DIRECTORS REPORT Dear Shareholders, Your Directors are pleased to present the 69th (Sixty Ninth) Annual Report together with the Audited Accounts and Auditors Report for the Financial Year ended on 31st March, 2016. BUSINESS OPERATIONS Your Company holds Unified Access Services License (UAS License) for providing Telephony Services in the Punjab Telecom Service Area comprising of the State of Punjab, Union Territory of Chandigarh and Panchkula Town of Haryana. Earlier the Company was holding ISP Licence - Category-B (Punjab Circle) which was valid till June, 2015 and the Company had applied for its renewal/issuance of new ISP Licence Category-A. Considering the Company's request, the DoT has granted ISP Licence Category-A (PAN India) to the Company on January 6,2015. The Portfolio of services provided by the Company includes Data and Internet Connectivity across wireline technology, Fixed Line and Mobile voice services, Managed Services. The Company provides broadband services through its fiber optic cable laid across Punjab and the Company has also entered into co-location agreements with other operators in order to expand its network. As at 31.03.2016, the company had a total subscriber base of 3,861,039 telephony customers, including 3,400,961 GSM mobile customers, 264,963 fixed-line customers, 195,115 Broadband Customers. During the year under review, there is no change in the nature Of business of the Company. MARKETING INITIATIVES During the year, various, marketing initiatives were taken in order to enhance the brand visibility through various programs such as Young Manch Contest, Connect Super Jodi Contest etc, in order to connect to and reach out to a larger segment of the populace especially the younger segment of society. CORPORATE DEBT RESTRUCTURING SCHEME (CDR SCHEME) The Corporate Debt Restructuring Cell (CDR Cell) had vide its letter no.CDR0CP)563/2OO9-lO dated August 13, 2009 approved a Corporate Debt Restructuring Package (CDR Package) for the company, in order to write off the losses and also to enable the company to service its debts. As of March 31,2016, the Company has duly complied with all the term's and conditions as stipulated in the CDR Package. SHARE CAPITAL AND LISTING OF SHARES The paidrup Equity share capital of the Company is Rs.61,22,60,268/-comprising of 61,22,60,268 equity shares of Re.l/- each. The Company's shares are listed on BSE Limited and are actively traded. MATERIAL CHANGES No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year of the Company i.e. 31 March 2016 and the date of Directors' Report i.e. 27th May, 2016. Further, there were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future. DIVIDEND As on 31.03.2016, the Company had accumulated losses. Your Directors, therefore, have not recommended any dividend for the financial year 2015-16. TRANSFER TO RESERVES "During the year under review, no amount has been transferred to reserves. FIXED DEPOSITS Your Company has not accepted / renewed any deposits within the meaning of Section 73 of the Companies Act, 2013 and as such, no amount of principal or interest was outstanding as on the Balance Sheet date. ' HUMAN RESOURCE DEVELOPMENT Human Resource Development is considered to be vital in any organisation for the effective implementation of its business plans. Constant endeavors' are being made by the Company through various HR policies and processes aimed for professional growth and opportunities and recognitions of the employees in order to effectively motivate the employees at all levels in the drive for growth and expansion of the business. Regular innovative programs for learning and development are also drawn up constantly in order to create an encouraging and conducive work environment for empowering the employees at all levels and mamtaining a well structured reward and recognition mechanism. The Company encourages its employees to strengthen their entrepreneurial skills in order to enhance the Organization's productivity and creativity. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO The Company, being in the telecommunications sector is not involved in carrying on any manufacturing activity; accordingly, the information required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 with respect to Conservation of Energy, Technology Absorption and Foreign Exchange earnings/outgo are not applicable. However, the following information would give adequate idea of the continuous efforts made by the Company in this regard: (i) Energy Conservation: (a) Electricity is used for the working of the Company's telephone exchanges and other network infrastructure equipment. The Company regularly reviews power consumption patterns across its network and implements requisite changes in the network or processes in order to optimize power consumption and thereby achieve cost savings. (b) Reduction in the running of the Diesel Generator (DG) Sets during power cuts in various tower sites. (ii) Technology Absorption: The Company has not imported any technology. The Company has not yet established separate Research & Development facilities. FOREIGN EXCHANGE EARNINGS AND OUTGO: During the year, there were no foreign exchange earnings; the total foreign exchange outgo was to the tune of Rs. 373.91 millions, which was on account of Import of Capital Equipment (other than telephone instruments), finance charges and travel expenses. PARTICULARS OF EMPLOYEES The information required pursuant to Section 197 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company is appended as Annexure-5 to the Board's Report. The Company does not have any employee whose particulars are required to be furnished under Section 197 of the Companies Act, 2013, read with Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The remuneration paid to all Key Managerial Personnel is in accordance with remuneration policy adopted by the company. INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY The details in respect of internal financial control and their adequacy are included in the Management Discussion & Analysis, which forms part of this report. VIGIL MECHANISM / WHISTLE BLOWER POLICY The Company has formulated and published a Whistle Blower Policy to provide Vigil Mechanism for employees including Directors of the Company to report genuine concerns. The provisions of this policy are in line with the provisions of Section 177(9) of the Act and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (URL: <http://www.connectzone>. in/corporate_governance.php) EXTRACT OF ANNUAL RETURN Pursuant to Section 92 of the Act and Rule 12 of The Companies (Management and Administration) Rules, 2014, the extract of Annual Return in Form MGT-9, is provided in Annexure-1 which forms part of this report. RELATED PARTY TRANSACTIONS In line with the requirements of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formulated a Policy on Related Party Transactions and the same is posted on the Company's URL: •http://www.connectzone.in/ corporate_governance.php * Information on transaction with related parties pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Annexure-3 in Form AOC-2 and the same forms part of this report. CORPORATE SOCIAL RESPONSIBILITY In terms of the provisions of Section 135 read with Schedule VII and the Rule made thereunder, every Company having net-worth of Rs. 500 Crore or Turnover of Rs. 1,000 Crore or Net Profit of Rs. 5 Crore is required to constitute Corporate Social Responsibility Committee. The Company does not meet any of the above criteria. As such the Company is not required to constitute Corporate Social Responsibility Committee and comply with the requirements of Section 135 read with Schedule VII and the Rules made thereunder. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS The particulars of loans, guarantees and investments pursuant to Section 186 of the Companies Act, 2013 are provided in Notes no. 3, 11 and 25 respectively to the financial statements. BOARD EVALUATION The board of directors has carried out an annual evaluation of its own performance, Board committees and individual directors pursuant to the provisions of the Act and the corporate governance requirements as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the basis of the criteria such as the Board composition and structure, effectiveness of board processes, information and functioning, etc. The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc. The Board and the Nomination and Remuneration Committee ("NRC") reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In a separate meeting of independent Directors, performance of non-independent directors, performance of the board as a whole and performance of the Chairman was evaluated, taking^nto account the views of executive directors and non-executive directors. The same •was discussed in the board meeting that followed the meeting of the independent Directors, at which the performance of the Board, its committees and individual directors was also discussed. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS The Company proactively keeps its Directors informed of the activities of the Company, its management and operations and provides an overall industry perspective as well as issues being faced by the industry. The familiarization programme adopted by the Company is posted on the website of the Company's URL: <http://www.connectzone.in/corporate_governance.php> REMUNERATION POLICY FOR THE DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES In terms of the provisions of Section 178(3) of the Act and under Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the Nomination & Remuneration Committee (NRC) is responsible for formulating the criteria for determining qualification, positive attributes and independence of a Director. The NRC is also responsible for recommending to the Board a policy relating to the remuneration of the Directors, Key Managerial Personnel and other employees. .In line with this requirement, the Board has adopted the Policy relating to the remuneration of the Directors, Key Managerial Personnel and other employees and the same has been disclosed in the Corporate Governance Report, which forms part of the Directors' Report. The same is also available on the Company's website URL: <http://www.connectzone.in/>corporate_governance.php NUMBER OF MEETING OF THE BOARD Seven Meetings of the Board were held during the year. For details of the meetings of the Board, please refer to the Corporate Governance Report, which forms part of this report. THE DETAILS OF DIRECTORS WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR During the year under review, Mr. Vinay Kumar Monga was appointed as Independent Directors pursuant to the provisions of Section 149 of the Companies Act, 2013, at the previous Annual General Meeting held on 28* September, 2015, to hold office of Director up to a term of five consecutive years w.e.f. October 17,2014. Further, Ms. Mitu Mehrotra Goel was appointed as Director liable to retire by rotation at the Annual General Meeting of the Company held on September 28,2015. In terms of the provisions of Section 152 (6) of the Companies Act, 2013 and the Rules made there under, Ms. Mitu Mehrotra Goel, Director retires by rotation and being eligible, has offered, herself for re-appointment. The Board recommends her re-appointment at the ensuing Annual General Meeting. , A brief profile of Director seeking reappointment, nature of expertise in specific functional area, name of other companies in which she holds Directorship(s) and Membership(s)/Chairmanship(s) of the Committees of the Board of Directors and the particulars of the shareholding as stipulated under Regulation 26 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 'forms part of the Notice. IDBI Bank Limited has with effect from December 28,2015 nominated Ms. Lalita Sharma as its Nominee Director on the Board in place of Mr. Rajeev Kumar. The Board takes this •opportunity and place on record its sincere appreciation for the valuable guidance and support of Mr. Rajeev Kumar during his tenure as Director of the Company. During the year, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company. THE DETAILS OF KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR a. Changes in Key Managerial Personnel during the period 1* April, 2015 to 31* March, 2016 Mr. Ashu Ratan Khare, Chief Financial Officer of the Company had resigned and ceased to be Chief Financial Officer of the Company w.e.f. 15* April, 2015. Mr. Munish Bansal was appointed as Chief Financial Officer of the Company in place of Mr. Ashu Ratan Khare w.ei. 30* April, 2015. , Mr. Amit Verma was appointed as Company Secretary of the Company in place of Mr. Kapil Bhalla w.e.f. 1st July, 2015. Pursuant to the provisions of Section 196,197 and 203 read with Schedule V of the Companies Act, 2013, Mr. Amit Verma was also appointed as Manager of the Company in place of Mr. Kapil Bhalla for a period of three years w.ei. November 7,2015 to November 6,2018 on such terms and conditions and subject to the approval of Shareholders of the Company at the ensuing Annual General Meeting of the Company. No changes took place in Key Managerial Personnel for the period V* April, 2016 till the date of signing of Board Report. DECLARATION BY INDEPENDENT DIRECTORS The Company has received declarations from all Independent Directors of the Company confirming that they meet with the criteria of independence, as prescribed under section 149 of the Companies Act, 2013 and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015. The Independent • Directors have also confirmed that they have complied with the Company's Code of Conduct. AUDITORS Pursuant to the provisions of Section 139 of the Companies Act, 2013 and the Rules framed there under, the Company had, on 30* September, 2014, appointed M/s Khandelwal Jain & Co., Chartered Accountants (Firm Registration No.l05049W), as Statutory Auditors of the Company for a period of 5 years from the conclusion of the Sixty Seventh (67*) Annual General Meeting of the Company up to the conclusion of Seventy Second (72nd) Annual General Meeting of the Company. As per the provisions of Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014, such appointment made by the company shall be subject. to ratification in every Annual General Meeting up to the end of the tenure of appointment of the auditors. M/s. Khandelwal Jain & Co., Chartered Accountants, Mumbai have confirmed their eligibility in terms of the provisions of Section 141 of the Companies Act, 2013 and Rule 4 of Companies (Audit and Auditors) Rules, 2014. The Board recommends the ratification of the appointment of M/s. Khandelwal Jain & Co., Chartered Accountants, Mumbai from the conclusion of this meeting i.e. 69* Annual General Meeting until the conclusion of 72nd Annual General Meeting (subject to ratification by the Members at every subsequent meeting) on such remuneration as shall be fixed by the Board of Directors of the Company. COST AUDITOR The Central Government had directed vide its order no.52/26/CAB-2010 dated 6* November, 2012 to conduct a Cost Audit in respect of the specified products viz., Telecommunication Industry. The Board of Directors of the Company has accorded its approval for the appointment of M/s Sanjay Gupta & Associates, Cost Accountants, New Delhi as Cost Auditors for the Financial Year 2016-17, as the Cost Auditor of the Company, to conduct audit of the Cost Accounting Records maintained by the Company for the financial year commencing .on 1" April, 2016 .and ending on 31" March, 2017, subject to the approval of the Central Government. In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit & Auditors) Rules, 2014, the remuneration payable to the Cost Auditor has to be ratified by the members of the Company. Accordingly, consent of the Members is sought by way of an Ordinary Resolution for ratification of the remuneration amounting to Rs. 1,00,000/- (Rupees One Lac Only) plus applicable service tax and out of pocket expenses payable to the Cost Auditors for financial year commencing on 1st April, 2016. In compliance with the provisions of the Companies (Cost Audit Report) Rules, 2011 and General Circular No. 15/2011 issued by Government of India, Ministry of Corporate Affairs, Cost Audit Branch, we hereby submit that, the Company has filed the Cost Audit Report for the financial year ended on 31s' March, 2015 within the prescribed timeline. As regards, to the financial year ended on 31st March, 2016,. the due date for filing the Cost Audit Report is 27th September, 2016 and the Company shall file the same on or before due date. In terms of Section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Rules, 2014, the Company has appointed M/s Sanjay Gupta & Associates, Cost Accountants, New Delhi as Cost Auditors for the Financial Year 2016-17. SECRETARIAL AUDITOR Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Dinesh Bhandari (CP No.:10300, FCS: 5887), Practicing Company Secretary to undertake the secretarial audit of the company. The Practicing Company Secretary has submitted the Report on the Secretarial Audit conducted by him which is annexed to this Board Report as Annexure-4. The Report does not contain any qualification, reservation or adverse remark. INTERNAL AUDITORS M/s Ernst and Young performs the duties of internal auditors of the Company and their report is reviewed by the Audit Committee from time to time. ' CASH FLOW STATEMENT As per the requirements of the Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015; the Cash Flow Statement as prepared in accordance with the Accounting Standard on Cash Flow Statement (AS 3) issued by the Institute of Chartered Accountants of India, is given along with the Balance Sheet and Statement of Profit and Loss. AUDIT COMMITTEE In compliance with the provisions of Section 177 of the Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, me Company has constituted an Audit Committee. The composition, scope and powers of the Audit Committee together with details of meetings held during the year under review, forms part of the Corporate Governance Report. The recommendations of the Audit Committee are accepted by the Board. RISK MANAGEMENT POLICY The Company has a robust Risk Management policy to identify, evaluate business risks and opportunities. This policy seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage. The policy defines the risk management approach across the organization at various levels including documentation and reporting. The Company has identified various risks and also has mitigation plans for each risk identified. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF) As of March 31, 2016, there was no Unclaimed Dividend due for transfer to the Investor Education and Protection Fund (IEPF) of the Central Government, after the expiry of seven years. HOLDING/SUBSIDIARY COMPANIES As on 31st March, 2016, Quadrant Enterprises Private Limited was holding company of the Company (holding 53.36%). After Balance Sheet date, there is change among the shareholding of Promoter Group Entities whereby Quadrant Enterprises Private Limited transferred 3.76% of shares to Nippon Investment <c Finance Company Private Limited, other Promoter Group Entity. Consequently, Quadrant Enterprises Private Limited ceased to be holding company of the Company w.e.f. 13th April, 2016. As on March 31, 2016, the Company has one wholly owned subsidiary, namely, Quadrant Telenet Services Private Limited which was incorporated as Subsidiary of the Company on March 30, 2015 to undertake the business of Telecommunications, Internet Services, Telecom Infrastructures and other related telecom services. As on May 30, 2015, the Company had disinvested its' stake in its wholly owned subsidiary, namely, Videocon Integrated Solutions Private Limited (Formerly Infotel Tower Infrastructure Private Limited). Accordingly, M/s Videocon Integrated Solutions Private Limited ceased to be a subsidiary company of the Company w.e.f. May 30, 2015, consequently, M/s Videocon Mobile & Infra Private Limited, subsidiary of M/s Videocon Integrated Solutions Private Limited also ceased to be a step down subsidiary company of the Company. As on the date of signing of this Report, the Company is having only one subsidiary, namely, Quadrant Telenet Services Private Limited. Pursuant to the provision of Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the Company's subsidiary in Form AOC-1 is attached as Annexure-2 to the financial statement of the Company. Pursuant to the provisions of Section 136 of the Companies Act, 2013, , the financial statements of the Company, Consolidated financial statements along with relevant documents and separate audited accounts in respect of subsidiaries, are available on the website of the Company. Annual accounts of the subsidiary company, along with related information are available for inspection at the Company's registered office and the registered office of the subsidiary company. Copies of the annual accounts of the subsidiary company will also be made available to the shareholders - upon request. JOINT VENTURES/ASSOCIATE COMPANIES As of March 31, 2016, there are no Joint Ventures / Associate ^ Companies of the Company. CONSOLIDATED FINANCIAL STATEMENTS In compliance with Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, the consolidated financial statement prepared in accordance with the Accounting Standard AS-21 read with Accounting Standard AS-23 on Accounting for Investments in Associates, your Directors have pleasure in presenting the Consolidated Financial Statements together with Auditors Report thereon forms part of the Annual Report. AUDITORS'REPORT The Statutory Auditors of the Company, M/s Khandelwal Jain & Co., Chartered Accountants, have submitted the Auditors' Report which has observation on Standalone and Consolidated Financial Statements for the period ended March 31,2016. MANAGEMENT'S EXPLANATION TO THE AUDITORS' OBSERVATIONS: - A) Auditors' Observation in the Standalone Auditor's Report & Annexure to the Auditor's Report Point No.5 of the Auditor's Report which summarises the basis of Emphasis of Matter "We draw attention to Note No.28 to the Financial Statements, the Company has incurred a net loss of Rs.1,348,104,827/- during the year, the accumulated losses as at March 31, 2016 amounted to Rs.17,638,407,752/- resulting in erosion of its net worth and has net current liabilities of Rs. 12,713,562,129/- as at March 31, 2016. These factors raise a doubt that the Company will not be able to continue as a going concern. The management is confident of generating cash flows from business operations through increasing subscribers base and with the support of significant shareholders to fund its operating and capital fund requirements. Accordingly, these statements have been prepared on a going concern basis. Our opinion is not qualified in respect of this matter." Management's Explanations to the Auditor's Observations in the Standalone Balance Sheet The accumulated losses of the Company as at March 31, 2016 are more than fifty percent of its net worth as at that date. The losses are due to declining market of the fixed line business and high operating costs. The management is confident of generating cash flows from business operations through increasing subscribers' base and other value added services and reducing losses gradually. Further with the support of significant shareholders to fund its operating and capital expenditure. Management is confident of meeting its funds requirement. B) Auditors' Observation in the Consolidated Auditor's Report & Annexure to the Auditor's Report Point No.5 of the Auditor's Report which summarises the basis of Emphasis of Matter "In case of Holding Company we draw attention to Note No.29 to the financial statements, the Company has incurred a net loss of Rs. 1,348,104,827/- during the year, the accumulated losses as at March 31, 2016 amounted to Rs.17,638,407,752/- resulting in, the erosion of its net worth and has net current liabilities of Rs.12,713,562,129/- as at March 31, 2016. These factors raise a doubt that the Company will not be able to continue as a going concern. The management is confident of generating cash flows from business operations through increasing subscribers'base and with the support of significant shareholders to fund its operating and capital fund requirements. Accordingly, these statements have been prepared on a going concern basis. Our opinion is not qualified in respect of this matter." Management's Explanations to the Auditor's Observations in the Consolidated Balance Sheet In consolidated terms, the Company has incurred Net loss of Rs.1,314,928,758/- during the year and the accumulated losses as at March 31,2016, amounted to Rs.17,638,463,308/- resulting in, erosion of its net worth and has net current liabilities of Rs. 12,713,517,684/- as at March 31,2016. The accumulated losses of the company as at March 31, 2016, in consolidated terms are more than its fifty percent of its Net worth as at that date. The losses are due to declining market of the fixed line business and' high operating costs. The management is confident of generating cash flows from business operations through increasing subscribers' base and other value added services and reducing losses gradually. Further with the support of significant shareholders to fund its operating and capital expenditure, management is confident of meeting funds requirement. PREVENTION OF SEXUAL HARASSMENT POLICY The Company has in place a Prevention of Sexual Harassment policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. POLICY ON PREVENTION OF INSIDER TRADING Pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has framed a) Code of Internal Procedures and Conduct for Regulating Monitoring and Reporting of Trading by Insiders and b) Code of Fair Disclosure. The Company's Code, inter alia, prohibits purchase and/or sale of shares of the Company by an insider, while in possession of unpublished price sensitive information in relation to the Company and also during certain prohibited periods. CORPORATE GOVERNANCE The Company is committed to maintaining the highest standards of Corporate Governance. The detail report on Corporate Governance, Management Discussion and Analysis Report as well as Corporate Governance Compliance Certificate are attached pursuant to the requirements of Regulation 27 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and form part of this Annual Report. DIRECTORS' RESPONSIBILITY STATEMENT Pursuant to Section 134 of the Act, the Directors state that: (a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; (b) The Directors has selected such accounting policies and applied consistently and have 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; (c) 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; (d) The Directors had prepared the annual accounts on a going concern basis; (e) The Directors had laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and were operating effectively; (f) 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. ACKNOWLEDGEMENTS Your Directors wish to express their gratitude for the wholehearted support received throughout the year from the -Department of Telecommunications, Financial Institutions, Banks, Lenders and the various Central and State Government Departments, Business Associates, Shareholders and Subscribers. The Directors also extend their appreciation to the employees for their continuing support and unstinting efforts in ensuring an excellent all round operational performance. For and on behalf of the Board of Directors Mitu Mehrotra Goel (DIN: 05188846) Director Vinay Kumar Monga (DIN: 03029345) Director Date: May 27,2016 Place: Mohali |