IFFCO KISAN SANCHAR LIMITED ANNUAL REPORT … KISAN is even more relevant in these challenging times...

IFFCO KISAN SANCHAR LIMITED (Incorporated under the Companies Act, 1956)

Regd. Office: IFFCO Sadan, C-1, District Centre, Saket Place, New Delhi- 110017

ANNUAL REPORT 2016-17

NOTICE

NOTICE is hereby given to all the members of IFFCO Kisan Sanchar Limited that the

Tenth Annual General Meeting of the Company will be held on Friday, the 11th day of

August, 2017 at 11:30 AM at its Registered Office at IFFCO Sadan, C-1 District Centre,

Saket Place, New Delhi- 110017 to transact the following businesses:

Ordinary Business 1. To receive, consider and adopt the Audited Balance Sheet of the Company as at

31st March, 2017, Statement of Profit and Loss and Cash Flow Statement for the

year ended on that date and the reports of the Directors and the Auditors thereon.

2. To declare dividend on Equity Shares for the Year ended 31st March, 2017.

3. To consider and if thought fit to pass, with or without modification(s), the following

resolution as Ordinary Resolution:

“RESOLVED THAT Shri Ranjan Sharma (DIN 00425415), who retires by

rotation and being eligible offers himself for re-appointment, be and is hereby

re-appointed as a Director of the Company liable to retire by rotation.”

4. To consider and if thought fit to pass, with or without modification(s), the following

resolution as Ordinary Resolution:

“RESOLVED THAT M/s. Rajnish & Associates (FRN- 014666N), be and are

hereby appointed as the Statutory Auditors of the Company for the Financial

Year 2017-18, to hold the office from the conclusion of the 10th Annual General

Meeting till the conclusion the 11th Annual General of the Company, in terms of

section 139(1) of the Companies Act, 2013, at a remuneration of ` 3,00,000/-

plus applicable taxes and reimbursement of reasonable out-of-pocket expenses

as per the rules of the Company.”

By order of the Board for IFFCO Kisan Sanchar Limited

Date: 4th July, 2017 (Rakesh Kapur) Place: New Delhi Managing Director

DIN: 00007230 Notes:

1. A Member entitled to attend and vote at the meeting is entitled to appoint

proxy to attend and vote instead of himself and such a proxy need not be a Member of the Company.

2. Instruments of proxies in order to be effective must be received/deposited with the Company at its Registered Office not less than 48 hours before the time fixed for the meeting.

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DIRECTORS’ REPORT 2016-17

Dear Members,

Your Directors have great pleasure in presenting the 10th Annual Report of the

Company together with the Audited Statements of Annual Accounts for the Financial

Year ended 31st March, 2017.

PERFORMANCE OF COMPANY

Financial Performance of the Company during the year 2016-17 was as follows:

Financial Performance (` In lakh)

Particulars 2016-17 2015-16

Turnover from Business Operations 43,686 35,021

Other Income 173 191

Total Income 43,859 35,212 Less: Cost of Goods Sold 38,469 29,507 Employees Remuneration & Benefits 2,926 2,820 Sales and General Administration Expenses 1,880 1,781

Total Expenditure 43,275 34,108

Profit before Interest, Depreciation & Tax 584 1,104 Less: Depreciation 143 267 PBIT 441 837 Less: Interest - - PBT 441 837 Less: Provision for Tax 151 288 Profit/ (Loss) after Tax 290 549 Balance Brought Forward from the Previous Year 2,715 2,313 ______ ______ Amount available for Appropriations 3,005 2,862 _______ ________ Appropriations: Proposed Dividend 100 100 Tax on Proposed Dividend 20 20 Transfer to General Reserve 15 27 Balance Carried to Balance Sheet 2870 2,715 _______ ______

3,005 2,862 ________ ________

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Your Company recorded Gross Revenue of ` 43,859 lakh during the F.Y. 2016-17

(against ` 35,212 lakh in F.Y. 2015-16). The Company recorded Pre-tax Profit of

` 441 lakh in the year 2016-17 as against Profit of ` 837 lakh during the previous year

2015-16. Your company earned a Net Profit of ` 290 lakh after making tax provision

of ` 151 lakh during the Financial Year 2016-17.

MARKETING PERFORMANCE In the year 2016-17, the Company attained a growth rate of 19% in Gross Activation

(GAD) with an increase of 3.97 lakh over previous year, and the Revenue Earning

Customer (REC) base increased by 2.39 lakh. The REC base increased to 38.61 lakh

from 36.22 lakh. The company registered a growth rate of 28% in Primary Recharge

Revenue with an all-time high Revenue of ̀ 378.00 crore during 2016-17, an increase

of ` 83 core in absolute terms over 2015-16.

DIVIDEND The Board has recommended a dividend of ` 2 per equity share ` 10 each for the

Financial Year 2016-17. The total dividend payout to Shareholders will amount to

` 1.00 crore (Rupees One crore only). The Dividend distribution tax shall be borne by

the Company. The payment of dividend is subject to the approval by the Shareholders

in the ensuing Annual General Meeting of the Company.

DEPOSITS During the year under review, the Company had not accepted any deposits covered

within the meaning of Section 73 to 76 of the Companies Act, 2013 and Companies

(Acceptance of Deposits) Rules, 2014.

RESERVES The amount transferred to the Reserves is ` 14.50 lakh, which is 5 % of the current

profit of the Company.

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INDUSTRY SCENARIO

Indian Telecom Industry:

Total number of Mobile Subscribers as of March 2017 was 895.258 million. Airtel has

the maximum subscribers’ base.

Group Company wise % market share (Subscribers) - March 2017

Sl. No. Name of Company Total Sub Figures % Market Share 1 Bharti Airtel 273,648,383 33.25% 2 Vodafone 209,062,866 25.40% 3 IDEA 195,368,847 23.74% 4 Aircel 90,899,868 11.04% 5 Telenor 50,493,149 6.13% 6 MTNL 3,627,320 0.44% All India 823,100,433 7 R Jio* 72,157,644

All India (including Rjio) 895,258,077

* Reliance Jio Figures are as of December 2016

Source: Cellular Operators Association of India (COAI)

India has total rural Subscribers’ base of 401 million as of Feb, 2017 observing an

annual growth of 9% during FY 2016-17. Growth in Gross Adds during FY 2016-17 is

tabulated below:

S. No. Particulars Growth in Gross Addition (in %)

1 Airtel Rural 12

2 Industry 9

3 IFFCO Kisan 10

The telecom sector went through a major upheaval during the financial year 2016-17.

The entry of a new player with smart phone centric data services, free schemes and

price distortions caused major turbulence in the market during the year. The

Demonetization had further impacted the business significantly. The merger of two

major conglomerates in telecom industry has initiated a process of consolidation in

this competitive industry. These factors have impacted even IFFCO KISAN business

substantially. However, your company is confident that the concept and mission of

IFFCO KISAN is even more relevant in these challenging times to strengthen the

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engagement with subscribers by providing more customized and personalized

services. The unique model topped with effective advisory services is expected to

receive greater response.

On the positive front, the introduction of Biometric Devices (BMD) in September 2016

contributed to improvement in the quality of acquisition of subscribers. BMDs have

eased the process of on boarding new customers with KYC data based on Aadhaar.

The simplified process has the potential for IFFCO KISAN to penetrate better in the

rural areas as the distribution network can be strengthened with more partners who

are directly engaged in agricultural and allied areas. Hitherto, such potential partners

were discouraged by the long and complicated processes of acquisition. IFFCO

KISAN was amongst the first to adopt the BMD facility in several Circles. The BMD

based activations stood at 84 % as on April, 2017.

Bharti Airtel leads the wireless market at 33.25% Customer Market Share (CMS) followed by the 2nd player at 25.4%. (Note: Reliance Jio data is not available with the source- COAI)

Airtel, 33.25%

Vodafone, 25.40%

IDEA, 23.74%

Aircel, 11.04%Telenor, 6.13% MTNL, 0.44%

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FY 2017-18 v Data + Voice v Aadhaar Activations v Activity + Retailers Outlet v Single SIM v High Value FRC v Smart Phone

Strategic Shift

MEDIA ACTIVITIES

During the year 2016-17, IFFCO KISAN participated in various talks/discussions and

interviews through All India Radio (Delhi, Bihar, Gujarat, Maharashtra, Rajasthan and

UP) and Doordarshan (Andhra Pradesh, Madhya Pradesh, Maharashtra, Punjab and

Rajasthan). IFFCO KISAN also sponsored PHONE IN PROGRAM series (effective

from November, 2016) with All India Radio (National Channel) wherein on every

1st Wednesday of the month, farmers’ queries on specific topics are answered by

invited experts. Print media also covered IFFCO KISAN story in their articles. During

the year, 212 news items in print media, 38 radio talks, 33 TV talks on regional and

national channels were recorded. IFFCO Kisan also participated in sales promotion

oriented 230 farmers meetings and 113 exhibitions.

FY 2016-17 v Voice + Data v Paper Activations v Activity v 2 SIMs v Low Value FRC v Feature Phone

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VALUE ADDED SERVICES (VAS)

Value Added Services (VAS) continued to maintain its quality through disseminating

more relevant and critical information to the rural community as evident by significant

improvement in listening parameters. Average Listening Duration (ALD) of the voice

messages, on all India basis, at the end of March 2017 was 45.3 seconds as against

43.2 seconds in March 2016. By March 2017, Listening Universe (LU) increased to

19.13 lakh from 16.14 lakh in March 2016.

Other details of VAS coverage are as under:

1. Content Dissemination:

S. No. Particulars April 2016 – March 2017 1 No. of States Covered 18 2 No. of Zones in States 103 3 Content strength 42 4 Experts on Panel 24 5 Total Messages 79,658 6 Helpline Queries 1,52,834 7 Queries on Portal/ Mobile App 34,527 8 Feedback 10,879 9 Success stories 562

10 Phone In Programmes 649 11 Quiz Programmes 647 12 Communities 59

During the year 2016-17, Content team had the additional responsibility of answering

farmers queries received on portal and mobile app. Thus, the service of query

resolution was extended to non- Green SIM users as well. Earlier, weather data was

made available at the district level. However, during the year 2016-17, specific

information was made available for block/ taluk level.

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2. Content Enrichment in Portal/ Mobile App

Continuous efforts were made to enrich the content on best practices for cultivation of

different crops and animal rearing so that large spectrum of users are benefitted by

visiting the “IFFCO Kisan“ mobile app/ portal. By the end of March, 2017, content on

a total of 106 items (103 crops and 3 animals) was available in the section of

Agri Library in Hindi, 41 in Telugu, 50 in Gujarati, 43 in Marathi, 50 in Tamil, 12 in

Bengali, 50 in Kannad, 14 in Punjabi and 33 in Odiya. Downloads have increased

because of the rich content in the Agri library and by end of the March 2017, a total of

2.75 lakh downloads were achieved.

3. Farmers club and Farmers Producers Organizations :

Content team also increased its engagement with farmers through Farmers Club and

Farmers Producer Organizations. Farm/ village visits were organized to take up soil

testing, animal health and providing facilities for enhancing livelihood opportunities in

rural areas. Establishing a small unit of Gir Cows at Med (Jaipur) Rajasthan,

installation of water purification unit at Pandua (Hooghly), West Bengal and cumin

cleaning and grading unit at Vav (Banaskantha), Gujarat were part of income

enhancement activities under livelihood development programme.

INFORMATION AND COMMUNICATION TECHNOLOGY During the Financial Year 2016-17, major strides were made in IT with launch of new

applications and enhancement of existing systems. A major highlight of Financial Year

2016-17 was the launch of ‘myIFFCOKisan’, a mobile app / web portal for enhancing

internal productivity. The entire marketing channel including retailers and distributors

are geo tagged and field teams’ visits and engagement with them are recorded online

and monitored. The approval process for newly created channel, travel plans, visit

details, field events, request for payments associated with field visits and tours,

processing of reimbursements and release of payments are undertaken through this

mobile and web enabled application. Further, ‘myIFFCOKisan’ also facilitates

application of leave, attendance recording, alerts and notifications on schemes, rules

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and instructions, access to status of pending applications, etc. The in-house

application has also helped in saving cost on third party tools used earlier. Possibilities

of converting this system into a product for sale to other customers is being explored.

‘IFFCO Kisan Agriculture Mobile App’, is augmented with several new features and

over 2.75 lakh farmers have downloaded the application. ‘Ask the Expert’ to raise

queries along with images of their crops for expert advice, request for loans and ‘Buy

- Sell’ module to post interest to buy or sell in agricultural commodities continue to be

favourites with farmers. The iOS version of the App was also launched during the year.

Integrated Information Management System (IIMS) was strengthened with a new dash

board. The Business ERP was enhanced with more features and the necessary

modifications to meet the requirements of new GST law are being incorporated.

In order to promote and support greenery in urban areas and also hand hold

enthusiasts in urban areas, a new application ‘IFFCO Kisan Urban Greens (IKUG)

was launched in mobile and web format. The mobile app contains detailed information

on 130 indoor and outdoor plants and also provides facilities to raise queries to

experts. Further, IKUG provides tips, best practices and guidance for raising plants in

urban households, kitchen and terrace gardens.

BUSINESS DEVELOPMENT Several ongoing projects were concluded successfully and business development

team embarked on new initiatives during the financial year 2016-17. The organization

had successfully concluded the Fisheries Project in Odisha launched in association

with Directorate of Fisheries, Odisha. As part of the project, four lakh fishermen were

enrolled and provided alerts and advisories on various aspects of interest to inland,

Chilika and marine fishermen. The Project is expected to be extended to cover more

fishermen.

‘IFFCO Green SIM Card’ and ‘IFFCO Samadhan’ services have drawn considerable

interest from organizations working for the development and welfare of rural India.

Your Company worked with Jeevika’ in Bihar to provide mobile phone based advisory

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services to 50,000 women members of self-help groups in five districts. The initiative

is expected to be expanded to cover another 50,000 women and extended to all the

districts in the state. Similarly, 20,000 Sericulture farmers were covered in Jharkhand

in association with State Sericulture Board. The services are being expanded to cover

50,000 sericulture farmers. Many other similar initiatives are in the pipe line.

A major challenge faced by farmers is to realize best price for their produce. Towards

this, the organization is attempting to work with Farmers Producer Organizations

(FPOs) to help their collective capacity to negotiate, reduce the influence of middle

men and undertake value additions through cleaning, sorting, grading and processing.

Training and support for trading in domestic markets, direct supplies to bulk buyers

and exporters and hedging on futures trading is being extended.

KISAN CALL CENTRE (KCC) MANAGEMENT SERVICES IFFCO Kisan was awarded the contract to run Kisan Call Centre Service (KCC) by

Department of Agriculture and Cooperation (DAC), Ministry of Agriculture and

Farmers’ Welfare, Government of India in the year 2012. Our services became

operational with effect from May 2012 with 212 seats. During the year 2016-17, total

number of seats were 452. Farmers’ calls from all the States and Union Territories are

being addressed from 14 locations by 545 Farm Tele Advisors (FTAs) under the

guidance of 20 Supervisors. FTAs are capable of answering the most queries,

however, for specific subject related query, the calls are escalated to Experts. On an

average monthly 7.3 lakh calls were received out of which nearly 75% calls were

answered. During the year 2016-17, the total calls landed were 88 lakh and the

answered calls were 66 lakh. The KCC Services have drawn high national visibility

and IFFCO KISAN is actively working with DAC to ensure high quality of services to

the farmers.

IFFCO KISAN - OUTLOOK FOR 2017-18 The Company is geared up to meet the market challenges by improving the existing

‘IFFCO Green SIM Card’ based services and also deepening the relationship with

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farmers offering more services of relevance to them. Information, alert and advisory

services continue to be a major area of concern for farmers. IFFCO KISAN is treading

towards greater personalization with a well-conceived strategy towards data in

conjunction with voice services. Greater customization will be the focus for voice

message oriented services while personalization will be the guiding factor in the data

oriented App based services. Greater automation and induction of data analytics will

be the key strategy in furthering improving existing services.

The existing ongoing services are proposed to be augmented with on the ground

support to the farmers with diversification into adjacent areas of relevance. During the

years of engagement with farmers, the Company has observed the need for on the

ground support which will expand business opportunities and at the same time fulfill

the mission of empowering the farmer subscribers. Based on the successful

implementation of few pilots in the Country, the Company will roll out an ambitious

plan to work with farmer based and farmer focused organizations and hand hold them

to increase their collective strength. The Company will strive to leverage its

infrastructure to increase and improve engagement levels with the rural base. Credit

is a major area of concern and stress for the rural population. The Company is poised

to extend credit and savings product to the rural subscribers. IFFCO KISAN will make

major inroads into Airtel Payment Bank related services to promote cash less

transactions along with a bouquet of other services towards financial inclusion of rural

India. The Company will strive to create a greater value proposition to the subscribers

by offering more and pertinent services in association with other IFFCO Group

companies.

EXTRACTS OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3) of the Companies Act, 2013 read with

Rule 12(1) of the Companies (Management and Administration) Rules, 2014 an

extract of the Annual Return in prescribed Form MGT-9, part of the Board’s Report, is

enclosed as Annexure-I.

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BOARD OF DIRECTORS Number of Meetings of the Board: During the year, 4 (Four) Board Meetings were

held on 16/06/2016, 26/09/2016, 19/12/2016 and 23/03/2017.

The particulars of attendance of Directors during the Board Meeting were as follows:

Sl. No.

Name of Director Designation No. of Meetings held

No. of Meetings attended

1 Dr. U.S. Awasthi Chairman 4 4 2 Shri Rakesh Kapur Managing Director 4 4 3 Shri Arabinda Roy Nominee Director 4 4 4 Shri Manish Gupta Nominee Director 4 1 5 Shri Ranjan Sharma Director 4 4 6 Shri Ajai Puri Nominee Director 4 2 7 Shri Pratip Chaudhuri Independent Director 4 4 8 Ms. Mala Srivastava* Independent Director 4 3

Note: *Ms. Mala Srivastava was appointed as Independent Director on the Board w.e.f. 16/06/2016.

Changes in the Composition of the Board and Declaration by Independent Directors During the year 2016-17, Ms. Mala Srivastava was appointed on the Board of IFFCO

Kisan w.e.f. 16th June, 2016 for a period of two years. The appointment of Ms. Mala

Srivastava as Independent Director was approved by the Shareholders at their Annual

General Meeting held on 15th July, 2016.

Pursuant to Section 149 of the Companies Act, 2013 and other applicable provisions

of the Companies Act, 2013, Shri Pratip Chaudhuri was appointed as Independent

Director by the Shareholders in the Extra Ordinary General Meeting of the Company

held on 25/03/2015 for a period of two years w.e.f. 26/03/2015. The aforesaid term of

appointment was expiring on 25/03/2017. Keeping in view the rich experience

possessed by Shri Pratip Chaudhuri in banking sector, and his positive contribution

towards the growth of the Company during the last two years, the said appointment

was renewed for a further period of two years w.e.f. 26/03/2017.

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The Company has received necessary declarations from Shri Pratip Chaudhuri and

Ms. Mala Srivastava, Independent directors under Section 149(7) of the Companies

Act, 2013, that they meet the criteria of independence laid down in Section 149(6) of

the Companies Act, 2013.

Retirement by Rotation:

In accordance with the provisions of Companies Act, 2013, Shri Ranjan Sharma,

Director of the Company shall retire by rotation at the ensuing Annual General Meeting

of the Company and is eligible for reappointment. Your Directors has recommended

the re-appointment of Shri Ranjan Sharma as Director of the Company.

Policy on Directors’ Appointment and Remuneration and other matters provided under Section 178 of Companies Act 2013

The Board on the recommendation of the Nomination & Remuneration Committee has

framed a policy for selection and appointment of Directors, senior management and

their remuneration, including criteria for determining qualifications, positive attributes,

and independence of directors.

The formulation of appointment and section policy is to achieve an appropriate

balance of skills, experience, knowledge and expertise amongst its Directors and

members of Senior Management. This policy also aims to determine the

independence of Directors, in case of their appointment as Independent Directors of

the Company. The Remuneration Policy is to determine that the level and composition

of remuneration of Directors, KMPs, Senior Management and other employees is

reasonable and sufficient to attract, retain and motivate, at all levels, the quality talent

required to run the company successfully.

AUDITORS & THEIR REPORT M/s Rajnish & Associates, Chartered Accountants, (Firm Registration No. 014666N)

Statutory Auditors of the Company will hold office till the conclusion of the ensuing

Annual General Meeting. The Company has received consent and confirmation from

M/s Rajnish & Associates, Chartered Accountants conveying that if they are appointed

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as Statutory Auditors of the Company by the members at the forthcoming AGM, the

same would be in compliance with the relevant provisions of Companies Act, 2013.

The Report of the Auditors to the Shareholders of the Company is annexed to the

financial statements for the year ended 31st March, 2017. There is no specific

observation in the Report of the Auditors which require clarification.

INTERNAL FINANCIAL CONTROL The Company has in place adequate internal financial control with reference to the

Financial Statements and no material weakness was reported.

SECRETARIAL AUDITORS REPORT

In accordance with the provisions of Section 204 of the Companies Act, 2013 read

with Section 134(3) of the Companies Act, 2013, Board had appointed M/s Amit

Agrawal & Associates, as Secretarial Auditors of the Company to conduct the

Secretarial Audit for Financial Year 2016-17. The Secretarial Audit Report received

from M/s Amit Agrawal & Associates in the prescribed Form MR 3 is enclosed at

Annexure-II.

CORPORATE SOCIAL RESPONSIBILITY As per the provision of Section 135 of Companies Act, 2013 along with Companies

(Corporate Social Responsibility Policy) Rules, 2014, CSR Annual Report of the

Company contain the initiatives undertaken by the Company on CSR activities during

the year is enclosed in prescribed format as per Annexure III.

CSR Committee of Directors of the Board comprising of:

1. Shri A. Roy, Chairman

2. Ms. Mala Srivastava, Member*

3. Shri Ranjan Sharma, Member

4. Shri Ajai Puri, Member

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During the Financial Year 2016-17, four Meetings of CSR Committee were held on

16/06/2016, 26/09/2016, 19/12/2016 and 23/03/2017.

The particulars of attendance of Directors during the CSR Committee Meeting were

as follows:

Sl. No.

Name of Director Designation No. of Meeting Held


1 Shri Arabinda Roy Chairman 4 4 2 Ms. Mala Srivastava* Independent Director 4 3 3 Shri Ranjan Sharma Director 4 4 4 Shri Ajai Puri Nominee Director 4 2

*Ms. Mala Srivastava was appointed as Independent Director on the Board w.e.f. 16/06/2016.

AUDIT COMMITTEE Pursuant to the provisions of Section 177 (1) of the Companies Act, 2013 (the Act),

read with Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014,

Audit Committee of Directors was comprising of:

Name of Members Status Shri Pratip Chaudhuri Chairman Ms. Mala Srivastava* Independent Director Shri Ranjan Sharma Director

Number of Meetings of the Audit Committee During the Financial Year 2016-17, four Meetings of Audit Committee were held on

16/06/2016, 26/09/2016, 19/12/2016 and 23/03/2017. The particulars of attendance

of Directors during the Audit Committee Meeting were as follows:

Sl. No.



1 Shri Pratip Chaudhuri Independent Director 4 4 2 Shri Ranjan Sharma Director 4 4 3 Ms. Mala Srivastava* Independent Director 4 3


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NOMINATION AND REMUNERATION COMMITTEE: Pursuant to the provisions of Section 178 of the Companies Act, 2013, Nomination and

Remuneration Committee comprising of:

1. Ms. Mala Srivastava, Chairperson *

2. Shri Ajai Puri, Member

3. Shri Pratip Chaudhuri, Member

4. Shri Ranjan Sharma, Member

Number of Meetings of the Nomination & Remuneration (N & R) Committee During the Financial Year 2016-17, two Meetings of N & R Committee were held on

16/06/2016 and 23/03/2017. The particulars of attendance of Directors during the

N & R Committee Meeting were as follows:

Sl. No.



1 Shri Pratip Chaudhuri Independent Director 2 2 2 Shri Ranjan Sharma Director 2 2 3 Ms. Mala Srivastava* Independent Director 2 1 4 Shri Ajai Puri Nominee Director 2 1


SEPARATE MEETING OF INDEPENDENT DIRECTORS Independent Directors meeting was held on 23rd March, 2017 which was attended by

Shri Pratip Chaudhuri and Ms. Mala Srivastava, Independent Directors of the

Company. During the meeting, Independent Directors evaluated the performance of

Executive Director, Non-Executive Directors and Chairman of the Company.

Independent Directors also evaluated the performance of Board as a whole and also

assessed the quality, quantity and timeliness of the flow of information to the Board.

RELATED PARTY TRANSACTIONS All contract/arrangements/transactions entered by the Company during the financial

year with related parties were in ordinary course of business and on arms’ length

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basis. The particulars of contracts or arrangements with related parties referred to in

sub-Section (1) of Section 188 in the prescribed Form AOC-2 are annexed as

Annexure-IV.

INFORMATION UNDER RULE 5 (2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014: Information as per Rule 5(2) of the Companies (Appointment and Remuneration of

Managerial Personnel) Rules, 2014 is placed at Annexure V. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013: Company has complied with the provisions of Section 186 of Companies Act, 2013 in

relation to loan, guarantee and Investment. Details of Investment are provided in the

Notes to Financial Statements.

ASSOCIATE COMPANIES The names of Companies, which have ceased to be associate companies during the

Financial Year:- Nil INFORMATION PURSUANT TO SECTION 134 (3) OF THE COMPANIES ACT, 2013: Statement giving the details of conservation of energy, technology absorption and

foreign exchange earnings and outgo in accordance with requirements of Section 134

(3)(m) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, is

as follows :-

A. Conservation of Energy

As the Company primarily deals with the trading and service provider industry, and

is engaged in the business of providing value added services on mobile telephony in

rural and semi urban areas of the country, particulars related to the energy

conservation is not applicable to the Company.

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B. Technology Absorption, Adoption And Innovation

The point regarding technology absorption, adoption or innovation is not applicable

to the company, being a service company.

C. Foreign Exchange Earnings And Outgo

The foreign exchange earnings and outgo during the year as follows:-

DIRECTORS’ RESPONSIBILITY STATEMENT

The Board of Directors of the Company confirm that:

(i) In the preparation of the Annual Accounts, the applicable accounting standards

had been followed along with proper explanation relating to material departures;

(ii) The Directors had selected such accounting policies and applied them

consistently and made judgments and estimates that are reasonable and

prudent so as to give a true and fair view of the state of affairs of the Company

at the end of the financial year and of the profit and loss of the Company for that

period;

(iii) The Directors had taken proper and sufficient care for the maintenance of

adequate accounting records in accordance with the provisions of the

Companies Act, 2013 for safeguarding the assets of the Company and for

preventing and detecting fraud and other irregularities;

(iv) The annual accounts have been prepared on a going concern basis;

(v) The Directors had devised proper systems to ensure compliance with

the provisions of all applicable laws and that such systems were adequate and

operating effectively.

Foreign Exchange Earning NIL

Foreign Exchange Outgo NIL

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ACKNOWLEDGEMENT Your Directors take this opportunity to express their gratitude to all the employees for

their significant personal efforts and their collective contribution to enable the company

to achieve good performance and maintain steady progress.

The Board of Directors places on record its deep appreciation of the valuable services

and dedicated efforts of the members of the Company in the achievements during the

year 2016-17. The Board also wishes to thank the Government of India, particularly,

the Ministry of Agriculture, Department of Telecommunications as well as various

State Governments, regulatory and statutory authorities for their valuable support and

guidance.

The Directors also place on record their appreciation of the continued support

extended by the Member Shareholders, Joint Venture Partners, Content Partners,

Institutional Partners, Community Partners and Business Partners in the Company’s

activities.

Finally, your Directors express their sincere thanks to the Statutory Auditors,

Company’s Bankers and Vendors and other constituents for their continued support.

On behalf of the Board,

For IFFCO Kisan Sanchar Limited

Date: 15/06/2017 (U.S. Awasthi) Place: New Delhi Chairman DIN: 00026019

Annexure-I

FORM NO. MGT 9

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON 31.03.2017

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of Companies (Management and Administration) Rules, 2014

I. REGISTRATION AND OTHER DETAILS:

1. CIN U32308DL2007PLC161809 2. Registration Date 12th April, 2007 3. Name of the Company IFFCO Kisan Sanchar Limited 4. Category/Sub-category of

the Company Company Limited by Shares/ Indian Non-Government Company

5. Address of the Registered office & contact details

IFFCO Sadan, C-1, District Centre, Saket Place, New Delhi-110017 Mr. Sandeep Malhotra Phone no.: 011-46729901

6. Whether listed company No 7. Name, Address & contact

details of the Registrar & Transfer Agent, if any.

N.A.

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10% or more of the total turnover of the company shall be stated) S. No.

Name and Description of main products / services

NIC Code Product/service

% to total turnover of the Company

1 SIM CARDS/ TALKTIME 46524 95

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES Sl. No

Name and Address of the Company

CIN/GLN

Holding/ Subsidiary / Associate

% of Shares held

Applicable Section

NA NA NA NA NA

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise Share Holding

Shareholders Category

No. of Shares held at the beginning of the year [As on 31-March-2016]

No. of Shares held at the end of the year [As on 31-March-2017]

% Change during

the year

Demat Physical Total % of Total Shares

Demat

Physical Total % of Total Shares

A. Promoters

(1) Indian

a) Individual/ HUF NIL 00 00 00 00 00 00 00 00

b) Central Govt. NIL 00 00 00 00 00 00 0 00

c) State Govt.(s) NIL 00 00 00 00 00 00 00 00

d) Bodies Corp. NIL 49,99,995 49,99,995 99.99% 00 49,99,995 49,99,995 99.99% 00

e) Banks / FI NIL 00 00 00 00 00 00 00 00

f) Any other NIL 5 5 00.01% 00 5 5 00.01% 00

Sub-Total (A) (1):- NIL 50,00,000 50,00,000 100% 00 50,00,000 50,00,000 100% 00

(2) Foreign

a) NRI-Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL b) Other-Individuals NIL NIL NIL NIL NIL NIL NIL NIL NIL c) Bodies Corp. NIL NIL NIL NIL NIL NIL NIL NIL NIL d) Banks / FI NIL NIL NIL NIL NIL NIL NIL NIL NIL e) Any other NIL NIL NIL NIL NIL NIL NIL NIL NIL Sub-Total

(A) (2) :- NIL NIL NIL NIL NIL NIL NIL NIL NIL Total shareholding of Promoter (A)=(A)(1)+(A)(2) NIL 50,00,000 50,00,000 100% NIL 50,00,000 50,00,000 100% 100%

B. Public Shareholding 1. Institutions NIL NIL NIL NIL NIL NIL NIL NIL NIL

2. Non-Institutions NIL NIL NIL NIL NIL NIL NIL NIL NIL Total Public Shareholding (B) = (B1)+(B2) NIL NIL NIL NIL NIL NIL NIL NIL NIL

C. Shares held by Custodian for GDRs & ADRs NIL NIL NIL NIL NIL NIL NIL NIL NIL

Grand Total (A+B+C)

NIL

50,00,000 50,00,000 100% NIL 50,00,000 50,00,000 100% NIL

ii) Shareholding of Promoter-

SN

Name of Shareholders

Shareholding at the beginning of the year

Shareholding at the end of the year

% change in shareholding during the year

No. of Shares

% of total Shares of

the company

%of Shares Pledged / encumbered to total shares

No. of Shares

% of total

Shares of the

company

% of Shares Pledged / encumbered to total shares

1 Indian Farmers Fertiliser Cooperative Ltd. (IFFCO) and its Nominees

36,49,500 72.99% 0 36,49,500 72.99% 0 0

2 Star Global Resources Limited

12,50,500 25.01% 0 12,50,500 25.01% 0 0

3 Bharti Airtel Limited

1,00,000 2.00% 0 1,00,000 2.00% 0 0

Total 50,00,000 100% 0 50,00,000 100% 0 0 iii) Change in Promoters’ Shareholding (please specify, if there is no change):

[As on 31-March-2017]

Sl. No.


Cumulative Shareholding during the year

No. of shares

% of total shares of the company

No. of shares


At the beginning of the year 5,00,00,000 100% 5,00,00,000 100% Date wise Increase /

Decrease in Promoters Shareholding during the year specifying the reasons for increase / decrease (e.g. allotment /transfer / bonus/ sweat equity etc.):

0

0

At the end of the year 5,00,00,000 100% 5,00,00,000 100%

There is no change in Promoters’ Shareholding.

iv) Shareholding Pattern of top ten Shareholders: (Other than Directors, Promoters and Holders of GDRs and ADRs): There is no Shareholder other than Promoters and their Nominees.

v) Shareholding of Directors and Key Managerial Personnel:

SN 1.

Dr. U. S. Awasthi (Chairman)



No. of shares


No. of shares


At the beginning of the year 1 .0001%

1 .0001%

Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for increase/decrease (e.g. allotment /transfer/bonus/sweat equity etc.):

00 00 00 00

At the end of the year 1 .0001%

1 .0001%

SN 2.

Shri Rakesh Kapur (Managing Director)



No. of shares


No. of shares



1 .0001%

Date wise Increase / Decrease in Shareholding during the year specifying the reasons for increase /decrease (e.g. allotment / transfer / bonus/ sweat equity etc.):

00 00 00 00

At the end of the year 1 .0001%

1 .0001%

SN 3.

Shri Arabinda Roy (Director)



No. of shares


No. of shares



1 .0001%


00 00 00 00

At the end of the year 1 .0001% 1 .0001%

SN 4.

Shri Manish Gupta (Director)



No. of shares


No. of shares


At the beginning of the year 1 .0001% 1 .0001%


00 00 00 00

At the end of the year 1 .0001% 1 .0001%

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

Particulars

Secured Loans excluding deposits

Unsecured Loans Deposits Total

Indebtedness

Indebtedness at the beginning of the financial year 0 0 0 0

i) Principal Amount 0 0 0 0 ii) Interest due but not paid 0 0 0 0 iii) Interest accrued but not due 0 0 0 0 Total (i+ii+iii) 0 0 0 0 Change in Indebtedness during the financial year

0 0 0 0

* Addition 0 0 0 0 * Reduction 0 0 0 0 Net Change 0 0 0 0 Indebtedness at the end of the financial year

0 0 0 0

i) Principal Amount 0 0 0 0 ii) Interest due but not paid 0 0 0 0 iii) Interest accrued but not due 0 0 0 0 Total (i+ii+iii) 0 0 0 0

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: S. N. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount ---- ---- ---- --- 1 Gross salary NIL NIL

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

NIL NIL

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

NIL NIL

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

NIL NIL

2 Stock Option NIL NIL 3 Sweat Equity NIL NIL 4 Commission

- as % of profit - others, specify…

NIL NIL

5 Others, please specify NIL NIL Total (A) NIL NIL Ceiling as per the Act

B. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD S. No.

Particulars of Remuneration

Key Managerial Personnel

1 Gross Salary (in `) CEO

CFO CS Total

(a) Salary as per provisions contained in Section 17(1) of the Income-tax Act, 1961

62,16,000 NA 7,58,713 69,74,713

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

NIL NIL NA

(c) (c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

NIL NIL NA

2 Stock Option NIL NIL

3 Sweat Equity NIL NIL

4 Commission NIL NIL

- as % of profit NIL NIL

Others, specify… NIL

5 Others, please specify NIL

Total 62,16,000 - 7,58,713 69,74,713

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of

the Companies Act

Brief Description

Details of Penalty / Punishment/ Compounding fees imposed

Authority [RD / NCLT/ COURT]

Appeal made, if any (give Details)

A. COMPANY

Penalty NA NA NA NA NA Punishment NA NA NA NA NA Compounding NA NA NA NA NA

B. DIRECTORS


C. OTHER OFFICERS IN DEFAULT


Annexure-II

Form No. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31st MARCH, 2017

[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014] To, The Members, IFFCO Kisan Sanchar Limited Iffco Sadan, C-1, Distt. Centre, Saket Place New Delhi-110017, India We have conducted the Secretarial Audit of the Compliance of applicable Statutory provisions and the adherence to good corporate practices by M/s. IFFCO Kisan Sanchar Limited (hereinafter called the Company) having its Registered office at IFFCO Sadan, C-1, Distt. Centre, Saket Place, New Delhi-110017, India. Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the Corporate conducts/Statutory compliances and expressing my opinion thereon. Based on our verification of M/s. IFFCO Kisan Sanchar Limited, Books, Papers, Minute books, Forms and Returns filed and other records maintained by the Company and also the information provided by the Company, its officers and authorized representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has, during the Audit period covering the financial year ended on 31st March, 2017 complied with the Statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter: We have examined the Books, Papers, Minute books, Forms and Returns filed and other records maintained by M/s. IFFCO Kisan Sanchar Limited for the financial year ended on 31st March, 2017 according to the provisions of:

(i) The Companies Act, 2013 (the Act) and the rules made there under.

(ii) Rules and guidelines applicable under Department of Telecommunications (Carrier Services Cell)- Other Service Provider (OSP) Category for operation of domestic Kisan call centre.

(iii) The Secretarial Standards issued by The Institute of Company Secretaries of

India.

(iv) Other laws applicable specifically to the Company namely:

a) The Employees’ Provident Fund and Miscellaneous Provisions Act, 1952 b) Payment of Gratuity Act, 1972 c) Payment of Wages Act, 1936 d) Payment of Minimum Wages Act, 1948 e) The Maternity Benefit Act, 1961 f) The Sexual Harassment of Women at Workplace (Prevention, Prohibition and

Redressal Act), 2013 g) Payment of Bonus Act, 1965 h) Employees' State Insurance Act, 1948;

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above.

However, During the period under review, provisions of the following regulations were not applicable to the Company because of for clause (I) no FDI and ECB has been taken by the Company since incorporation and for (II) to (V) clauses below the Company is unlisted Company. Hence, comments are not required to be made in respect of these clauses:

I. Foreign Exchange Management Act, 1999 and rules and regulation made there under to the extent Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings.

II. The Rules, Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’).

III. The Listing Agreement with any Stock Exchange.

IV. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and Rules made there under;

V. The Depositories Act, 1996;

We further report that:

The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors, Women Director and Independent Director.

The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the minutes.

We further report that there are adequate systems and processes in the company commensurate with the size and operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that the compliance by the company of applicable financial laws like direct and indirect tax laws and maintenance of financial records and books of accounts has not been reviewed in this Audit since the same have been subject to review by statutory financial audit by other designated professional.

We further report that during the audit period the company has provide details of specific events/actions having a major bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above.

Place : Delhi For Amit Agrawal & Associates Date: 06.06.2017 (Companies Secretaries) CS Amit Agrawal

(Proprietor) M. No. F5311

C.P. No. : 3647

Annexure-III

CORPORATE SOCIAL RESPONSIBILTY (CSR) REPORT (Financial Year 2016-17)

1. Brief Outline:

Company decided to undertake CSR activities as per the provision of Section 135 of Companies Act, 2013 along with Companies (Corporate Social Responsibility Policy) Rules, 2014. CSR Committee of the Board of Directors had identified broad areas of CSR activities. Implementation of CSR programmes for the year 2016-17 is reported hereunder.

2. Composition of CSR Committee :

During the FY 2016-17, CSR Committee of the Company comprised of following Directors:

(i) Shri A Roy, Chairman & Member

(ii) Ms. Mala Srivastava, Independent Director*

(iii) Shri Ranjan Sharma, Member

(iv) Shri Ajai Puri, Member


3. Average Net Profit of the Company for the last Financial Years:

Average Net Profit of the Company for the last three Financial Years worked out

to ` 9,45,85,501/-, as per details in the table below:

Amount in `

Particulars 2015-16 2014-15 2013-14

Profit Before Tax (as per Section 198)

8,36,72,039 10,11,62,663 9,89,21,802

(a) Total Profit of last three years ` 28,37,56,504/-

(b) Average Profit for CSR (a/ 3) ` 9,45,85,501/-

(c) CSR Budget for F.Y. 2016-17 @ 2% of (b) ` 18.92 lakh/-

4. Prescribed CSR expenditure for the FY 2016-17

The amount allocated for the CSR for the FY 2016-17 worked out to ` 33.82 lakh (including the unspent amount of ` 14.90 lakh of Financial Year 2015-16).

5. Details of CSR spent during the Financial Year 2016-17

(a) Total amount to be spent for the financial year 2016-17: ` 33.82 lakh

(b) Amount unspent in the financial year 2016-17: ` 33.82 lakh - ` 16.26 lakh = ` 17.56 lakh

(c) Manner in which the amount spent during the Financial Year 2016-17 is detailed below:

S. No.

Broad Area of CSR Activity

Name of the Activity/ Program

No. of Activities/ Units Target/ Achievement

No. of Beneficiaries

Amount Spent (` in lakh)

1. Promoting preventive Health care, sanitation and safe drinking water [Item No. (i) of Schedule VII of Companies Act, 2013]

Maintaining quality of water- make available safe drinking water

i. Community based sustainable drinking water system at village- Pandua (West Bengal).

ii. Installation of Water Cooler and Water tank at Govt. school- Sinod Village (Nagaur, Rajasthan)

1

1

1

1

15 villages

500 students + villagers

6.00

0.44

Contd….

S. No.

Broad Area of CSR Activity

Name of the Activity/ Program

No. of Activities/ Units Target/ Achievement

No. of Beneficiaries

Amount Spent (` in lakh)

2. Protection of Flora and Fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water [Item no. (iv) of Schedule VII of Companies Act, 2013]

Animal welfare

Conservation of Desi breed of Cows

Animal Health Camps

Establishment of Dairy unit at Med

30

1

34

1

34 villages

6 villages

4.72

4.80

3.

Livelihood Enhancement Projects Item No. (ii) of Schedule VII of Companies Act, 2013]

Promoting Self- Help Groups (SHGs) / Farmers’ group for livelihood activities.

Promotion of Farmers’ Producer Organization (FPO) at Pandua (W.B.)

1 1 2,100 farmers 0.30

Total 16.26

Entire amount was spent directly by IFFCO Kisan Sanchar Limited in its operational area.

During FY 2016-17, two more activities as mentioned under were initiated and its

completion was over in early 2017-18. Thus, the payment was scheduled

accordingly.

• Process of installation of Agri produce cleaning and grading unit at Rajeshwar-

FPO, Kolava (Vav), Gujarat (` 4.50 lakh) was under implementation and

payment for this was scheduled after the successful trial run (May 2017).

• Order for procurement of 10 kits of chemical refill for soil testing (` 1.57 lakh)

was placed to the vendor. Payment to be released after receipt of

consignment at different locations.

Reasons for not spending the prescribed CSR amount during the Financial Year 2016-17

The Company was not able to spend the entire amount in the Financial Year 2016-17 due to the following reasons:-

(a) Out of the approved action plan for FY 2016-17, two activities under Livelihood Enhancement Projects viz, i. Neem Oil expeller unit, Village- Dehgam, Gujarat and ii. Custard Apple pulp extraction unit, Beed, Maharashtra could not be taken up because of lack of appropriate place for installation of the machines.

(b) Payment for the expenditure on chemical refill for soil testing kits (` 1.57 lakh)

and cleaning grading unit at Kolava (Vav), Gujarat (` 4.50 lakh) was made in 2017-18 after the receipt of refill kits at different destinations and installation of the unit respectively. The amount on these two activities could not be spent in time due to delay in completion of the activities.

Thus, there was an unspent amount of ` 17.56 lakh during FY 2016-17 mainly because of not implementing the above two projects and also because of the reasons mentioned above.

The company ensures that the unspent amount of Financial Year 2016-17 would be utilized during the next Financial Year, i.e. 2017-18.

6. Responsibility Statement of the CSR Committee

The CSR Committee hereby declares that the implementation and monitoring of CSR Policy of the Company is in compliance with CSR objectives and Policy of the Company and is in accordance with Section 135 of the Companies Act, 2013.

Rakesh Kapur Arabinda Roy Dated:15/06/2017 (Managing Director) (Chairman CSR Committee) DIN: 00007230 DIN: 02825203

Annexure – IV

IFFCO Kisan Sanchar Limited

FORM No. AOC – 2 [Pursuant to clause (h) of Sub–section (3) of Section 134 of the Act and Rule 8 (2) of the Companies (Accounts) Rules, 2014]

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in Sub–section (1) of Section 188 of the Companies Act, 2013 including arms’ length transactions under third proviso thereto

1. Details of material contracts or arrangement or transactions not at arm's length basis - NIL

2. Details of material contracts or arrangement or transactions at arm's length basis

(a) Name(s) of the related party and nature of relationship:

S. No. Relation Name of the Related Party 1 Holding Enterprise Indian Farmers Fertiliser Cooperative

Limited (IFFCO) 2 Fellow Subsidiaries IFFCO- Tokio General Insurance Company

Limited (ITGI) Kisan International Trading FZE IFFCO Kisan Bazar & Logistics Limited IFFCO Chhattisgarh Power Limited IFFCO Kisan SEZ Limited IFFCO eBazar Limited IFFCO-MC Corp Science Private Limited Indian Farm Forestry Development Cooperative Limited

(b) Nature of contracts/ arrangements/ transactions:

(i) Reimbursement of expenses incurred on behalf of the Company and Rent paid by the Company.

(ii) Payment for Insurance Premium, claims received and Deposit towards

Insurance Premium

(iii) Advance received from Key Managerial Personnel

(c) Duration of the contracts / arrangements / transactions: 2016-17

(d) Salient terms of the contacts or arrangements, or transactions including

the value, if any: Name of the Related Parties

Nature of Related party relationship

Description of Nature of Transactions

2016-17 (Amount in `)

IFFCO Holding Enterprise

Reimbursement of expenses incurred on behalf of the Company (Salary, communication, etc.)

37,04,478

Rent paid 83,88,435 ITGI Fellow Subsidiary Payment of premium

towards Employees Group Insurance Scheme

36,09,065

Payment of Insurance premium (Fixed Assets)

5,53,852

Claim Received - Deposit towards Employees Group Insurance Scheme

1,07,764

Shri Sandeep Malhotra

Key Managerial Personnel

Advance received from Key Managerial Personnel

40,00,000

(e) Date(s) of approval by the Board, if any: Not applicable (f) Amount paid as advances, if any: Not applicable

For IFFCO Kisan Sanchar Limited

U. S. Awasthi (Chairman) DIN: 00026019

Annexure-V

IFFCO KISAN SANCHAR LIMITED

Statement under Rule 5(2) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 for the year ended 31st March 2017

S. No.

Name of Employee

Employee Code

Age (Years)

Designation/ Nature of

Employment

Remuneration Received

(Rs. in lakh)

Qualification & Experience

% of Equity Share held Date of commencement of

employment

Particulars of previous

employment

1 Mr. Sandeep Malhotra

154978 51 CEO

Contractual Employee

62.16 Master’s degree in Management and Systems from IIT,

Delhi and Bachelor's degree in Electronics

& Communication Engineering from

REC, Kurukshetra

Total Experience of 27 years

NIL

Mr. Sandeep Malhotra, is not the relative of any

Director of the Company

13.01.2015 ICICI Venture Ltd.

Note: Exclusive of Post-retirement benefits accruing based upon Actuarial Valuation Report, which is obtained for the Company as a whole.

INDEPENDENT AUDITORS’ REPORT

To the Members of IFFCO Kisan Sanchar Limited

1. Report on the Financial Statements We have audited the accompanying financial statements of IFFCO Kisan Sanchar Limited (“the company”) which comprise the Balance Sheet as at 31 March 2017, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information. 2. Management’s Responsibility for the Financial Statements The Company’s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. 3. Auditor’s Responsibility Our responsibility is to express an opinion on these 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 there under. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. 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. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give 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 Company’s Directors, as well as evaluating the overall presentation of the 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 financial statements. 4. Opinion In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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; a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2017; b) in the case of the Statement of Profit and Loss, of the PROFIT for the year ended on that date; and c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. 5. Emphasis of Matter We draw attention to the below matter in the notes to the financial statements:

Note no. 2.42 to the financial statement regarding provision of liability towards bonus in lines with norms for government employees for the year in respect of contractual staff.

Our report is not qualified in respect of this matter. 6. Report on other Legal and Regulatory Requirements i) 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 and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we enclose in the Annexure A a statement on the matters specified in paragraphs 3 of the Order to the extent applicable to the company relevant to this year.

ii) 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

appears from our examination of those books. c) The Balance Sheet, the Statement of Profit and Loss and Cash Flow Statement dealt with by this Report

are in agreement with the books of account d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under

Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. e) On the basis of written representations received from the directors as on 31 March, 2017 and taken on

record by the Board of Directors, none of the directors is disqualified as on 31 March, 2017, from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and

the operating effectiveness of such controls, refer to our separate Report in Annexure B. g) With respect to the other matters included in the Auditor’s Report and to our best of our information and

according to the explanations given to us: i. The Company does not have any pending litigations which would impact its financial position except

specifically reported in Refer Note No. 2.25.

ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses.

iii. There were no amounts which required to be transferred to the Investor Education and Protection

Fund by the Company. iv. The Company has provided requisite disclosures in the financial statements as to holdings as well as

dealings in Specified Bank Notes during the period from 8th November, 2016 to 30th December, 2016. Based on audit procedures and relying on the management representation, we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management Refer Note.2.45.

For Rajnish & Associates Chartered Accountants ICAI Firm Reg. No. 014666N

Sumit Bhatnagar Partner M.No:- 095554 Place: New Delhi Dated:

ANNEXURE A TO INDEPENDENT AUDITOR’S REPORT

[Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements in the Independent Auditors Report of the even date to the members of IFFCO Kisan Sanchar Limited on the financial statements for the year ended March 31, 2017] (i) Fixed Assets

a) The Company has maintained proper records showing full particulars including quantitative details and the situation of fixed assets on the basis of available information.

b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable ,having regard to the size of the company and the nature of its assets .No material discrepancies were noticed on such physical verification .

c) There are no immovable properties held by the company, hence the provision of clause (i) (c), of paragraph 3 is not applicable to the Company.

(ii) Inventories The inventories have been physically verified by the management at reasonable intervals during the year. In our opinion and according to the information and explanation given to us, the Company is maintaining proper records of inventory. The discrepancies noticed on verification between physical stocks and the book records were not material and have been properly dealt with in the books of account.

(iii) Transactions with parties’ u/s 189 of the Companies Act, 2013 In our opinion and 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. Hence the provisions of clause (iii) (a), (b) & (c) of paragraph 3 are not applicable to the Company.

(iv) Loans, Investments, Guarantees, and Security In our opinion and according to the information and explanations given to us, in respect of loans,

investments, guarantees, and security the provisions of section 185 and 186 of the Companies Act, 2013 have been complied with by the company.

(v) Deposits from the public In our opinion and according to the information and explanations given to us, company has not accepted deposits from the public; hence compliance of provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under with regards to acceptance of deposit is not required.

(vi) Maintenance of Cost records In our opinion and according to the information and explanations given to us, the company is in service industry. The company is not required to maintain cost records under sub-section (1) of section 148 of the Companies Act, 2013.

(vii) Statutory Dues

a ) According to the information and explanations given to us and records of the Company examined by us, in our opinion, the Company is generally regular in depositing with appropriate authority undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, VAT, Service Tax, Excise Duty, Royalty, Cess and other Statutory dues as applicable. According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Excise Duty, VAT, Royalty, Cess and other statutory dues applicable to it, were outstanding as on 31.03.2017 for a period of more than six months from the date they became payable.

b) According to information and explanations given to us there are no disputed demands of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax which have not been deposited on account of any dispute except e-tds demands raised by Income Tax Department for Rs. 9,48,524/- in respect of earlier years.

(viii) Repayment of dues of financial institution or bank etc. In our opinion and according to the records of the Company examined by us and the information and explanations given to us, the Company has not obtained any loans or borrowing from a financial institution, bank, Government or debenture holders. Hence, the provisions of clause (viii) of paragraph 3 are not applicable to the Company.

Others

(ix) In our opinion and according to the records of the Company examined by us and the information and explanations given to us, during the year the Company has not raised money by way of initial public offer or further public offer (including debt instruments) and term loans.

(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 by the management, we have neither come across any instance of fraud on or by the company, noticed or reported during course of our audit, nor we have been informed of such case by the management.

(xi) In our opinion and according to the records of the Company examined by us and the information and

explanations given to us, managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) The company is not a Nidhi company; hence the provisions of clause (xii) of paragraph 3 are not applicable to the Company

(xiii) In our opinion and according to the records of the Company examined by us and the information and

explanations given to us, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.

(xiv) In our opinion and according to the records of the Company examined by us and the information and

explanations given to us, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review; hence the provisions of clause (xiv) of paragraph 3 are not applicable to the Company.

(xv) In our opinion and according to the records of the Company examined by us and the information and

explanations given to us, the company has not entered into any non-cash transactions with directors or persons connected with him; hence the provisions of clause (xv) of paragraph 3 are not applicable to the Company.

(xvi) In our opinion and according to the information and explanations given to us, the company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For Rajnish & Associates Chartered Accountants ICAI Firm Reg. No. 014666N

Sumit Bhatnagar Partner M.No:- 095554 Place: New Delhi Dated:15/06/2017

ANNEXURE-B TO INDEPENDENT AUDITOR’S REPORT

[Referred to in paragraph 2(f) under ‘Report on Other Legal and Regulatory Requirements in the Independent Auditors Report of the even date to the members of IFFCO Kisan Sanchar Limited on the financial statements for the year ended March 31, 2017]

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 IFFCO Kisan Sanchar Limited (“the Company”) as of March 31, 2017 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 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”. 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 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 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 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 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 March 31, 2017, based on the essential components of internal control stated in the Guidance Note issued by ICAI. For Rajnish & Associates Chartered Accountants ICAI Firm Reg. No. 014666N

Sumit Bhatnagar Partner M.No:- 095554 Place: New Delhi Dated:15/06/2017

Amount in `

PARTICULARS NOTE AS AT 31-03-2017

AS AT 31-03-2016

I. EQUITY AND LIABILITIES (1) Shareholders' Funds (a) Share capital 2.1 5,00,00,000 5,00,00,000 (b) Reserves and Surplus 2.2 31,85,79,868 30,16,28,842

36,85,79,868 35,16,28,842

(2) Non- Current Liabilities (a) Other Long-Term Liabilities 2.3 1,47,16,957 1,04,56,471 (b) Long-Term Provisions 2.4 1,72,65,585 1,41,62,068

3,19,82,542 2,46,18,539 (3) Current Liabilities (a) Trade Payables 2.5 65,04,976 49,83,481 (b) Other Current Liabilities 2.6 7,60,23,008 7,12,03,040 (c) Short-Term Provisions 2.7 1,95,11,803 2,02,32,307

10,20,39,787 9,64,18,829 TOTAL 50,26,02,197 47,26,66,210

II ASSETS (1) Non Current Assets (a) Fixed assets (i) Tangible Assets 2.8 2,77,35,106 2,41,94,381 (ii) Intangible Assets 2.8 77,05,975 1,41,67,551 (iii) Intangible Assets under Development 2.9 6,38,250 - (b) Non-Current (Long-Term) Investments 2.10 7,20,00,000 - (c) Long-Term Loans and Advances 2.11 23,93,434 32,70,917 (d) Deferred Tax Assets (Net) 2.12 1,43,73,048 98,86,417 (e) Other Non current Assets 2.13 88,22,934 -

13,36,68,746 5,15,19,266

(2) Current Assets (a) Inventories 2.14 5,46,23,002 5,71,87,503 (b) Trade Receivables 2.15 10,81,99,816 9,11,70,612 (c) Cash and Bank Balances 2.16 18,21,55,539 23,85,67,902 (d) Short-Term Loans and Advances 2.17 76,45,746 51,20,664 (e) Other Current Assets 2.18 1,63,09,349 2,91,00,264

36,89,33,451 42,11,46,944 TOTAL 50,26,02,197 47,26,66,210

Significant Accounting Policies 1Other Notes to Accounts 2.25 to 2.47

As per our report of even date For and on behalf of the Board of DirectorsFor Rajnish & AssociatesChartered AccountantsICAI Firm Reg. No. 014666N

Sumit Bhatnagar Rakesh KapurPartner Managing DirectorM. No. 095554 DIN: 00007230

Place: New Delhi PAN: AAAPM1583ADated:15/06/2017

M.No. ACS-22086

IFFCO KISAN SANCHAR LIMITEDBALANCE SHEET AS AT 31ST MARCH 2017

Notes refered above are integral part of the Balance Sheet


Ranjan Sharma Director

Shivani Gairola Pokhriyal Sandeep MalhotraCompany Secretary Chief Executive Officer

DIN: 00425415

Amount in `

PARTICULARS NOTE Year Ended 31-03-2017

Year Ended 31-03-2016

RevenueI. Revenue from Operations 2.19 4,36,85,87,127 3,50,21,19,659 II. Other Income 2.20 1,72,60,801 1,91,03,382 III. Total Revenue (I+II) 4,38,58,47,928 3,52,12,23,040

IV. Expenses Purchases of Stock- in- Trade 2.21 3,84,43,29,146 2,98,54,26,672 Changes in Inventories of Stock- in- Trade 2.22 25,49,557 (3,47,02,439) Employee Benefits Expense 2.23 29,25,90,205 28,20,39,061 Depreciation and Amortization Expense 2.8 1,42,54,626 2,67,10,875 Other Expenses 2.24 18,79,91,148 17,80,76,832 Total Expenses 4,34,17,14,681 3,43,75,51,001

V. Profit Before Tax (III-IV) 4,41,33,247 8,36,72,039 VI. Tax Expense : - Current Tax 1,72,36,491 3,15,91,001 - Earlier Year Tax 23,96,596 32,539 - Deferred Tax (44,86,631) (28,39,053)

1,51,46,456 2,87,84,487 VII. Profit after tax for the year (V-VI) 2,89,86,791 5,48,87,552

VIII.Earnings per equity share of face value of Rs. 10 each Basic & Diluted 5.80 10.98

Significant Accounting Policies 1Other Notes to Accounts 2.25 to 2.47

As per our report of even date For and on behalf of the Board of DirectorsFor Rajnish & AssociatesChartered AccountantsICAI Firm Reg. No. 014666N

Sumit Bhatnagar Rakesh KapurPartner Managing DirectorM. No. 095554 DIN: 00425415 DIN: 00007230


IFFCO KISAN SANCHAR LIMITEDSTATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH 2017

Notes refered above are integral part of the Statement of Profit and Loss

Director


Ranjan Sharma

Company Secretary Chief Executive OfficerM.No. ACS-22086

Shivani Gairola Pokhriyal Sandeep Malhotra

Amount in `

DESCRIPTION Year ended 31.3.2017 Year ended 31.3.2016A. Cash Flow from Operating ActivitiesNet Profit Before Tax 4,41,33,247 8,36,72,039 Adjustment for :Depreciation/Amortization 1,42,54,626 2,67,10,875 Interest Income (1,53,25,131) (1,68,43,558) Amortization of premium on Investments (Bonds) 2,70,617 Interest on Income Tax - 61,293 Provision for doubtful debts 4,38,479 - Provisions no longer Required Written back - (1,55,574) Profit on sale of Fixed Assets (82,645) (1,50,307) Loss on sale of Fixed Assets/Asset Written off 63,578 3,40,710 Operating Profit before Working Capital Changes 4,37,52,771 9,36,35,478 Adjustment ForDecrease / (Increase) in Inventories 25,64,501 (3,38,12,263) Decrease/(Increase) in Trade Receivables (1,74,67,683) 3740193.49Decrease / (Increase) in Loans and Advances (16,47,598) (17,12,782) Decrease / (Increase) in Other Current Assets 3,14,50,360 (37,88,904) Increase / (Decrease) in Trade Payables 15,21,495 22,22,104 Increase / (Decrease) in Other Liabilities & Provisions (57,73,024) 2,85,83,702 Cash generated from operations 5,44,00,821 8,88,67,529 Direct Taxes Paid (2,01,89,592) (3,60,17,916)

Net Cash from Operating Activities (A) 3,42,11,229 5,28,49,611

B. Cash Flow From Investing ActivitiesPurchase of Fixed Assets (1,14,85,984) (2,74,10,749) Sale of Fixed Assets 1,71,277 2,78,003 Change in intangible under development (6,38,250) 54,97,541 Purchase of Bonds (7,20,00,000) - Premium paid on bonds (99,60,000) - Interest on Bonds 17,33,050 - Interest on Deposits 1,35,92,081 1,68,43,558 Net Cash used in Investing Activities (B) (7,85,87,827) (47,91,647)

C. Cash Flow From Financing ActivitiesPayment of Dividend and Dividend Tax (1,20,35,765) (1,20,47,467) Net Cash Flow From Financing Activities (C) (1,20,35,765) (1,20,47,467)

Net Increase in Cash and Cash Equivalents (A+B+C) (5,64,12,363) 3,60,10,499 Opening Cash & Cash Equivalents 23,85,67,902 20,25,57,403 Closing Cash & Cash Equivalents 18,21,55,539 23,85,67,902

Notes:

Cash & Cash Equivalents 15,56,28,527 13,85,67,902 Other Bank Balance (Term Deposits having maturity period above 3 months) 2,65,27,012 10,00,00,000

18,21,55,539 23,85,67,902

2. Cash Flow Statement is prepared in accordance wth indirect method precribed in 'Accounting Standard - 3 ' on Cash Flow Statements.

As per our report of even dateFor Rajnish & AssociatesChartered AccountantsICAI Firm Reg. No. 014666N

Sumit Bhatnagar Rakesh KapurPartner Managing DirectorM. No. 095554 DIN: 00007230

Sandeep MalhotraChief Executive Officer


CASH FLOW STATEMENT FOR THE YEAR ENDED 31st MARCH 2017


1. Cash and Cash Equivalents Consists of Cash in Hand and Balance with Banks.Cash and Cash Equivalents included in the Cash Flow Statementcomprise of following Balance Sheet amounts as per note 2.16

Ranjan SharmaDirector

DIN: 00425415

M.No. ACS-22086Company Secretary

For and on behalf of the Board of Directors IFFCO Kisan Sanchar Limited

Shivani Gairola Pokhriyal

Amount in `

Note No. 2.1 Share Capital

Number Amount Number Amount Authorised Equity Shares of Rs.10 each 50,00,000 5,00,00,000 50,00,000 5,00,00,000

Issued, Subscribed and Paid Up :Equity Shares of Rs.10 each fully paid up 50,00,000 5,00,00,000 50,00,000 5,00,00,000

50,00,000 5,00,00,000 50,00,000 5,00,00,000

Number of shares Amount Number of shares Amount

Shares outstanding at the beginning of the year 50,00,000 5,00,00,000 50,00,000 5,00,00,000 Add:- Shares Issued during the year - - - - Shares outstanding at the end of the year 50,00,000 5,00,00,000 50,00,000 5,00,00,000

Name of shareholder Number of shares held % of holding Number of

shares held % of holding

Indian Farmers Fertiliser Cooperative Ltd (IFFCO) 36,49,500 72.99% 36,49,500 72.99%Star Global Resources Ltd 12,50,500 25.01% 12,50,500 25.01%Total 49,00,000 98.00% 49,00,000 98.00%

c) During the year the company has not issued / bought back any shares

Note No. 2.2 - Reserves & SurplusAmount in `

Particulars As at 31.3.2017 As at 31.3.2016

A. General Reserve3,01,46,570 2,74,02,192

14,49,340 3,15,95,910 27,44,378 3,01,46,570

27,14,82,272 23,90,26,859 Less : Liability under Bonus Act arisen due to retrospective amendment - 76,51,996

2,89,86,791 5,48,87,552 30,04,69,063 28,62,62,415

1,00,00,000 1,00,00,000 20,35,765 20,35,765 14,49,340 28,69,83,958 27,44,378 27,14,82,272

31,85,79,868 30,16,28,842

Tax on Proposed Dividend Transfer to General Reserve

As Per Last Balance Sheet

Add: Profit for the year as per Statement of Profit & Loss Amount Available for Appropriations Less : Appropriations Proposed Dividend

Add : Transfer from Surplus

B. Surplus (Balance in Statement of Profit & Loss)

As at31st March 2017 31st March 2016

31st March 2017 31st March 2016

d) Terms/rights attached to the equity shares

As Per Last Balance Sheet

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividend in Indian rupees. The dividend proposed by the board of directors is subject to approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts, if any. The distribution will be in proportion to the number of equity shares held by the shareholders.


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

Particulars Equity sharesAs at As at

As at As at

Particulars31st March 2017 31st March 2016

As at

NOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH 2017

Equity Shares

a) Reconciliation of shares outstanding at the beginning and at the end of the reporting year and the amount of share capital as at March 31, is set out below:

Note No. 2.3 - Other Long Term LiabilitiesAmount in `


Security Deposits* 1,07,16,957 1,04,56,471 Advances from Employees 40,00,000 -

Total 1,47,16,957 1,04,56,471

* Represents amount received from Distributors/Marketing Associates under long term arrangement.

Note No. 2.4 - Long Term ProvisionsAmount in `


Employee Retirement Benefits* 1,72,65,585 1,41,62,068

Total 1,72,65,585 1,41,62,068

Note No. 2.5 - Trade PayablesAmount in `


Trade Payable for Services 65,04,976 49,83,481

Total 65,04,976 49,83,481

Note No. 2.6 - Other Current LiabilitiesAmount in `


Advances from Distributors 34,89,456 24,00,398

Other Payables(a) Statutory Dues 46,01,183 41,54,614 (b) Expenses Payable 2,27,47,823 2,26,93,752 (c) Payable to Employees 3,90,14,102 3,88,15,579 (d) Stale Cheques 8,47,184 5,82,398 ( e) Security Deposits ** 53,23,261 25,56,300

Total 7,60,23,008 7,12,03,040 ** represent amount payable to Distributors/MAs towards expired agreements

IFFCO KISAN SANCHAR LIMITEDNOTES FORMING PART OF THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH 2017

*Total Provision for Employee Retirement Benefits as on 31.03.2017 is Rs. 2,16,57,128/-(Previous Year Rs.1,69,75,970/- out of which Short Term Provisions (Note No. 2.7) is Rs 43,91,543/- (Previous Year Rs. 28,13,902/-).

Note No. 2.7 - Short Term ProvisionsAmount in `


Employee Retirement Benefits 43,91,543 28,13,902 Provision for Taxation (net of Taxes paid) - 16,63,933 Proposed Dividend 1,00,00,000 1,00,00,000 Tax on Proposed Dividend 20,35,765 20,35,765 Provision for Clawback on Activation 30,84,495 37,18,707

Total 1,95,11,803 2,02,32,307

Note No. 2.9 - Intangible Assets under DevelopmentAmount in `


SoftwaresRural Portal 6,38,250 -

Total 6,38,250 -

Note No. 2.10 - Long Term Investments (at Cost)Amount in `

Particulars As at 31.3.2017 As at 31.3.201650000 Indian Railway Finance Coprpration Ltd Bonds (7.34% tax free) maturing on 19/02/2028 having face value of Rs 1000/-each 5,00,00,000 -

22 Rural Electrification Corporation Limited Bonds (8.54% tax free) maturing on 11/10/2028 having face value of Rs. 10,00,000/- each 2,20,00,000 -

Total 7,20,00,000

Note No. 2.11 - Long Term Loans & Advances (Unsecured, Considered Good) Amount in `Particulars As at 31.3.2017 As at 31.3.2016

Security Deposits 23,93,434 32,70,917

Total 23,93,434 32,70,917


Amount in `

A)Tangible Assets: Temporary Structures 33,51,296 32,640 - 33,83,936 3,56,073 9,89,552 - 13,45,625 20,38,311 29,95,223 Furniture & Fittings 1,29,73,901 2,28,742 4,573 1,31,98,071 75,13,995 8,97,379 3,417 84,07,957 47,90,114 54,59,906 Air conditioner/ Coolers 34,93,539 2,57,650 - 37,51,189 25,08,710 3,51,284 - 28,59,994 8,91,195 9,84,829 Audio Visual Equipment 5,15,194 36,692 - 5,51,886 1,28,106 96,024 - 2,24,130 3,27,756 3,87,088 Communication Equipment 75,08,900 4,20,010 12,000 79,16,910 52,03,133 7,63,264 3,030 59,63,367 19,53,543 23,05,767 Computer Systems 3,58,66,163 37,70,030 17,68,296 3,78,67,897 2,93,86,302 32,85,931 16,82,294 3,09,89,938 68,77,959 64,79,862 Computer Systems-Networking & Servers 3,50,55,798 7,31,817 5,65,134 3,52,22,481 2,97,20,996 12,85,781 5,09,051 3,04,97,726 47,24,755 53,34,796 Office Equipment 10,84,360 2,12,999 - 12,97,359 8,37,450 1,23,835 - 9,61,285 3,36,073 2,46,909 Vehicles 3,725 57,95,405 - 57,99,130 3,725 - - 3,725 57,95,405 -

Sub Total 9,98,52,876 1,14,85,984 23,50,003 10,89,88,858 7,56,58,490 77,93,050 21,97,792 8,12,53,747 2,77,35,111 2,41,94,381

B) Intangible Assets Software* 3,97,68,370 - - 3,97,68,370 2,56,00,820 64,61,576 3,20,62,396 77,05,975 1,41,67,551

Sub Total 3,97,68,370 - - 3,97,68,370 2,56,00,820 64,61,576 - 3,20,62,396 77,05,975 1,41,67,551 Grand Total(Current Year) 13,96,21,247 1,14,85,984 23,50,003 14,87,57,229 10,12,59,310 1,42,54,626 21,97,792 11,33,16,143 3,54,41,085 3,83,61,932 Grand Total(Previous Year) 11,44,91,140 2,74,10,749 22,87,112 13,96,14,777 7,63,60,679 2,67,10,873 18,18,706 10,12,52,846 3,83,61,932 3,81,30,462


Note No. 2.8 - Fixed Asset

As at April 1, 2016

GROSS BLOCK DEPRECIATION/AMORTIZATION NET BLOCK

Description

* Gross block of Software as on 31.03.2017 represents outright bought software for Rs. 2,47,32,749/- and Internally generated software for Rs. 1,50,35,621/-.

As at April 1, 2016 For the Year Deletions/

Adjustments As at

March 31,2017 As at

March 31,2017 As at

April 1, 2016 Additions Deletions/Adjustments

As at March 31,2017

Note No. 2.12 - Deferred Tax Assets (Net)Amount in `

Particulars As at 31.3.2017 As at 31.3.2016Deferred Tax Liability (A) - -

Deferred Tax Assets (B)Relating to Fixed Assets 30,55,218 37,88,474 Provision for Doubtful Debts 6,30,152 4,85,178 Provision for Gratuity 37,79,918 29,36,995 Provision for Leave Encashment 33,80,578 26,75,770 Others (Bonus) 35,27,181 - Total (B) 1,43,73,048 98,86,417

Net Deferred Tax (Liabilities) / Assets (B-A) 1,43,73,048 98,86,417

Note No. 2.13 - Other Non current AssetsUnsecured considered good Amount in `Particulars As at 31.3.2017 As at 31.3.2016

- Unamortised Premium on Investment (Bonds) 88,22,934 -

Total 88,22,934

Note No. 2.14 - Inventories (For Valuation refer Note No.1 Accounting Policies)( No.1.7) Amount in `Particulars As at 31.3.2017 As at 31.3.2016(As taken, valued and certified by the Management)Stock in TradeTalktime- LAPU 3,62,40,677 4,24,79,526 - PRC 2,13,36,640 1,78,91,952 -SIMs 6,83,766 5,98,380

- 5,82,61,083 6,09,69,858

Less: Margin on Talktime payable to Distributors 13,00,803 16,13,571 Less: Payout payable to Distributors 34,14,825 21,68,785

5,35,45,455 5,71,87,503 (Goods in Transit Rs. NIL, Previous Year Rs. NIL)M-cash 10,77,547 - (Goods in Transit Rs. NIL, Previous Year Rs. NIL)

Total 5,46,23,002 5,71,87,503

Note No. 2.15 - Trade Receivables(Unsecured considered good unless otherwise stated) Amount in `Particulars As at 31.3.2017 As at 31.3.2016

a) Debts outstanding for a period exceeding six months from the date they are due for payment i) Considered Good 64,20,335 7,29,176 ii) Considered Doubtful 19,05,914 14,67,435 b) Other Debts 10,17,79,480 9,04,41,436

11,01,05,730 9,26,38,046 Less : Provision for Doubtful Debts 19,05,914 14,67,435

Total 10,81,99,816 9,11,70,612


Net increase in deferred tax assets amounting Rs. 44,86,831/- (previous year net increase in deferred tax liabilities amounting Rs. 28,39,053/-) has been shown as income for the current year. (Refer note no. 2.44)

Note No. 2.16 - Cash and Bank BalancesAmount in `

Particulars As at 31.3.2017 As at 31.3.20161) Cash and Cash EquivalentsBalances with Banks - In Current Account 6,66,70,121 5,15,32,900 - In Term Deposits with maturity up to three months 8,89,08,228 8,70,01,209 Cash in Hand 50,179 33,793

2) Other Bank BalancesIn Term Deposits with maturity of more than three months 2,65,27,012 10,00,00,000

Total 18,21,55,539 23,85,67,902

Note No. 2.17 - Short Term Loans & Advances (Unsecured considered good) Amount in `Particulars As at 31.3.2017 As at 31.3.2016Advance to Vendors 6,22,806 5,14,877 Prepaid Expenses 27,72,726 36,43,353 Staff Advances 1,47,894 3,32,230 Other Advances/recoverable 41,02,320 6,30,204

- Total 76,45,746 51,20,664

Note No. 2.18- Other Current AssetsAmount in `


Interest Accrued and not due on term deposits 34,55,387 72,05,104 Interest Accrued and not due on Tax free bonds 17,33,050 - Accrued income on account of Activation Margin 74,25,289 75,79,604 Unbilled revenue of Kisan Call Centre (KCC) 20,37,512 1,43,15,556 Unbilled revenue of other projects 2,68,450 - Unamortized Premium on Investments (Bonds) 8,66,449 - Income Tax Recoverable 5,23,213 -

Total 1,63,09,349 2,91,00,264


Note No. 2.19 - Revenue from OperationsAmount in `

Particulars Year Ended 31.3.2017

Year Ended 31.3.2016

A) Sale of Services a) Talktime/ SIM's 3,84,00,47,464 2,94,91,03,977 b) M-Cash 90,11,951 3,84,90,59,415 - 2,94,91,03,977

B) Activation Margin 16,17,96,035 18,88,46,535 Less: Clawback on Activation 2,42,40,528 13,75,55,507 1,78,27,998 17,10,18,537

C) Talktime Margin 19,36,59,206 21,09,40,480

D) Loan Facilitation Revenue - 14,67,492 - (TDS of Rs.33,755/- previous year NIL)

E) Revenue from Kisan Call Centre (KCC) 17,75,37,907 16,46,58,228 (TDS of Rs.35,50,758/- previous year 32,93,165/-)

F) Service Charges/fee towards banking & cash Management services (M-Cash) 75,305 -

G) Revenue from Project Implementation 92,32,295 63,98,437 (TDS of Rs.1,10,588/- previous year NIL)

Total 4,36,85,87,127 3,50,21,19,659

Note No. 2.20 - Other IncomeAmount in `



1,35,92,081 1,68,43,558 (TDS of Rs 13,75,542 /- previous year Rs 16,81,381/-)

17,33,050 - 6,01,647 14,75,402

Profit on Sale of Fixed Assets 82,645 1,50,307 12,51,379 4,78,541

- 1,55,574

Total 1,72,60,801 1,91,03,382

Note No. 2.21 - Purchase of Stock in TradeAmount in `



Purchase of Talktime/SIMs for resale 3,83,42,39,648 2,98,54,26,672 M-Cash 1,00,89,498 -

Total 3,84,43,29,146 2,98,54,26,672

Note No. 2.22 - Changes in Inventories of Stock in TradeAmount in `



Stock in TradeOpening Stock of Talktime/SIMs 5,92,90,304 2,45,87,865 Less : Closing Stock of Talktime/SIMs 5,56,63,199 5,92,90,304 Less : Closing Stock of M-cash 10,77,547 - Net (Accretion)/ Decretion 25,49,557 (3,47,02,439)

Provisions no longer required written back for Doubtful debts (net of amount utilizedagainst bad debts written off Rs NIL, Previous year Rs22,93,558/-)

Unclaimed amounts written back

Miscellaneous Income


Interest Income on FDRs/Deposits With Banks

Interest Income on Investment in Tax free bonds


Notes forming part of financial statements for the year ended 31st March, 2017 2.25 Contingent liabilities (to the extent not provided for): Amount in ‘ `

Financial Year Financial Year 2016-2017 2015-2016

(a) Claims against the company not 10,63,270 15,34,282 Acknowledged as debts – lawsuits

(b) Demands raised by Income Tax 9,48,524 NIL Department (e-tds)

2.26 Capital Commitments:

Estimated value of contracts remaining to be executed on capital account and not provided for is

14,89,250/- (previous year Rs. NIL/-)

2.27 The Company enjoys non-fund based limit (Inland Letter of Credit & Bank Guarantee) from banks for

Rs. 5 Crores against first charge on the entire current assets of the company as primary security to the

extent of the aforesaid limit and charge on block assets of the company both present and future as

collateral security. The limit utilized as on 31.03.2017 is NIL/-.

2.28 Depreciation on Kisan Call Centre Assets has been charged over the period of project or useful life as

indicated in Schedule II of the Companies Act, 2013 whichever is earlier, which is appropriate

presentation and is representative of the time pattern in which the economic benefits will be derived

from the use of these assets.

2.29 Employee Benefits:

The summarized position of Post-employment benefits and long term employee benefits recognised in

the Statement of Profit and Loss and Balance Sheet as required in accordance with Accounting Standard

- 15 (Revised) "Employee Benefits" is as under:

i) Defined Contribution Plans

The company makes contributions at a specified percentage of payroll cost towards Employee Provident

Fund (EPF) and Employee State Insurance (ESI) for the qualifying employees. The company has

recognized contribution amounting Rs. 1,96,65,519/- (Previous year Rs. 1,73,31,229/-) in the Statement

of Profit & Loss.

ii) Defined Benefit Plans

Particulars Financial Year 2016-17 Financial Year 2015-16 Gratuity Leave Encashment Gratuity Leave Encashment

Discount Rate (Per Annum) 7.50% 7.50% 8.00% 8.00% Rate of Increase in compensation level*(Per Annum)

6.50% 6.50% 6.75% 6.75%


Notes forming part of financial statements for the year ended 31st March, 2017

In accordance with Accounting Standard 15 (Revised), an actuarial valuation was carried out in respect

of Gratuity and leave encashment liability as on the balance sheet date based on above assumptions.

* Considered taking into account inflation, seniority, promotion and other relevant factors.

a) Expenses recognized in the Statement of Profit and Loss Amount in `

Particulars

Financial Year 2016-2017 Financial Year 2015-2016 Gratuity

(Unfunded) Leave

Encashment (Unfunded)

Gratuity (Unfunded)

Leave Encashment (Unfunded)

Current Service Cost 20,74,417 29,83,813 21,55,681 22,01,833 Interest Cost 7,10,136 6,46,975 6,44,034 5,00,727 Expected Return on Plan Assets - - - -

Actuarial (gain)/loss to be recognized in year

11,18,393 1,23,670 (11,75,662) (68,871)

Expenses recognized in the Statement of Profit & Loss

39,02,946 37,54,458 16,24,053 26,33,689

b) Amount to be recognized in the Balance Sheet Amount in `

*The total Unfunded Liability towards Gratuity recognized in the Balance Sheet is Rs.28,36,451/-(Previous

Year 16,35,602/-) is Current and Rs.85,96,020/- (Previous Year Rs.72,47,423/-) is Non-Current and total

Unfunded Liability towards Leave Encashment/Compensated Absences recognized in the Balance Sheet

Rs.15,55,092/- (Previous Year 11,78,300/-) is Current and the balance Rs.86,69,565/-( Previous Year

Rs.69,14,645/-) is Non-Current.

c) Change in Present Value of Obligation Amount in `

Particulars


(Unfunded) Leave


Gratuity (Unfunded)


Projected Benefit obligation at beginning of year

88,83,025 80,92,945 82,87,411 64,43,339

Current Service Cost 20,74,417 29,83,813 21,55,681 22,01,833 Interest Cost 7,10,136 6,46,975 6,44,034 5,00,727

Particulars


(Unfunded) Leave


Gratuity (Unfunded)


Projected Benefit Obligation at the end of the year 1,14,32,471 1,02,24,657 88,83,025 80,92,945

Unfunded Net Liability recognized in the Balance Sheet*

1,14,32,471 1,02,24,657 88,83,025 80,92,945



Benefit Paid (13,53,500) (16,22,746) (10,28,439) (9,84,083)

Actuarial (Gain)/ Loss due to change in assumptions

11,18,393 1,23,670 (11,75,662) (68,871)

Present value of obligations at the end of the year

1,14,32,471 1,02,24,657 88,83,025 80,92,945

2.30 Impairment of Assets:

In accordance with the Accounting Standard (AS-28) on “Impairment of Assets”, the Company has

assessed as on the Balance Sheet date, whether there are any indications with regard to the impairment

of any of the assets. Based on such assessment, it has been ascertained that no potential loss is present

and therefore, formal estimate of recoverable amount has not been made. Accordingly, no impairment

loss has been provided in the books of account.

2.31 Related Party Disclosures: Related party disclosure as per the Accounting Standard-18 on “Related

Party Disclosures” are provided as below:

A. Related Parties

S.No. Relation Name of the Related Party a) Holding Enterprise Indian Farmers Fertiliser Cooperative Limited (IFFCO) b) Fellow Subsidiaries IFFCO – Tokio General Insurance Company Limited (ITGI)

Kisan International Trading FZE IFFCO Kisan Bazar & Logistics Limited IFFCO Chhattisgarh Power Limited IFFCO Kisan SEZ Limited IFFCO eBazar Limited IFFCO-MC Crop Science Private Limited Indian Farm Forestry Development Cooperative

c) Key Managerial Personnel Mr. Rakesh Kapur (Managing Director) Mr. Sandeep Malhotra (Chief Executive Officer)

Ms. Shivani Gairola Pokhriyal (Company Secretary)

B. Transactions with Related Parties & Balances Amount in `

S.No. Particulars Related Party Year Ended

31.03.2017 Year Ended 31.03.2016

i)

Transactions with RelatedParties

Reimbursement of expenses incurred on behalf of the Company (Salary, communication etc.)

IFFCO 37,04,478

58,79,844

Rent paid-Offices IFFCO 83,88,435 70,01,765 Payment of premium towards Employees Group Insurance Scheme

ITGI 36,09,065 45,86,373

Payment of insurance premium (Fixed Assets)

ITGI 5,53,852

5,90,366

Insurance claim received ITGI Nil 553 Deposit towards Employees Group Insurance Scheme

ITGI 1,07,764 2,29,815

Advance received from Key Mr. Sandeep Malhotra, 40,00,000 NIL



Management Personnel CEO Remuneration to Key Management Personnel

Mr. Rakesh Kapur, MD

- -

Mr. Sandeep Malhotra, CEO

62,16,000* 61,81,460*

Ms. Shivani Gairola Pokhriyal, Company Secretary

7,58,713* 7,04,406*

ii) Balances as on 31st March

Expenses Payable IFFCO (22,406) 8,22,794 Advance from Key Management

Personnel Mr. Sandeep Malhotra, CEO

40,00,000 NIL

*Exclusive of Post-retirement benefits accruing based upon Actuarial Valuation Report, which is obtained for the Company as a whole.

2.32 Earnings per Share

Earnings per share (EPS) has been computed in accordance with Accounting Standard-20 on “Earnings Per Share” by dividing Net Profit for the year attributable to equity shareholders bythe weighted average number of shares outstanding for the year as under: Amount in `

2.33 Transactions with Micro, Small and Medium Enterprises:



1. Principal amount due and remaining unpaid to any Supplier as at end of Accounting Year

- -

2. Interest due on Principal amount remaining unpaid as at the end of Accounting Year

- -

3. Amount of Interest along with Principal Amount paid to Supplier beyond due date of payment

- -

4. Amount of Interest accrued/due and remaining Unpaid at the end of Accounting Year

- -

The above information has been provided to the extent such parties have been identified on the basis of

information available with the company.

Particulars Year ended 31.03.2017

Year ended 31.03.2016

Net Profit for the year attributable to Equity share holders 2,89,90,659 5,48,87,552

Weighted average No. of shares (Nos.) 50,00,000 50,00,000 Nominal Value per Share 10 10 Basic and Diluted EPS 5.80 10.98


Notes forming part of financial statements for the year ended 31st March, 2017 2.34 Expenditure in Foreign Currency Amount in `

Nature of Expenditure Year Ended 31.03.2017 Year Ended 31.03.2016

Travelling Expenses NIL 45,617

Total NIL 45,617

2.35 Operating Leases

The Company’s significant leasing arrangements are in respect of Operating leases of offices. These leasing

arrangements are usually renewable on mutually agreed terms and are non-cancellable. Lease payments are

shown as rent expenses in note no. 2.24. Future minimum lease payments under non-cancelable operating

leases are as under: (Rs. in Lacs)

As at March 31, 2017

As at March 31, 2016

Rent payable for 1 year 1,20,78,517 1,13,72,981 Rent payable for 1 to 5 years 43,88,156 1,78,02,947 Rent payable for 5 years and above NIL NIL

Total lease rental cost recognized in the financial statement is of Rs 156.75 Lacs (previous year Rs 155.90 Lacs) 2.36 Segment Reporting

a) Primary Segment The Company is engaged in the business of trading of telecommunication Talktime/SIM and Call Centre

services. Corporate income and expenses including interest are considered as part of un-allocable income and

expenses which are not identifiable to any business segment. Disclosure as required by AS-17 “Segment

Reporting” is given below:

Amount in `

Particulars Financial Year 2016-2017 Financial Year 2015-2016

Talktime/ SIM

Call Centre Services Total Talktime/ SIM Call Centre

Services Total

Revenue Revenue from Operations (A) 4,19,10,49,220 17,75,37,907 4,36,85,87,127 3,33,74,61,431 16,46,58,228 3,50,21,19,659

Operating Expense Operating Expenses(including depreciation) (B)

4,06,62,58,608 16,76,29,602 4,23,38,88,210 3,16,97,88,852 17,90,17,090 3,34,88,05,942

Results Segment Result Gain/ (Loss) (A-B) 124,790,612 9,908,305 13,46,98,917 16,76,72,579 -1,43,58,862 15,33,13,717

Unallocated Corporate interest and other income

1,72,59,112

1,91,03,382

Unallocated Corporate expens

10,78,24,782 8,87,45,060

Profit Before Tax 4,41,33,247

8,36,72,039



The Segment of telecommunication includes activities relating to M-Cash and Loan Facilitation which does not qualify as a separate primary segment. b) Geographical Segment

The Company is operating only in India where the conditions prevailing are uniform. Hence no

geographical segment disclosure is considered necessary.

2.37 Provisions

The movement of various provisions (Disclosure as required by AS-29 “Provisions, Contingent Liabilities and Contingent Assets”) shown in the accounts as on March 31, 2017 is as under: Amount in `

Particulars

Carrying amount as on

01.04.2016

Provision made during the year

Amount utilized during the year

Provisions reversed during

the year

Carrying amount as on

31.03.2017 Claw back on

Activation 37,18,707 1,00,14,140 99,23,634 7,24,718 30,84,495

Doubtful debts 14,67,435 4,38,479 NIL NIL 19,05,914 Total 51,86,142 104,52,619 99,23,634 7,24,718 49,90,409

2.38 In the opinion of the management, the value of assets other than fixed assets and non-current

investments, on realization in the ordinary course of business, will not be less than the value at which

these are stated in the Balance Sheet.

2.39 Borrowing cost capitalized during the year is Nil. (Previous year NIL).

Provision for Tax (Net)

1,51,42,588

2,87,84,487

Profit After Tax

2,89,90,659 5,48,87,552

Other Information: Segment Assets 22,07,68,631 2,51,71,128 24,59,39,759 20,83,37,773 2,02,43,651 22 85,81,424

Unallocated Corporate and other assets

25,29,15,780

24,40,84,786

Total Assets

49,88,55,539

47,26,66,210

Segment Liabilities: 4,63,27,443 2,51,71,128 7,14,98,571 7,87,34,023 2,04,39,600 9,91,73,623

Unallocated Corporate and other Liabilities

1,43,27,604

98,27,980

Total Liabilities 8,58,26,175 10,90,01,603 Depreciation and Amortization 1,19,73,172 22,79,765 1,42,52,937 1,16,75,215 1,50,35,660 2,67,10,875

Capital Expenditure 1,03,37,676 11,48,308 1,14,85,984 2,18,79,329 55,31,420 2,74,10,749


Notes forming part of financial statements for the year ended 31st March, 2017 2.40 Prepaid expenses shown under short term loan & advances represents contribution to employees group

insurance scheme and other insurance/other expenses of fixed assets of Rs. 23,85,129/- (Previous Year

Rs. 33,62,496/-) and Rs. 2,96,565/- (Previous Year 2,80,857/-)respectively.

2.41 During the year, company has entered into agreement with a registered NBFC for sourcing customers to

provide finance against hypothecation of assets. The company gets revenue on account of upfront fee,

preliminary assessment of perspective customers, field verification, selection, screening and collection

of relevant documents on granting of loan and collection charges on recovery from delinquent contracts.

2.42 During the financial year 2015-16, company had provided liability towards bonus as per amended

provision of The Payment of Bonus (Amendment) Act, 2015 applicable retrospectively from

01.04.2014 in respect of contractual staff deployed for ‘Kisan Call Centre’ amounting to Rs 46,74,516/-

& Rs. 98,85,128/- respectively for financial year 2014-15 and 2015-16. The said amount is reimbursable

from Department of Agriculture, Co-operation and Farmers’ Welfare (DOA), Ministry of Agriculture,

however, DOA vide meeting dated 28.10.2016 had decided that these contractual staff are entitled for

bonus in lines with norms for government employees for the financial year 2015-16, accordingly

company has paid bonus to these contractual staff amounting to Rs. 41,44,009/-. Moreover, DOA has

referred the matter to Ministry of Labour for further clarification. In view of non-settlement on the

matter and pending clarification, company has provided bonus for the financial year 2016-17 amounting

to Rs. 49,00,094/- in accordance with above norms.

2.43 Retrospective amendment in The Payment of Bonus (Amendment) Act, 2015 creating liability of bonus

for the financial year 2014-15 is sub-judice before Karnataka & Kerala High Courts. Enhanced Bonus is

yet to be paid against the provision made in the books of accounts for the financial year 2014-15

amounting to Rs. 76,51,996/- in respect of employees and contractual staff deployed for Kisan Call

Centre.

2.44 Deferred Tax Asset (Net) of Rs.143.73 Lacs (including Rs. 44.87 Lacs created during the year)

recognized up to 31.03.2017 in respect of Unabsorbed Depreciation & disallowances under section 43B

of the Income Tax Act, 1961 is based on future profitability projections made by the management with

virtual certainty that sufficient future taxable income will be available against which such Deferred Tax

Assets can be realized.

2.45 Details of Specified Bank Notes (SBN) held and transacted during the period 08/11/2016 to 30/12/2016

in accordance with Notification No. GSR. 308(E) of the Ministry of Corporate Affairs dated 30th March,

2017 is given below:-



SBNs Other denomination notes Total Closing cash in hand as on 08.11.2016 49,000 59,892 1,08,892 (+) Permitted receipts NIL 4,94,000 4,94,000 (-) Permitted payments NIL 4,72,603 4,72,603 (-) Amount deposited in Banks 49,000 NIL 49,000 Closing cash in hand as on 30.12.2016 NIL 81,289 81,289

2.46 Agreement for appointment as corporate banking correspondent and terms & conditions extending the

payment bank solution to the farmers and rural citizens is under finalization with Airtel Payments Bank

Limited being pilot arrangement and the accrued revenue for the year is recognized based upon

information available and commercials arrived with the bank.

2.47 Previous year figures have been regrouped wherever considered necessary to correspond with the

current year figures.

For Rajnish & Associates For and on behalf of the Board of Directors of Chartered Accountants IFFCO Kisan Sanchar Limited ICAI Firm Regn No.014666N

Sumit Bhatnagar Ranjan Sharma Rakesh Kapur Partner Director Managing Director M. No. 095554 DIN: 00425415 DIN: 00007230

Place: New Delhi Shivani Gairola Pokhriyal Sandeep Malhotra Date: 15/06/2017 Company Secretary Chief Executive Officer M.No. ACS-22086 PAN: AAAPM1583A

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