;
(2)provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with
authorizations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of the company’s assets
that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over
Financial Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate
internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating
effectively as at 31st March, 2017, based on the internal control over
financial reporting criteria established by the Company considering the
essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by
the Institute of Chartered Accountants of India.
For R.S. Agarwala & Co.
Chartered Accountants
Firm’s Regn No:-304045E
( R.S.Agarwala)
Partner
Camp: -Gurugram Membership No.005534
Date: 16th May, 2017
Annexure B to The Independent Auditors’ ReportReferred to in Paragraph 2(g) of the Independent Auditors’ Report of even date to the Members of
Transport Corporation of India Limited on the Standalone Ind AS Financial Statements for the Year Ended
31st March, 2017
50
Transport Corporation of India Ltd.
Balance Sheet as at 31st March 2017
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
ParticularsNote
No
As at
31st March 2017
In `
As at
31st March 2016
In `
As at
1st April 2015
In `
Assets
Non-Current Assets
Property, Plant and Equipment 4 5,318,403,431 5,205,467,707 4,757,262,894
Capital Work-in-progress 4A 568,091,751 123,186,893 68,102,112
Intangible Assets 5 6,773,233 9,864,203 35,304,564
Financial Assets
Investments 6 297,771,983 265,613,686 475,110,032
Loans 7 114,305,094 64,242,719 58,938,275
Other Financial Assets 8 26,138,576 19,722,679 19,155,480
Other Non-Current Assets 9 542,184,314 339,567,753 386,995,584
6,873,668,382 6,027,665,640 5,800,868,941
Current Assets
Inventories 10 25,066,807 17,578,333 22,752,180
Financial Assets
Trade Receivables 11 3,316,463,094 3,032,957,728 3,839,226,524
Cash and Cash Equivalents 12 171,764,599 91,152,474 137,274,787
Other Bank Balances 12 12,299,427 12,895,802 8,715,516
Loans 7 107,230,070 70,711,170 133,304,268
Other Financial Assets 8 5,671,126 4,462,367 3,672,887
Other Current Assets 9 575,931,564 331,460,696 229,813,451
Current Tax Assets (Net) 13 229,606,562 109,016,429 79,749,222
4,444,033,249 3,670,234,999 4,454,508,835
Total Assets 11,317,701,631 9,697,900,639 10,255,377,776
EQUITY AND LIABILITIES
Equity
a) Equity Share Capital 14 153,154,900 152,147,200 151,347,000
b) Other Equity 14A 5,655,865,118 5,028,974,733 5,816,610,203
5,809,020,018 5,181,121,933 5,967,957,203
Non-Current Liabilities
Financial Liabilities
Borrowings 15 1,403,931,220 957,575,099 734,528,018
Deferred Tax Liabilities (Net) 17 391,743,693 318,760,369 297,454,908
Government Grant 18 20,308,268 - -
1,815,983,181 1,276,335,468 1,031,982,926
Current Liabilities
Financial Liabilities
Short-Term Borrowings 20 2,255,805,158 2,042,801,847 1,975,262,535
Trade Payables 21 733,296,366 516,389,526 693,039,925
Other Financial Liabilities 16 530,888,758 522,125,164 476,837,359
Short-term Provisions 22 52,347,304 63,440,086 54,081,896
Government Grant 18 2,345,866 - -
Other Current Liabilities 19 118,014,980 95,686,615 56,215,932
3,692,698,432 3,240,443,238 3,255,437,647
Total Equity and Liabilities 11,317,701,631 9,697,900,639 10,255,377,776
51
Annual Report 2016-17
Statement of Profit or Loss for the Year Ended 31st March 2017
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
ParticularsNote
No
Year ended
31st March 2017
In `
Year ended
31st March 2016 In `
Continuing Operations
Revenue
Revenue from Operations 23 18,042,453,706 15,984,097,961
Other Income 24 177,200,981 156,029,230
18,219,654,687 16,140,127,191
Expenses
Cost of Rendering of Services 25 14,540,628,560 12,824,084,780
Employee Benefits Expense 26 1,035,026,664 953,640,377
Finance Costs 27 286,067,964 239,279,603
Depreciation and Amortization Expense 28 578,125,522 507,114,917
Other Expenses 29 892,253,252 869,141,863
17,332,101,962 15,393,261,540
Profit Before Exceptional Items and Tax 887,552,725 746,865,651
Exceptional Items 42
Loss on liquidation of wholly owned subsidiary TCI Global Holding
(Mauritius) Ltd
- 213,739,400
Transferred an equivalent amount from the Securities Premium Account
as per the Scheme
- 213,739,400
Profit Before Tax 887,552,725 746,865,651
Tax Expense 30
Current Tax 111,469,999 83,855,912
Deferred Tax 73,450,858 67,420,614
184,920,857 151,276,526
Profit for the Year from Continuing Operations 702,631,868 595,589,125
Discontinued Operations
Profit Before Tax - 444,921,779
Tax expense - 133,921,446
Profit for the Year from Discontinued Operations - 311,000,333
Profit for the Year 702,631,868 906,589,458
Other Comprehensive Income
Items that will not be reclassified to profit or loss
FVOCI equity investments 5,602,954 3,332,292
Acturial gain/(loss) (1,846,136) (10,233,359)
Income tax relating items that will not be reclassified to profit or loss 467,533 3,488,171
Other Comprehensive income for the year, net of tax 4,224,351 (3,412,896)
Total Comprehensive Income for the Year 706,856,219 903,176,562
Basic Earnings Per Share of ` 2 Each
Continuing Operations 9.18 7.83
Discontinued Operations - 4.09
Total Basic Earnings Per Share 9.18 11.92
Diluted Earnings Per Share of ` 2 Each
Continuing Operations 9.18 7.82
Discontinued Operations - 4.09
Total Diluted Earnings Per Share 9.18 11.91
52
Transport Corporation of India Ltd.
Statement of Cash Flow for the Year Ended 31st March 2017
Particulars
Year ended
31st March 2017
In `
Year ended
31st March 2016
In `
A. Cash Flow From Operating Activities:Net Profit Before Tax and Exceptional Items 887,552,725 1,191,787,430Adjustments for :Depreciation 578,125,522 507,114,917 Loss (Profit) on sale of Fixed Assets 8,174,964 (9,653,918)Fair valuation of investments through FVTPL and FVOCI (6,791,638) (3,332,292)Lease Rent Payments 21,050 21,050 Interest Payments 286,067,964 239,279,603 Interest Income (14,434,523) (14,458,990)Dividend Income (60,329,352) (79,401,352)Government Grant (2,345,866) -
788,488,121 639,569,018 Operating Profit Before Working Capital Changes 1,676,040,846 1,831,356,448Adjustments For :Trade Receivables (283,505,366) 806,268,796 Other Financial Assets 142,662,056 208,240,174 Inventories (7,488,474) 5,173,847 Trade Payable and Other Payable 126,271,366 (1,622,783,234)Cash Generation From Operations 1,653,980,427 1,228,256,031(Direct Taxes Paid)/Refund Received (266,861,485) (236,987,407)Net Cash Flow From Operating Activities 1,387,118,942 991,268,624
B. Cash Flow Flow From Investing Activities:Purchase of Fixed Assets (1,156,094,581) (1,022,445,978)Loans and Advances (533,668,704) 3,069,240 Proceeds on Sale of Fixed Assets 15,044,483 47,135,743 Purchase of Investments (25,366,659) (1,675,500)Interest Received 10,419,164 12,582,337Dividend Received 60,329,352 79,401,352 Lease Rent Payments (21,050) (21,050)Net Cash Flow From Investing Activities (1,629,357,996) (881,953,855)
C. Cash Flow From Financing Activities:Proceeds from Issuance of Share Capital 25,353,005 16,498,500 Proceeds from Government Grant 25,000,000 - Short Term Borrowings (Net) 213,003,312 67,539,314 Proceeds from Term Borrowings 877,158,539 756,664,496 Repayment of Term Borrowings (430,802,418) (533,617,415)Interest Paid (286,067,964) (239,279,603)Payment of Dividend (84,240,324) (182,216,744)Payment of Dividend Tax (17,149,346) (36,845,344)Net Cash Flow From Financing Activities 322,254,804 (151,256,796)Net Increase(Decrease) In Cash & Cash Equivalent(A+B+C) 80,015,750 (41,942,027)Cash & Cash Equivalent as on 31st March, 2016 104,048,276 145,990,303 Cash & Cash Equivalent as on 31st March, 2017 184,064,026 104,048,276
Statement of Changes in Equity for the Year Ended 31st March 2017A. Equity Share Capital
Particulars No of shares In `Balance as at 1st April 2015 75,673,500 151,347,000 Changes in equity share capital during 2015-16 400,100 800,200 Balance as at 31st March 2016 76,073,600 152,147,200 Balance as at 1st April 2016 76,073,600 152,147,200 Changes in equity share capital during 2016-17 503,850 1,007,700 Balance as at 31st March 2017 76,577,450 153,154,900
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
85
Annual Report 2016-17
To the Members of Transport Corporation of India Limited
Report on the Consolidated Ind AS Financial Statements
We have audited the accompanying consolidated Ind AS financial
statements of Transport Corporation of India Limited (hereinafter
referred to as “the Holding Company”) and its subsidiaries (the Holding
Company and its subsidiaries together referred to as “the Group”), and its
jointly controlled entities; comprising of the Consolidated Balance Sheet as
at 31st March, 2017, the consolidated Statement of Profit and Loss (including
other comprehensive income), the consolidated Statement of Cash flows
and the Consolidated Statement of Changes in Equity for the year then
ended, and a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as “the consolidated Ind AS
financial statements”)
Management’s Responsibility for the Consolidated Ind AS
Financial Statements
The Holding Company’s Board of Directors is responsible for the
preparation of these consolidated Ind AS financial statements in terms of
the requirements of the Companies Act, 2013 (hereinafter referred to as ‘the
Act’) that give a true and fair view of the consolidated financial position,
consolidated financial performance including other comprehensive
income, consolidated cash flows and consolidated changes in equity
of the Group in accordance with the accounting principles generally
accepted in India, including the Indian Accounting Standards specified in
the Companies (Indian Accounting Standards) Rules, 2015 (as amended)
under Section 133 of the Act. The respective Board of Directors of the
companies included in the Group and jointly controlled entities venture
are responsible for maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of
the Group and jointly controlled entities respectively and for preventing
and detecting frauds and other irregularities; the 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 consolidated
Ind AS financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error, which have been
used for the purpose of preparation of the consolidated Ind AS financial
statements by the Directors of the Holding Company, as aforesaid.
Auditor’s Responsibility
1. Our responsibility is to express an opinion on these consolidated Ind AS financial statements based on our audit. While conducting the audit.
2. We have taken into account the provisions of the Act and Rules made thereunder, including accounting standards and matters which are required to be included in the audit report.
3. 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 consolidated Ind AS financial statements are free from material misstatement.
4. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated Ind AS
financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated Ind AS financial statements.
5. We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their reports referred to in para (a) of the other matters below, other than the unaudited financial statements as certified by the management and referred to in para (b) of the other matters below, is sufficient and appropriate to provide a basis for our audit opinion on the
consolidated Ind AS financial statement.
Opinion
Based on our audit on consideration of reports of other auditors, on separate financial statements of the subsidiaries and to the best of our information and according to the explanations given to us, the aforesaid consolidated Ind AS financial statements give a true and fair view in conformity with the accounting principles generally accepted in India of the consolidated state of the affairs of the Group and jointly controlled entities as at 31st March, 2017 and its consolidated Profit (including other comprehensive income), their consolidated Cash flows and consolidated changes in equity for the year ended on that date.
Emphasis of Matter
We draw attention to Note 41 to the consolidated Ind AS financial statements in case of the step down overseas subsidiary TCI Global (Singapore) Pte. Ltd which had suffered recurring operating losses, has capital deficiency and whose total current liabilities are in excess of total current assets and giving rise to doubt as the subsidiary’s ability to continue as a going concern. However, the management confirms continued financial support from the holding Company and therefore do not require any adjustments to the carrying value and classification of the assets and liabilities.
Our opinion is not qualified in respect of these matters.
Other Matters
(a) We did not audit the financial statements of nine subsidiaries (including seven overseas step-down subsidiaries), and two jointly controlled entities (including one overseas jointly controlled entities), whose financial statements reflect total assets of `
3,030.90 lakh as at 31st March, 2017, total revenues of ` 13,861.31 lakh and net cash outflows amounting to ` 68.01 lakh for the year ended on that date, as considered in the consolidated financial statements. These financial statements have been audited by other auditors whose reports have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and jointly controlled entities, and our report in terms of sub-sections (3) and (11) of Section 143 of the Act, insofar as it relates to the aforesaid subsidiaries and jointly controlled entities, is based solely on the reports of the other auditors.
(b) We did not audit the financial statements of three overseas step-down subsidiaries, whose financial statements reflect total assets of ` 283.32 lakh as at 31st March, 2017, total revenues of ` Nil and net cash outflows amounting to ` 0.12 lakh for the year ended on that date, as considered in the consolidated financial statements. These financial statements are unaudited and have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these step down subsidiaries, and our report in terms of sub-sections (3) and (11) of Section 143 of the Act in so
Independent Auditor’s Report on Consolidated Financial Statements
86
Transport Corporation of India Ltd.
far as it relates to the aforesaid subsidiaries, is based solely on such unaudited financial statements. In our opinion and according to the information and explanations given to us by the Management, these financial statements are not material to the Group.
Our opinion on the consolidated Ind AS financial statements, and our report on other legal and regulatory requirements below, is not modified in respect of the above matters with respect to our reliance on the work done and the reports of the other auditors and the financial statements certified by the management.
The comparative financial information of the Company for the year ended 31st March, 2016 and the transition date opening balance sheet as at 1st April, 2015 included in these consolidated Ind AS financial statements, are based on the previously issued statutory financial statements for the year ended 31st March, 2016 and 31st March, 2015 prepared in accordance with the Companies (Accounting Standards) Rules, 2006 (as amended) which were audited by us, on which we expressed an unmodified opinion dated 18th August, 2016 and 25th May, 2015 respectively. The adjustments to those financial statements for the difference in accounting principles adopted by the Company on transition have been audited by us.
Our opinion is not qualified in respect of these matters.
Report on Other Legal and Regulatory Requirements
1. 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 of the aforesaid
consolidated Ind AS financial statement;
(b) In our opinion, proper books of account as required by law
maintained by the Holding Company, its subsidiaries included in
the group and jointly controlled entities relating to preparation
of the aforesaid consolidated Ins AS financial statement have
been kept so far as it appears from our examination of those
books and the reports of the other auditors;
(c) The Consolidated Balance Sheet, the Consolidated Statement
of Profit and Loss (including other comprehensive income),
the Consolidated Statement of Cash Flows and Consolidated
Statement of Changes in Equity dealt with by this Report are in
agreement with the relevant books of account maintained by
the Holding Company, its subsidiaries included in the Group,
and jointly controlled entities for the purpose of preparation of
the consolidated Ind AS financial statements;
(d) In our opinion, the aforesaid consolidated Ind AS financial
statements comply with the Indian Accounting Standards
specified under Section 133 of the Act, read with relevant rules
issued thereunder.
(e) On the basis of the written representations received from the
directors of the Holding Company as on 31st March, 2017 taken
on record by the Board of Directors of the Holding Company
and the reports of the statutory auditors of its subsidiary
companies and jointly controlled companies incorporated in
India, none of the directors of the Group companies, its jointly
controlled companies incorporated in India is disqualified as
on 31st March, 2017 from being appointed as a director of that
company in terms of Section 164 (2) of the Act.
(f ) With respect to the adequacy of the internal financial
control over financial reporting of the Holding Company,
its subsidiaries companies, and jointly controlled entities
incorporated in India and the operating effectiveness
of such control, refer to our separate report in
Annexure “A”.
(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 Auditor’s) Rules, 2014, in our opinion and to the best
of our information and according to the explanations given to
us:
i. As detailed in Note 40 to the consolidated Ind AS financial
statements, the Group has disclosed the impact of pending
litigation on its consolidated Ind AS financial statements.
ii. The Group did not have any long-term contracts including
derivative contracts for which there were any material
foreseeable losses.
iii. There has been no delay in transferring amounts, required
to be transferred, to the Investor Education and Protection
Fund by the Holding Company.
iv. In the consolidated financial statements, holdings as well
as dealings in Specified Bank Notes during the period
from 8th November, 2016 to 30th December, 2016 by the
Holding Company and its subsidiaries and jointly controlled
entities incorporated in India has been requisitely disclosed
and these are in accordance with the books of accounts
maintained by the Holding Company, its subsidiaries and
jointly controlled entities incorporated in India and reports
of the other auditors. Refer note 46.
For R.S. Agarwala & Co.
Chartered Accountants
Firm’s Regn No.: 304045E
R.S. Agarwala
Camp: Gurugram Partner
Date: 16th May, 2017 Membership No.: 005534
Annexure “A’’ to the Independent Auditor’s Report Referred to in paragraph 1(f) of the Independent Auditors’ Report of even date to the members of Transport Corporation
of India Limited on the consolidated Ind AS financial statements for the year ended 31st March, 2017.
Report on the Internal Financial Controls under Clause (i)
of sub-section 3 of Section 143 of the companies Act, 2013
We have audited the internal financial controls over financial reporting
of Transport Corporation of India Limited (hereinafter referred to as “the
Holding Company”), its subsidiary companies and jointly controlled
entities as of 31st March, 2017 in conjunction with our audit of the
consolidated Ind AS financial statements of the Company for the year
ended on that date.
Management’s Responsibility for Internal Financial ControlsThe respective Board of Directors of the Holding Company, its
subsidiary companies and jointly controlled entities are responsible
for establishing and maintaining internal financial controls based on
the internal control over financial reporting criteria established by the
Company considering the essential components of internal controls
stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of
India (ICAI). These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct
of its business, including adherence to respective company’s policies,
safeguarding of its assets, prevention and detection of frauds and
87
Annual Report 2016-17
errors, accuracy and completeness of the accounting records, and
timely preparation of reliable financial information, as required under
the Act.
Auditors’ ResponsibilityOur responsibility is to express an opinion on the Group’s internal financial
controls over financial reporting based on our audit. We conducted our
audit in accordance with the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the “Guidance Note”) and the Standards
on Auditing, issued by ICAI and deemed to be prescribed under section
143(10) of the Companies Act, 2013, to the extent applicable to an audit of
internal financial controls, both applicable to an audit of Internal Financial
Controls and, both issued by the Institute of Chartered Accountants of
India. Those Standards and the Guidance Note require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether adequate internal financial controls over financial
reporting was established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining an understanding
of internal financial controls over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgment, including
the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the reports of
the other auditors in respect of entities audited by them referred to in the
Other Matters paragraph below, is sufficient and appropriate to provide
a basis for our audit opinion on the Company’s internal financial controls
system over financial reporting.
Meaning of Internal Financial Controls Over Financial
Reporting A company’s internal financial control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles.
A company’s internal financial control over financial reporting includes
those policies and procedures that (a) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (b) provide
reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of
the company are being made only in accordance with authorizations of
management and directors of the company; and (c) provide reasonable
assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the company’s assets that could have a
material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over
Financial ReportingBecause of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
fraud may occur and not be detected. Also, projections of any evaluation
of the internal financial controls over financial reporting to future periods
are subject to the risk that the internal financial control over financial
reporting may become inadequate because of changes in conditions,
or that the degree of compliance with the policies or procedures may
deteriorate.
OpinionIn our opinion, the Holding Company, its subsidiary companies and jointly
controlled entities have, in all material respects, an adequate internal financial
controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31st March, 2017,
based on the internal control over financial reporting criteria established
by the Company considering the essential components of internal control
stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India
as it appears from our examination of the books and records of the Holding
Company and the reports of the other auditors in respect of entities audited
by them.
Other MattersOur aforesaid report under section 143(3)(i) of the Act on the adequacy
and operating effectiveness of the internal financial controls over financial
reporting insofar as it relates to nine subsidiary companies and two jointly
controlled entities is based on the corresponding reports of the auditors
of such companies incorporated in India. Our opinion is not qualified in
respect of this matter.
For R.S. Agarwala & Co.
Chartered Accountants
Firm’s Regn No.: 304045E
R.S. Agarwala
Camp: Gurugram Partner
Date: 16th May, 2017 Membership No.: 005534
88
Transport Corporation of India Ltd.
Consolidated Balance Sheet as at 31st March 2017
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
Particulars
Note
No
As at
31st March 2017
In `
As at
31st March 2016
In `
As at
1st April 2015
In `
Assets
Non-Current Assets
Property, Plant And Equipment 4 5,410,090,958 5,314,024,829 4,874,916,318
Capital Work-in-Progress 4A 568,091,749 123,186,891 68,102,112
Intangible Assets 5 6,773,233 9,864,203 35,304,564
Financial Assets
Investments 6 866,360,075 760,181,501 734,017,934
Loans 7 114,305,094 64,242,719 58,938,275
Other Financial Assets 8 30,470,747 31,210,353 27,963,854
Other Non-Current Assets 9 549,664,826 348,241,867 386,995,584
7,545,756,682 6,650,952,363 6,186,238,641
Current Assets
Inventories 10 25,174,642 17,686,168 22,752,180
Financial Assets
Trade Receivables 11 3,584,420,188 3,253,441,411 4,035,766,439
Cash and Cash Equivalents 12 174,259,952 92,380,871 140,990,459
Other Bank Balances 12 12,299,427 12,895,802 8,715,516
Loans 7 102,095,866 63,561,582 135,090,952
Other Financial Assets 8 6,640,611 5,464,376 7,382,036
Other Current Assets 9 592,992,033 367,981,015 248,730,144
Current Tax Assets (Net) 13 250,757,896 119,874,413 88,384,283
4,748,640,615 3,933,285,638 4,687,812,009
Total 12,294,397,297 10,584,238,001 10,874,050,650
Equity And Liabilities
Equity
A) Equity Share Capital 14 153,154,900 152,147,200 151,347,000
B) Other Equity 14A 6,312,452,084 5,597,645,659 6,219,860,690
Total Equity Attributable to Equity Holders of the Company 6,465,606,984 5,749,792,859 6,371,207,690
Non Controlling Interest 42,745,951 38,679,585 34,536,396
Total Equity 6,508,352,935 5,788,472,444 6,405,744,086
Non-Current Liabilities
Financial Liabilities
Borrowings 15 1,431,534,392 983,908,633 760,746,833
Deferred Tax Liabilities (Net) 17 394,666,762 323,055,919 299,738,582
Government Grant 18 20,308,268 - -
1,846,509,422 1,306,964,552 1,060,485,415
Current Liabilities
Financial Liabilities
Short-Term Borrowings 20 2,363,647,365 2,162,339,616 2,034,969,239
Trade Payables 21 853,743,651 632,141,669 780,492,697
Other Financial Liabilities 16 543,128,704 525,934,384 481,367,658
Short-Term Provisions 22 53,076,177 63,689,021 54,163,117
Government Grant 18 2,345,866 - -
Other Current Liabilities 19 123,593,177 104,696,315 56,828,438
3,939,534,940 3,488,801,005 3,407,821,149
Total 12,294,397,297 10,584,238,001 10,874,050,650
89
Annual Report 2016-17
Consolidated Statement of Profit or Loss for the Year Ended 31st March 2017
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
Particulars
Note No
Year ended 31st March 2017
In `
Year ended 31st March 2016
In `
Continuing OperationsRevenue
Revenue from Operations 23 19,425,372,766 17,270,311,684 Other Income 24 121,618,383 78,076,371
19,546,991,149 17,348,388,055 Expenses
Cost of Rendering of Services 25 15,819,199,039 14,034,124,455 Employee Benefits Expense 26 1,067,832,261 979,508,986 Finance Costs 27 300,924,947 250,196,682 Depreciation and Amortization Expense 28 591,994,605 521,078,623 Other Expenses 29 918,012,066 962,706,057
18,697,962,918 16,747,614,803 Profit Before Exceptional Items, share of joint venture and Tax 849,028,231 600,773,252 Share of profits from Joint Venture 154,658,090 118,573,473 Profit Before Exceptional Items and Tax 1,003,686,321 719,346,725 Exceptional Items 44
Loss on liquidation of wholly owned subsidiary TCI Global Holding (Mauritius) Ltd.
- 213,739,400
Transferred an equivalent amount from the Securities Premium Account as per the Scheme
- 213,739,400
Profit Before Tax 1,003,686,321 719,346,725 Tax Expense 30
Current Tax 118,962,526 84,615,261 Deferred Tax 72,078,377 69,432,489
Total Tax Expenses 191,040,903 154,047,750 Profit for the year from continuing operation 812,645,418 565,298,975 Discontinued OperationsProfit Before Tax - 444,921,779 Tax expense - 133,921,446 Profit for the year from Discontinued Operations - 311,000,333 Profit for the year 812,645,418 876,299,308 Other Comprehensive Income
Items that will not be reclassified to profit or lossFVOCI equity investments 5,602,954 3,332,292 Acturial gain/(loss) (1,846,136) (10,792,178)Income tax relating items that will not be reclassified to profit or loss 467,533 3,488,171
Other Comprehensive income for the year, net of tax 4,224,351 (3,971,716)Total Comprehensive income for the year 816,869,769 872,327,592 Profit attributable to:Owner of Transport Corporation of India Limited 806,927,744 872,156,119 Non-Controlling Interests 5,717,674 4,143,189 Total 812,645,418 876,299,308 Other Comprehensive Income attributable to:Owner of Transport Corporation of India Limited 4,224,351 (3,971,716) Non-Controlling Interests - - Total 4,224,351 (3,971,716)Total Comprehensive Income attributable to;Owner of Transport Corporation of India Limited 811,152,095 868,184,403 Non-Controlling Interests 5,717,674 4,143,189 Total 816,869,769 872,327,592 Basic Earnings Per Equity Share of ` 2 Each
Continuing Operations 10.61 7.43 Discontinued Operations - 4.09 Total Basic Earnings Per Share 10.61 11.52
Diluted Earnings Per Share of ` 2 EachContinuing Operations 10.61 7.42 Discontinued Operations - 4.09 Total Diluted Earnings Per Share 10.61 11.51
90
Transport Corporation of India Ltd.
Consolidated Statement of Cash Flow for the Year Ended 31st March 2017
Particulars
Year ended
31st March 2017
In `
Year ended
31st March 2016
In ` A. Cash Flow From Operating Activities:
Net Profit Before Tax and Exceptional Items 1,003,686,321 1,164,268,504
Adjustments for :
Depreciation 591,994,605 521,078,623
Loss (Profit) on Sale of Fixed Assets 8,179,921 (9,653,918)
Fair Valuation of investments Through FVTPL and FVOCI (6,791,637) (3,067,554)
Lease Rent Payments 21,050 21,050 Interest Payments 300,924,947 250,196,682 Interest Income (14,832,049) (15,235,193)Dividend Income (1,529,352) (1,001,352)Government Grant (2,345,866) -
875,621,619 742,338,338 Operating Profit Before Working Capital Changes 1,879,307,940 1,906,606,842Adjustments For :Trade Receivables (330,978,777) 782,325,028 Other Financial 288,226,094 316,686,318 Inventories (7,488,474) 6,942,665Trade Payable and Others 40,271,734 (1,607,650,006)Cash Generation From Operations 1,869,338,517 1,404,910,847(Direct Taxes Paid)/Refund received (284,647,363) (318,015,157)Net Cash Flow From Operating Activities 1,584,691,154 1,086,895,690
B. Cash Flow From Investing Activities:Purchase of Fixed Assets (1,153,103,526) (1,034,690,834)Loans (645,914,119) (45,762,358)Proceeds on Sale of Fixed Assets 15,048,983 54,513,200 Purchase of Investments (25,366,659) (1,675,500)Interest Received 10,816,690 13,358,540Dividend Received 1,529,352 1,001,352 Lease Rent Payments (21,050) (21,050)Net Cash Flow From Investing Activities (1,797,010,330) (1,013,276,649)
C. Cash Flow From Financing Activities:Proceeds From Issuance of Share Capital 25,353,005 16,498,500 Proceeds From Government Grant 25,000,000 - Short Term Borrowings (Net) 201,307,749 127,370,377 Proceeds From Term Borrowings 886,415,711 756,779,209 Repayment of Term Borrowings (438,789,952) (533,617,409)Interest Paid (300,924,947) (250,196,682)Payment of Dividend (87,040,324) (182,216,744)Payment of Dividend Tax (17,719,360) (52,665,593)Net Cash Flow From Financing Activities 293,601,882 (118,048,342)Net Increase(Decrease) in Cash & Cash Equivalent(A+B+C) 81,282,706 (44,429,302)
Cash & Cash Equivalent as on 31st March, 2016 105,276,673 149,705,975
Cash & Cash Equivalent as on 31st March, 2017 186,559,379 105,276,673
In terms of our Report of even date For and on behalf of the Board
For R S Agarwala & Co.
Chartered Accountants
Firm Regn No. 304045E
S.M. Datta
(Chairman)
O. Swaminatha Reddy
(Director)
D.P. Agarwal
(Vice Chairman &
Managing Director)
Vineet Agarwal
(Managing Director)
R. S. Agarwala
Partner
(Membership No.005534)
Camp: Gurugram
Date : 16th May, 2017
Place: Gurugram
Date: 16th May, 2017
Archana Pandey
(Company Secretary &
Compliance Officer)
Ashish Tiwari
(Group CFO )
Particulars No of shares In `Balance as at 1st April 2015 75,673,500 151,347,000
Changes in equity share capital during 2015-16 400,100 800,200
Balance as at 31st March 2016 76,073,600 152,147,200
Balance as at 1st April 2016 76,073,600 152,147,200
Changes in equity share capital during 2016-17 503,850 1,007,700
Balance as at 31st March 2017 76,577,450 153,154,900
A. Equity Share capital
Consolidated Statement of Changes in Equity for the Year Ended 31st March 2017
58 | Transport Corporation of India Ltd.
Independent Auditor’s Report
Report on the Standalone Financial Statements
We have audited the accompanying Standalone Financial Statements
of Transport Corporation of India Limited (‘‘the Company’’), which
comprise the Balance Sheet as at 31st March 2018, the Statement of
Profit and Loss (including Other Comprehensive Income), the Statement
of Cash Flows and the Statement of Changes in Equity for the year then
ended and a summary of the significant accounting policies and other
explanatory information.
Management’s Responsibility for the Standalone Financial Statements
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 including
other comprehensive income, cash flows and changes in equity of
the Company in accordance with the accounting principles generally
accepted in India, including the Indian Accounting Standards (Ind AS)
prescribed under Section 133 of the Act, read with relevant rules issued
thereunder.
This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of
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 of the accounting records, relevant to
the preparation and presentation of the standalone financial statements
that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditor’s Responsibility for the Standalone Financial Statements
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 the Rules made thereunder.
We conducted our audit of the standalone financial statements 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 standalone financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the standalone financial
statements. The procedures selected depend on the auditor’s judgment
including the assessment of the risks of material misstatement of the
standalone 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 standalone
financial statements that give a true and fair view in order to design
audit procedures that are appropriate 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
the standalone financial statements.
We 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 information and according to the
explanations given to us, the aforesaid standalone financial statements
give the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as at
31st March 2018 and its profit including other comprehensive income,
its cash flows and the changes in equity for the year ended on that date.
Other Matters
1. The standalone financial statements for the year ended 31st March
2017, were audited by R.S. Agarwala & Co., Chartered Accountants,
who have issued unmodified opinion, vide report dated 16th May
2017. This report has been furnished to us by the management,
which has been relied upon by us for the purpose of audit of this
standalone financial statements.
2. We did not audit the financial statements of one branch included
in the standalone financial statements. The financial statements of
the branch have been audited by other auditor whose report has
been furnished to us by the management and our opinion on the
standalone financial statements, to the extent derived from such
financial statements is based solely on the report of such other
auditor.
Our opinion is not qualified in the respect of the above matters.
Report on Other Legal and Regulatory Requirements
1. 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.
2. 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 purposes 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) The report on the accounts of one branch of the Company
audited under section 143(8) of the Act by branch auditor
have been sent to us and have been properly dealt with in
preparing this report.
d) The Balance Sheet, the Statement of Profit and Loss (including
Other Comprehensive Income), the Statement of Cash
Flows and the Statement of Changes in Equity and the
To
The Members of
Transport Corporation of India Limited
Annual Report 2017-18 | 59
Branch’s Financial Statements dealt with by this Report are in
agreement with the books of account.
e) In our opinion, the aforesaid standalone financial statements
comply with the Indian Accounting Standards specified
under Section 133 of the Act, read with relevant rule issued
thereunder.
f ) On the basis of written representations received from the
directors as on 31st March 2018 taken on record by the Board
of Directors, none of the directors is disqualified as on 31st
March 2018 from being appointed as a director in terms of
Section 164(2) of the Act.
g) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and operating
effectiveness of such controls, refer to our separate report
“Annexure B” .
h) 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, as amended, in our opinion
and to the best of our information and according to the
explanations given to us:
i. The Company has disclosed the impact of pending
litigations on its financial position in its standalone
financial statements. Refer Note 40 to the standalone
financial statements.
ii. The Company did not have any long term contracts
including derivative contracts for which there were any
material foreseeable losses.
iii. There has been no delay in transferring the amounts,
required to be transferred, to the Investor Education and
Protection Fund by the Company during the year ended
31st March 2018.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Lokesh Vasudevan
Place: Gurugram (Partner)
Date : 16th May 2018 Membership No. 222320
60 | Transport Corporation of India Ltd.
Annexure A to the Independent Auditor’s Report
Referred to in Clause 1 of “Report on Other Legal and Regulatory
Requirements” Paragraph of the Independent Auditor’s Report of even
date to the members of Transport Corporation of India Limited on the
Standalone Financial Statements as of and for the year ended 31st March
2018.
(i) a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of
fixed asset.
b) We are informed that a test of physical verification of these
assets was carried out by the management at reasonable
intervals and no material discrepancies were noticed. In
our Opinion, the frequency of verification of Fixed Assets is
reasonable having regards to the size of the Company and
nature of its assets.
c) The titles deeds of all the immovable properties, as disclosed
in the standalone financial statements, are held in the name
of the Company except in respect of Buildings, amounting to
H 40.81 lakhs situated at Secunderabad and Kolhapur, whose
mutation in the records of the revenue authority is pending.
(ii) The management has conducted physical verification of inventory
at reasonable interval during the year and no material discrepancies
were noticed on physical verification of inventory.
(iii) According to the information and explanations given to us, 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 Act, 2013. Therefore, the provisions of Clause (iii), (iii)(a),
(iii)(b) and (iii)(c) of Paragraph 3 of the order are not applicable to
the Company.
(iv) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of
section 185 and Section 186 to the extent applicable with respect
to security, guarantee given and investments made.
(v) The Company has not accepted any deposits from the public,
therefore the provisions of Clause (v) is not applicable on the
Company.
(vi) We have broadly reviewed the books of account maintained by the
company pursuant to the Rules made by the Central Government
for the maintenance of cost records under section 148 of the Act,
and are of the opinion that prima facie, the prescribed accounts
and records have been made and maintained. However we have
not made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(vii) (a) According to the information and explanations given to us
and records of the Company examined by us, in our opinion
the Company is regular in depositing undisputed statutory
dues including provident fund, employees’ state insurance,
income tax, service tax, custom duty, excise duty, value added
tax, goods and services tax, cess and any other statutory
dues to the appropriate authorities. There are no outstanding
undisputed statutory dues on the last day of the financial year
concerned for a period of more than six months from the date
they became payable.
b) According to the information and explanations given to us and the records of the Company examined by us, the particulars of dues of income-
tax or sales tax or service tax or excise duty or value added tax or goods and services tax or cess or employees’ state insurance as at 31st March
2018 which have not been deposited on account of any dispute are as under:
Nature of the Statute Nature of the duesAmount
(H In Lakhs)
Period to which
amount relatesForum where dispute is pending
Sales Tax Act, Various States Trade Tax 231.29 FY 2003-04
to 2016-17
Various Authority
Employee’s State Insurance,
1948
Employee’s State
Insurance
20.98 FY 2011-12 Supreme Court
Central Excise Act, 1944 Excise Duty 5.00 FY 2017-18 Central Excise & Service Tax Appellate
Tribunal
Central Excise Act, 1944 Excise Duty 11.82 FY 2009-10 Commissioner of Central Excise
Central Excise Act, 1944 Excise Duty 10.00 FY 2011-12 Deputy Commissioner of Central
Excise
Entry Tax Act, 2001 Entry Tax 85.00 FY 2017-18 Deputy Commissioner of Entry Tax,
Appeal-2, Ahmedabad
The Bombay Stamp Act, 1958 Stamp Duty 39.69 FY 1993-94 Chief Controlling Revenue Authority,
Gandhinagar, Gujarat
Annual Report 2017-18 | 61
viii) According to the records of the Company examined by us and
the information and explanations given to us, the Company has
not defaulted in repayment of loans or borrowings to any financial
institutions or bank or Government during the year. The Company
has not issued any debentures during the year.
ix) According to the information and explanations given to us and
based on our examination of the records of the Company, the
Company has not raised any money by way of initial public offer
or further public offer (including debt instruments) during the
current year and the term loans during the year were applied for
the purpose for which they were raised.
x) During the course of our examination of the books and records
of the Company, carried out in accordance with the generally
accepted auditing practices in India, and according to the
information and explanations given to us, we have neither come
across any instance of material fraud by the Company or on the
Company by its officers or employees, noticed or reported during
the year, nor have we been informed of any such cases by the
management during the course of our audit.
xi) According to the information and explanations given to us
and based on our examination of the records of the Company,
the Company has paid /provided for managerial remuneration
in accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Act.
xii) In our opinion and according to information and explanations
given to us, the Company is not a Nidhi Company. Accordingly
the provision of Clause 3(xii) of Paragraph 3 of the order is not
applicable.
xiii) According to the information and explanations given to us and
based on our examination of the records, transactions with related
parties, prima facie are in compliance with the provisions of
Section 177 and 188 of the Act, where applicable and details of
such transactions have been disclosed in the standalone financial
statements as required by the applicable accounting standard.
xiv) According to the information and explanations given to us and
based on our examination of the records of the Company, the
Company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures
during the year.
xv) According to the information and explanations given to us and
based on our examination of the records of the Company, the
Company has not entered into any non-cash transactions with
its directors or persons connected with directors. Accordingly,
the provision of Clause 3 (xv) of Paragraph 3 of the order is not
applicable.
xvi) The Company is not required to be registered under Section 45-IA
of the Reserve Bank of India Act, 1934. Therefore, the provision of
Clause 3(xvi) of Paragraph 3 of the order is not applicable.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Lokesh Vasudevan
Place: Gurugram (Partner)
Date : 16th May 2018 Membership No. 222320
62 | Transport Corporation of India Ltd.
We have audited the internal financial controls over financial reporting
of Transport Corporation of India Limited (“the Company”) as of
31st March 2018 in conjunction with our audit of the Standalone
Financial Statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s management is responsible for establishing and
maintaining internal financial controls based on “Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting” as issued by The
Institute of Chartered Accountants of India (ICAI). These responsibilities
include the design, implementation and maintenance of adequate
internal financial controls that were operating effectively for ensuring
the orderly and efficient conduct of its business, including adherence
to Company’s policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and completeness of
the accounting records, and the timely preparation of reliable financial
information, as required under the Companies Act, 2013.
Auditors’ Responsibility for Internal Financial Controls
Our responsibility is to express an opinion on the Company’s internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by ICAI and deemed to
be prescribed under section 143(10) of the Companies Act, 2013, to
the extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and, both issued by
the Institute of Chartered Accountants of India. Those Standards and
the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material
misstatement of the standalone financial statements, whether due to
fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A Company’s internal financial controls over financial reporting
is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles. A Company’s internal financial controls
over financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets
of the Company; (2) provide reasonable assurance that transactions are
recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that
receipts and expenditures of the Company are being made only in
accordance with authorisations of management and directors of the
Company; and (3) provide reasonable assurance regarding prevention
or timely detection of unauthorised acquisition, use, or disposition of
the Company’s assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls Over
Financial Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial controls,
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate
internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating
effectively as at 31st March 2018, based on “Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting” as issued by The
Institute of Chartered Accountants of India.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Lokesh Vasudevan
Place: Gurugram (Partner)
Date : 16th May 2018 Membership No. 222320
Annexure B to the Independent Auditor’s ReportReport on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
Annual Report 2017-18 | 63
Balance Sheet as at 31st March 2018
H In Lakhs
Particulars Note No.As at
31st March 2018
As at
31st March 2017
I. Assets
1. Non-Current Assets
a) Property, Plant and Equipment 3 62,301.40 53,184.03
b) Capital Work-in-Progress 3A 5,632.38 5,680.92
c) Other Intangible Assets 4 56.70 67.73
d) Financial Assets
i) Investments 5 3,128.67 2,977.72
ii) Loans 6 1,061.57 1,001.99
iii) Other Financial Assets 7 295.95 261.39
e) Other Non-Current Assets 8 3,135.07 5,558.76
Total Non-Current Assets 75,611.74 68,732.54
2. Current Assets
a) Inventories 9 331.12 250.67
b) Financial Assets
i) Trade Receivables 10 38,967.25 33,164.63
ii) Cash and Cash Equivalents 11 1,143.70 1,717.64
iii) Other Bank Balances 11 152.64 122.99
iv) Loans 6 1,255.44 1,072.30
v) Other Financial Assets 7 73.99 56.71
c) Current Tax Assets (Net) 12 3,542.15 2,296.07
d) Other Current Assets 8 6,677.88 5,763.46
Total Current Assets 52,144.17 44,444.47
Total Assets 1,27,755.91 1,13,177.01
II. Equity and Liabilities
1. Equity
a) Equity Share Capital 13 1,531.55 1,531.55
b) Other Equity 13A 66,162.14 56,558.64
Total Equity 67,693.69 58,090.19
2. Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 14 15,143.89 14,039.31
b) Deferred Tax Liabilities (Net) 16 4,426.98 3,917.44
c) Government Grant 17 179.62 203.08
Total Non-Current Liabilities 19,750.49 18,159.83
3. Current Liabilities
a) Financial Liabilities
i) Borrowings 19 22,861.67 22,558.05
ii) Trade Payables 20 5,707.64 3,373.94
iii) Other Financial Liabilities 15 7,547.27 7,277.65
b) Provisions 21 548.02 523.47
c) Government Grant 17 23.46 23.46
d) Other Current Liabilities 18 3,623.67 3,170.42
Total Current Liabilities 40,311.73 36,926.99
Total Equity and Liabilities 1,27,755.91 1,13,177.01
The Notes Form an Integral Part of These Financial Statements 1-45
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
64 | Transport Corporation of India Ltd.
Statement of Profit and Loss for the Year Ended 31st March 2018
H In Lakhs
Particulars Note No. Year Ended
31st March 2018
Year Ended
31st March 2017
I Revenue
Revenue from Operations 22 2,17,711.34 1,80,424.54
Other Income 23 2,515.83 1,772.00
Total Revenue 2,20,227.17 1,82,196.54
II Expenses
Cost of Rendering of Services 24 1,74,895.60 1,45,406.29
Employee Benefits Expense 25 12,083.25 10,350.27
Finance Costs 26 3,083.70 2,860.68
Depreciation and Amortization Expense 27 6,732.82 5,781.25
Other Expenses 28 9,875.48 8,922.54
Total Expenses 2,06,670.85 1,73,321.03
III Profit Before Exceptional Items and Tax (I-II) 13,556.32 8,875.51
IV Exceptional Items 29 400.00 -
V Profit Before Tax (III-IV) 13,156.32 8,875.51
VI Tax Expense 30
Current Tax 2,221.76 1,114.70
Deferred Tax 509.54 734.51
Taxes for Earlier Years 49.88 -
VII Profit for the Year (V-VI) 10,375.14 7,026.30
VIII Other Comprehensive Income
Items that will not be Reclassified to Profit or Loss
Change In Fair Value Of Equity Instruments Designated As Fair Value Through OCI 388.10 56.03
Remeasurements Of Post-Employment Benefit Obligations (44.93) (18.46)
Income Tax Relating Items That Will Not Be Reclassified To Profit Or Loss (42.55) 4.68
Other Comprehensive Income for the Year, Net of Tax 300.62 42.25
IX Total Comprehensive Income for the Year (VII+VIII) 10,675.76 7,068.55
Earning Per Equity Share of H 2 Each 31
Basic 13.55 9.18
Diluted 13.53 9.18
The Notes Form an Integral Part of These Financial Statements 1-45
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
Annual Report 2017-18 | 65
Statement of Cash Flow for the Year Ended 31st March 2018H In Lakhs
ParticularsFor the Year Ended
31st March 2018
For the Year Ended
31st March 2017
A. Cash Flow From Operating Activities:
Net Profit Before Tax after Exceptional Items 13,156.32 8,875.51
Adjustments for :
Depreciation 6,732.82 5,781.25
Loss (Profit) on Sale Of Fixed Assets 24.41 81.75
Impairment Loss for Investment 400.00 -
Fair Valuation of Investments Designated as FVTPL (4.82) (11.89)
Loss/(Gain) on Foreign Currency Transactions (3.06) -
Unclaimed Balances and Excess Provisions Written Back (32.28) (220.59)
Net Loss (Gain) on Financial Assets 1.56 7.99
Amortisation of Prepayment Operating Leasehold land 21.74 4.15
Finance Costs 3,083.70 2,860.68
Interest Income (43.73) (53.04)
Dividend Income (806.43) (603.29)
Government Grant (23.46) (23.46)
9,350.46 7,823.55
Operating Profit Before Working Capital Changes 22,506.78 16,699.06
Adjustments For :
Trade Receivables (5,802.62) (2,835.05)
Other Financial and Other Assets 3,715.74 (3,573.54)
Inventories (80.45) (74.89)
Trade and Other Payables 846.39 932.28
Cash Flow From Operating Activities 21,185.83 11,147.86
(Direct Taxes Paid)/Refund Received (3,510.41) (2,320.60)
Net Cash From Operating Activities 17,675.42 8,827.26
B. Cash Flow From Investing Activities:
Purchase of Fixed Assets (15,904.55) (11,560.94)
Loans (242.72) (724.75)
Proceeds on Sale of Fixed Assets 89.52 150.44
Proceeds on Sale of Investments 220.00 -
Purchase of Investments (378.04) (253.67)
Interest Received 26.45 40.95
Dividend Received 806.43 603.29
Net Cash From Investing Activities (15,382.91) (11,744.67)
C. Cash Flow From Financing Activities:
Proceeds from Issuance of Share Capital - 253.53
Proceeds from Government Grant - 250.00
Short Term Borrowings (Net) 303.62 2,130.03
Proceeds from Term Borrowings 6,198.28 9,252.68
Repayment of Term Borrowings (4,776.03) (4,308.02)
Finance Cost Paid (3,092.36) (2,846.76)
Payment of Dividend (1,225.24) (842.40)
Payment of Dividend Tax (245.07) (171.49)
Net Cash From Financing Activities (2,836.80) 3,717.56
Net Increase(Decrease) In Cash & Cash Equivalent(A+B+C) (544.29) 800.15
Cash & Cash Equivalent As On 31st March 2017 1,840.63 1,040.48
Cash & Cash Equivalent As On 31st March 2018 1,296.34 1,840.63
Note: The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7) Statements
of Cash Flows.
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
96 | Transport Corporation of India Ltd.
Report on the Consolidated Financial Statements
We have audited the accompanying Consolidated Financial Statements
of Transport Corporation of India Limited (‘‘the Holding Company”
or “the Company’’), its subsidiaries (the Holding Company and its
subsidiaries together referred to as “the Group”) and its jointly controlled
entities comprising of the Consolidated Balance Sheet as at 31st March
2018, the Consolidated Statement of Profit and Loss (including Other
Comprehensive Income), the Consolidated Statement of Cash Flows
and the Consolidated Statement of Changes in Equity for the year then
ended, and a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as “the consolidated
financial statements”).
Management’s Responsibility for the Consolidated Financial
Statements
The Holding Company’s Board of Directors is responsible for the
preparation of these consolidated financial statements in terms of
requirement of the Companies Act, 2013 (hereinafter referred to as ‘the
Act’) that give a true and fair view of the consolidated financial position,
consolidated financial performance (including other comprehensive
income), consolidated cash flows and consolidated changes in equity
of the Group including its jointly controlled entities in accordance with
the accounting principles generally accepted in India, including the
Indian Accounting Standards (Ind AS) under section 133 of the Act read
with relevant rules. The respective Board of Directors of the companies
included in the Group and jointly controlled entities are responsible
for the maintenance of adequate accounting records in accordance
with the provision of the Act for safeguarding the assets of the Group
and its jointly controlled entities respectively and for preventing and
detecting frauds and other irregularities; the 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 of the
accounting records, relevant to the preparation and presentation of the
consolidated financial statements that give a true and fair view and are
free from material misstatement, whether due to fraud or error, which
have been used for the purpose of preparation of consolidated financial
statements by the directors of Holding Company, as aforesaid.
Auditor’s Responsibility for the Consolidated Financial
Statements
Our responsibility is to express an opinion on these consolidated
financial statements based on our audit. While conducting 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 the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under sub section 10 of section 143 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
consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the consolidated financial
statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
the consolidated financial statements, whether due to fraud or error.
In making those risk assessments, the auditor considers internal
financial control relevant to the Holding Company’s preparation of the
consolidated financial statements that give a true and fair view in order
to design audit procedures that are appropriate 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 Holding Company’s Board of Directors, as well as evaluating the
overall presentation of the consolidated financial statements.
We believe that the audit evidence obtained by us and the audit
evidence obtained by other auditors in terms of their report referred in
the sub paragraph (a) to (e) of the Other Matters paragraph mentioned
below, is sufficient and appropriate to provide a basis for our audit
opinion on the consolidated financial statements.
Opinion
In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid consolidated financial
statements give the information required by the Act in the manner so
required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the consolidated state of affairs
of the Group and its jointly controlled entities as at 31st March 2018, and
their consolidated profit (including other comprehensive income), their
consolidated cash flows and their consolidated changes in equity for
the year ended on that date.
Other Matters
(a) We did not audit the financial statements of certain subsidiaries;
whose financial statements reflect total assets of H 4,190 Lakhs
as at 31st March 2018 and total revenue of H 16,827 Lakhs for the
year ended 31st March 2018. These financial statements and other
financial information for these subsidiaries have been audited by
other auditors whose reports have been furnished to us by the
Management, and our opinion on these consolidated financial
statements is based on the reports of the other auditors.
(b) We did not audit the financial statements of certain overseas
subsidiaries; whose financial statements reflect total assets of
H 2,993 Lakhs as at 31st March 2018 and total revenue of H 325 Lakhs
for the year ended 31st March 2018. These financial statements and
other financial information of these overseas subsidiaries have
been audited by other auditors whose reports have been furnished
to us by the Management, and our opinion on these consolidated
financial statements is based on the reports of the other auditors.
(c) We did not audit the financial statements of two jointly controlled
entities (including one overseas jointly controlled entity); whose
financial statements reflect the group’s share of profit of H 2,244
Lakhs as at 31st March 2018. These financial statements and other
financial information of these jointly controlled entities (including
To
The Members of
Transport Corporation of India Limited
INDEPENDENT AUDITOR’S REPORT
Annual Report 2017-18 | 97
one overseas jointly controlled entity) have been audited by
other auditors whose reports have been furnished to us by the
Management, and our opinion on these consolidated financial
statements is based on the reports of other auditors.
(d) The consolidated financial statements for the year ended
31st March 2017, were audited by R.S. Agarwala & Co., Chartered
Accountants, who have issued unmodified opinion, vide report
dated 16th May 2017. This report has been furnished to us by the
management, which has been relied upon by us for the purpose of
audit of this consolidated financial statements
(e) We did not audit the financial statements of one branch included
in the financial statements of the Holding Company. The financial
statements of branch have been audited by other auditor whose
report has been furnished to us by the management & our opinion
on the consolidated financial statements to the extent derived from
such financial statements is based solely on the report of such other
auditor.
Our opinion is not qualified in the respect of the above matters.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, we report to the extent
applicable 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 purposes of our audit of the aforesaid
consolidated financial statements.
b) In our opinion, proper books of account as required by law
relating to preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our
examination of those books and the reports of the other
auditors.
c) The report on the accounts of one branch of the Holding
Company audited under section 143(8) of the Act by branch
auditor have been sent to us and have been properly dealt
with in preparing our report.
d) The Consolidated Balance Sheet, the Consolidated Statement
of Profit and Loss (including Other Comprehensive Income), the
Consolidated Statement of Cash Flows and the Consolidated
Statement of Changes in Equity dealt with by this report are
in agreement with the relevant books of account maintained
for the purpose of preparation of the consolidated financial
statements.
e) In our opinion, the aforesaid consolidated financial statements
comply with the Indian Accounting Standards specified
under Section 133 of the Act, read with relevant rule issued
thereunder.
f ) On the basis of written representations received from the
directors of the Holding Company as on 31st March 2018 taken
on record by the Board of Directors of the Holding Company
and the reports of the statutory auditors of its subsidiary
companies and its jointly controlled company incorporated in
India, none of the directors of Group companies and its jointly
controlled company incorporated in India are disqualified as
on 31st March 2018 from being appointed as a director in terms
of Section 164(2) of the Act.
g) With respect to the adequacy of the internal financial controls
over financial reporting of the Group and its jointly controlled
company incorporated in India and operating effectiveness of
such controls, refer to our separate report “Annexure A” .
h) 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, as amended, in our opinion
and to the best of our information and according to the
explanations given to us:
i. The consolidated financial statements disclose the
impact of pending litigations on its consolidated financial
position of the group and its jointly controlled entities.
Refer Note 39 to the Consolidated Financial Statements.
ii. The Group and its jointly controlled entities did not have
any long term contracts including derivative contracts for
which there were any material foreseeable losses.
iii. There has been no delay in transferring the amounts,
required to be transferred, to the Investor Education and
Protection Fund by the Holding Company.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Lokesh Vasudevan
Place: Gurugram (Partner)
Date : 16th May 2018 Membership No. 222320
98 | Transport Corporation of India Ltd.
In conjunction with our audit of the Consolidated Financial Statements
of the Transport Corporation of India Limited as of and for the year
ended 31st March 2018, we have audited the internal financial controls
over financial reporting of Transport Corporation of India Limited
(“the Holding Company” or “the Company”), its subsidiary companies
(the Holding Company and its subsidiaries together referred to as “the
Group”) and its jointly controlled company, which are incorporated in
India, as of that date.
Management’s Responsibility for Internal Financial Controls
The respective Board of Director’s of the Holding Company, its
subsidiary companies and jointly controlled company, which are
incorporated in India, are responsible for establishing and maintaining
internal financial controls based on “Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting” as issued by the Institute of
Chartered Accountants of India (ICAI). These responsibilities include the
design, implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly and
efficient conduct of its business, including adherence to the respective
company’s policies, the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and completeness of the
accounting records, and the timely preparation of reliable financial
information, as required under the Companies Act, 2013.
Auditors’ Responsibility for Internal Financial Controls
Our responsibility is to express an opinion on the Company’s internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, issued by ICAI and deemed to
be prescribed under section 143(10) of the Companies Act, 2013, to
the extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and, both issued by
the Institute of Chartered Accountants of India. Those Standards and
the Guidance Note require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained and the audit
evidence obtained by the other auditors in terms of their reports referred
to in the Other Matters paragraph below, is sufficient and appropriate to
provide a basis for our audit opinion on the Company’s internal financial
controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company’s internal financial controls over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principles. A company’s internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection
of unauthorised acquisition, use, or disposition of the company’s assets
that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over
Financial Reporting
Because of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial controls
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Holding Company, its subsidiary companies and
jointly controlled company, which are incorporated in India, have, in all
material respects, an adequate internal financial controls system over
financial reporting and such internal financial controls over financial
reporting were operating effectively as at 31st March 2018, based on
“Guidance Note on Audit of Internal Financial Controls over Financial
Reporting” as issued by The Institute of Chartered Accountants of India.
Other Matters
Our aforesaid report under section 143(3)(i) of the Act on the adequacy
and operating effectiveness of the internal financial controls over
financial reporting in so far as it relates to 3 subsidiaries and 1 jointly
owned company is based on the corresponding reports of the auditors
of such companies incorporated in India. Our opinion is not qualified in
respect of this matter.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Lokesh Vasudevan
Place: Gurugram (Partner)
Date : 16th May 2018 Membership No. 222320
Annexure A to the Independent Auditor’s Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
Annual Report 2017-18 | 99
Consolidated Balance Sheet as at 31st March 2018
H In Lakhs
Particulars Note No.As at
31st March 2018
As at
31st March 2017
I. Assets
1. Non-Current Assets
a) Property, Plant and Equipment 3 62,523.39 54,100.91
b) Capital Work-in-Progress 3A 5,632.38 5,680.92
c) Other Intangible Assets 4 56.71 67.73
d) Financial Assets
i) Investments 5 10,435.77 8,663.59
ii) Loans 6 987.58 1,001.99
iii) Other Financial Assets 7 801.33 304.71
e) Other Non-Current Assets 8 3,118.47 5,633.56
Total Non Current Assets 83,555.63 75,453.41
2. Current Assets
a) Inventories 9 331.12 251.75
b) Financial Assets
i) Trade Receivables 10 42,485.45 35,844.20
ii) Cash and Cash Equivalents 11 1,270.58 1,742.60
iii) Other Bank Balances 11 152.64 122.99
iv) Loans 6 1,364.48 1,020.97
v) Other Financial Assets 7 142.55 66.41
c) Current Tax Assets (Net) 12 3,831.03 2,507.58
d) Other Current Assets 8 6,641.49 5,934.07
Total Current Assets 56,219.34 47,490.57
Total Assets 1,39,774.97 1,22,943.98
II. Equity and Liabilities
1. Equity
a) Equity Share Capital 13 1,531.55 1,531.55
b) Other Equity 13A 74,645.51 63,124.52
Total Equity 76,177.06 64,656.07
2. Non-Controlling Interest 13A 467.02 427.46
3. Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 14 15,143.89 14,315.34
b) Deferred Tax Liabilities (Net) 16 4,447.27 3,946.67
c) Government Grant 17 179.62 203.08
Total Non Current Liabilities 19,770.78 18,465.09
4. Current Liabilities
a) Financial Liabilities
i) Borrowings 19 24,385.42 23,636.48
ii) Trade Payables 20 5,970.06 3,573.23
iii) Other Financial Liabilities 15 8,872.40 8,405.23
b) Provisions 21 553.51 530.76
c) Government Grant 17 23.46 23.46
d) Other Current Liabilities 18 3,555.26 3,226.20
Total Current Liabilities 43,360.11 39,395.36
Total Equity and Liabilities 1,39,774.97 1,22,943.98
The Notes Forms an Integral Part of These Financial Statements 1-44
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
100 | Transport Corporation of India Ltd.
Consolidated Statement of Profit and Loss for the Year Ended 31st March 2018
H In Lakhs
Particulars Note No. Year Ended
31st March 2018
Year Ended
31st March 2017
I Revenue
Revenue from Operations 22 2,34,613.59 1,94,253.73
Other Income 23 1,817.82 1,216.18
Total Revenue 2,36,431.41 1,95,469.91
II Expenses
Operating Expense 24 1,90,681.27 1,58,191.99
Employee Benefits Expenses 25 12,448.38 10,678.31
Finance Costs 26 3,221.10 3,009.25
Depreciation and Amortization Expense 27 6,864.66 5,919.95
Other Expenses 28 10,210.16 9,180.11
Total Expenses 2,23,425.57 1,86,979.61
III Profit Before Tax (I-II) 13,005.84 8,490.30
IV Share of Profit from Joint Venture 2,241.99 1,546.58
V Profit Before Tax (III+IV) 15,247.83 10,036.88
VI Tax Expenses: 29
Current Tax 2,315.59 1,189.63
Deferred Tax 500.59 720.78
Taxes for Earlier Years 49.88 -
VII Profit for the Year (V-VI) 12,381.77 8,126.47
VIII Other Comprehensive Income
Items that will not be Reclassed to Profit or Loss
FVTOCI Equity Investments 388.09 56.03
Acturial Gain/(Loss) (44.03) (18.47)
Income Tax Relating Items that will not be Reclassed to Profit or Loss (42.55) 4.68
Other Comprehensive Income for the Year, Net of Tax 301.51 42.24
IX Total Comprehensive Income for the Year (VII+VIII) 12,683.28 8,168.71
Profit Attributable to:
Owner of Transport Corporation of India Limited 12,317.44 8,069.29
Non-Controlling Interests 64.33 57.18
Total 12,381.77 8,126.47
Other Comprehensive Income Attributable to:
Owner of Transport Corporation of India Limited 301.51 42.24
Non-Controlling Interests - -
Total 301.51 42.24
Total Comprehensive Income Attributable to:
Owner of Transport Corporation of India Limited 12,618.95 8,111.53
Non-Controlling Interests 64.33 57.18
Total 12,683.28 8,168.71
Earnings Per Equity Share Face Value of H 2 each
Basic 16.08 10.61
Diluted 16.07 10.61
The Notes Form an Integral Part of These Financial Statements 1-44
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
Annual Report 2017-18 | 101
Consolidated Statement of Cash Flow for the Year Ended 31st March 2018
H In Lakhs
Particulars For the Year Ended
31st March 2018
For the Year Ended
31st March 2017
A. Cash Flow from Operating Activities:
Net Profit Before Tax and Exceptional Items 15,247.83 10,036.88
Adjustments for :
Depreciation 6,864.66 5,919.95
Loss/(Profit) on Sale of Fixed Assets (121.56) 81.80
Fair Valuation of Investments through FVTPL (4.82) (11.88)
Loss/(Gain) on Foreign Currency Transactions 0.95 11.99
Unclaimed Balances and Excess Provisions Written Back (32.28) (220.59)
Net Loss (Gain) on Financial Assets 1.56 7.99
Amortisation of Prepayment Operating Leasehold Land 21.74 4.15
Finance Costs 3,221.10 3,009.25
Interest Received (55.98) (57.02)
Dividend Income (1.01) (15.29)
Government Grant (23.46) (23.46)
9,870.90 8,706.89
Operating Profit Before Working Capital Changes 25,118.73 18,743.77
Adjustments for :
Trade Receivables (6,641.25) (3,309.79)
Other Financial & Other Assets 3,538.50 (3,210.50)
Inventories (79.37) (74.89)
Trade Payable and Others (242.61) 229.02
Cash Generation from Operations 21,694.00 12,377.61
(Direct Taxes Paid)/Refund Received (3,681.57) (2,498.46)
Net Cash From Operating Activities 18,012.43 9,879.15
B. Cash Flow From Investing Activities:
Purchase of Fixed Assets (15,911.40) (11,531.04)
Loans (329.10) (744.92)
Proceeds on Sale of Fixed Assets 805.38 150.49
Proceeds on Sale of Investments 220.00 -
Purchase of Investments (300.00) (155.01)
Interest Received 87.21 35.23
Dividend Received 1.01 15.29
Net Cash From Investing Activities (15,426.90) (12,229.96)
C. Cash Flow From Financing Activities:
Proceeds From Issuance of Share Capital - 253.53
Proceeds From Government Grant - 250.00
Short Term Borrowings (Net) 748.94 2,013.08
Proceeds From Term Borrowings 6,195.92 9,077.09
Repayment of Term Borrowings (5,108.24) (4,387.90)
Finance Cost Paid (3,230.22) (2,994.58)
Payment of Dividend (1,225.24) (870.40)
Payment of Dividend Tax (409.06) (177.19)
Net Cash From Financing Activities (3,027.90) 3,163.63
Net Increase(Decrease) in Cash & Cash Equivalent(A+B+C) (442.37) 812.82
Cash & Cash Equivalent as on 31st March 2017 1,865.59 1,052.77
Cash & Cash Equivalent as on 31st March 2018 1,423.22 1,865.59
Note: The cash flow statement has been prepared under Indirect Method as set out in Indian Accounting Standard (Ind AS 7) Statement of
Cash Flows.
In terms of our Report of even date For and on behalf of the Board
For Brahmayya & Co.,
Chartered Accountants S.M Datta O. Swaminatha Reddy D.P.Agarwal Vineet Agarwal
Firm Regn No 000511S (Chairman) (Director) (Vice Chairman & (Managing Director)
Managing Director)
Lokesh Vasudevan Archana Pandey Ashish Tiwari
(Partner) (Company Secretary) (Group CFO )
Membership No.222320
Place: Gurugram
Date: 16th May 2018
47
Statutory Reports Financial StatementsCorporate Overview
Independent Auditor’s ReportTo The Members of Transport Corporation of India Limited
Report on the Audit of the Standalone Financial StatementsOpinionWe have audited the standalone financial statements of Transport Corporation of India Limited (“the Company”), which comprise the balance sheet as at 31st March 2019, the statement of profit and loss (including other comprehensive income), statement of changes in equity and the statement of cash flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information in which is included the financial statements for the year ended on that date audited by the branch auditor of the Company’s branch located at Nepal.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India including the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies(India Accounting Standards) Rules , 2015, as amended, of the state of affairs of the Company as at 31st March 2019, its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act. Our responsibilities under
those Standards on Auditing are further described in the Auditor’s
Responsibilities for the Audit of the Standalone Financial Statements
section of our report. We are independent of the Company in accordance
with the Code of Ethics issued by the Institute of Chartered Accountants
of India (ICAI) together with the ethical requirements that are relevant to
our audit of the standalone financial statements under the provisions
of the Act and the Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the
Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgement,
were of the most significance in our audit of the standalone financial
statements of the current period. These matters were addressed in the
context of our audit of the standalone financial statements as a whole,
and in forming our opinion thereon, and we do not provide a separate
opinion on these matter.
We have determined the following matters as Key audit Matters to be
communicated in our report:
Key Audit Matter Auditor’s Response
Revenue recognition and measurement including related cost of
rendering of services involves critical judgments by management
including assessment of when the control of goods or services are
being transferred, identifying large variety of complex performance
obligations and determining if such obligations are satisfied over a period of time.
(Refer Note No. 3, 4.15 & Note No. 4.20 to the financial statements)
Our audit approach include but were not limited to the following:
• Testing the design and operating effectiveness of the internal
controls associated with contracts with customers/vendors
• Testing the information technology systems related to consignment
notes trip data and billing.
• Analyzing contracts with customers/vendors from selected samples
• Analyzing invoices with customers/vendors from selected samples
• Reviewing the logic designed in preparation of consignment notes,
bill registers, lorry hire contracts and the time taken for concluding
the performance obligation
• Testing of the approval mechanism, access and change controls
associated with the tariff/rate masters
• Reviewing the report of Internal Auditors
• Performance of analytical procedures for reasonableness of the
estimates
Key Audit Matter Auditor’s Response
Accounting for Slump Sale of Cold Chain unit (business undertaking) of
the Company on a going concern basis.
(Refer Note No. 31 to the financial statements)
Our audit approach include:
• Review of the Business Transfer Agreement executed between the
Parties
• Review of the Business Valuation Report provided by an Independent
Agency certifying the Enterprise Value of the Cold Chain Division
• Understanding the appropriateness of the methods adopted by the
Independent Agency in certifying the Enterprise Value
• Evaluating the competence and objectivity of the expert
• Reviewing minutes of the meeting of Corporate and Restructuring
Committee of the Board and related documents filed with
regulatory agencies pursuant to requirement of Companies Act,
2013 and Regulation 30 of SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015
Transport Corporation of India Ltd.
48
Other Information
The Company’s Board of Directors is responsible for the preparation of
the other information. The other information comprises the information
included in the Company’s Annual Report, but does not include the
standalone financial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does not cover
the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the standalone financial statements, our
responsibility is to read the other information and in doing so, consider
whether other information is materially inconsistent with standalone
financial statements or our knowledge obtained during the course of
our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a
material misstatement of this other information; we are required to
report the fact. We have nothing to report in this regard
Management’s Responsibilities for the Standalone Financial
Statements
The Company’s Board of Directors is responsible for the matters stated
in section 134(5) of 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, total comprehensive income,
changes in equity and cash flows of the Company in accordance with
the accounting principles generally accepted in India, including the
Indian Accounting Standards specified under section 133 of the Act.
This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of
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 of the accounting records, relevant to
the preparation and presentation of the standalone financial statement
that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
In preparing the standalone financial statements, management is
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 management
either intends to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.
Board of Directors are also responsible for overseeing the Company’s
financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone Financial
Statements
Our objectives are to obtain reasonable assurance about whether the
standalone financial statements as a whole are 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 Standards on Auditing 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 these standalone financial statements.
As part of an audit in accordance with Standards on Auditing, we
exercise professional judgment and maintain professional scepticism
throughout the audit. We also:
(a) Identify and assess the risks of material misstatement of the
standalone financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to
provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.
(b) Obtain an understanding of internal control relevant to the audit
in order to design audit procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the Act, we are also
responsible for expressing our opinion on whether the Company
has adequate internal financial controls system in place and the
operating effectiveness of such controls.
(c) Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures
made by management.
(d) Conclude on the appropriateness of management’s 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
Company’s ability 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 standalone financial statements 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.
(e) Evaluate the overall presentation, structure and content of the
standalone financial statements, including the disclosures, and
whether the standalone financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatement in the standalone financial
statements that, individually or in aggregate, makes it probable that
the economic decisions of a reasonably knowledgeable user of the
standalone financial statements 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 the work; and (ii) to
evaluate the effect of any identified misstatements in the standalone
financial statements.
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.
From the matters communicated with those charged with governance,
we determine those matters that were of most significance in the audit
of the standalone financial statements of the current period and are
therefore Key Audit Matter We describe these matters in our auditor’s
reports unless law or regulations precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a
matter should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to outweigh
the public interest benefits of such communication.
Other Matter
We did not audit the financial statements of one branch included in
the standalone financial statements of the Company whose financial
statements reflect total assets of H 1,097 Lakhs as at 31st March 2019 and the
total revenue of H 680 Lakhs for the year ended on that date , as considered
in the standalone financial statements of this branch has been audited by
the branch auditor whose reports has been furnished to us, and our opinion
in so far as it relates to the amounts and disclosures included in respect of
such branch is based solely on the report of such branch auditor.
Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. 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, to the extent applicable.
49
Statutory Reports Financial StatementsCorporate Overview
2. As required by Section 143(3) of the Act, we report that:
A. (a) We have sought and obtained all the information and
explanations which to the best of our knowledge and belief
were necessary for the purposes 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 and proper financial statements
adequate for the purposes of our audit have been received
from the branch not visited by us.
(c) The reports on the accounts of one branch office of the
Company audited under Section 143(8) of the Act by branch
auditor has been sent to us and has been properly dealt with
by us in preparing this report.
(d) The balance sheet, the statement of profit and loss (including
other comprehensive income), the statement of cash flow,
the statement of changes in equity and the Branch’s Financial
Statements dealt with by this report are in agreement with
the books of accounts.
(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) 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.
(g) 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”.
B. 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
information and according to the explanations given to us:
i) The Company has disclosed the impact of pending litigations
on its financial position in its standalone financial statements
– Refer Note 40 to the standalone financial statements;
ii) The Company did not have any long-term contracts including
derivative contracts for which there were any material
foreseeable losses.
iii) There has been no delay in transferring amounts, required to
be transferred, to the Investor Education and Protection Fund
by the Company.
3. With respect to the other matters to be included in the Auditor’s
Report in accordance with the requirements of section 197(16) of
the Act, as amended:
In our opinion and to the best of our information and according
to the explanations given to us, the remuneration paid by the
Company to its director during the year is in accordance with
the provision of section 197 of the Act. The remuneration paid
to directors is not in excess of the limit laid down under section
197(16) which are required to be commented upon by us.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Signature
Lokesh Vasudevan
Place : Gurugram Partner
Date : 24th May 2019 Membership No. 222320
Transport Corporation of India Ltd.
50
Annexure A to the Independent Auditor’s ReportThe “Annexure A” referred to in clause 1 of “Report on Other Legal and
Regulatory Requirements” Paragraph of the Independent Auditor’s
Report of even date to the members of Transport Corporation of India
Limited on the standalone financial statements as on and for the year
ended 31st March 2019.
i) a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of
fixed assets.
b) We are informed that a test of physical verification of these
assets was carried out by the management at reasonable
intervals and no material discrepancies were noticed. In
our Opinion, the frequency of verification of Fixed Assets is
reasonable having regards to the size of the Company and
nature of its assets.
c) The title deeds of all the immovable properties, as disclosed
in the standalone financial statements, are held in the name
of the Company.
ii) The management has conducted physical verification of
inventory at reasonable interval during the year and no material
discrepancies were noticed on physical verification of inventory.
iii) According to the information and explanations given to us, 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 Sec 189 of the
Companies Act, 2013. Therefore, the provisions of clause (iii), (iii)
(a), (iii)(b) and (iii)(c) of paragraph 3 of the order are not applicable
to the Company.
iv) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of
section 185 and section 186 of the Companies Act, 2013 to the
extent applicable with respect to security, guarantee given and
investments made.
v) The Company has not accepted any deposits from the public,
therefore the provisions of clause (v) is not applicable on the
Company.
vi) We have broadly reviewed the books of accounts maintained by the
Company pursuant to the rules made by the Central government
for the maintenance of cost records under Section 148 of the
Companies Act, 2013 and are of the opinion that prima facie, the
prescribed accounts and records have been made and maintained.
However, we have not made a detailed examination of cost records
with a view to determine whether they are accurate or complete.
vii) (a) According the information and explanations given to us and
records of the Company examined by us, in our opinion, the
Company is regular in depositing the undisputed statutory
dues including Provident Fund, Employee’s State Insurance,
Income Tax, Service Tax, Excise Duty, Value Added Tax,
Goods and Service Tax, Duty of Customs, Cess, and Other
Statutory Dues with the appropriate authorities. There are
no outstanding undisputed statutory dues on the last day of
financial year concerned for a period of more than 6 months
from the date they became payable.
(b) According to the information and explanations given to us and
the records of the Company examined by us, the particulars
of dues of Income Tax or Sales Tax or Service Tax or Excise
Duty or Value Added Tax or Goods and Services Tax or Cess or
Employees’ State Insurance as at 31st March 2019 which have
not been deposited on account of any dispute are as under:
Nature of the StatueNature of the Dues
Amount (in Lakhs)
Period to which amount relates
Forum where dispute is pending
Entry Tax Act, 2001 Entry Tax 58.45 2017-18 Deputy Commissioner,
Ahemdabad
Employees' State Insurance Act, 1948 ESIC 20.98 2005-06 Supreme Court of India
Central Excise Act, 1944 Excise duty 5 2016-17 Appellate Tribunal Hyderabad
Central Excise Act, 1944 Excise duty 11.82 2008-09 Commissioner of central Excise
Central Excise Act, 1944 Excise duty 10 2011-12 Custom Excise & Service tax,
Ramnagar
Appellant Tribunal, New Delhi
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 119.44 2008-09, 2010-11, 2011-12,
2014-15, 2015-16 & 2017-18
Assistant Commissioner
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 95.35 2008-09, 2011-12, 2013-14,
2014-15, 2015-16 & 2016-17
Tribunal
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 39.53 2016-17 Deputy Commissioner
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 23.37 2001-02, 2002-03, 2007-
08, 2012-13, 2014-15 &
2014-16
Joint Commissioner
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 10.97 2004-05 & 2010-11 Additional Commissioner
The Sales Tax Act and Value Added Tax Act Sales Tax and VAT 4.74 2013-14 & 2014-15 Commissioner
The Bombay stamp Act, 1958 Stamp Act 39.69 1993-94 Chief Controlling Revenue
Authority [C.C.R.A.],
Gandhinagar, Gujarat
51
Statutory Reports Financial StatementsCorporate Overview
viii) According to the records of the Company examined by us and the
information and explanations given to us, the Company has not
defaulted in repayment of loans or borrowings to any financial
institutions or bank or government during the year. The Company
has not issued any debentures during the year.
ix) According to the information and explanations given to us and
based on our examination of the records of the Company, the
Company has not raised any money by way of initial public offer
or further public offer (including debt instruments) during the
current year and the term loans during the year were applied for
the purpose for which they were raised.
x) During the course of our examination of the books and records
of the Company, carried out in accordance with the generally
accepted auditing practices in India, and according to the
information and explanation given to us, we have neither come
across any instance of material fraud by the Company or on the
Company by its officers or employees, noticed or reported during
the year, nor have we been informed of any such cases by the
management during the course of our audit.
xi) According to the information and explanations given to us
and based on our examination of the records of the Company,
the Company has paid/ provided for managerial remuneration
in accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Act.
xii) In our opinion and according to the information and explanations
given to us, the Company is not a Nidhi Company. Accordingly,
the provision of clause 3(xii) of the paragraph 3 of the Order is not
applicable.
xiii) According to the information and explanations given to us and
based on our examination of the records, transactions with the
related parties, prima facie are in compliance with the provisions
of sections 177 and 188 of the Act, where applicable, and details of
such transactions have been disclosed in the standalone financial
statements as required by the applicable Indian Accounting
Standards.
xiv) According to the information and explanations give to us and based
on our examination of the records of the Company, the Company
has not made any preferential allotment or private placement of
shares or fully or partly convertible debentures during the year.
xv) According to the information and explanations given to us and
based on our examination of the records of the Company, the
Company has not entered into non-cash transactions with
directors or persons connected with him. Accordingly, the
provisions of clause 3 (xv) of the paragraph 3 of the Order is not
applicable.
xvi) The Company is not required to be registered under Section 45-IA
of the Reserve Bank of India Act, 1934, therefore, the provision of
clause 3(xvi) of the paragraph 3 of the Order is not applicable to the
Company.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Signature
Lokesh Vasudevan
Place : Gurugram Partner
Date : 24th May 2019 Membership No. 222320
Transport Corporation of India Ltd.
52
Annexure B to the Independent Auditor’s ReportThe Annexure B, referred to in Clause 2.A(g) of “Report on Other Legal
and Regulatory Requirements” Paragraph of the Independent Auditor’s
Report of even date to the members of Transport Corporation of India
Limited on the standalone financial statements as of and for the year
ended 31st March 2019.
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the Act”)We have audited the internal financial controls over financial
reporting of Transport Corporation of India (“the Company”) as of
31st March 2019 in conjunction with our audit of the standalone financial
statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial ControlsThe Company’s Board of Directors is responsible for establishing and
maintaining internal financial controls based on the internal control over
financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls over Financial Reporting
issued by the Institute of Chartered Accountants of India (‘ICAI’). These
responsibilities include the design, implementation and maintenance
of adequate internal financial controls that were operating effectively
for ensuring the orderly and efficient conduct of its business, including
adherence to Company’s policies, the safeguarding of its assets,
the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Act.
Auditors’ ResponsibilityOur responsibility is to express an opinion on the Company's internal
financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting (“the Guidance
Note”) and the Standards on Auditing, issued by ICAI and deemed to be
prescribed under section 143(10) of the Act, to the extent applicable
to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require
that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether adequate
internal financial controls over financial reporting was established
and maintained and if such controls operated effectively in all material
respects.
Our audit involves performing procedures to obtain audit evidence
about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of
internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control
based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material
misstatement of the standalone financial statements, whether due to
fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Company’s
internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial ReportingA Company's internal financial control over financial reporting is a
process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of standalone
financial statements for external purposes in accordance with generally
accepted accounting principles. A Company's internal financial controls
over financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of
the assets of the Company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of
standalone financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the
Company are being made only in accordance with authorisations of
management and directors of the Company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the Company's assets that could have
a material effect on the standalone financial statements.
Inherent Limitations of Internal Financial Controls Over Financial ReportingBecause of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to
error or fraud may occur and not be detected. Also, projections of any
evaluation of the internal financial controls over financial reporting to
future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
OpinionIn our opinion, the Company has, in all material respects, an adequate
internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating
effectively as at 31st March 2019, based on the internal control over
financial reporting criteria established by the Company considering the
essential components of internal control stated in the Guidance Note
issued by the Institute of Chartered Accountants of India.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Signature
Lokesh Vasudevan
Place : Gurugram Partner
Date : 24th May 2019 Membership No. 222320
53
Statutory Reports Financial StatementsCorporate Overview
(H in Lakhs)
ParticularsNote
No.
As at
31st March 2019
As at
31st March 2018
I. Assets
1. Non-Current Assets
a) Property, Plant and Equipment 5 70,501.54 62,301.40
b) Capital Work-in-Progress 5A 402.30 5,632.38
c) Other Intangible Assets 6 49.90 56.70
d) Financial Assets
i) Investments 7 9,381.62 3,128.67
ii) Loans 8 462.88 1,061.57
iii) Other Financial Assets 9 130.77 295.95
e) Other Non-Current Assets 10 6,672.49 3,135.07
Total Non Current Assets 87,601.50 75,611.74
2. Current Assets
a) Inventories 11 531.92 331.12
b) Financial Assets
i) Trade Receivables 12 47,658.26 38,967.25
ii) Cash and Cash Equivalents 13 670.07 1,143.70
iii) Other Bank Balances 13 545.84 152.64
iv) Loans 8 2,179.09 1,255.44
v) Other Financial Assets 9 62.52 73.99
c) Current Tax Assets (Net) 14 3,063.21 3,542.15
d) Other Current Assets 10 9,638.88 6,677.88
Total Current Assets 64,349.79 52,144.17
Total Assets 151,951.29 127,755.91
II. Equity and Liabilities
1. Equity
a) Equity Share Capital 15 1,533.24 1,531.55
b) Other Equity 15A 82,163.97 66,162.14
Total Equity 83,697.21 67,693.69
2. Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 16 18,048.31 15,143.89
b) Deferred Tax Liabilities (Net) 18 3,903.48 4,426.98
c) Government Grant 19 196.09 179.62
Total Non Current Liabilities 22,147.88 19,750.49
3. Current Liabilities
a) Financial Liabilities
i) Borrowings 21 21,487.55 22,861.67
ii) Trade Payables 22
a) total outstanding dues of micro and small enterprises 2.66 3.18
b) total outstanding dues of creditors other than micro and small enterprises 6,489.12 5,704.46
iii) Other Financial Liabilities 17 10,506.55 7,547.27
b) Provisions 23 644.97 548.02
c) Government Grant 19 3.49 23.46
d) Other Current Liabilities 20 6,971.86 3,623.67
Total Current Liabilities 46,106.20 40,311.73
Total Equity and Liabilities 151,951.29 127,755.91
Summary of significant accounting policies 2-4
The notes form an integral part pf these financial statements
Balance Sheet as at 31st March 2019
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P. Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019
Transport Corporation of India Ltd.
54
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P.Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019
Statement of Profit and Loss for the year ended 31st March 2019
(H in Lakhs)
ParticularsNote
No.
Year Ended
31st March 2019
Year Ended
31st March 2018
I Revenue
Revenue from Operations 24 255,829.53 218,051.67
Other Income 25 2,684.59 2,175.50
Total Revenue 258,514.12 220,227.17
II Expenses
Cost of Rendering of Services 26 206,947.11 174,895.60
Employee Benefits Expense 27 13,578.00 12,083.25
Finance Costs 28 3,557.81 3,083.70
Depreciation and Amortization Expense 29 7,519.46 6,732.82
Other Expenses 30 10,883.91 9,875.48
Total Expenses 242,486.29 206,670.85
III ProfitBeforeExceptionalItemsandTax(I-II) 16,027.83 13,556.32
IV Exceptional Items - 400.00
V ProfitBeforeTax(III-IV) 16,027.83 13,156.32
VI Tax Expense 32
Current Tax 3,778.24 2,221.76
Deferred Tax (514.18) 509.54
Taxes for Earlier Years - 49.88
VII ProfitfortheYear(V-VI) 12,763.77 10,375.14
VIII Other Comprehensive Income
ItemsthatwillnotbeReclassifiedtoProfitorLoss
Change In Fair Value Of Equity Instruments Designated As Fair Value Through OCI (106.93) 388.10
Gain/(Loss) on sale of Investment classified at FVTOCI 500.24 -
Remeasurements Of Post-Employment Benefit Obligations (326.47) (44.93)
Income Tax Relating Items That Will Not Be Reclassified To Profit Or Loss
Current Tax 12.99 -
Deferred Tax (9.32) 42.55
Other Comprehensive Income for the Year, Net of Tax 63.17 300.62
IX Total Comprehensive Income for the Year (VII+VIII) 12,826.94 10,675.76
Earning Per Equity Share of H 2 Each 33
Basic 16.65 13.55
Diluted 16.62 13.53
Summary of significant accounting policies 2-4
The notes form an integral part of these financial statements
55
Statutory Reports Financial StatementsCorporate Overview
Statement of Cash Flow for the year ended 31st March 2019
(H in Lakhs)
ParticularsFor the Year Ended
31st March 2019
For the Year Ended
31st March 2018
A. Cash Flow From Operating Activities:
NetProfitBeforeTaxafterExceptionalItems 16,027.83 13,156.32
Adjustments for :
Depreciation 7,519.46 6,732.82
Loss (Profit) on Sale Of Fixed Assets (19.63) 24.41
Impairment Loss for Investment - 400.00
Fair Valuation of Investments Designated as FVTPL (2.43) (4.82)
Loss/(Gain) on Foreign Currency Transactions - (3.06)
Unclaimed Balances and Excess Provisions Written Back (109.06) (32.28)
Net Loss (Gain) on Financial Assets (18.42) 1.56
Amortisation of Prepayment Operating Leasehold land 25.08 21.74
Finance Costs 3,557.81 3,083.70
Interest Income (274.95) (43.73)
Dividend Income (813.57) (806.43)
Government Grant (3.49) (23.46)
9,860.80 9,350.46
OperatingProfitBeforeWorkingCapitalChanges 25,888.63 22,506.78
Adjustments For :
Trade Receivables (8,691.01) (5,802.62)
Other Financial and Other Assets 1,028.08 1,382.49
Inventories (200.80) (80.45)
Trade and Other Payables 2,572.96 846.39
Cash Flow From Operating Activities 20,597.86 18,852.58
(Direct Taxes Paid)/Refund Received (3,312.13) (3,510.41)
Net Cash From Operating Activities 17,285.73 15,342.17
B. Cash Flow From Investing Activities:
Purchase of Fixed Assets (10,780.96) (15,904.55)
Loans (324.98) (242.72)
Other Capital Advances (3,576.92) 2,333.25
Cash and Cash Equivalents transferred pursuant to Slump sale (2,045.98) -
Proceeds on Sale of Fixed Assets 317.87 89.52
Proceeds on Sale of Investments 870.80 220.00
Purchase of Investments (372.00) (378.04)
Interest Received 286.42 26.45
Dividend Received 813.57 806.43
Net Cash From Investing Activities (14,812.18) (13,049.66)
Transport Corporation of India Ltd.
56
Statement of Cash Flow for the year ended 31st March 2019
(H in Lakhs)
ParticularsFor the Year Ended
31st March 2019
For the Year Ended
31st March 2018
C. Cash Flow From Financing Activities:
Proceeds from Issuance of Share Capital 118.34 -
Short Term Borrowings (Net) (1,374.12) 303.62
Proceeds from Term Borrowings 9,638.14 6,198.28
Repayment of Term Borrowings (5,684.02) (4,776.03)
Finance Cost Paid (3,594.60) (3,092.36)
Payment of Dividend (1,379.92) (1,225.24)
Payment of Dividend Tax (277.79) (245.07)
Net Cash From Financing Activities (2,553.98) (2,836.80)
Net Increase(Decrease) In Cash & Cash Equivalent(A+B+C) (80.43) (544.29)
Cash & Cash Equivalent As On 31st March 2018 1,296.34 1,840.63
Cash & Cash Equivalent As On 31st March 2019 1,215.91 1,296.34
Notes 1. The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7) Statement of Cash
Flows.
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P.Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019
91
Statutory Reports Financial StatementsCorporate Overview
Independent Auditor’s ReportTo
The Members
Transport Corporation of India Limited
Report on the Audit of the Consolidated Financial StatementsOpinion
We have audited the accompanying consolidated financial statements of
Transport Corporation of India Limited (hereinafter referred to as “the
Holding Company”), its subsidiary companies (the Holding Company and
its subsidiary companies together referred to as “the Group”) and its jointly
controlled entity, which comprise the consolidated balance sheet as at
31st March 2019, the consolidated statement of profit and loss (including
other comprehensive income), the consolidated statement of changes
in equity and the consolidated statement of cash flows for the year then
ended, and notes to the consolidated financial statements, including a
summary of the significant accounting policies and other explanatory
information (hereinafter referred to as “the consolidated financial
statements”).
In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid consolidated financial
statements give the information required by the Companies Act, 2013
(“the Act”) in the manner so required and give a true and fair view in
conformity with accounting principles generally accepted in India
including the Indian Accounting Standards prescribed under section
133 of the Act read with Companies (Indian Accounting Standards)
Rules, 2015, as amended (“Ind AS”), of their consolidated state of
affairs of the Group and jointly controlled entity as at 31st March 2019,
of its consolidated profit (including other comprehensive income),
consolidated changes in equity and its consolidated cash flows for the
year then ended.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act. Our responsibilities under
those Standards on Auditing are further described in the Auditor’s
Responsibilities for the Audit of the consolidated financial statements
section of our report. We are independent of the Group and its jointly
controlled entity in accordance with the Code of Ethics issued by
Institute of Chartered Accountants of India (“ICAI”), and we have fulfilled
our other ethical responsibilities in accordance with the provisions of
the Act and rules made thereunder. We believe that the audit evidence
we have obtained is sufficient and appropriate to provide a basis for our
opinion on the consolidated financial statements.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgement,
were of the most significance in our audit of the consolidated financial
statements of the current period. These matters were addressed in
the context of our audit of the consolidated financial statements as
a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
We have determined following matters as Key Audit Matters to be
communicated in our report:
Key Audit Matter Auditor’s Response
Revenue recognition and measurement including related cost of
rendering of services involves critical judgements by management
including assessment of when the control of goods or services are
being transferred, identifying large variety of complex performance
obligations and determining if such obligations are satisfied over a period of time.
Refer Note No. 3, 4.16 & 4.21 to the Consolidated Financial Statements
Our audit approach include but were not limited to the following:
• Testing the design and operating effectiveness of the internal
controls associated with contracts with customers/vendors
• Testing the information technology systems related to consignment
notes, trip data and billing
• Analyzing contracts with customers/vendors from selected samples
• Analyzing invoices with customers/vendors from selected samples
• Reviewing the logic designed in preparation of consignment notes,
bill registers, lorry hire contracts and the time taken for concluding
the performance obligation
• Testing of the approval mechanism, access and change controls
associated with the tariff/rate masters
• Reviewing the report of Internal Auditors
• Performance of analytical procedures for reasonableness of the
estimates
Other Information
The Holding Company’s management and Board of Directors are responsible for the preparation of the other information. The other information comprises the information included in the Holding Company’s Annual Report, but does not include the consolidated financial statements and our auditors' report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.
Management’s Responsibilities for the Consolidated Financial
Statements
The Holding Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance, consolidated total comprehensive income, consolidated changes in equity and consolidated cash flows of the Group and jointly controlled entity in accordance with the accounting principles generally accepted in India including Ind AS specified under section 133 of the Act. The respective Board of Directors of the companies included in the Group and of its jointly controlled entity are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and jointly controlled entity 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
Transport Corporation of India Ltd.
92
operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group and its jointly controlled entity are responsible for assessing the ability of the Group and its jointly controlled entity to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group and its jointly controlled entity or to cease operations, or has no realistic alternative but to do so.
The respective Board of Directors of the companies included in the Group and its jointly controlled entity are also responsible for overseeing the financial reporting process of the Group and its jointly controlled entity.
Auditor’s Responsibilities for the Audit of the Consolidated Financial
Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are 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 Standards on Auditing 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 these consolidated financial statements.
As part of an audit in accordance with Standards on Auditing, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
(a) Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
(b) Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Group and its jointly controlled entity has adequate internal financial controls system in place and the operating effectiveness of such controls.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
(d) Conclude on the appropriateness of management’s 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 Group and its jointly controlled entity 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 consolidated financial statements 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 Group and its jointly controlled entity to cease to continue as a going concern.
(e) Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
(f) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group and its jointly controlled entity to express an opinion
on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of Holding Company of which we are the independent auditors. For the other entities included in the consolidated financial statements, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
Materiality is the magnitude of misstatement in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated financial statements 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 the work; and (ii) to evaluate the effect of any identified misstatements in the consolidated financial statements.
We communicate with those charged with governance of the Holding Company of which we are the independent auditors 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.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore Key Audit Matters. We describe these matters in our auditor’s reports unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Other Matter
3. We did not audit the financial statements of one branch included in the consolidated financial statements whose financial statements reflect total assets of H 1,097 Lakhs as at 31st March 2019, total revenue of H 680 Lakhs and total net profit including comprehensive income of H 23 Lakhs for the year ended on that date, as considered in the consolidated financial statements. The financial statements of this branch has been audited by the branch auditor whose report has been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of this branch, is based solely on the report of such branch auditor
2. We did not audit financial statements of eleven subsidiaries; included in the consolidated financial statements, whose financial statements reflect total assets of H 8,080 Lakhs as at 31st March 2019, total revenues of H 19,667 Lakhs, total net loss after tax of H 78 Lakhs, and total comprehensive loss of H 80 Lakhs for the year ended on that date, as considered in the consolidated financial statements. The consolidated financial statements also include the Group’s share of net profit including total comprehensive income of H 2,509 Lakhs for the year ended 31st
March 2019, as considered in the consolidated financial statements, in respect of one jointly controlled entity, whose financial statements have not been audited by us. These financial statements have been audited by other auditors whose reports have been furnished to us by the Management, and our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries and jointly controlled entity, is based solely on the reports of the other auditors
Our opinion on the consolidated financial statements is not modified in respect of the above matter with respect to our reliance on the work done and the reports of other auditors.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, we report to the extent applicable that:
93
Statutory Reports Financial StatementsCorporate Overview
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books and the reports of the other auditors.
(c) The report on the accounts of one branch office of the Holding Company audited under Section 143(8) of the Act by branch auditor have been sent to us and have been properly dealt with in preparing this report.
(d) The consolidated balance sheet, the consolidated statement of profit and loss (including other comprehensive income), the consolidated statement of changes in equity and the consolidated statement of cash flow dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements.
(e) In our opinion, the aforesaid consolidated financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(f) On the basis of the written representations received from the directors of the Holding Company as on 31st March 2019, taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsidiary companies and its jointly controlled entity incorporated in India, none of the directors of the Group companies and its jointly controlled entity incorporated in India are disqualified as on 31st March 2019 from being appointed as a director in terms of Section 164 (2) of the Act.
(g) With respect to the adequacy of the internal financial controls over financial reporting of the Group and its jointly controlled entity and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”.
2. 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 information and according to the explanations given to us:
i) The consolidated financial statements has disclosed the impact of pending litigations on the consolidated financial position of the Group and its jointly controlled entity– Refer Note 40 to the consolidated financial statements;
ii) The Group and its jointly controlled entity did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Holding Company.
3. With respect to the matters to be included in the Auditor’s Report under Section 197(16):
In our opinion and according to the information and explanation given to us, the remuneration paid by the Holding Company, its subsidiary companies, which are incorporated in India and jointly controlled entity to its director, to the extent applicable, during the year is in accordance with the provision of section 197 of the Act. The remuneration paid to directors by the Holding Company, its subsidiary companies, which are incorporated in India and jointly controlled entity, to the extent applicable, is not in excess of the limit laid down under section 197 of the Act.
For Brahmayya & Co., Chartered Accountants Firm’s Regn No. 000511S
Signature Lokesh Vasudevan
Place : Gurugram PartnerDate : 24th May 2019 Membership No. 222320
Transport Corporation of India Ltd.
94
Annexure A to the Independent Auditor’s Report
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of section 143 of the Companies Act, 2013 (“the Act”)In conjunction with our audit of the consolidated financial statements
of Transport Corporation of India Limited as of and for the year ended
31st March 2019, we have audited the internal financial controls over
financial reporting of Transport Corporation of India Limited (“the
Holding Company”), its subsidiary companies ( the holding company
and its subsidiaries together referred as “the Group”) and its jointly
controlled company, which are incorporated in India, as on that date.
Management’s Responsibility for Internal Financial ControlsThe respective Board of Directors of the Holding Company, its subsidiary
Companies and jointly controlled company which are incorporated in
India are responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria
established by the respective Companies considering the essential
components of internal control stated in the Guidance Note on Audit
of Internal Financial Controls over Financial Reporting (“the Guidance
Note”) issued by the Institute of Chartered Accountants of India
(“ICAI”). These responsibilities include the design, implementation
and maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient conduct of
its business, including adherence to respective company’s policies,
the safeguarding of its assets, the prevention and detection of frauds
and errors, the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial information, as required
under the Act.
Auditors’ Responsibility for Internal Financial ControlsOur responsibility is to express an opinion on the internal financial
controls over financial reporting of the company, its subsidiary
companies and its jointly controlled company incorporated in India,
based on our audit. We conducted our audit in accordance with the
Guidance Note issued by the ICAI and the Standards on Auditing,
prescribed under section 143(10) of the Act, to the extent applicable to an
audit of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was
established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system over financial
reporting and their operating effectiveness. Our audit of internal financial
controls over financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed
risk. The procedures selected depend on the auditor’s judgement,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the internal
financial control over financial reporting of the Holding Company, its
subsidiary companies and jointly controlled company, incorporated
in India.
Meaning of Internal Financial Controls Over Financial ReportingA company's internal financial control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting
principles. A company's internal financial controls over financial
reporting includes those policies and procedures that (1) pertain to the
maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection
of unauthorised acquisition, use, or disposition of the company's assets
that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial ReportingBecause of the inherent limitations of internal financial controls over
financial reporting, including the possibility of collusion or improper
management override of controls, material misstatements due to error or
fraud may occur and not be detected. Also, projections of any evaluation of
the internal financial controls over financial reporting to future periods are
subject to the risk that the internal financial control over financial reporting
may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.
OpinionIn our opinion and to the best of our information and according to
the explanation given to us, the Holding Company , its subsidiary
companies and jointly controlled company, which are incorporated
in India, have, in all material respects, an adequate internal financial
controls system over financial reporting and such internal financial
controls over financial reporting were operating effectively as at
31st March 2019, based on the internal control over financial reporting
criteria established by the respective companies considering the
essential components of internal control stated in the Guidance Note
issued by the Institute of Chartered Accountants of India.
Other MattersOur aforesaid report under section 143(3)(i) of the Act on the adequacy
and operating effectiveness of the internal financial controls over
financial reporting in so far as it relates to four subsidiary companies
and one jointly owned company is based on the corresponding reports
of the auditors of such companies incorporated in India. Our opinion is
not qualified in respect of this matter.
For Brahmayya & Co.,
Chartered Accountants
Firm’s Regn No. 000511S
Signature
Lokesh Vasudevan
Place : Gurugram Partner
Date : 24th May 2019 Membership No. 222320
95
Statutory Reports Financial StatementsCorporate Overview
(H in Lakhs)
ParticularsNote
No.
As at
31st March 2019
As at
31st March 2018
I. Assets
1. Non-Current Assets
a) Property, Plant and Equipment 5 72,629.91 62,523.39
b) Capital Work-in-Progress 5A 402.30 5,632.38
c) Other Intangible Assets 6 49.90 56.71
d) Financial Assets
i) Investments 7 11,680.69 10,435.77
ii) Loans 8 266.09 987.58
iii) Other Financial Assets 9 475.46 801.33
e) Other Non-Current Assets 10 6,672.49 3,118.47
Total Non Current Assets 92,176.84 83,555.63
2. Current Assets
a) Inventories 11 531.92 331.12
b) Financial Assets
i) Trade Receivables 12 51,507.83 42,485.45
ii) Cash and Cash Equivalents 13 1,007.44 1,270.58
iii) Other Bank Balances 13 545.84 152.64
iv) Loans 8 2,409.70 1,364.48
v) Other Financial Assets 9 286.54 142.55
c) Current Tax Assets (Net) 14 3,443.39 3,831.03
d) Other Current Assets 10 9,686.09 6,641.49
Total Current Assets 69,418.75 56,219.34
Total Assets 161,595.59 139,774.97
II. Equity And Liabilities
1. Equity
a) Equity Share Capital 15 1,533.24 1,531.55
b) Other Equity 15A 87,663.30 74,645.51
Total Equity 89,196.54 76,177.06
2. Non-Controlling Interest 15A 523.29 467.02
3. Non-Current Liabilities
a) Financial Liabilities
i) Borrowings 16 18,641.04 15,143.89
b) Deferred Tax Liabilities (Net) 18 3,899.91 4,447.27
c) Government Grant 19 196.09 179.62
Total Non Current Liabilities 22,737.04 19,770.78
4. Current Liabilities
a) Financial Liabilities
i) Borrowings 21 22,778.37 24,385.42
ii) Trade Payables 22
a) total outstanding dues of micro and small enterprises 2.66 3.18
b) total outstanding dues of creditors other than micro and small enterprises 6,739.67 5,966.88
iii) Other Financial Liabilities 17 12,056.76 8,872.40
b) Provisions 23 650.99 553.51
c) Government Grant 19 3.49 23.46
d) Other Current Liabilities 20 6,906.78 3,555.26
Total Current Liabilities 49,138.72 43,360.11
Total Equity And Liabilities 161,595.59 139,774.97
Summary of Significant Accounting Policies 2-4
Consolidated Balance Sheet as at 31st March 2019
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P.Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019
The notes form an integral part of these Consolidated Financial Statements.
Transport Corporation of India Ltd.
96
The notes form an integral part of these Consolidated Financial Statements.
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P.Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019
Consolidated Statement of Profit and Loss for the year ended 31st March 2019
(H in Lakhs)
ParticularsNote
No.
Year Ended
31st March 2019
Year Ended
31st March 2018
I Revenue
Revenue from Operations 24 275,364.38 234,989.50
Other Income 25 1,951.37 1,441.91
Total Revenue 277,315.75 236,431.41
II Expenses
Operating Expense 26 225,152.11 190,681.27
Employee Benefits Expenses 27 14,016.88 12,448.38
Finance Costs 28 3,738.37 3,221.10
Depreciation and Amortization Expense 29 7,743.79 6,864.66
Other Expenses 30 11,243.66 10,210.16
Total Expenses 261,894.81 223,425.57
III ProfitBeforeTax,ExceptionalItems(I-II) 15,420.94 13,005.84
Exceptional Items 66.60 0.00
IV ProfitBeforeTax(I-II) 15,354.34 13,005.84
V Share of Profit from Joint Venture 2,509.11 2,241.99
VI ProfitBeforeTax(III+IV) 17,863.45 15,247.83
VII Tax Expenses: 31
Current Tax 3,871.87 2,315.59
Deferred Tax (537.74) 500.59
Taxes for Earlier Years - 49.88
VIII ProfitfortheYear(V-VI) 14,529.32 12,381.77
IX Other Comprehensive Income
ItemsthatwillnotbeReclassifiedtoProfitorLoss:
Change in fair value of Equity Instruments designated as fair value through OCI (108.24) 388.09
Gain/(Loss) on sale of Investment classified at FVTOCI 500.24 0.00
Remeasurements of Post-Employment Benefit obligations (326.47) (44.03)
Income tax relating items that will not be reclassified to Profit or Loss Statement
Current Tax 13.59 0.00
Deferred Tax (9.62) 42.55
Other Comprehensive Income for the Year, Net of Tax 61.56 301.51
X TotalComprehensiveIncomefortheYear(VII+VIII) 14,590.88 12,683.28
Profit Attributable to:
Owner of Transport Corporation of India Limited 14,439.97 12,317.44
Non-Controlling Interests 89.35 64.33
Total 14,529.32 12,381.77
Other Comprehensive Income Attributable to:
Owner of Transport Corporation of India Limited 61.56 301.51
Non-Controlling Interests - -
Total 61.56 301.51
Total Comprehensive Income Attributable to:
Owner of Transport Corporation of India Limited 14,501.53 12,618.95
Non-Controlling Interests 89.35 64.33
Total 14,590.88 12,683.28
Earnings Per Equity Share Face Value of H 2 each
Basic 18.84 16.08
Diluted 18.80 16.07
Summary of Significant Accounting Policies 2-4
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Statutory Reports Financial StatementsCorporate Overview
Consolidated Statement of Cash Flow for the year ended 31st March 2019
(H in Lakhs)
ParticularsFor the Year Ended
31st March 2019
For the Year Ended
31st March 2018
A. Cash Flow from Operating Activities:
NetProfitBeforeTaxandExceptionalItems 17,863.45 15,247.83
Adjustments for :
Depreciation 7,743.79 6,864.66
Loss/(Profit) on Sale of Fixed Assets (20.38) (121.56)
Fair Valuation of Investments through FVTPL (2.43) (4.82)
Loss/(Gain) on Foreign Currency Transactions 17.35 0.95
Unclaimed Balances and Excess Provisions Written Back (109.06) (32.28)
Net Loss/(Gain) on Financial Assets (18.42) 1.56
Amortisation of Prepayment Operating Leasehold Land 25.08 21.74
Finance Costs 3,738.37 3,221.10
Interest Received (317.02) (55.98)
Dividend Income (1.01) (1.01)
Government Grant (3.49) (23.46)
11,052.78 9,870.90
OperatingProfitBeforeWorkingCapitalChanges 28,916.23 25,118.73
Adjustments for :
Trade Receivables (9,022.38) (6,641.25)
Other Financial & Other Assets 1,105.68 1,205.25
Inventories (200.80) (79.37)
Trade Payable and Others 925.87 (242.61)
Cash Generation from Operations 21,724.60 19,360.75
(Direct Taxes Paid)/Refund Received (3,420.55) (3,681.57)
Net Cash From Operating Activities 18,304.05 15,679.18
B. Cash Flow From Investing Activities:
Purchase of Fixed Assets (12,910.91) (15,911.40)
Loans (323.73) (329.10)
Other Capital Advances (3,576.91) 2,333.25
Proceeds on Sale of Fixed Assets 317.87 805.38
Proceeds on Sale of Investments 1,049.94 220.00
Purchase of Investments (490.03) (300.00)
Interest Received 173.03 87.21
Dividend Received 1.01 1.01
Net Cash From Investing Activities (15,759.73) (13,093.65)C. Cash Flow From Financing Activities:
Proceeds From Issuance of Share Capital 118.34 -
Short Term Borrowings (Net) (1,607.05) 748.94
Proceeds From Term Borrowings (1,068.61) 6,195.92
Repayment of Term Borrowings 5,740.68 (5,108.24)
Finance Cost Paid (3,772.89) (3,230.22)
Payment of Dividend (1,379.92) (1,225.24)
Payment of Dividend Tax (444.81) (409.06)
Net Cash From Financing Activities (2,414.26) (3,027.90) NetIncrease(Decrease)inCash&CashEquivalent(A+B+C) 130.06 (442.37) Cash & Cash Equivalent as on 31st March 2018 1,423.22 1,865.59
Cash & Cash Equivalent as on 31st March 2019 1,553.28 1,423.22
In Terms of Our Report of Even Date For and on Behalf of the Board
For Brahmayya & Co. Vijay Sankar D.P.Agarwal Vineet Agarwal
Chartered Accountants (Chairman of Audit Committee) (Chairman & Managing Director) (Managing Director)
Firm Regn No 000511S
Lokesh Vasudevan Archana Pandey Ashish Tiwari
Partner (Company Secretary) (Group CFO )
(Membership No.222320)
Place: Gurugram
Date : 24th May 2019