Vous êtes sur la page 1sur 101

7th ANNUAL REPORT 2016-17

MY MOBILE PAYMENTS LIMITED


CORPORATE INFORMATION

MY MOBILE PAYMENTS LIMITED


CIN: U72900MH2010PLC203640

NAME DESIGNATION DIN

JOLLY MATHUR DIRECTOR 01241474

RA JAT KUMAR SHARMA DIRECTOR 03024125

HAROLD MONTGOMERY DIRECTOR 05192670

SCOTT SHIAO AREY DIRECTOR 03595932

RANJEET OAK DIRECTOR 02803714

SUSHIL PODDAR DIRECTOR 00325400

SHASHANK JOSHI DIRECTOR 01393525

ASHA JOSHI DIRECTOR 06629663

Company Secretary
Deepak Upadhyay
w.e.f: 14.07.17

Auditors
Chaturvedi and Shah
Chartered Accountants,
814/815, Tulsiani Chambers,
212 Nariman Point
Mumbai - 400 021

Registered Address
MOM House, Plot No. 61,
Ramchandra Lane, Kanchpada,
Malad (West), Mumbai - 400 021, INDIA
Email: info@moneyonmobile.in
Website: www.moneyonmobile.in
Tel: +91- 022- 4502 1500
Fax: +91- 022- 4502 1590
MY MOBILE PAYMENTS LIMITED

NOTICE

NOTICE is hereby given that the 7th Annual General Meeting of the Members of My Mobile
Payments Limited (the Company) will be held on Monday, September 25, 2017 at 12:30 p.m.
at the Registered Office of the Company at MOM House, Plot No. 61, Ramchandra Lane,
Kanchpada, Malad (West), Mumbai – 400064, to transact the following business:

ORDINARY BUSINESS:

1. To receive, consider and adopt the audited financial statements along with Auditors` Report
of the Company for the financial year ended 31st March, 2017 together with the reports of
the Board of Directors and Auditors thereon.

2. To appoint Mr. Harold Montgomery (DIN: 05192670) and Mr. Sushil Poddar (DIN:
00325400) who retires by rotation and being eligible for reappointment.

3. To ratify the appointment of M/s. Chaturvedi & Shah as Statutory Auditor of the Company.

SPECIAL BUSINESS:

4. APPOINTMENT OF MS. PALLAVI PARIHAR AS AN INDEPENDENT DIRECTOR OF


THE COMPANY:

The members may pass the below resolution as special resolution with or without
modification(s);

“RESOLVED THAT pursuant to the provisions of Sections 149 and 152 read with
Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the
Act”), The Companies (Appointment and Qualification of Directors) Rules, 2014 (including
any statutory modifications or re-enactment(s) thereof for the time being in force), approval
of the members be and is hereby accorded to appoint Ms. Pallavi Parihar (DIN 07911714),
as a Non-executive Independent Women Director of the Company, to hold office for a term
of five years with effect from September 25, 2017.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorized to take all such steps as may be necessary, proper and expedient to give effect
to this Resolution.”

5. APPOINTMENT OF MR. PRADEEP PHADKE AS AN INDEPENDENT DIRECTOR OF


THE COMPANY:

The members may pass the below resolution as special resolution with or without
modification(s);

“RESOLVED THAT pursuant to the provisions of Sections 149 and 152 read with
Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 (“the
Act”), The Companies (Appointment and Qualification of Directors) Rules, 2014 (including
any statutory modifications or re-enactment(s) thereof for the time being in force), approval
of the members be and is hereby accorded to appoint Mr. Pradeep Phadke (DIN
00370609), as a Non-executive Independent Director of the Company, to hold office for a
term of five years with effect from September 25, 2017.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorized to take all such steps as may be necessary, proper and expedient to give effect
to this Resolution.”

6. TO APPOINT MR. SCOTT AREY AS A DIRECTOR OF THE COMPANY:

The members may pass the below resolution as Ordinary Resolution with or without
modification(s);

“RESOLVED THAT pursuant to provisions of Section 152 & 161 of the Companies Act,
2013 and any other applicable provisions if any ,Mr. Scott Arey, who was appointed as an
Additional Director on August 31, 2017 be and is hereby appointed as a Director of the
Company who is liable to retire by rotation.

RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby
authorised to file relevant forms with the Registrar of companies, Mumbai, and to do such
other acts, deeds and things as may be considered necessary in connection with the above
appointment.”

By Order of the Board


For My Mobile Payments Limited

SD/-

Dated: August 31, 2017 Deepak Upadhyay


Place: Mumbai Company Secretary
ACS No.: 23717

NOTES:

a) The Statement pursuant to Section 102 of the Companies Act, 2013, which sets out details
relating to Special Businesses at the meeting, is annexed herewith.

b) A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO


APPOINT A PROXY/PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF.
SUCH A PROXY/PROXIES NEED NOT BE A MEMBER OF THE COMPANY.

c) A person can act as proxy on behalf of members not exceeding fifty (50) and holding in the
aggregate not more than ten percent of the total share capital of the Company carrying voting
rights. However, a member holding more than ten percent of the total share capital of the
Company carrying voting rights may appoint a single person as proxy and such person shall
not act as proxy for any other shareholder. The instrument of Proxy in order to be effective,
should be deposited at the Registered Office of the Company, duly completed and signed, not
less than 48 hours before the commencement of the meeting. A Proxy form is sent herewith.
Proxies submitted on behalf of the companies, societies etc., must be supported by an
appropriate resolution/authority, as applicable.

d) All documents referred in this Notice and Explanatory Statement annexed thereto are
available for inspection of the Members of the Company at the Registered Office of the
Company at bussiness hours from 10.00 a.m. to 4.00 p.m.

e) The route map of the venue of the meeting is given below:

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013:

ITEM No. 4
Pursuant to the provision of Sec. 149 of the Companies Act, 2013, Cos. (Appt. & Qualification
of Directors) Rules, 2014, the Company is required to have Independent Directors, therefore to
comply the provision of the said act, Ms. Pallavi Parihar may be appointed as an Independent
Director of the Company.

Ms. Pallavi Parihar aged 31 years is practicing Company Secretary since 2008. She is
practicing in corporate laws and Securities Laws. She is having rich experience of around 10
year in the field of Corporate and Securities Laws. She is very renowned guest speaker of
Institute of Company Secretaries of India, New Delhi. Mr. Pallavi Parihar is not a Director in any
other Company.

Ms. Pallavi Parihar vide, her letter dated August 21, 2017 conveyed her consent to act as a
Director of the company and has submitted a declaration that she meets the criteria of
independence under Section 149(6) of the Act, and who is eligible for appointment and in
respect of whom the Company has received a notice in writing from a Member under Section
160 of the Act, signifying his intention to propose the candidature of Ms. Pallavi Parihar (DIN
07911714) for the office of Director.

The Board of Directors of the Company has approved the said matter in its meeting held on 31st
August, 2017 and recommends the resolution as set out at Item No. 4 of the Notice for the
approval of the Members as a Special Resolution.

None of the Directors of the Company is directly/indirectly interested in the above matter.

ITEM No. 5
Pursuant to the provision of Sec. 149 of the Companies Act, 2013, Cos. (Appt. & Qualification
of Directors) Rules, 2014, the Company is required to have Independent Directors, therefore to
comply the provision of the said act, Mr. Pradeep Phadke may be appointed as an Independent
Director of the Company.

Mr. Pradeep Phadke aged 63 years is a highly experienced business manager with extensive
exposure to consumer marketing, High Capex Project sales/Consultative sales in sectors such
as Packaging Solutions, Telecom, Automation, ITES/BPO services, Mobile Payments,
Education and infrastructure sectors. At various stages of career he managed leading Indian
product brands such as Voltas, BPL-Sanyo, Videocon, Hawkins and Bector Automation RML
and top service brands like Aptech education, TringTring and DishnetDSL Internet services,
GTL-BPO and Money-On-Mobile B2B/B2C Mobile wallets based transaction services. High
focus on operations excellence, marketing, people development and branding.

Mr. Pradeep Phadke vide, his letter dated August 21, 2017 conveyed his consent to act as a
Director of the company and has submitted a declaration that he meets the criteria of
independence under Section 149(6) of the Act, and who is eligible for appointment and in
respect of whom the Company has received a notice in writing from a Member under Section
160 of the Act, signifying his intention to propose the candidature of Mr. Pradeep Phadke (DIN
00370609) for the office of Director.

The Board of Directors of the Company has approved the said matter in its meeting held on
31st August, 2017 and the Board of Directors recommends the resolution as set out at Item No.
5 of the Notice for the approval of the Members as a Special Resolution.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

None of the Directors of the Company is directly/indirectly interested in the above matter.

ITEM NO. 6
Based on the recommendation of the Nomination, Remuneration and Compensation
Committee, the Board of Directors of the Company has appointed Mr. Scott Arey as an
Additional Director of the Company in its meeting held on 31st August, 2017 appointed Mr.
Scott Arey as additional director of the Company with effect from 31st August, 2017 pursuant to
Section 161 of the Companies Act, 2013. Hence, Mr. Scott Arey will hold office up to the date
of the ensuing Annual General Meeting.

The Company has received consent to act as Director in Form DIR-2 and intimation in Form
DIR-8 pursuant to Rule 8 of the Companies (Appointment and Qualifications of Directors)
Rules, 2014, to the effect that Mr. Scott Arey is not disqualified under sub- section (2) of section
164 of the Companies Act, 2013.

Pursuant to Secretarial Standards issued by The Institute of Company Secretaries of India,


New Delhi, the following information is furnished about the Director proposed to be re-
appointed:

Name of Director Mr. Scott Arey

Date of Birth 26th July, 1962


Qualifications Graduate from Stanford University, U.S.A.
Date of first appointment on the
31st August, 2017
Board of the Company
Expertise in specific functional Mr.Arey has over 25 year of rich experience in finance.
area After starting his career at KPMG, Mr. Arey spent 10
years at Bank of America where he was the CFO of the
Commercial Banking Division and the International
Trade Bank.
Relationship with other Directors NIL
and Key Managerial Personnel
Directorships held in other public Digital Payments Processing Limited
Companies
Remuneration last drawn Not applicable

The Board considers that Mr. Scott Arey association would be of immense benefit to the
Company and it is desirable to avail his services as Director. Accordingly, the Board of
Directors recommends the resolution as set out at Item No. 6 of the Notice for the approval of
the Members as an Ordinary Resolution.

None of the Directors of the Company is directly/indirectly interested in the above matter.

By Order of the Board


For My Mobile Payments Limited

SD/-

Dated: August 31, 2017 Deepak Upadhyay


Place: Mumbai Company Secretary
ACS No.: 23717

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

FORM NO. MGT-11


Proxy form

[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies
(Management and Administration) Rules, 2014]

Name of the Company: MY MOBILE PAYMENTS LIMITED


Registered Office: MOM House, Plot No. 61, Ramchandra Lane,
Kanchpada, Malad (West), Mumbai – 400064,
Maharashtra, India.

Name of the member(s):


Registered address:
E-mail Id:
Folio No /Client Id:
DP ID:

I/We, being the member(s) of ____________shares of the above named company, hereby appoint
1. Name:
Address:
E-mail Id:

Signature:
or failing him
2. Name:
Address:
E-mail Id:

Signature:
or failing him
3. Name :
Address:
E-mail Id:

Signature:

as my/ our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the Fifth Annual
General Meeting of the company, to be held on the 25th day of September, 2017 at 12.30 p.m. at
MOM House, Plot No. 61, Ramchandra Lane, Kanch Pada, Malad (West), Mumbai-400064,
Maharashtra, India and at any adjournment thereof in respect of such resolutions as are indicated
below:

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Sr. Resolution
No.
1. To receive, consider and adopt the audited financial statements along with
Auditors` Report of the Company for the financial year ended 31st March, 2017
together with the reports of the Board of Directors and Auditors thereon.

2. To appoint Mr. Harold Montgomery (DIN: 05192670) and Mr. Sushil Poddar (DIN:
00325400) who retires by rotation and being eligible for reappointment.

3. To ratify the appointment of M/s. Chaturvedi & Shah as Statutory Auditor of the
Company.

4. Appointment of Ms. Pallavi Parihar as an Independent Director of the Company.


5. Appointment of Mr. Pradeep Phadke as an Independent Director of the
Company.
6. To appoint Mr. Scott Arey as a Director of the Company.

Affix
Signed this _____day of _____20___ Revenue
Stamp
Signature of shareholder:

Signature of Proxy holder(s):

Note: This form of proxy in order to be effective should be duly completed and deposited at
the Registered Office of the Company, not less than 48 hours before the commencement of the
Meeting.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

DIRECTORS’ REPORT

To,
The Members,

Your Directors have pleasure in presenting their 7th Annual Report on the business and operations
of the Company and the accounts for the Financial Year ended March 31, 2017.

1. FINANCIAL RESULTS:

The Directors present the summarized financial results of the Company on a standalone
basis:

Amount
Particulars
2016-17 (INR) 2015-16 (INR)
Total Income 676,85,36,650 988,90,24,658

Total Expenditure 685,19,76,046 988,79,35,080

Profit before Tax (8,34,39,396) 10,89,578

Provision for Tax (67,45,089) 9,72,173

Profit after Tax (7,66,94,317) 1,17,404

Add: Balance of Profit brought forward 5,41,51,834 5,43,32,206

Profit available for appropriation (2,25,42,483) 5,44,49,611


Less: Proposed Dividend on equity shares - -

Less: Proposed Dividend on Preference Shares - 2,47,410

Tax on proposed Dividend - 50,367


Short Provision of Dividend distribution Tax of - -
li - -
Transfer to Reserves
Surplus carried to the Balance Sheet (2,25,42,483) 5,41,51,834

2. DIVIDEND:

Your Company would like to conserve the resources of the Company and hence your
Directors do not recommend any dividend on equity shares for the Financial Year under
review.

Your Company has redeemed 18% redeemable non-convertible, non-cumulative preference


shares of Rs 10 each aggregating to Rs 13,74,500/- on June 24, 2016.

3. RESERVES:

The Company has made the following appropriations for the financial year March 31, 2017.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Particulars Amount
(In Rupees)
Securities Premium 31,15,18,397
Add: On issuance of equity shares -
Total 31,15,18,397

General Reserves 47,10,995


Add: Transfer to capital redemption reserve (13,74,500)
Total 33,36,495

Balance of Profit and Loss at the beginning of the year 5,41,51,834


Net loss for the year (7,66,94,317)
Total (2,25,42,483)
Less: Preference Dividend paid
Less: Dividend distribution Tax paid
Less: Transfer to General Reserve -
Profit and Loss Account at end of the year (2,25,42,483)

4. INFORMATION ON THE STATE OF AFFAIRS OF THE COMPANY:

The Company has recorded a turnover of Rs 676.85 Crore during the current year, as
compare to Rs. 988.90 Crore during the previous year i.e. 2015-16. The loss incurred of Rs.
7.66 Crore as compare to profit of Rs. 1.17 Lac during the previous year 2015-16.

On November 8, Indian Prime Minister Narendra Modi took a historic decision by


announcing that the high-denomination notes (Rs 500 and Rs 1,000) then in circulation
would cease to be legal tender. Cash is the preferred mode of transaction in India and only
less than half the population uses banking system for monetary transactions The
demonization initiative has caused a sudden breakdown in India’s commerce and the
unbanked and informal economy is hard hit. Trade across all aspects of the economy has
interrupted.

Due to demonization the Company’s business largely affected. The Company is also facing
stiff competition with new PPI Companies and day by day margin are getting very lower,
consequently, the Company’s turnover and profit declined. However, the Company is
rigorously finding the avenues to increase income of the Company.

5. MATERIAL CHANGES AND COMMITMENTS BETWEEN END OF FINANCIAL YEAR


AND DATE OF REPORT:

There have been no material changes and commitments, if any, affecting the financial
position of the Company which have occurred between the end of the financial year of the
Company to which the financial statements relate and the date of the report.

6. CHANGE IN BUSINESS:

The Company continues to carry on the business of mobile wallets. There has been no
change in the business of the Company for the period under review.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

7. DEPOSITS:

Your Company has not accepted any deposits from the public during the period under
review.

8. DETAILS OF SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANIES:

During the year under review, the Company has following Wholly Owned Subsidiary:

Payblox Technologies India Private Limited (Wholly Owned Subsidiary/WOS), a company


incorporated on October 19, 2010, having its registered office in Mumbai, Maharashtra and
currently having an authorised share capital of Rs.10,00,000/- and paid up share capital of
Rs.1,00,000/- of which 100 percent is held by your Company as on date.

9. PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARY :

The Consolidated Financial Statements of the Company and its wholly owned subsidiary
company prepared in accordance with the relevant accounting standards of the Institute of
Chartered Accountants of India duly audited by the Statutory Auditors form a part of the
Annual Report and are reflected in the Consolidated Accounts.

Payblox Technologies India Private Limited has recorded a turnover of Rs 3.23 Crores
during the current year, as compare to Rs. 2.40 Crores during the previous year i.e. 2015-
16. The Net loss incurred of Rs. 13.38 Lac as compare to profit of Rs. 10.42 Lac during the
previous year 2015-16.

Pursuant to the provisions of section 129(3) of the Companies Act, 2013 (“Act”), a statement
containing salient features of the financial statements of the Company’s subsidiary company
is attached as Annexure I in FORM AOC-1 is attached to financial statements of the
Company.

10. DOWNSTREAM INVESTMENTS:

Your Company has not made any downstream investments during the year under review.

11. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

During the year 6 (Six) Board Meetings were convened and held on: (i) June 2, 2016;
(ii) June 24, 2016; (iii) September 02, 2016; (iii) November 11, 2016; (iv) February
03, 2017 and (v) March 03, 2017. The intervening gap between the Meetings was
within the period prescribed under the Companies Act, 2013.

The attendance of the Directors at the Board Meeting is as under:

Name of Directors No. of Meetings for which No. of Meetings Attended


entitled to Attend
Mr. Harold Montgomery 6 3
Mr. Scott Arey* 0 0
Mr. Jolly Mathur 6 6
Mr. Ranjeet Oak 4 4

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Mr. Rajat Sharma 6 6


Mr. Shashank Joshi 6 3
Ms. Asha Joshi 6 3
Mr. Sushil Poddar 6 2

12. DIRECTORS:

a) During the period under review, following additional directors were confirmed as a
Director on the Board of the Company in the 6th Annual General Meeting held on 27th
September, 2016:

Sr. Name of directors DIN Date of appointment


No.
1. Mr. Scott Arey 03595932 June 24, 2016
2. Mr. Ranjeet Anand Oak 02803714 July 20, 2016

b) The following directors were removed from the shareholders of the Company, however
the city civil court at Dindoshi, Goregaon, Mumbai has stayed the said removal vide
order dated 12th August, 2016 till the final order comes.

Sr. Name of directors DIN Date of removal


No.
1. Mr. Shashank Manohar Joshi 01393525 August 12, 2016
2. Ms. Asha Manohar Joshi 06629663 August 12, 2016

c) During the year under review, Mr. Harold Montgomery (DIN: 05192670) and Mr. Sushil
Poddar (DIN: 00325400) retire by rotation and being eligible offers himself for re-
appointment.

d) *Mr. Scott Arey was appointed as an additional Director on June 24, 2016 and confirmed
as Director in the 6th Annual General Meeting. Since in according to the provisions of the
Companies Act, 2013 and rules made thereunder and read with Accounting standard-1.
He has not attended single meeting during the previous 12 months from the date of
appointment. Therefore, pursuant to the provisions of Section 167 his office vacates on
the closing of office hours on 23rd June, 2017.

e) However, the Board of Directors has re-appointed Mr. Scott Arey (DIN 03595932) again
as an additional Director of the Company in the Board Meeting held on 31st August, 2017
and he hold the position as an additional Director till the ensuing Annual General Meeting
of the Company.

f) Mr. Scott Arey, Additional Director of the Company will be appointed/confirmed as a


Director in the ensuing Annual General Meeting.

13. DIRECTOR’S RESPONSIBILITY STATEMENT:

As per the clause (c) of sub-section (3) of Section 134 of the Act, the Directors’ state that:

a) in the preparation of the annual accounts, the applicable accounting standards had
been followed along with proper explanation relating to material departures;

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

b) 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 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 this Act 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; and

e) 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.

14. FORMAL ANNUAL EVALUATION:

Pursuant to the provisions of the Companies Act, 2013, the Board has carried out the annual
performance evaluation of its own performance, the Directors individually as well as the
evaluation of the working of its Audit, Nomination and Remuneration Committees.

A separate exercise was carried out to evaluate the performance of individual Directors
including the Chairman of the Board, who were evaluated on parameters such as level of
engagement and contribution, independence of judgment, safeguarding the interest of the
Company. The performance evaluation of the Non-executive and Independent Directors was
carried out by the entire Board. All the Non-executive and Independent Directors are
eminent personalities having wide experience in the field of business, industry and
administration. Their presence on the Board is advantageous and fruitful in taking business
decisions. The Directors expressed their satisfaction with the evaluation process.

The amended Policy for appointment of Directors and Senior Management Employees and
their Remuneration is annexed as Annexure – VI.

15. PARTICULARS OF EMPLOYEES:

As the Company is an unlisted company, the Company is not required to disclose the details
of employee remuneration in this Report.

16. PARTICULARS OF LOANS, GUARANTEE AND INVESTMENTS UNDER SECTION 186:

During the year under review, the Company has not granted any loans, or given any
guarantee or provided security or acquired by way of subscription, purchase or otherwise the
securities of any other body corporate except below;

The Company has issued Bank guarantee to vendor of Rs. 88,35,000/- ( P.Y - Rs.
68,90,500/- ) against the security of these fixed deposit of Rs. 90,13,781/- ( P.Y - Rs.
68,90,500/-)

17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The particulars of every contract or arrangements entered into by the Company with related
parties as per section 188(1) of the Act have been disclosed in Form No. AOC -2 annexed
as Annexure II.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

18. DETAILS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND


FOREIGN EXCHANGE EARNINGS AND OUTGO:

In view of the nature of operations of your Company, the provisions relating to technology
absorption and conservation of energy are not applicable.
Foreign exchange earnings and outgo (including dividend) during the year under review
were:

a) Earnings: There are no Foreign exchange earnings during the year under review; and
b) Outgo: Rs. 49,04,493/-

19. CORPORATE SOCIAL RESPONSIBILITY:

The Board of Director of your company has a CSR committee which comprising Mr. Harold
Montgomery (Chairperson), Mr. Jolly Mathur (Member) and Mr. Rajat Sharma (Member). The
committee is responsible for formulating CSR Policy and monitoring the CSR activity of the
Company.

The Corporate Social Responsibility policy recommended by the CSR Committee and
approved by the Board of Directors of the Company. The same is available on the website of
the company i.e. www.moneyonmobile.in. The Annual report on CSR activities is attached as
“Annexure III” to this Report.

20. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System, commensurate with the size, scale and
complexity of its operations. The scope and authority of the Internal Audit function is defined
in the Internal Audit Manual. To maintain its objectivity and independence, the Internal Audit
function reports to the Chairman of the Audit Committee of the Board.

The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control
system in the Company, its compliance with operating systems, accounting procedures and
policies of the Company.

Based on the report of internal audit function, process owners undertake corrective action in
their respective areas and thereby strengthen the controls. Significant audit observations and
recommendations along with corrective actions thereon are presented to the Audit Committee
of the Board. The Internal financial controls with reference to the financial statements were
adequate and operating effectively.

21. RISK MANAGEMENT:

The Company has in place a mechanism to identify, assess, monitor and mitigate various
risks to key business objectives. The Company’s insurable assets like server, computer
equipment, office equipment, furniture and fixtures, etc. have been adequately insured
against major risks.

22. VIGIL MECHANISM:

The Company is not required to constitute a vigil mechanism as it has not crossed the
threshold limit prescribed under the Act.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

23. DISCLOSURES AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE


(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has zero tolerance for sexual harassment at its workplace and has adopted
a Policy on prevention, prohibition and redressal of sexual harassment at the workplace in
line with the provisions of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the Rules thereunder for prevention and
redressal of complaints of sexual harassment at workplace on August 14, 2015.

During the year under review the Company has not received any complaints on sexual
harassment.

24. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS:

During the year under review, no significant material orders were passed by the regulators
or courts or tribunals impacting the going concern status and the Company’s operations.

25. STATUTORY AUDITORS:

M/s Chaturvedi & Shah., Chartered Accountants, Mumbai, having registration number
101720W were appointed by the shareholders at the Fourth Annual General Meeting to hold
office until the conclusion of the Ninth Annual General Meeting.

Pursuant to the provisions of Section 139 and all other applicable provisions of the Act read
with Rule 3(7) of the Companies (Audit and Auditors) Rules, 2014 (including any statutory
modification(s) or re-enactment thereof for the time being in force), the appointment of the
M/s. Chaturvedi & Shah, Chartered Accountants, having registration number 101720W will
require to be ratified at the ensuing Annual General Meeting.

26. AUDITOR’S OBSERVATION & REPLY:

Sr. Statutory Auditor’s observation Board Reply


No.
1. The Company has not maintained proper The Company was in the process of
records showing full particulars including shifting its Registered office and
quantitative details and situation of fixed operations since the last year. During the
assets on the basis of available year the Company has completed its
information. shifting the Office in its own Building
situated at Malad. As it is normal, the
shifting took a lot of time. From the current
financial year the Company has begun the
process of quantifying the fixed Assets
maintaining the proper record of fixed
assets.
2. As explained to us, the company has not During the year under review, the
done physical verification of fixed assets Company has shifted completely its
in a phased periodical manner, during the Registered Office in its own Building
year. situated at Malad. As it is Normal the
shifting took lot of time. However during
the current financial year the Company
has begun the process of quantifying the
fixed Assets to maintain the proper record
of fixed assets.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

3. The Company has instituted controls over As we understand that the M-wallet
approvals of purchase of prepaid talk/air business is very dynamic and frequent
time balances and discount to be given to changing of promotional schemes, which
distributors/retailers that requires the is required to sustain in the Market. All
approvals of higher levels of such changes in discount / pricing rates
management who can override the are done through proper approvals and
controls. Company does not maintain the mails. However, the same have not been
documentary evidence of the approvals documented in a Register on specific
for such transaction. This could dates.
potentially result in the material It is decided that the Company shall
misstatement of purchases and inventory hereinafter properly document the same
balances. and keep a Physical/Digital log book of all
such changes along with approvals and
confirmations for the same to ensure that
the same can be checked / maintained in
manner is that is to the satisfaction to the
Statutory Auditors.
4. The Company did not have the adequate As the Statutory Auditor advised to
internal control over the sales enhance the control over the reconciliation
transactions with regard to reconciliation of sales to prepaid talk/air time to
of sale to prepaid talk/air time to customer wallets. The management has
customer wallets on periodical basis. This agreed to put more check points and
could potentially result in material documentation as per the suggestions of
misstatement of sales and wallet the Auditors to avoid any material
balances. misstatement of sales and wallet balance
and strengthen the internal control over
the sales transactions.
5. During the year, company has given the In December, 2016, The Company has
service of online installation/activation of started sale MPOS Machine to its
merchant point of sales (MpoS) machine customers and started charging rental fees
to its customers. Appropriate for providing online services for payments
documentary records to track the and withdrawal of cash.
activation of MpoS and reconciliation with The Company has executed agreement
the corresponding revenue and receipts with each customer to purchase/use the
are not maintained. This could potentially said Machine and in very short span of
result in material misstatement of time, the Company got the overwhelming
revenue from operation and advance response.
from customer/trade receivable and The Company is keeping/maintaining
service tax liability. record of all revenue and receipts. Since it
is new project, the Company is facing
some difficulties to reconcile the revenue
and receipts for the corresponding period
and tracking the activation.
However it is ensured that in current
financial year, the Company will streamline
the process and ensure that proper
Physical/Digital records are maintained.

27. EXTRACT OF THE ANNUAL RETURN:

The extract of the annual return has been annexed with this report in Form MGT 9 as
Annexure IV.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

28. SECRETARIAL AUDIT REPORT:

A Secretarial Audit Report is given by Mr. Mayank Arora & Co., Company Secretaries has
been annexed with the Report as Annexure V.

29. OBSERVATION OF SECRETARIAL AUDIT REPORT:

Sr. Secretarial Auditor’s observation Reply


No.
1 As per section 149 of the Companies Act 2013 The Company was in process
the Company has not appointed Independent to find suitable candidate and
Directors. Pursuant to the Provision of
Section 149 of the Companies
Act, 2013 the Board in its
Meeting held on 31st August,
2017 has recommend the
appointment of Ms. Pallavi
Parihar and Mr. Pradip Phadke
as an Independent Directors in
the Annual General Meeting to
be held on September 25,
2017.
2 Since, the Company has not appointed the The composition of
Independent Directors, the composition of Committees is not proper due
following committees is improper: to non-appointment of
- Audit Committee Independent Directors. Now,
- Nomination and Remuneration Committee the same will be complied after
- Corporate Social Responsibility Committee appointment of Independent
Directors i.e. September 25,
2017
3 As per Section 135 (5) of the Companies Act The Company is looking good
2013 read with The Companies (Corporate scheme particularly in the field
Social Responsibility Policy) Rules, 2014, the of education and welfare of the
Board of every Company referred to in sub- Society. The Board ensured
section (1), shall ensure that the Company that in the financial year 2017-
spends in every Financial Year, at least two 18, the Company will start work
percent of the average net profits of the for CSR Activities.
Company made during the three immediately
preceding financial years, in pursuance of its
CSR Policy. However, the Company has not
spent any amount towards its CSR activities
during the period under review.
4 During the period under review, the Company Self-explanatory.
has received notice from the Reserve Bank of
India (RBI) in respect of non-filing of Form FC-
GPR within the time limit as prescribed under
the RBI rules. However, the Company has
Compounded the delayed filing of above
FCGPR with the RBI and paid the requisite
penalty.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

30. ACKNOWLEDGEMENTS:

Your Directors wish to record their sincere appreciation of the services rendered by the
employees of the Company. They are also grateful to the Government of India, Bankers, and
Customers of the Company for their continued and valuable support.

For and on behalf of the Board


My Mobile Payments Limited

Date: 31st August, 2017 Rajat Kumar Sharma Jolly Mathur


Place: Mumbai Director Director
DIN: 03024125 DIN: 01241474

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

ANNEXURE II

MY MOBILE PAYMENTS LIMITED

FORM AOC-2

Form of disclosure 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
certain arm’s length transactions under third proviso thereto.

1. Details of contracts or arrangements or transactions not at arm’s length basis – Not


Applicable

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

Sr. Name(s) of Nature of Amount Duration of the Salient terms of the Amount
No. the related contracts/ contracts/ contract/ paid as
party and arrangements/ arrangements/ arrangement/ advance
nature of transactions transactions transaction s, if any
relationship

1. Digital Interest Received 2,07,07,035 7 Years from the MMPL hereby grants Nil
Payments Airtime Purchase 666,19,55,789 date of Service an irrevocable,
Processing Airtime Sale 666,32,88,178 Agreement dated exclusive and
Limited Service Charge Paid 1,81,35,101 31st March, 2015 perpetual license in
Repayment of Loan 1,83,96,753 executed favour of DPPL to
Rent Income 90,00,000 between the use the MMPL
Commission Paid 4,18,329 Company and Software and IP
Digital Payments Rights. MMPL further
Processing undertakes that it
Limited. shall not during the
Tenure, sub-license,
pledge, alienate,
encumber or create
any third party rights
or interests in the
MMPL Software and
IP Rights.
Transactions at arm’s
length basis

For and on behalf of the Board


My Mobile Payments Limited

Date: 31st August, 2017 Rajat Kumar Sharma Jolly Mathur


Place: Mumbai Director Director
DIN: 03024125 DIN: 01241474

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

ANNEXURE – III

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITY

1. A brief outline of the Company’s CSR policy, including overview of projects or


programs proposed to be undertaken and a reference to the web-link to the CSR policy
and projects or programs.

The Company's policy has been to care for the neighbors in the community, we operate and
make them feel happy that we exist amongst them. Whatever social initiatives are taken must
benefit them and must be sustainable. It must be visible and tangible for them to be partners in
a building a better tomorrow for all.

Therefore the projects to be undertaken are developmental in nature more so for human
development, education which then will help them to help themselves. It is always
participatory.

The CSR Policy has been uploaded on the website of the Company at www.moneyonmobile.in

2. The Composition of the CSR Committee:

In accordance with section 135 of the Companies Act, 2013, the Board of Directors of the
Company has approved the constitution of the CSR Committee which comprises three
directors viz. Mr. Harold Montgomery (Chairperson), Mr. Jolly Mathur (Member) and Mr. Rajat
Sharma (Member).

3. Average net profit of the Company for last three financial years:

Year Profit (Rs.)


2013-14 4,30,21,302/-
2014-15 3,07,82,319/-
2015-16 37,98,578/-

Average net profit of three preceding years is Rs. 2,58,67,400/-


4. Prescribed CSR Expenditure (Two percent of the amount as in item 3 above)

Rs. 5,17,348/-

5. Details of CSR spent during the financial year:

(a) Total amount spent for the financial year: Nil


(b) Amount unspent: Rs. 5,17,348/-

6. In case the Company has failed to spend the two percent of the average net profit of the
last three financial years or any part thereof, the company shall provide the reasons for
not spending the amount in its Board Report:

The Company is in the process of implementing running projects/activities and identifying


further appropriate projects and location thereof for implementation under CSR Scheme.

7. A responsibility statement of the CSR Committee that the implementation and


monitoring of CSR Policy is in compliance with CSR objectives and policy of the
company:

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

We hereby affirm that the CSR policy as approved by the Board has been implemented and
the CSR Committee as well as Board Monitors the implementation of the CSR activity /
programs undertaken by the company in compliance of CSR objectives and policy of the
company.

For and on behalf of the Board


My Mobile Payments Limited

Date: 31st August, 2017 Rajat Kumar Sharma Jolly Mathur


Place: Mumbai Director Director
DIN: 03024125 DIN: 01241474

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

ANNEXURE IV

Form No. MGT-9

EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED ON MARCH 31,


2017:

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

I. Registration and other details:

Sr. Particulars Details


No.
i. CIN U72900MH2010PLC203640
ii. Registration Date 02.06.2010
iii. Name of the Company My Mobile Payments Limited
iv. Category / Sub-Category of the Company Limited by Shares
Company
v. Address of the Registered office and MOM House, Plot No. 61, Ramchandra Lane,
contact details Kanchpada, Malad (West) Mumbai – 400064,
Maharashtra, India.
vi. Whether listed Company No
vii. Name, Address and Contact details of Not applicable
Registrar and Transfer Agent, if any.

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:-

Sr. Name and Description of NIC Code of the % to total turnover of


No. main products/ services Product/ service the company

1 Mobile Wallet 822 100%


(as per NIC Code 2008)

III. Particulars of holding, subsidiary and associate companies:

Sr. Name and CIN/GLN Holding/ % of Applicable


No. Address of the Subsidiary shares Section
Company /Associate held
1. Payblox U64204MH2010PTC209169 Wholly 100 Section of
Technologies Owned the 2(87)
India Private Subsidiary Companies
Limited Act, 2013.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

IV. Share Holding Pattern (Equity Share Capital Breakup as percentage of Total Equity):

Category of No. of Shares held at the beginning of No. of Shares held at the end of the % Change
Shareholders the year year during
The
year
Demat Physical Total % of Demat Physical Total % of
Total Total
Shares Shares
A. Promoter
1) Indian
a) Individual/ HUF - 35,77,520 35,77,520 49.76 - 35,77,520 35,77,520 49.76 -
b) Central Govt - - - - - - - - -
c) State Govt(s) - - - - - - - - -
d) Bodies Corp - - - - - - - - -
e) Banks / FI - - - - - - - - -
f) Any Other - - - - - - - - -
- -
Sub-total(A)(1):-
2) Foreign - -
g) NRIs-Individuals - - - - - - - - -
h) Other-Individuals - - - - - - - - -
i) Bodies Corp. - - - - - - - - -
j) Banks / FI - - - - - - - - -
k) Any Other…. - - - - - - - - -
35,77,520 35,77,520 49.76 - 35,77,520 35,77,520 49.76 -
Sub-total(A)(2):-
B. Public
Shareholding
1. Institutions
a) Mutual Funds
b) Banks / FI - - - - - - - - -
c) Central Govt - - - - - - - - -
d) State Govt (s) - - - - - - - - -
e) Venture Capital - - - - - - - - -
Funds
f) Insurance - - - - - - - - -
Companies
g) FIIs - - - - - - - - -
h) Foreign Venture - - - - - - - - -
Capital Funds
i) Others (specify) - - - - - - - - -
- - - - - - - -
Sub-total (B)(1)
2. Non Institutions
a) Bodies Corp.
(i) Indian - 6,86,000 6,86,000 9.54 - 9,32,800 9,32,800 12.97 3.43
(ii) Overseas - 5,87,163 5,87,163 8.17 - 5,87,163 5,87,163 8.17 -
Sub-total(a) 12,73,163 12,73,163 17.71 15,19,963 15,19,963 21.14 3.43
b) Individuals

(i) Individual
shareholders holding
nominal share capital - 7,64,550 7,64,550 10.72 - 5,42,050 5,42,050 7.54 (3.09)
upto Rs. 1 lakh
(ii) Individual
shareholders holding
nominal share
capital in excess of - 15,75,000 15,75,000 21.90 - 15,50,700 15,50,700 21.57 (0.33)
Rs 1 lakh

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

- 23,39,550 23,39,550 32.62 - 20,92,750 20,92,750 29.11 (3.42)


Sub-total(B)(2)
C. Others - - - - - - - -
(Partnership firm)

- 36,12,713 36,12,713 50.33 - 36,12,713 36,12,713 50.25 2.76


TotalPublicShareholdi
ng (B)=(B)(1)+
(B)(2)+C
Shares held by - - - - - - - - -
Custodian for GDRs
&ADRs

Grand Total - 71,90,233 7,190,233 100 - 7,190,233 7,190,233 100 0


(A+B+C)

V. Share Holding is provided below:


i. Shareholding of Promoters:
Sr. Shareholder’s Shareholding at the beginning Shareholding at the end of the
No Name of the year year

No. of % of % of No. of % of %of % change


Shares total Shares Shares total Shares in share
equity Pledged equity Pledged holdingduri
shares / shares / n g the
of the encumb of the encumb year
compan ered to compan ered to
y total y total
1. Shashank Joshi 16,67,500 23.19 - 16,67,500 23.19 - 0
2. Jolly Mathur 7,32,500 10.19 - 7,32,500 10.19 - 0
3. Ranjeet Oak 31,000 0.43 - 31,000 0.43 - 0
4. Rajat sharma 7,91,500 11.01 - 7,91,500 11.01 - 0
5. T Natraj 1,00,000 1.39 - 1,00,000 1.39 - 0
6. Vaibhav Sinha 10 0.01 - 10 0.01 - 0
7. Aviroop Roy 2,55,010 3.55 - 2,55,010 3.55 - 0
Total 35,77,520 49.76 - 35,77,520 49.76 - 0

ii. Change in Promoters’ Shareholding (please specify, if there is no change): No Change


Sr. Shareholding at the Cumulative
no beginning of the year Shareholding during
the year
No. of % of total No. of % of total
shares shares of the shares shares of the
company company

1. At the beginning of the year


2. Date wise Increase / Decrease in Promoters
Shareholding during the year specifying the
reasons for increase/ decrease (e.g.
allotment / transfer / bonus/ sweat equity
etc.)
3. At the End of the year

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

VI. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters &
Holders of GDRs & ADRs)

Sl. Shareholding at the end Cumulative Shareholding


No of the year during the year
For Each of the Top 10 No. of % of total No of shares % of total
Shareholders shares shares of the shares of the
company company
1. M/s. Happy Bengal Promoters Ltd. - - - -
- At the beginning of the year 6,20,000 8.62 - -
- At the end of the year 6,20,000 8.62

2. M/s. MoneyOnMobile Inc. - - - -


- At the beginning of the year 5,87,163 8.17 - -
- At the end of the year - - 5,87,163 8.17

3. Mr. Sanjay Malik - - - -


- At the beginning of the year 3,30,000 4.59 - -
- At the end of the year - - 3,30,000 4.59

4. Mr. Shailesh Narang


- At the beginning of the year 2,25,000 3.13 - -
- At the end of the year - - 2,25,000 3.13

5. Navkar Developer
- At the beginning of the year 2,00,000 2.78 - -
- At the end of the year - - 2,00,000 2.78

6. Mrs. Archana Mathur


- At the beginning of the year 1,30,000 1.81 - -
- At the end of the year - - 1,30,000 1.81

7. Ms. Bhavna Karve


- At the beginning of the year 1,00,000 1.39 - -
- At the end of the year - - 1,00,000 1.39

8. Capt. Ravi Subramanian


- At the beginning of the year 1,00,000 1.39 - -
- At the end of the year - - 1,00,000 1.39

9. Mr. Mahesh Khard


- At the beginning of the year 1,00,000 1.39 - -
- At the end of the year - - 1,00,000 1.39

10
. Ms. Ruta Sunil Karve
- At the beginning of the year 75,000 1.04 - -
- At the end of the year - - 75,000 1.04

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

VII. Shareholding of Director:

Sl. Shareholding at the end of Cumulative Shareholding


No the year during the year
For Each of the Directors No. of shares % of total No of shares % of total
shares of the shares of the
company company
1. Mr. Rajat Kumar Sharma - - - -
- At the beginning of the year 7,91,500 11.00 - -
- At the end of the year - - 7,91,500 11.00

2. Mr. Ranjeet Oak - - - -


- At the beginning of the year 31,000 0.43 - -
- At the end of the year - - 31,000 0.43

3. Mr. Sushil Poddar - - - -


- At the beginning of the year 3,90,000 5.42 - -
- Transfer on 28.03.2017 (50,000) (0.70) 3,40,000 4.73
- At the beginning of the year - - 3,40,000 4.73

4. Mr. Jolly Mathur


- At the beginning of the year 7,32,500 10.19 - -
- At the end of the year - - 7,32,500 10.19

5. Mr. Shashank Joshi


- At the beginning of the year 16,67,500 23.19 - -
- At the end of the year - - 16,67,500 23.19

6. Mrs. Asha Joshi


- At the beginning of the year 5,000 0.07 - -
- At the end of the year - - 5,000 0.07

VIII.Indebtedness:

Indebtedness of the Company including interest outstanding/accrued but not due for payment:
Secured Loans Unsecured Deposits Total
excluding Loans Indebtedness
deposits
Indebtedness at the beginning of the
financial year
i) Principal Amount 13,69,89,868 2,27,13,084 NIL 15,97,02,952
ii) Interest due but not paid NIL NIL NIL NIL
iii) Interest accrued but not paid NIL NIL NIL NIL
Total (i+ii+iii) 13,69,89,868 2,27,13,084 NIL 15,97,02,952
Change in Indebtedness during the
financial year
- Addition 15,874 40,37,092 NIL 40,52,966
- Reduction (46,39,153) (2,27,13,644) NIL (2,73,52,797)
Net Change (46,23,279) (1,86,76,552) NIL (2,32,99,831)

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Indebtedness at the
end of the financial year
i) Principal Amount 13,23,66,589 40,36,532 NIL 13,64,03,121
ii) Interest due but not paid NIL NIL NIL NIL
iii) Interest accrued but not due NIL NIL NIL NIL
Total (i+ii+iii) 13,23,66,589 40,36,532 NIL 13,64,03,121

IX.Remuneration of directors and key managerial personnel:

A. Remuneration to Managing Director, Whole-time Directors and/or Manager: NIL

Sl. Particulars of Remuneration Name of MD/WTD/ Manager Total


No. Amount
(INR)
1. Gross salary
-- -- --
(a) Salary as per provisions contained in
section 17(1) of the Income-tax
Act,1961 -- -- --
(b) Value of perquisites u/s 17(2)
Income-tax Act,1961
(c) Profits in lieu of salary under section -- -- --
17(3) Income- tax Act,1961
2. Stock Option -- -- --
3. Sweat Equity -- -- --
4. Commission -- -- --
- as % of profit
- Others, specify
5. Others, please specify -- -- --
6. Total (A) -- -- --
Ceiling as per the Act -- --

B. Remuneration to other directors: NIL

Sl. Particulars of Remuneration Name of MD/WTD/ Total


No. Manager Amount
1. Independent Directors -- -- -- -- --
·Fee for attending board committee
meetings
·Commission
·Others, please specify
Total(1) -- -- -- -- --
2. Other Non-Executive Directors -- -- -- -- --
·Fee for attending board committee
meetings
·Commission
·Others, please specify
Total(2) -- -- -- -- --
Total(B)=(1+2) -- -- -- -- --
Total Managerial Remuneration -- -- -- -- --
Overall Ceiling as per the Act -- -- -- -- --

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

C. Remuneration to Key Managerial Personnel Other Than MD/Manager/WTD:

Sl. Particulars of Key Managerial Personnel


no. Remuneration
CEO Company CFO Total
Secretary
1. Gross salary (per annum) -- 3,00,000 -- 3,00,000
(a) Salary as per provisions
contained in section17(1) of
the Income-tax Act,1961
(b) Value of perquisites u/s 17(2)
Income-taxAct,1961
(c) Profits in lieu of salary
undersection17(3) of Income-
taxAct,1961
2. Stock Option -- -- -- --
3. Sweat Equity -- -- -- --
4. Commission -- -- -- --
- as % of profit
-others, specify
5. Others, please specify -- -- -- --
6. Total -- 3,00,000 -- 3,00,000

X. Penalties/Punishment/Compounding of Offences: NIL

Type Section of Brief Details of Penalty/ Authority[R Appeal


the description Punishment/Com D/NCLT/Co made. If
companie pounding fees urt] any(give
s Act imposed details)
A. Company
Penalty
Punishment
Compoundin
g
B. Directors
Penalty
Punishment
Compoundin
g
C. Other Officers In Default
Penalty
Punishment
Compoundin
g

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Annexure - V
Secretarial Audit Report

FORM NO. MR-3

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment
and Remuneration Personnel) Rules, 2014]
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2017
To,
The Members,
MY MOBILE PAYMENTS LIMITED
MOM House, Plot No. 61,
Kanchpada
Mumbai - 400064

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the
adherence to good corporate governance practice by M/s. MY MOBILE PAYMENTS LIMITED
(hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided us a
reasonable basis for evaluating the corporate conducts / statutory compliances and expressing my
opinion thereon.

Based on my verification of the Company’s Books, Papers, Minutes Books, Forms and Returns filed
and other records maintained by the Company and also the information provided by the Company, its
officers, agents and authorized representatives during the conduct of secretarial audit, I hereby report
that in my opinion, the Company has, during the financial year ended 31st March, 2017, generally
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.

I have examined the books, papers, minute books, forms and returns filed and other records
maintained by M/s. MY MOBILE PAYMENTS LIMITED (“the Company”) 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 thereunder for specified sections notified
and came into effect from 12th September, 2013 and sections and Rules notified and came into effect
from 1st April, 2014;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder (not
applicable to the Company during the Audit period);

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder (not applicable to
the Company during the Audit period);

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the
extent of Foreign Direct Investment and Overseas Direct Investment.

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of
India Act, 1992 (‘SEBI Act’):-

a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and
Takeovers) Regulations, 2011 (not applicable to the Company during the Audit period);
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
1992 (not applicable to the Company during the Audit period);
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2009 (not applicable to the Company during the Audit period);

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

d. The Securities and Exchange Board of India (Employee Stock Option Scheme and
Employee Stock Purchase Scheme) Regulations, 2009, and The Securities and Exchange
Board of India (Share Based Employee Benefits) Regulations, 2014 notified on 28th
October 2014(not applicable to the Company);
e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities)
Regulations, 2008(not applicable to the Company) (not applicable to the Company during
the Audit period);
f. The Securities and Exchange Board of India (Registrar to an Issue and Share Transfer
Agents) Regulations, 1993 (not applicable to the Company during the Audit period) and
g. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009
(not applicable to the Company) (not applicable to the Company during the Audit period);
and
h. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998
(not applicable to the Company) (not applicable to the Company during the Audit period);

(vi) Other Laws applicable to the Company as per the representations made by the Company are as
follows:

a. The Shops & Establishment Act, 1948 and rules made thereunder;
b. Payment of Gratuity Act, 1972 and the rules made thereunder;
c. The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and the rules made thereunder;
d. Employees’ Provident Fund Act, 1952 and Miscellaneous Provisions act 1952 and the rules
made thereunder;
e. Professional Tax Act, 1975;
f. Payments and Settlement Act, 2007;

In case of Direct and Indirect Tax Laws like Income Tax Act, Service Tax Act, Excise & Custom Acts I
have relied on the Reports given by the Statutory Auditors of the Company.

I have also examined compliance with the applicable clause of the following:

a. Secretarial Standards issued by The Institute of Company Secretaries of India; and

b. The (Listing Obligation and Disclosure Requirements) Regulations, 2015 (The Company is
an unlisted company hence listing regulations are not applicable).

During the financial year under review, the Company has generally complied with the
provisions of the Companies Act, 2013, Companies Act, 1956, Rules, Regulations, Guidelines,
Standards, etc. mentioned above subject to the following observations:

1. Pursuant to section 149 of the Companies Act 2013 read with the Companies (Appointment
and Qualification of Directors) Rules, 2014, every public Company (a) having paid up share
Capital of ten crore rupees or more; (b) having turnover of one hundred crore rupees or more;
or (c) have, in aggregate, outstanding loans, debentures and deposits, exceeding fifty crore
rupees or more shall have at least two Directors as Independent Directors. However, the
Company has not appointed Independent Director and hence, constitution of Board of
Directors, Corporate Social Responsibility Committee and Audit Committee is not proper.

2. As per Section 135 (5) of the Companies Act 2013 read with The Companies (Corporate Social
Responsibility Policy) Rules, 2014, the Board of every Company referred to in sub-section (1),
shall ensure that the Company spends in every Financial Year, at least two percent of the
average net profits of the Company made during the three immediately preceding financial
years, in pursuance of its CSR Policy. However, the Company has not spent any amount

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

towards its CSR activities during the period under review. Further Nomination and
Remuneration Committee held on 31st August, 2017 had recommended two Independent
Directors for Appointment on Board.

3. The Company has not maintained proper records in Fixed Asset Register.

4. During the period under review, the Company has received notice from the Reserve Bank of
India (RBI) in respect of non-filing of Form FC-GPR within the time limit as prescribed under the
RBI rules. However, the Company has filed Compounding Application with the RBI and paid the
requisite penalty.

5. The following directors were removed from the shareholders of the Company, however the city
civil court at Dindoshi, Goregaon, Mumbai has stayed the said removal vide order dated 12th
August, 2016 till the final order comes.

Sr. Name of directors DIN Date of removal


No.
3. Mr. Shashank Manohar Joshi 01393525 August 12, 2016
4. Ms. Asha Manohar Joshi 06629663 August 12, 2016

I further report that:

The Board of Directors of the Company is not duly constituted as the Company has not appointed
requisite number of Independent Directors. The changes in the composition of the Board of Directors
that took place during the year under review were carried out in compliance with the provisions of the
Act, except as set out in my observations.

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.

I further report that during the audit period, there were no instances of:

i. Public / Rights / debentures / sweat equity.


ii. Buy-Back of securities.
iii. Major decisions taken by the Members in pursuance to Section 180 of the Companies Act,
2013.
iv. Merger / amalgamation / reconstruction etc.
v. Foreign technical collaborations

This report is to be read with my letter of even date which is annexed as Annexure I and form an
integral part of this report.

Date: 31.08.2017 For Mayank Arora & Co.


Place: Mumbai

Mayank Arora
Proprietor
C.P. No. 13609

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Annexure I

To,
The Members,
MY MOBILE PAYMENTS LIMITED
MOM House, Plot No. 61,
Kanchpada
Mumbai - 400064

My report of even date is to read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the Company. My


responsibility is to express an opinion on these secretarial records based on my audit.

2. I have followed the audit practices and processes as were appropriate to obtain reasonable
assurance about the correctness of the contents of the Secretarial records. The verification was
done on test basis to ensure that correct facts are reflected in secretarial records. We believe that
the processes and practices, we followed provided a reasonable basis for my opinion.

3. I have not verified the correctness and appropriateness of financial records and Book of
Accounts of the Company.

4. Where ever required, we have obtained the Management representation about the compliance
of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of Corporate and other applicable laws, rules, regulation,
standards is the responsibility of management. My examination was limited to the verification of
procedures on the test basis.

6. The Secretarial audit report is neither an assurance as to the future viability of the Company nor
of the efficiency or effectiveness with which the management has conducted the affairs of the
Company.

7. I have reported, in my audit report, only those non-compliance, especially in respect of filing of
applicable forms/documents, which, in my opinion, are material and having major bearing on
financials of the Company.

Date: 31.08.2017 For Mayank Arora & Co.


Place: Mumbai

Mayank Arora
Proprietor
C.P. No. 13609

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Annexure – VI

Policy for appointment of Directors and Senior Management Employees and their
Remuneration

1. Objective:
The objective of remuneration policy is to attract, motivate and retain qualified and
expert individuals that the Company needs in order to achieve its strategic and
operational objectives, whilst acknowledging the societal context around remuneration
and recognizing the interests of the Company’s stakeholders.

2. The Nomination & Remuneration Committee:


The Nomination & Remuneration Committee (Committee) is responsible for formulating
and making the necessary amendments to the Remuneration Policy for the Directors
and Senior Executives of the Company from time to time.

3. Appointment:
The Non-Executive Directors shall be of high integrity with relevant expertise and
experience so as to have a diverse Board with Directors having expertise in the fields
of marketing, finance, taxation, law, governance and general management.

In case of appointment of Independent Directors, the Committee shall satisfy itself with
regard to the independent nature of the Directors vis-à-vis the Company so as to
enable the Board to discharge its function and duties effectively. The Committee shall
ensure that the candidate identified for appointment as a Director is not disqualified for
appointment under Section 164 of the Companies Act, 2013. The Committee shall
consider the following attributes / criteria, whilst recommending to the Board the
candidature for appointment as Director:

i. Qualification, expertise and experience of the Directors in their respective fields;


ii. Personal, Professional or business standing;
iii. Diversity of the Board.

In case of re-appointment of Non-Executive Directors, the Board shall take into


consideration the performance evaluation of the Director and his engagement level.

CEO & Executive Director - Criteria for selection / appointment For the purpose of
selection of the CEO & ED, the Committee shall identify persons of integrity who
possess relevant expertise, experience and leadership qualities required for the
position and shall take into consideration recommendation, if any, received from any
member of the Board.

The Committee will also ensure that the incumbent fulfills such other criteria with regard
to age and other qualifications as laid down under the Companies Act, 2013 or other
applicable laws.

4. Remuneration:
The Non-Executive Directors may receive remuneration by way of sitting fees,
reimbursement of expenses for participation in the Board meetings. A Non-Executive
Director shall be entitled to receive sitting fees for each meeting of the Board attended
by him, of such sum as may be approved by the Board of Directors within the overall
limits prescribed under the Companies Act, 2013 and The Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

Remuneration for the CEO & Executive Director At the time of appointment or re-
appointment, the CEO & Executive Director shall be paid such remuneration as may be
mutually agreed between the Company (which includes the Committee and the Board
of Directors) and the CEO & Executive Director within the overall limits prescribed
under the Companies Act, 2013. The remuneration shall be subject to the approval of
the Members of the Company in General Meeting.

The remuneration of the CEO & Executive Director may comprise fixed and variable
component. The fixed component may comprise salary, allowances, perquisites,
amenities and retrial benefits and variable component includes performance pay.

5. Remuneration for the Senior Management Employees:


In determining the remuneration of the Senior Management Employees (just one level
below the Board) the Committee shall ensure the relationship of remuneration and
performance benchmark is clear.

The Executive Director will carry out the individual performance review based on the
standard appraisal matrix and shall take into account the appraisal score card and
other factors mentioned herein-above, whilst recommending the annual increment, if
any and performance incentive, to the Committee for its review and approval.

For and on behalf of the Board


My Mobile Payments Limited

Date: 31st August, 2017 Rajat Kumar Sharma Jolly Mathur


Place: Mumbai Director Director
DIN: 03024125 DIN: 01241474

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
INDEPENDENT AUDITOR’S REPORT

To the Members of My Mobile Payments Limited


Report on the Financial Statements

We have audited the accompanying financial statements of My Mobile Payments Limited (“the
Company”), which comprise the Balance Sheet as at 31st March, 2017, and the Statement of
Profit and Loss and Cash Flow Statement for the year then ended, and a summary of
significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the
Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position, financial performance and cash
flows of the company in accordance with the accounting principles generally accepted in India,
including the Accounting Standards specified under section 133 of the Act, read with rule 7 of
the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of
adequate accounting records in accordance with the provision of the Act for safeguarding the
assets of the Company and for preventing and detecting frauds and other irregularities; selection
and application of the appropriate accounting policies; making judgements and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and fair presentation of the financial
statements that give a true and fair view and are free from material misstatement, whether due to
fraud or error.

Auditor’s Responsibility

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

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

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

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
judgement, 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 a true and fair view in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of accounting policies used
and the reasonableness of the accounting estimates made by the 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 standalone financial statements.

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, of the state of affairs of the Company as at 31st March, 2017, and its loss and
its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

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

2. As required by Section 143(3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of
our knowledge and belief were necessary for the purposes of our audit.

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

c) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by
this report are in agreement with the books of account.

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

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

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 to be included in the Auditor’s Report in accordance
with Rules 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to
the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position
in its financial statements – Refer Note 28 (iii) to the financial statements.

ii. The Company did not have any material foreseeable losses on long-term contracts
including derivative contracts that require provision under any law or accounting
standards for which there were any material foreseeable losses.

iii. There were no amounts which are required to be transferred to the Investor Education
and Protection Fund by the Company during the year.

iv. The Company has provided requisite disclosures in the Standalone Ind AS financial statements
as regards to its holdings and dealings in Specified Bank Notes as defined in the Notification
S.O. 3407 (E) dated 8th November, 2016 of the Ministry of Finance, during the period from
8th November, 2016 to 30th December, 2016. Based on audit procedure performed and
representations provided to us by the management, we report that the disclosures are in
accordance with the books of account maintained by the Company and as produced to us by
the management.

For Chaturvedi & Shah


Chartered Accountants
Registration no. 101720W

Jignesh Mehta
Partner
Membership No.: 102749

Place : Mumbai
Date : 31st August, 2017

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED

“Annexure A” to Independent Auditors’ Report referred to in Paragraph 1 under the


heading of “Report on other legal and regulatory requirements” of our report of even date.

1) In respect of its fixed assets :

a) The Company has not maintained proper records showing full particulars including
quantitative details and situation of fixed assets on the basis of available information.

b) As explained to us, the company has not done physical verification of fixed assets in a
phased periodical manner, during the year.

c) In our opinion and according to the information and explanations given to us, title
deeds of immovable properties are held in the name of the company.

2) In respect of its inventories of Tickets :

As explained to us, the Company is engaged in the business of dealing in Bus


tickets/railway tickets, which is in a digital form and can’t be verified.

In respect of its inventories of SIM cards & Dongles:

As explained to us, the physical verification of the inventories have been conducted at
reasonable intervals by the management, which in our opinion is reasonable, having regard
to the size of the Company and nature of its inventories. No material discrepancies were
noticed on such physical verification.

3) The company has granted unsecured loans to companies covered in the register maintained
under section 189 of the Act. In our opinion and according to information and explanation
given to us, In respect of these loans:

a) The terms and conditions of the grant of such loans are not prejudicial to the
company’s interest.

b) There is no schedule of repayment of principle and are repayable on demand. Also,


there is no stipulation as to date of payment of interest.

c) Since the principle and interest on these loans are repayable on demand, question of
overdue amount does not arise.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
4) In respect of loans, investments, guarantees and security, the Company has complied with
the provisions of section 185 and 186 of the Act.

5) According to the information and explanations given to us, the Company has not accepted
any deposits within the meaning of provisions of sections 73 to 76 or any other relevant
provisions of the Act and the rules framed there under. Therefore, the clause (v) of
paragraph 3 of the Order is not applicable to the Company.

6) To the best of our knowledge and explanations given to us, the Central Government has
not prescribed the maintenance of cost records under sub section (1) of Section 148 of the
Act in respect of the activities undertaken by the Company.

7) In respect of Statutory dues :

a) According to the records of the Company, undisputed statutory dues including


provident fund, employees’ state insurance, income tax, sales tax, service tax, duty of
customs, duty of excise, value added tax, cess and any other statutory dues have been
regularly deposited with appropriate authorities. According to the information and
explanations given to us, no undisputed amounts payable in respect of the aforesaid
dues, were outstanding as at March 31, 2017 for a period of more than six months
from the date they became payable.

b) According to the information and explanations given to us, there are no dues of
income tax, sales tax, service tax, duty of customs, duty of excise, value added tax,
cess on account of any dispute, which have not been deposited.

8) As per the information and explanation given to us and based on the records examined by
us, the company has not defaulted in repayment of dues to banks, government, financial
institutions and debentures as at the end of the year.

9) The company has not raised money by way of initial public offer or further public offer
(including debt instruments) or term Loan and hence clause (ix) of paragraph 3 of the
Order is not applicable to the Company.

10) Based on the audit procedures performed for the purpose of reporting the true and fair view
of the financial statements and as per information and explanations given to us, no fraud by
the Company or on the Company by its officers or employees has been noticed or reported
during the year.

11) In our opinion and according to the information and explanations given to us, Company
has not paid managerial remuneration and hence provision of section 197 is not applicable.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
12) In our opinion company is not a nidhi company. Therefore, the provisions of clause (xii) of
paragraph 3 of the Order are not applicable to the company.

13) In respect of transactions with related parties :

Except that constitution of audit committee which is not in compliance of u/s 177, all
the transaction with related party are in compliance of section 177 and section 188 of
the companies act, 2013 and details have been disclosed in the financial statements etc.,
as required by the applicable accounting standards.

14) In our opinion and according to the information and explanations given to us, the Company
has not made any preferential allotment or private placement or fully or partly convertible
debentures during the year and hence clause (xiv) of paragraph 3 of the Order is not
applicable to the company.

15) In our opinion and according to the information and explanations given to us, the Company
has not entered into any non-cash transaction with the directors or persons connected with
him and covered under section 192 of the Act. Hence, clause (xv) of the paragraph 3 of the
Order is not applicable to the Company.

16) To the best of our knowledge and as explained, the Company is not required to be registered
under section 45-IA of the Reserve Bank of India Act, 1934.

For Chaturvedi & Shah


Chartered Accountants
(Registration no. 101720W

Jignesh Mehta
Partner
Membership No.: 102749

Place : Mumbai
Date : 31st August, 2017

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
“Annexure B” to Independent Auditors’ Report referred to in paragraph 2(f) under the
heading “Report on other legal and regulatory requirements” of our report of even date.

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 Control over financial reporting of My Mobile Payments
Limited (“the company”) as of 31st March, 2017 in conjunction with our audit of the standalone
financial statements of the Company for the year then ended.

Management Responsibility for the 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 (ICAI). These responsibilities include the design,
implementation and maintenance of adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct of its business, including adherence to
company’s policies, the safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and the timely preparation of
reliable financial information, as required under the Act.

Auditor’s 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 Act, to the extent applicable to an audit of internal financial controls, both
applicable to an audit of Internal Financial Controls and, both issued by the ICAI. Those
Standards and the Guidance Note require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance about whether adequate internal financial
controls over financial reporting was established and maintained and if such controls operated
effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the
internal financial controls system over financial reporting and their operating effectiveness. Our
audit of internal financial controls over financial reporting included obtaining an understanding
of internal financial controls over financial reporting, assessing the risk that a material weakness
exists, and testing and evaluating the design and operating effectiveness of internal control based
on the assessed risk. The procedures selected depend on the auditor’s judgment, including the

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
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 pertain to the maintenance of records that, in reasonable detail, accurately
and fairly reflect the transactions and dispositions of the assets of the company; 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 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.

Qualified Opinion

According to the information and explanation given to us and based on our audit, following
material weaknesses have been identified as at March 31, 2017:

1. Company has instituted controls over approvals of purchase of prepaid talk/air time
balances and discount to be given to distributors / retailers that requires the approvals of
higher levels of management who can override the controls. Company does not maintain the
documentary evidence of the approvals for such transactions. This could potentially result in
the material misstatement of purchases and inventory balances.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
2. Company did not have the adequate internal control over the sales transactions with regard
to reconciliation of sale to prepaid talk/air time to customer wallets on periodical basis. This
could potentially result in material misstatement of sales and wallet balances.

3. During the year, company has given the service of online installation /activation of merchant
point of sales (MpoS) machine to it’s customers. Appropriate documentary records to track
the activation of the MpoS and reconciliation with the corresponding revenue and receipts
are not maintained. This could potentially result in material misstatement of revenue from
operation and advance received from customer/trade receivable and service tax liability

A ‘material weakness’ is a deficiency, or a combination of deficiencies, in internal financial


control over financial reporting, such that there is a reasonable possibility that a material
misstatement of the company's annual or interim financial statements will not be prevented or
detected on a timely basis.

In our opinion, except for effects/possible effects of the material weaknesses described above on
achievements of the objectives of the control criteria, the Company has maintained, in all
material respects, 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 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 ICAI

We have considered the material weaknesses identified and reported above in determining the
nature, timing, and extent of audit tests applied in our audit of the March 31, 2017 financial
statements of the Company, and these material weaknesses have not affected our opinion on the
standalone financial statements of the Company.

For Chaturvedi & Shah


Chartered Accountants
Registration no. 101720W

Jignesh Mehta
Partner
Membership No.: 102749

Place : Mumbai
Date : 31st August, 2017

Annual Report 2016-17


My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


BALANCE SHEET AS AT 31ST MARCH, 2017
(Amount in `)
AS AT AS AT
Particulars Note No.
31ST MARCH, 2017 31ST MARCH, 2016
EQUITY AND LIABILITIES

Shareholders' Funds
Share capital 2 71,902,330 73,276,830
Reserves and surplus 3 293,686,909 365,589,239 370,381,226 443,658,056

Non Current Liabilities


Deferred Tax Liability ( Net) 23 - 6,745,079
Long Term Borrowing 4 130,169,090 134,648,851
Long Term Provision 8 661,709 130,830,799 465,754 141,859,684

Current Liabilities
Short Term Borrowing 5 192,893,948 19,576,857
Trade Payables 6
Micro and Small Enterprises - -
Others 44,139,719 47,305,551
Other Current Liabilities 7 70,119,186 55,288,431
Short Term Provision 8 1,186 307,154,039 355,112 122,525,950

803,574,077 708,043,690
ASSETS

Non Current Assets


Fixed Assets 9
Tangible Assets 220,907,388 229,866,342
Intangible Assets 58,248,206 22,686,721
Intangible Assets under Development - 8,708,750
Non- Current Investments 10 1,203,012 15,303,012
Long-term Loan and Advances 11 22,073,249 302,431,855 60,134,958 336,699,784

Current Assets
Inventories 12 - 1,075,683
Trade Receivables 13 249,385,350 54,613,476
Cash and Bank Balance 14 101,240,916 133,346,219
Short term Loans & Advances 11 35,237,297 67,269,447
Other Current Assets 15 115,278,659 501,142,222 115,039,081 371,343,906

803,574,077 708,043,690
Significant Accounting policies & Notes to Financial
1-34
Statement

As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2017
(Amount in `)

April 2016 to April 2015 to


Particulars Note No.
March 2017 March 2016
INCOME
Revenue From Operations 16 6,733,691,544 9,834,850,017
Other Income 17 34,845,106 54,174,640

6,768,536,650 9,889,024,658
EXPENDITURE
Purchases 6,683,863,040 9,792,384,889
(Increase) /Decrease in inventory - 8,490
Employee Benefit expenses 18 28,817,192 10,376,137
Other operating expenses 19 85,822,334 40,991,635
Finance costs 20 23,621,104 20,272,185
Depreciation & amortisation 21 29,852,375 23,901,744

6,851,976,046 9,887,935,080

PROFIT / (LOSS) BEFORE TAX (83,439,396) 1,089,578


Current tax - 202,000
Provision for Income Tax for earlier year - (1,615,036)
Deferred Tax liability / (assets/revershal) (6,745,079) 2,385,209

Profit /(Loss) for the year (76,694,317) 117,404


Profit /(Loss) from discontinuing operation 22
Basic & Diluted Earnigs Per share -Face Value of Rs.10/- Each 24 (10.67) (0.03)

Significant Accounting policies & Notes to Financial Statement


1-34

As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

Notes forming Part of Financial Statements for the year ended 31st March 2017 (Amount in `)
April 2016 to April 2015 to
PARTICULARS
March 2017 March 2016

16 REVENUE FROM OPERATION


Sale of Products 6,685,502,486 9,795,658,137
Sale of Services 48,189,058 39,191,880
6,733,691,544 9,834,850,017
Broad Category
-Pre-paid Talk time/ air time/ Ticket 6,685,502,486 9,795,653,139
-Remitance Service Charges Recd 36,845,209 37,181,103
-Commission Received 1,967,242 1,287,918
-Commsion on sale of Ticket 312,081 67,083
-Joining / Registration Fees 1,825,720 -
-MPoS Registration Fees 3,994,472 -
-MPOS Commission 2,340,650 -
-Other 903,685 660,774

17 OTHER INCOME
Interest Received on Term Deposit 4,908,905 7,287,708
Interest Received on Loan 20,707,035 30,154,535
Rent Received 9,229,166 13,770,833
Sundry Balances w/back - 2,944,472
Exchange Rate Gain - 17,092
34,845,106 54,174,640
18 EMPLOYEE BENEFIT EXPENSES
Salaries, wages and bonus 27,997,965 9,755,409
Contribution to PF & Other Fund 483,045 -
Staff welfare expenses 336,182 620,728
28,817,192 10,376,137

19 OTHER OPERATING EXPENSES


Rent,Rates and taxes 7,754,723 3,705,874
Legal & Professional Fees 14,857,996 7,998,095
Bank Charges 4,791,484 5,407,187
Sales, Distribution & Promotion Exps. 1,008,738 8,542,094
Miscellaneous Expenses 1,648,850 802,781
Provision for Loans & Advances (Exps) 15,089,648 -
Provision for Value of Investment 1,500,000 -
Interest on Tds Paid 408,599 1,034,604
Commission/ Payment Gateway NPCI Charges 9,569,094 7,783,988
Remitance Service Charges Paid 18,135,101 -
Recruitment Expenses 138,809 -
Mpos Registration Fees Paid 2,703,779 -
Bad Debt Expense w/off 1,496,396 1,467,897
Wallet Balance W/off 1,089,465 -
Server Maintenance Expenses 430,356 613,701
Integration Charges Paid 833,905 -
Travelling & Conveyance Expenses 412,768 500,075
Repairs and maintenance: 508,349 122,011
Communication Charges 286,157 264,463
Payment to Auditors as a Auditor:
Statutory Audit fees 1,010,000 1,010,000
Tax Audit fees 110,000 110,000
Electricity charges 1,501,272 959,381
Office Expenses 536,845 669,485
85,822,334 40,991,635

20 FINANCE COST

Interest Expenses 20,784,819 19,437,425


Other Borrowing Cost 2,836,285 834,760
23,621,104 20,272,185

21 DEPRECIATION AND AMORTIZATION EXPENSES


Depreciation of tangible assets 13,413,860 14,966,256
Amortization of intangible assets 16,438,515 8,935,487
29,852,375 23,901,744
My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


Cash Flow Statement for the year ended 31st March, 2017
(Amount in `)
April 2016 to April 2015 to
Sr. No. Particulars
March 2017 March 2016
A CASH FLOWS FROM OPERATING ACTIVITIES
(Loss) / Profit before tax (83,439,396) 1,089,578
Adjustment for:
Depreciation & amortisation 29,852,375 23,901,744
Interest Income (25,615,940) (37,442,243)
Finance costs 23,621,104 20,272,185
Write Off of Assets 2,120,415 180,595
Exchange Rate Gain - (17,092)
Operating profit/(loss) before working capital changes (53,461,441) 7,984,766
Movements in working capital:
Decrease / (increase) in Trade Receivable (194,771,874) (54,446,020)
Decrease / (Increase) in Loans & Advances 76,023,575 (82,017,706)
Decrease / (Increase) in Other current Assets (239,578) 159,960,919
Decrease / (Increase) in Inventories 1,075,683 8,490
Increase / (Decrease) in Trade Payable (3,165,832) 31,523,816
Increase / (Decrease) Provisions (157,971) (7,886,548)
Increase / (Decrease) in Other current liabilities 14,830,755 3,663,465
Cash (Used in) /generated from operations (159,866,683) 58,791,183
Direct taxes paid / received (5,929,716) (12,843,650)
Net cash from / (used in) operating activities (165,796,399) 45,947,533

B CASH FLOWS FROM INVESTING ACTIVITIES


Purchase of Fixed assets / Transfer from CWIP (48,366,570) (10,632,855)
Addition in CWIP - (3,000,000)
Investment made - (1,203,012)
Interest received 25,615,940 37,442,243
Proceeds from sale of Investment 12,600,000 -
Net cash (used in )/generated from investing activities (10,150,630) 22,606,376

C CASH FLOWS FROM FINANCING ACTIVITIES


Redemption of Preference Shares (1,374,500) -
Proceeds from Long term borrowing - 144,040,000
Repayment of Long term borrowing (4,479,761) (122,292,077)
Short term borrowing (net) 173,317,091 17,706,857
Finance Charges paid (23,621,104) (20,272,185)
Net cash generated from used in financing activities 143,841,726 19,182,595

Net increase /(decrease) in cash and cash equivalents (A+B+C) (32,105,302) 87,736,505
Cash and cash equivalents at the beginning of the year 133,346,219 45,609,714
Cash and cash equivalents at the end of the year 101,240,916 133,346,219

Notes to the cash flow statement


1 Components of cash and cash equivalents
Cash on hand 36,157 1,047,383
Balance with scheduled banks
In Current accounts 36,610,416 8,960,389
Escrow Account 7,630,021 15,339,763
Fixed deposit accounts 56,964,321 107,998,684
101,240,916 133,346,219
As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

Notes forming part of Financial Statements for the year ended 31st March 2017
(Amount in `)
AS AT AS AT
Particulars
31ST MARCH, 2017 31ST MARCH, 2016

2 SHARE CAPITAL
AUTHORISED
150,00,000 (P.Y. 150,00,00,000 ) Equity shares of Rs.10 each 150,000,000 150,000,000
5,00,000 (P.Y. 500,000 ) Preference shares of Rs.10 each 5,000,000 5,000,000
155,000,000 155,000,000

ISSUED,SUBSCRIBED, PAID UP

71,90,233 (P.Y.71,90,233 ) Equity shares of Rs.10 each 71,902,330 71,902,330


Nil (P.Y. 1,37,450) 18% Non Convertible, Non Cumulative
1,374,500
Redemable Preference shares of Rs.10 each -

71,902,330 73,276,830

2.1 Reconciliation of the number of Shares outstanding


Equity Shares Preference Shares
As at As at
Particulars
31ST MARCH, 31ST MARCH, 31ST MARCH, 31ST MARCH,
2017 2016 2017 2016
Number of shares outstanding at the beginning of the year 7,190,233 7,190,233 137,450 137,450
Shares Issued during the year - - - -
Shares Redeemed during the year - - 137,450 -
Number of shares outstanding at the end of the year 7,190,233 7,190,233 - 137,450

2.2 List of Equity shareholders holding more than 5% shares

As at As at
31ST MARCH, 2017 31ST MARCH, 2016
Particulars
Number of % Number of %
Shares Shares
Shashank Joshi 1,667,500 23.19% 1,667,500 23.19%
Rajat Kumar Sharma 791,500 11.01% 791,500 11.01%
Jolly Mathur 732,500 10.19% 732,500 10.19%
Happy Bengal Promotors Ltd. 620,000 8.62% 620,000 8.62%
Moneyonmobile Inc (Calpian Inc) 587,163 8.17% 587,163 8.17%
Sushil Poddar 340,000 4.73% 390,000 5.42%

2.3 List of Preference shareholders holding more than 5% shares


As at As at
31ST MARCH, 2017 31ST MARCH, 2016
Particulars
Number of % Number of %
Shares Shares
Rashmin Barmeda - 0.00% 100,000 72.75%
Puneet Jhingan - 0.00% 10,000 7.28%
Rajiv Kumar - 0.00% 10,000 7.28%

2.4 The company has only one class of equity shares having face value of Rs. 10 each. Each holder of Equity Shares is entitled to one vote per
share. Equity share holders are also entitled to dividend as and when proposed by the Board of Directors and approved by the shareholders in
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 amount which shall be in proportion to number of shares held by the shareholders.
My Mobile Payments Limited

3 RESERVES AND SURPLUS


(Amount in `)
As at As at
Particulars 31ST MARCH, 2017 31ST MARCH, 2016

Capital Redemption Reserve:


Opening balance - -
Add: Transferred from General Reserves 1,374,500 -
1,374,500 -

Securities Premium:
Opening balance 311,518,397 311,518,397
Add : On issuance of Equity Shares - -
311,518,397 311,518,397
General Reserve :
Opening balance 4,710,995 4,710,995
Less: Transferred to Capital Redemption Reserve (1,374,500) -
3,336,495 4,710,995

Surplus/(Deficit)
Opening 54,151,834 54,332,206
Add /(Less): Net Profit /(Loss) as per statement of profit & loss (76,694,317) 117,404
(22,542,483) 54,449,611
Less : Appropriation
Preference Dividend - 247,410
Dividend distribution Tax - 50,367
(22,542,483) 54,151,834

Total 293,686,909 370,381,226


My Mobile Payments Limited

4. Long Term Borrowings (Amount in `)


As at As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016
Current Non current Current Non current
Secured
Bank Term Loan 4,676,792 127,689,797 4,187,554 132,802,314
Less: shown under other current liability (4,676,792) (4,187,554)

Unsecured
From Others 1,557,240 2,479,292 1,289,690 1,846,537
Less: shown under other current liability (1,557,240) (1,289,690)

130,169,090 134,648,851

4.1 Bank Term Loan


a) Maturity Profile
Particulars (Amount in `)
2017-18 6,234,031
2018-19 7,762,417
2019-20 5,833,319
Beyond 3 years 116,573,354

b) Nature of Security:
Mortgaged against the building of the company, MOM House, Malad, Mumbaiand hypothecation of other assets created out of bank
borrowings.
My Mobile Payments Limited

5. Short Term Borrowings (Amount in `)


As at As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016
Current Current
Unsecured
From Banks* 192,893,948 -
From Others (Refer Note No. 33) - 19,576,857
192,893,948 19,576,857

* Secured by SBLC issued by UBS Bank, London amounting to USD 4 Million equivalent approx
INR 260 Million guranteed by a shareholder of M/s Money on Mobile Inc.
My Mobile Payments Limited

6 TRADE PAYABLES (Amount in `)


As at
Particulars 31ST MARCH, 2017 31ST MARCH,
2016

Trade Payables :
- Micro and Small Enterprises - -
- Others 44,139,719 47,305,551

44,139,719 47,305,551
6.1 The company has not received the required information from the vendors regarding their status
under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act). Hence
disclosures , if any relating to amounts unpaid as at the year end together with interest paid/payable
as required under the said act have not been made.
My Mobile Payments Limited

7 OTHER CURRENT LIABILITIES (Amount in `)


As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016
Current maturity of long term borrowings 6,234,031 5,477,244
Statutory Liabilities 6,877,867 4,798,261
Advances From B2C Customers 10,162,985 25,018,176
Book Overdraft - 122,579
Advance Received from Customers 6,025,664 3,457,479
Advance Received 5,000,000 5,000,000
Payable to Related Parties - 708,700
Other payables 27,325,097 3,476,062
Creditors for Capital Expenditure 8,493,541 7,229,930
70,119,186 55,288,431
* Other payables includes Salaries Payable, reimbursement payable
My Mobile Payments Limited

8 PROVISION (Amount in `)
As at
Particulars 31ST MARCH, 2017 31ST MARCH, 2016
Current Non current Current Non current

Provision for Gratuity 1,186 661,709 18,995 465,754


Proposed Dividend & Dividend distribution Tax - - 336,117 -

1,186 661,709 355,112 465,754


My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


FOR THE YEAR ENDED 31ST MARCH, 2017
9. FIXED ASSETS
(Amount in `)
GROSS BLOCK DEPRECIATION/ AMORTISATION NET BLOCK
Description of Assets As On Addition in Deletion In As on As on Depn on sale of As on As on As on
For the year
01.04.2016 the year the year 31.03.2017 01.04.2016 Assets 31.03.2017 31.03.2017 31.03.2016
Owned Fixed Assets :
Tangible Assets :

Office Building 240,352,777 2,500,000 - 242,852,777 15,456,639 10,687,766 - 26,144,405 216,708,372 224,896,138
Computers 10,448,362 1,155,821 80,400 11,523,783 6,658,976 2,273,543 76,380 8,856,139 2,667,644 3,789,386
Office Equipments 776,323 796,499 38,215 1,534,607 569,296 184,483 36,444 717,336 817,271 207,027
Furniture & Fixture 1,426,705 50,000 239,234 1,237,471 452,914 268,068 197,611 523,370 714,101 973,791
Total Tangible Assets (A) 253,004,167 4,502,320 357,849 257,148,638 23,137,825 13,413,860 310,435 36,241,250 220,907,388 229,866,342

INTANGIBLE ASSETS :
Trade Mark & Brands 1,956,160 - - 1,956,160 1,932,105 11,272 - 1,943,378 12,782 24,055
Software & Server/ Plateform 48,292,114 52,000,000 - 100,292,114 25,629,447 16,427,243 - 42,056,690 58,235,424 22,662,667
Total Intangible Assets (B) 50,248,274 52,000,000 - 102,248,274 27,561,552 16,438,515 - 44,000,068 58,248,206 22,686,721

Total (A+B) 303,252,441 56,502,320 357,849 359,396,912 50,699,377 29,852,375 310,435 80,241,318 279,155,594 252,553,063

Previous Year 286,680,240 16,572,201 - 303,252,441 26,797,634 23,901,744 - 50,699,377 252,553,063 259,882,606

Intangible Assets Under Development : -


Previous Year 8,708,750
My Mobile Payments Limited

10 NON CURRENT INVESTMENTS (Amount in `)


As At
Particulars 31ST MARCH,
31ST MARCH, 2017
2016

TRADE INVESTMENTS (Unquoted , fully paid up)


Investment in Equity Instruments :

In Wholly owned Subsidiary Company


10,000 (P.Y. 10,000) Equity Shares of Payblox
1,500,000 1,500,000
Technologies India Private Limited of Rs.10/- each
Less: Provisions for Value of Investment (1,500,000) -

In Associate Company
Nil (P.Y. 12,60,000) Equity Shares of Happy Cellular
- 12,600,000
Services Limited of Rs. 10/- each

In Other
141 (P.Y. 141) Equity Shares of Greedy Game Media Pvt
1,203,012 1,203,012
Ltd of Rs.10/- each

1,203,012 15,303,012

Aggregate amount of Unquoted investments 1,203,012 15,303,012


My Mobile Payments Limited

11 LOANS AND ADVANCES (Amount in `)


As at
Particulars 31ST MARCH, 2017 31ST MARCH, 2016
Current Non current Current Non current

Unsecured Considered good


Sundry deposits - 4,673,249 - 7,042,310
Advance to Vendor 1,373,548 - 1,250,717 -
Other Receivable from Related party 11,402,699 - 9,456,449 -
Pre- Paid Expenses 1,695,236 - 286,320 -
Loan & Advance given to Subsidiary - 15,089,648 39,300,922 15,089,648
Less: Provisions for Loans & Advance to Subsidiary - (15,089,648) - -
Interest Accrued 181,568 - - -
Advance Tax (Net of Provision) 18,427,902 - 12,498,186 -
Capital Advance - 17,400,000 - 38,003,000
Service tax Receivable 2,156,345 - 4,476,854 -
35,237,297 22,073,249 67,269,447 60,134,958
My Mobile Payments Limited

12 Inventories (Valued at cost or Net Realizable Value whichever is less, Certified by management)
(Amount in `)
As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016

Closing stock of Que Sim Card - 1,075,683


- 1,075,683
My Mobile Payments Limited

13 Trade Receivables (Amount in `)


As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016

Unsecured, considered good:

Trade Receivable outstanding for a period exceeding


six months from the date they are due for payment 53,860,998 12,353,149

Other Debts 195,524,353 42,260,327

249,385,351 54,613,476
My Mobile Payments Limited

14 CASH AND BANK BALANCE (Amount in `)


As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016

Cash and Bank Balance


Balances with banks
- Current account 36,610,416 8,960,389
- Escrow Account 7,630,021 15,339,763
Cash on hand 36,157 1,047,383
44,276,595 25,347,535
Other Bank Balance
- on fixed deposit accounts with original maturity for
more than 3 months and less than 12 months#* 7,290,609 6,264,224
more than 12 months. @ 49,673,712 101,734,460

101,240,916 133,346,219

14.1 Balance with bank of Rs.420,00,000 /- (P.Y. Rs. 620,00,000) held as margin money given against escrow account

14.2 Company has issued bank guarantee to vendor of Rs. 88,35,000- ( P.Y - Rs.68,90,500 ) against the security of these
fixed deposit of Rs. 90,13,781/ ( P.Y - Rs.68,90,500)
My Mobile Payments Limited

15 OTHER CURRENT ASSETS (Amount in `)


As at
Particulars
31ST MARCH, 2017 31ST MARCH, 2016

Unsecured Considered good


Receivable on sale of B2B Business from Related Party 115,278,659 115,039,081

115,278,659 115,039,081
My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED.

i Basis of Preparation of Financial Statements


The accounts of the Company are prepared under the historical cost convention using the accrual method of accounting and in accordance

with applicable accounting standards. Accounting policies not specifically referred to are consistent with generally accepted accounting

practice. The Company follows the mercantile system of accounting and recognizes income and expenditure on accrual basis.

ii Use of Estimates
The preparation of financial statements requires estimates and assumptions to be made that affect the reported amount of assets and liabilities

on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the

actual results and estimates are recognized in the period in which the results are known/ materialized.

iii Recognition of Income


Revenue is recognized only when it is reliability measured and ultimate collection recovery expected
a. Sale of talk time: Income from sale of talk time is recognized on transfer of talk time to the respective customer on net of discount.

b. Sale of ticket : Income from sale of ticket is recognized based on the execution of transaction by distribution chanel.
c. Commission/ Processing fees on Money transfer/card swap merchant payment is booked on the, successful completion of transaction.

d. Interest Income is recognized on time proportion basis. Commission on wallet balances utilized by customer towards utility bill payments.
Money transfer and other payment services are recognized on the basis of wallet transactions executed by customers.
e. Commission income on bill payment is recognised based on the execution of successful transactions.

iv Fixed Assets
Fixed Assets are stated at cost of acquisition and subsequent improvements thereto, including taxes and duties and other incidental expenses
related to acquisition and installation. Capital work-in-progress is stated at cost.
Intangible Assets are recorded at the cost incurred consideration paid for development/acquisition of such assets and are carried at cost less
accumulated amortization and impairment (if any)

v Depreciation:
Depreciation is provided based on the life span of assets at rates prescribed and in the manner specified in schedule II of the Companies Act,
2013. Depreciation on additions are provided from the date of purchase/put to use. Depreciation is provided on "written down value method "
on the useful life of the assets and the residual value specified in the shedule II of the Companies Act 2013. Intangible Assets comprising
software and trade mark & brands has been written off over a period of 5 Years.

vi Employee Benefits
(i) Short term employee benefits are recognized as an expense in the Statement of profit and loss of the year in which the related service is
rendered.
(ii) Post employment benefits:
Post employment and other long term employee benefits are recognized as an expense in the Statement of Profit and Loss for the year in
which the employee has rendered services. The expense is recognized at the present value of the amounts payable determined using actuarial
valuation techniques. Actuarial gains and losses in respect of post employment and other long term benefits are charged to the Statement of
Profit and Loss.
(iii) Company does not have policy of carried forward of leave, no laibility on account of compensated leave is accounted by the company.

vii Miscellaneous Expenditure:


Preliminary expenses incurred by the company prior to the incorporation of the company have been accounted as miscellaneous expenses
have been amortized over 5 years.

viii Inventories
Items of inventories are measured at lower of cost or net realizable value. Cost is determined on weighted average basis.

ix Investment
Current investment are carried at lower of cost and fair value. Long term investment are stated at cost. Provision for diminution in value of
long term investments is made only if such a decline is other than temporary.

x Provision for Current and Deferred Tax


Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income-tax Act, 1961.
Deferred tax resulting from “timing difference” between taxable and accounting income is accounted for using the tax rates and laws that are
enacted or substantively enacted as on the balance sheet date. Deferred tax asset is recognized and carried forward only to the extent that
there is a virtual certainty that the asset will be realized in future.

xi Provisions, Contingent Liabilities and Contingent Assets


Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past
events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes.
Contingent Assets are neither recognized nor disclosed in the financial statements.
My Mobile Payments Limited

22 Sale of Airtime Business to Business (B2B) :


Company had, financial year 2014-15, sale of B2B business to Digital Payments Processing Limited ("DPPL") vide Business Trasfer
Agreement (BTA) dated 31.3.2015. Both parties have further entered into Service Aggrement dated 31.03.2015 and amendment thereto, in
order to ensure the continuity of business, all or any information and revenues arising in the name of My Mobile Payments Limited in respect
of B2B Business, as more particularly defined in the BTA, are deemed to be in the name of the DPPL and Company shall hold such monies in
trust on behalf of the DPPL.

23 Pursuant to Accounting Standard ( AS ) 22 " Accounting for Taxes on Income ", the component and classification of deferred tax assets and
liabilities on account of timing differences as on 31st March 2017

(Amount in `)
April 16 to April 15 to
Particulars
March 17 March 16
Deferred tax liabilities
Tax effect due to:
Difference between the WDV as per the Companies Act, 2013 and the Income Tax Act,
11,410,946 8,406,638
1961
Total Deferred Tax Liabilities 11,410,946 8,406,638
Deferred tax assets
Tax effect due to:
Provision For Gratuity (204,835) (149,787)
Provision for Loans & Advances (Exps) (4,662,701) -
Carried forward losses (25,531,306) (1,511,771)
Total Deferred Tax Assets (30,398,842) (1,661,559)
Total Deferred Tax ( Assets) / Liabilities (18,987,896) 6,745,079

Opening Liability 6,745,079 4,359,870


Deferred Tax Liability/(Assets) recognized/ (Reversed) in the books* (25,732,975) 2,385,209
The workings for deferred tax provisions have resulted into deferred tax assets (net), the major component of deferred tax assets being
carried forward losses as per income tax , hence on a conservative basis, no provision for deferred tax assets has been made in the financial
statements
(Amount in `)
April 16 to April 15 to
24
Earnings per share ( EPS ) March 17 March 16
Net Profit/(Loss) as per Statement of Profit & Loss ( Amount in Rs ) (76,694,317) 117,404
Less: Preference Dividend & Dividend Distribution Tax (Amount in Rs) - 297,777
Net Profit/(Loss) attributable to equity shareholders ( Amount in Rs ) (76,694,317) (180,372)
Weighted Average No. of Shares 7,190,233 7,190,233
Basic / Diluted EPS (Face Value of ` 10 Each) * (10.67) (0.03)
My Mobile Payments Limited

25 As per Accounting Standard 15 " Employee Benefits", the disclosures as defined in Accounting Standard is given below:
Define Contribution Plan: Company has not recognized any expenditure under Define Contribution Plan.
Define Benefit Plan: The gratuity liability is determined based on actuarial valuation using the projected unit credit method, which
recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build
up the final obligation. The obligation or leave encashment is recognized in the same manner as gratuity.

Sr. No. PARTICULARS GRATUITY ( Unfunded )


I Assumptions as at 31-Mar-17 31-Mar-16
Mortality IALM(2006-08)Ult. IALM(2006-08)Ult.
Interest / Discount Rate 6.69% 7.46%
Rate of Increase in compensation 10.00% 10.00%
Rate of return (expected) on plan assets - -
Employee Attrition Rate (past service(PS)) PS: 0 to 5 : 10% PS: 0 to 5 : 10%
PS: 5 to 15 : 5% PS: 5 to 15 : 5%
PS: 15 to 42 : 0% PS: 15 to 42 : 0%
Expected average remaining service 12.93 10.94

II Changes in present value of obligations


PVO at beginning of period 484,749 732,551
Interest cost 36,162 56,919
Current Service Cost 319,896 316,561
Past Service Cost -(non vested benefits) - -
Past Service Cost -(vested benefits) - -
Benefits Paid - -
Actuarial (Gain)/Loss on obligation (177,912) (621,282)
PVO at end of period 662,895 484,749

III Changes in fair value of plan assets


Fair Value of Plan Assets at beginning of period - -
Expected Return on Plan Assets - -
Contributions - -
Benefit Paid - -
Actuarial (Gain)/Loss on plan assets - -
Fair Value of Plan Assets at end of period - -

IV Fair Value of Plan Assets


Fair Value of Plan Assets at Beginning of period - -
Actual Return on Plan Assets - -
Contributions - -
Benefit Paid - -
Fair Value of Plan Assets at end of period - -
Funded Status ( including unrecognized past service cost) (662,895) (484,749)
Excess of actual over estimated return on plan Assets - -

V Experience History
(Gain)/ Loss on obligation due to change in Assumption 93,727 11,575
Experience (Gain)/ Loss on Obligation (271,639) (632,857)
Actuarial Gain /(Loss) on plan assets - -

VI Actuarial Gain / (Loss) Recognized


Actuarial Gain/(Loss)for the period (Obligation) 177,912 621,282
Actuarial Gain/(Loss)for the period (Plan Assets) - -
Total Gain/ (Loss) for the period 177,912 621,282
Actuarial Gain/(Loss) recognized for the period 177,912 621,282
Unrecognized Actuarial Gain /(Loss) at end of period - -

VII Past Service Cost Recognized

Past Service Cost -(non vested benefits) - -


Past Service Cost -(vested benefits) - -
Average remaining future service till vesting of the benefit - -
Recognized Past service Cost -non vested benefits - -
Recognized Past service Cost -vested benefits - -
Unrecognized Past service Cost -non vested benefits - -

VIII Amount to be recognized in the balance sheet


PVO at end of period 662,895 484,749
Fair Value of Plan Assets at end of period - -
Funded Status (662,895) (484,749)
Unrecognized Actuarial Gain/(Loss) - -
Unrecognized Past Service Cost -non vested benefits - -
Net Asset (Liability) recognized in the balance sheet (662,895) (484,749)
My Mobile Payments Limited

IX Expense recognized in the statement of profit & loss 31-Mar-17 31-Mar-16


Current Service Cost 319,896 316,561
Interest cost 36,162 56,919
Past Service Cost -(non vested benefits) - -
Past Service Cost -(vested benefits) - -
Unrecognized Past Service Cost -non vested benefits - -
Expected Return on Plan Assets - -
Net Actuarial (Gain)/ Loss recognized for the period (177,912) (621,282)
Expense recognized in the statement of P & L A/C 178,146 (247,802)

X Movements in the Liability recognized in Balance Sheet


Opening Net Liability 484,749 732,551
Expenses as above 178,146 (247,802)
Contribution paid - -
Closing Net Liability 662,895 484,749

XI Revised Schedule VI
Current Liability 1,186 18,995
Non-Current Liability 661,709 465,754

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant
factors including supply and demand in the employment market. The above information is certified by the actuary.
* Company does not have policy to carry forward leaves hence no liability has been provided for
26 Related Party

(i) List of related parties where control exists and related parties with whom transactions have taken place and relationships:

Sr.No Name of the Related Party Relationship


1 Mr. Jolly Mathur Key Managerial Personnel
2 Mr. Shashank Joshi Shareholder having significant influence/Director
3 Mr. Sushil Poddar Director
4 Digital Payment Processing Limited Enterprises over which Key Managerial Personnel & their relatives are
able to exercise significant influence.
5 Payblox Technologies India Pvt Ltd Subsidiary
6 Happy Cellular Services Private Limited Associate upto 15.03.2017

(ii) Transactions during the year with related parties :


(Amount in `)
April 16 to April 15 to
Nature of Transactions (Excluding Reimbursements)
March 17 March 16
Transaction with Jolly Mathur :
Remunerations - 2,709,000

Oustanding balance with Jolly Mathur :


Remunerations Payable - 708,700

Transaction with Shashank Joshi :


Loan Taken - 4,944,000
Loan Repayments - 4,944,000
Director Sitting Fees - 18,000

Transaction with Sushil Poddar :


Sale of Investments 12,600,000 -

Transaction with Digital Payments Processing Ltd. :


Intererest Received 20,707,035 30,154,535

Airtime Purchase 6,661,955,789 9,716,665,028

Airtime Sales 6,663,288,178 9,479,915,806

Service Charge Paid 18,135,101 6,568,783

Commission paid 418,329 3,254,186

Repayment of Loan 18,396,753 -

Rent Income 9,000,000 9,000,000


My Mobile Payments Limited

Oustanding balance with Digital Payments Processing Ltd.


Rent Receivable 11,402,699 9,456,449

Trade Receivable 244,445,433 53,349,058

Receivable on sale of B2B Business from Related party* 115,278,659 115,039,081

Transaction with Subsidiary :


Purchase of Assets 30,000,000 -

Advance Given - 39,300,922

Rent Received - 4,500,000

Oustanding balance with Subsidiary :


Investment 1,500,000 1,500,000

Advance Given - 39,300,922

Loan Receivable 15,089,648 15,089,648

Oustanding balance with Associates :


Investments - 12,600,000
* (Also refer Note No. 22)

27 Segment Reporting
The company is mainly engaged in the Mobile based payment system in India. All it's activities revolves around the main business. As such
there are no separate reportable segments as defined in Accounting Standard (AS 17) Segment Reporting notified by Companies (Accounting
Standards) Rules, 2006.

28 Contingent Liability
i. The Income Tax assessments of the Company have been completed up to Assessment Year 2015-16. The disputed demand raised
(including TDS) is Rs.38,47,430.86 (P.Y.Nil ).

ii. Outstanding Guarantee given by Banks Rs. 88,35,000/ ( P.Y - Rs. 68,90,500)
iii.a) Litigation against the company is pending for Rs. 1,50,000/- at District Court of Shiv Sagar District of Assam of Rs.120,000/- at Bijnor
District in Alhabad court is pending, the outcome of same is awaited.
b) Petition for winding-up against the company by one of the vendor, which has demanded Rs. 10,00,000/- .

iv. The above litigations in Para (iii) are not expected to have any material adverse impact on the financial position of the company.

29 Current Assets, Loans and advances are approximately of the value stated in the balance sheet if realized in the ordinary course of the
business. Trade Payable are approximately of the value stated in the balance sheet payable in the ordinary course of the business.

30 Additional information as required under Section 186 (4) of the Companies Act, 2013 during the year :
a. Invetment made in Body Corporate are mentioned in Note 10.
b. No Guarantee is given by the Company.
c. Loans given by the company to Body Corporate or Person are as under :

Party Name Amount Purpose


General Corporate
Payblox Technologies (India)Private Limited 15,089,648
Purpose

31 Corporate Social Responsibility:


(a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof by the company during
the year is Rs. 5,17,348/- (P. Y. Rs. 7,11,775/-)
(b) Expenditure related to Corporate Social Responsibility is Rs. Nil (P. Y. Rs. Nil)
My Mobile Payments Limited

32 Expenditure in foreign currency: (Amount in `)


Particulars 2016-17 2015-16
Advertising - 326,737
Business promotion - 388,267
Professional Fees 4,904,493 -
Server Hosting Exps. - -
Total 4,904,493 715,004

33 Specified bank notes disclosure (SBN's)


The details of Specified Bank Notes (SBN) held and transacted during the period from November 8, 2016 to December, 30 2016 as per
MCA notification G.S.R. 308 (E) dated March 31, 2017 is given below:

The below excludes the cash deposited of Rs. 70,95,23,712/- by the distributors in company's bank account as per the authorisation given by
the Company to such distributors.

Particulars Other denomination


SBNs notes Total
Closing cash in hand as on 08.11.2016 77,000 303,625 380,625
(+) Permitted receipts - 320,518 320,518
(-) Permitted payments 322,827 322,827
(-) Amount deposited in Banks 77,000 - 77,000

Closing balance 30.12.2016 - 301,316 301,316

34 The previous year figures have been regrouped, reworked, rearranged and reclassified, whenever necessary and are to be read in relation to
the amounts and other disclosures relating to the current year.

As per our report of even date For and on behalf of the Board.
For Chaturvedi & Shah MY MOBILE PAYMENTS LTD.
Chartered Accountants
Firm Registration No. : 101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


(PARTNER ) Director Director Company Secretary
Membership No.: 102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai. Place : Mumbai.
Date : 31st August, 2017 Date : 31st August, 2017
MY MOBILE PAYMENTS LIMITED
INDEPENDENT AUDITOR’S REPORT

To The Members of My Mobile Payments Limited

Report on the Consolidated Financial Statements

We have audited the accompanying consolidated financial statements of My Mobile Payments Limited
(hereinafter referred to as “the Holding Company”) and its subsidiary (the Holding Company and its
subsidiary together referred to as “the Group”) comprising of the Consolidated Balance Sheet as at 31st
March, 2017, the Consolidated Statement of Profit and Loss and the Consolidated Cash Flow Statement
for the year then ended, and a summary of the significant accounting policies and other explanatory
information (hereinafter referred to as “the consolidated financial statements”).

Management’s Responsibility for the Consolidated Financial Statements

The Holding Company’s Board of Directors is responsible for the preparation of these consolidated
financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as
“the Act”) that give a true and fair view of the consolidated financial position, consolidated financial
performance and consolidated cash flows of the Group 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. The respective Board of Directors of the
companies included in the Group are responsible for maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and
detecting frauds and other irregularities; the selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and the design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from material misstatement, whether due to
fraud or error, which have been used for the purpose of preparation of the consolidated financial
statements by the Directors of the Holding Company, as aforesaid.

Auditor’s Responsibility

Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
While conducting the 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 consolidated financial statements are free from material
misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures
in the consolidated financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error. In making those risk assessments, the auditor considers internal financial

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
control relevant to the Holding Company’s preparation of the consolidated financial statements that give a
true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit
also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the
accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the
overall presentation of the consolidated financial statements.

We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in
terms of their reports referred to in sub-paragraph (1) of the Other Matters paragraph below, are sufficient
and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid consolidated financial statements give the information required by the Act in the manner so
required and give a true and fair view in conformity with the accounting principles generally accepted in
India, of the consolidated state of affairs of the Group as at 31st March, 2017, and their consolidated loss
and their consolidated cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, we report, to the extent applicable, that:

a) We have sought and obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated
financial statements.

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of
those books and the reports of the other auditors.

c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the
Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant
books of account maintained for the purpose of preparation of the consolidated financial
statements.

d) In our opinion, the aforesaid consolidated 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 the written representations received from the directors of the Holding Company as
on 31st March, 2016 taken on record by the Board of Directors of the Holding Company and the
reports of the statutory auditors of its subsidiary company incorporated in India, none of the
directors of the Group companies incorporated in India is disqualified as on 31st March, 2016
from being appointed as a director in terms of Section 164 (2) of the Act.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
f) With respect to the adequacy of the internal financial controls over financial reporting of the
Group and the operating effectiveness of such controls, refer to our separate Report in “Annexure
A”.

g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule
11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our
information and according to the explanations given to us:

i. The consolidated financial statements disclose the impact of pending litigations on the
consolidated financial position of the Group – Refer Note 28 (iii) to the consolidated
financial statements.

ii. The Group did not have any material foreseeable losses on long-term contracts including
derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Group.

iv. The Holding Company has provided requisite disclosures in its consolidated financial
statements as to holdings as well as dealings in Specified Bank Notes as defined in the
Notification S.O. 3407(E) dated the 8th November, 2016 of the Ministry of Finance, during
the period from 8th November, 2016 to 30th December, 2016. Based on audit procedures
performed and the representations provided to us by the management we report that the
disclosures are in accordance with the books of accounts maintained by the Holding
Company and subsidiary.

For Chaturvedi & Shah


Chartered Accountants
Registration no. 101720W

Jignesh Mehta
Partner
Membership No.: 102749
Mumbai
Date : 31st August, 2017

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
“Annexure A” to Independent Auditors’ Report referred to in paragraph 2(f) under the heading
“Report on other legal and regulatory requirements” of our report of even date.

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 Control over financial reporting of My Mobile Payments
Limited (hereinafter referred to as “the Holding Company”) and its subsidiary company, which are
companies incorporated in India as of 31st March, 2017 in conjunction with our audit of the consolidated
financial statements of the Company for the year then ended.

Management’s Responsibility for Internal Financial Control

The respective Board of Directors of the Holding company, its subsidiary company, which are companies
incorporated in India, are responsible for establishing and maintaining internal financial controls based on
the internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These
responsibilities include the design, implementation and maintenance of adequate internal financial
controls that were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to the respective company’s policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and completeness of the accounting records, and the
timely preparation of reliable financial information, as required under the Act.

Auditor’s 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 Act, to the extent
applicable to an audit of internal financial controls, both issued by the ICAI. 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.

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors
in terms of their reports referred to in the Other Matters paragraph below, is sufficient and appropriate to
provide a basis for our audit opinion on the Company’s internal financial controls system over financial
reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial 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
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company, 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 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.

Qualified Opinion

According to the information and explanation given to us and based on our audit, following
material weaknesses have been identified as at March 31, 2017:

1. Company has instituted controls over approvals of purchase of prepaid talk/air time
balances and discount to be given to distributors / retailers that requires the approvals of
higher levels of management who can override the controls. Company does not maintain the
documentary evidence of the approvals for such transactions. This could potentially result in
the material misstatement of purchases and inventory balances.

2. Company did not have the adequate internal control over the sales transactions with regard
to reconciliation of sale to prepaid talk/air time to customer wallets on periodical basis. This
could potentially result in material misstatement of sales and wallet balances.

A ‘material weakness’ is a deficiency, or a combination of deficiencies, in internal financial


control over financial reporting, such that there is a reasonable possibility that a material

Annual Report 2016-17


MY MOBILE PAYMENTS LIMITED
misstatement of the company's annual or interim financial statements will not be prevented or
detected on a timely basis.

In our opinion, except for effects/possible effects of the material weaknesses described above on
achievements of the objectives of the control criteria, the Company has maintained, in all
material respects, adequate internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating effectively as at March 31,
2016, 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 ICAI

We have considered the material weaknesses identified and reported above in determining the
nature, timing, and extent of audit tests applied in our audit of the March 31, 2016 financial
statements of the Company, and these material weaknesses have not affected our opinion on the
standalone financial statements of the Company.

For Chaturvedi & Shah


Chartered Accountants
Registration no. 101720W

Jignesh Mehta
Partner
Membership No.: 102749

Mumbai
Date : 31st August, 2017

Annual Report 2016-17


My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2017
(Amount in `)
AS AT AS AT
Particulars Note No.
31st MARCH, 2017 31st MARCH, 2016
EQUITY AND LIABILITIES

Shareholders' Funds
Share capital 2 71,902,330 73,276,830
Reserves and surplus 3 302,735,806 374,638,136 364,143,883 437,420,713

Non Current Liabilities


Deferred Tax Liability ( Net) - 6,745,079
Long Term Borrowing 4 130,169,090 134,648,851
Long Term Provision 8 661,709 130,830,799 465,754 141,859,684

Current Liabilities
Short Term Borrowing 5 192,893,948 19,576,857
Trade Payables 6
Micro and Small Enterprises - -
Others 44,139,719 50,029,924
Other Current Liabilities 7 70,199,285 59,287,252
Short Term Provision 8 1,186 307,234,139 355,112 129,249,145

812,703,074 708,529,542
ASSETS

Non Current Assets


Fixed Assets 9
Tangible Assets 220,907,388 230,702,025
Intangible Assets 58,248,206 24,586,463
Intangible Assets under Development - 8,708,750
Goodwill on Acquisition 8,911,923 8,911,923
Non- Current Investments 10 1,203,012 13,767,575
Long-term Loan and Advances 11 22,073,248 311,343,777 45,045,310 331,722,046

Current Assets
Inventories 12 - 31,075,683
Trade Receivables 13 249,385,351 68,213,746
Cash and Bank Balance 14 101,258,334 133,673,386
Short term Loans & Advances 11 35,436,953 28,805,600
Other Current Assets 15 115,278,659 501,359,297 115,039,081 376,807,496

812,703,074 708,529,542
Significant Accounting policies & Notes to Financial
1-34
Statement

As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2017
(Amount in `)

April 2016 to April 2015 to


Particulars Note No.
March 2017 March 2016
INCOME
Revenue From Operations 16 6,765,692,639 9,858,823,710
Other Income 17 35,190,688 49,751,680

6,800,883,327 9,908,575,391
EXPENDITURE
Purchases 6,683,863,040 9,792,384,889
(Increase) /Decrease in inventory 30,000,000 (29,991,510)
Employee Benefit expenses 18 29,054,053 49,269,318
Other operating expenses 19 71,805,819 51,752,872
Finance costs 20 23,621,104 20,272,185
Depreciation & amortisation 9 30,727,904 24,840,578

6,869,071,921 9,908,528,332

PROFIT / (LOSS) BEFORE TAX (68,188,594) 47,059


Provision/ (reversal) for tax
Current tax - 202,000
Provision for Income Tax for earlier year - (1,615,036)
Deferred Tax (6,745,079) 2,385,209

Profit /(Loss) for the year (61,443,515) (925,115)

Share of Profit / (Loss) from Associates (8,357)


(Loss)/Profit on sale of Associates 35,437
Profit/ (Loss) for the year (61,408,077) (933,472)
Profit /(Loss) from discontinuing operation 22
Basic & Diluted Earnigs Per share -Face Value of Rs.10/- Each 24 (8.54) (0.18)

Significant Accounting policies & Notes to Financial Statement


1-34

As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 01241474 Din No: 05192670 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
(Amount in `)
April 2016 to April 2015 to
PARTICULARS
March 2017 March 2016

16 REVENUE FROM OPERATION


Sale of Products 6,685,502,486 9,795,658,137
Sale of Services 80,190,154 63,165,573
Other Operating Revenues - -
6,765,692,639 9,858,823,710
Broad Category
-Pre-paid Talk time/ air time/ Ticket 6,685,502,486 9,795,653,139
-Remitance Service Charges Recd 36,845,209 37,181,103
-Commission Received 1,967,242 1,287,918
-Commsion on sale of Ticket 312,081 67,083
-Joining / Registration Fees 1,825,720 -
-MPoS Registration Fees 3,994,472 -
-MPOS Commission 2,340,650 -
-Other 903,685 926,609

17 OTHER INCOME
Profit on sale of B2B Business - -
Interest Received on Term Deposit 4,908,905 7,287,708
Interest Received on Loan 20,707,035 30,154,535
Interest on IT Refund 9,250,223 9,240
Shared Service - Charge Outs 5,667 56,160
Rent Received - 9,000,000
Sundry Balances w/back 318,858 3,213,409
Exchange Rate Gain - 30,628
35,190,688 49,751,680
18 EMPLOYEE BENEFIT EXPENSES
Salaries, wages and bonus 27,997,965 47,566,159
Contribution to PF & Other Fund 483,045 596,347
Staff welfare expenses 573,043 1,106,812

29,054,053 49,269,318

19 OTHER OPERATING EXPENSES


Rent,Rates and taxes 7,758,268 6,932,714
Legal & Professional Fees 14,932,996 11,270,507
Printing & Stationery 3,009 52,346
Bank Charges 4,795,839 5,422,231
Sales, Distribution & Promotion Exps. 1,065,854 8,542,094
Miscellaneous Expenses 1,654,558 748,336
Interest on Tds Paid 560,320 1,267,926
Commissions & Fees - 65,000
Commission/ Payment Gateway NPCI Charges 9,569,094 7,783,988
Remitance Service Charges Paid 18,135,101 -
Recruitment Expenses 138,809 -
Mpos Registration Fees Paid 2,703,779 -
Bad Debt Expense w/off 1,496,396 2,012,272
Wallet Balance W/off 2,941,619 -
Server Maintenance Expenses 430,356 613,701
Integration Charges Paid 833,905 -
Travelling & Conveyance Expenses 415,965 873,585
Repairs and maintenance: 516,632 160,917
Communication Charges 286,157 340,229
Payment to Auditors as a Auditor: -
Statutory Audit fees 1,090,000 1,090,000
Tax Audit fees 110,000 110,000
Electricity charges 1,568,842 2,015,538
Office Expenses 798,320 2,451,489
Preliminary Expenses Write Off - -
71,805,819 51,752,872

20 FINANCE COST
Interest Expenses 20,784,819 19,437,425
Other Borrowing Cost 2,836,285 834,760
23,621,104 20,272,185
My Mobile Payments Limited

MY MOBILE PAYMENTS LIMITED


Cash Flow Statement for the year ended March 31, 2017
(Amount in `)
April 2016 to April 2015 to
Sr. No. Particulars
March 2017 March 2016
A CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax (68,188,594) 47,059
Adjustment for:
Depreciation & amortisation 30,727,904 24,840,578
Interest Income (25,615,940) (37,442,243)
Finance costs 23,621,104 20,272,185
Fixed Assets Written off - 180,595
Exchange Rate Gain - (17,092)
Operating profit/(loss) before working capital changes (39,455,525) 7,881,082
Movements in working capital:
Decrease / (increase) in Trade Receivable (181,171,605) (68,046,290)
Decrease / (Increase) in Loans & Advances 22,270,425 (43,474,812)
Decrease / (Increase) in Other current Assets (239,578) 159,960,919
Decrease / (Increase) in Inventories 31,075,683 (29,447,135)
Increase / (Decrease) in Trade Payable (5,890,205) 34,177,577
Increase / (Decrease) Provisions (157,971) (8,155,485)
Increase / (Decrease) in Other current liabilities 10,912,033 6,871,836
Cash (Used in) /generated from operations (162,656,743) 59,767,692
Direct taxes paid / received (5,929,716) (12,843,650)
Net cash from / (used in) operating activities (168,586,459) 46,924,042

B CASH FLOWS FROM INVESTING ACTIVITIES


Purchase of Fixed assets (47,793,570) (11,315,552)
Addition in CWIP - (3,000,000)
Proceeds from Written off fixed assets 1,907,311 -
Investment made - (1,203,012)
Interest received 25,615,940 37,442,243
Proceeds from sale of Investment 12,600,000 -
Net cash (used in )/generated from investing activities (7,670,319) 21,923,679

C CASH FLOWS FROM FINANCING ACTIVITIES


Redemption of Preference Shares (1,374,500) -
Proceeds from Long term borrowing - 144,040,000
Repayment of Long term borrowing (4,479,761) (122,292,077)
Short term borrowing (net) 173,317,091 17,706,857
Finance Charges paid (23,621,104) (20,272,185)
Net cash generated from used in financing activities 143,841,726 19,182,595

Net increase /(decrease) in cash and cash equivalents (A+B+C) (32,415,052) 88,030,316
Cash and cash equivalents at the beginning of the year 133,673,386 45,643,068
Cash and cash equivalents at the end of the year 101,258,334 133,673,386

Notes to the cash flow statement


1 Components of cash and cash equivalents
Cash on hand 36,157 1,052,300
Balance with scheduled banks
In Current accounts 36,627,834 9,282,639
Escrow Account 7,630,021 15,339,763
Fixed deposit accounts 56,964,321 107,998,684
101,258,334 133,673,386
As per our report of even date For and on behalf of the Board
For Chaturvedi & Shah MY MOBILE PAYMENTS LIMITED
Chartered Accountants
Firm Registration No.101720W

Jignesh Mehta Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


Partner Director Director Company Secretary
Membership No.102749 Din No: 0124147 Din No: 05192670 M. No. - A23717
Place : Mumbai Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
(Amount in `)
AS AT AS AT
Particulars
31st March, 2017 31st March, 2016

2 SHARE CAPITAL
AUTHORISED
150,00,000 (P.Y. 150,00,00,000 ) Equity shares of Rs.10 each 150,000,000 150,000,000
5,00,000 (P.Y. 500,000 ) Preference shares of Rs.10 each 5,000,000 5,000,000
155,000,000 155,000,000

ISSUED,SUBSCRIBED, PAID UP

71,90,233 (P.Y. 71,90,233) Equity shares of Rs.10 each 71,902,330 71,902,330


1,37,450 (P.Y. 1,37,450) 18% Non Convertible, Non Cumulative
Redemable Preference shares of Rs.10 each - 1,374,500

71,902,330 73,276,830

2.1 Reconciliation of the number of Shares outstanding


Equity Shares Preference Shares
As at As at
Particulars
31st March 31st March
31st March 2017 31st March 2017
2016 2016
Number of shares outstanding at the beginning of the year 7,190,233 7,190,233 137,450 137,450
Shares Issued during the year - - - -
Shares Redeemed during the year 137,450
Number of shares outstanding at the end of the year 7,190,233 7,190,233 - 137,450

2.2 List of Equity shareholders holding more than 5% shares

As at As at
31st March, 2017 31st March, 2016
Particulars
Number of % Number of %
Shares Shares
Shashank Joshi 1,667,500 23.19% 1,667,500 23.19%
Rajat Kumar Sharma 791,500 11.01% 791,500 11.01%
Jolly Mathur 732,500 10.19% 732,500 10.19%
Happy Bengal Promotors Ltd. 620,000 8.62% 620,000 8.62%
Calpian Inc 587,163 8.17% 587,163 8.17%
Sushil Poddar 340,000 4.73% 390,000 5.42%

2.3 List of Preference shareholders holding more than 5% shares


As at As at
31st March, 2017 31st March 2016
Particulars
Number of % Number of %
Shares Shares
Rashmin Barmeda - 0.00% 100,000 72.75%
Puneet Jhingan - 0.00% 10,000 7.28%
Rajiv Kumar - 0.00% 10,000 7.28%

2.4 The company has only one class of equity shares having face value of Rs. 10 each. Each holder of Equity Shares is entitled to one vote per
share. Equity share holders are also entitled to dividend as and when proposed by the Board of Directors and approved by the shareholders
in 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 amount which shall be in proportion to number of shares held by the
shareholders.
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
3 RESERVES AND SURPLUS
(Amount in `)
As at As at
Particulars
31st March 2017 31st March 2016

Capital Redemption Reserve:


Opening balance - -
Add: Transferred from General Reserves 1,374,500 -
-
1,374,500 -
Securities Premium:
Opening balance 311,518,397 311,518,397
Add : On issuance of Equity Shares - -
311,518,397 311,518,397
General Reserve :
Opening balance 4,710,995 4,710,995
Add : transferred from statement of profit & loss (1,374,500) -
3,336,495 4,710,995

Capital Reserve (On Consolidation) 7,511,923 7,511,923

Surplus/(Deficit)
Opening 40,402,568 41,633,816
Add /(Less): Net Profit /(Loss) as per statement of profit & loss (61,408,077) (933,472)

(21,005,510) 40,700,344
Less : Appropriation
Preference Dividend - 247,410
Dividend distribution Tax - 50,367
(21,005,510) 40,402,568

Total 302,735,806 364,143,883


My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
4. Long Term Borrowings (Amount in `)
As at As at
Particulars
31st March 2017 31st March 2016
Current Non current Current Non current
Secured
Bank Term Loan 4,676,792 127,689,798 4,187,554 132,802,314
Less: shown under other current liability (4,676,792) (4,187,554)

Unsecured
From Others 1,289,690 2,479,292 1,289,690 1,846,537
Less: shown under other current liability (1,289,690) (1,289,690)

130,169,090 134,648,851

4.1 Bank Term Loan


a) Maturity Profile
Particulars Amount
2017-18 6,234,031
2018-19 7,762,417
2019-20 5,833,319
Beyond 3 years 116,573,354

b) Nature of Security:

Mortgaged against the building of the company, MOM House, Malad, Mumbai and hypothecation of other assets created out of bank borrowings.
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
5. Short Term Borrowings (Amount in `)
As at As at
Particulars
31st March 2017 31st March 2016
Current Current
Unsecured
From Banks* 192,893,948 -
From Others - 19,576,857
192,893,948 19,576,857
* Secured by SBLC issued by UBS Bank, London amounting to USD 4 Million equivalent approx INR 260
Million guranteed by a shareholder of M/s Money on Mobile Inc.
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
6 TRADE PAYABLES (Amount in `)
As at
Particulars 31st March 2017 31st March 2016

Trade Payables :
- Micro and Small Enterprises - -
- Others 44,139,719 50,029,924

44,139,719 50,029,924

6.1 The company has not received the required information from the vendors regarding their status under the Micro,

Small and Medium Enterprises Development Act, 2006 (MSMED Act). Hence disclosures , if any relating to amounts

unpaid as at the year end together with interest paid/payable as required under the said act have not been made.
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
7 OTHER CURRENT LIABILITIES (Amount in `)
As at
Particulars
31st March 2017 31st March 2016
Current maturity of long term borrowings 6,234,031 5,477,244
Statutory Liabilities 6,885,967 6,794,816
Advances From B2C Customers 10,162,985 25,018,176
Book Overdraft - 230,649
Advance Received from Customers 6,025,664 3,457,479
Advance Received 5,000,000 5,000,000
Payable to Related Parties - 708,700
Other payables 27,397,097 5,370,259
Creditors for Capital Expenditure 8,493,541 7,229,930
70,199,285 59,287,252
* Other payables includes Salaries Payable, reimbursement payable
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
8 PROVISION (Amount in `)
As at
31st March 2017 31st March 2016
Particulars
Current Non current Current Non current

Provision for Gratuity 1,186 661,709 18,995 465,754


Proposed Dividend & Dividend distribution Tax - - 336,117 -
1,186 661,709 355,112 465,754
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
MY MOBILE PAYMENTS LIMITED
FOR THE YEAR ENDED 31ST MARCH, 2017
9. FIXED ASSETS
(Amount in `)
GROSS BLOCK DEPRECIATION/ AMORTISATION NET BLOCK
Description of Assets As On Addition in Deletion In As on As on Depn on sale of As on As on As on
For the year
01.04.2016 the year the year 31.03.2017 01.04.2016 Assets 31.03.2017 31.03.2017 31.03.2016
Owned Fixed Assets :
Tangible Assets :

Office Building 240,352,777 2,500,000 - 242,852,777 15,456,639 10,687,766 - 26,144,405 216,708,372 224,896,138
Computers 14,541,117 1,155,821 4,173,155 11,523,783 9,964,013 2,643,270 3,751,145 8,856,139 2,667,644 4,577,104
Office Equipments 814,219 796,499 76,111 1,534,607 580,786 201,533 64,984 717,336 817,271 233,433
Furniture & Fixture 1,426,705 50,000 239,234 1,237,471 452,914 268,068 197,611 523,370 714,101 973,791
Vehicle 29,500 - 29,500 - 7,942 13,816 21,757 - - 21,558
Total Tangible Assets (A) 257,164,318 4,502,320 4,518,000 257,148,638 26,462,294 13,814,453 4,035,497 36,241,250 220,907,388 230,702,024

INTANGIBLE ASSETS :
Trade Mark & Brands 1,956,160 - - 1,956,160 1,932,105 11,272 - 1,943,378 12,782 24,055
Software & Server/ Plateform 51,461,247 52,000,000 3,169,133 100,292,114 26,898,837 16,902,179 1,744,326 42,056,690 58,235,424 24,562,410
Total Intangible Assets (B) 53,417,407 52,000,000 3,169,133 102,248,274 28,830,942 16,913,451 1,744,326 44,000,068 58,248,206 24,586,464

Total (A+B) 310,581,725 56,502,320 7,687,133 359,396,912 55,293,236 30,727,904 5,779,822 80,241,318 279,155,594 255,288,489

Previous Year 46,743,108 252,039,490 5,322,721 293,326,828 18,919,203 14,943,042 3,276,538 30,452,657 262,874,171 27,823,905

Intangible Assets Under Development : -


Last year 8,708,750
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
10 NON CURRENT INVESTMENTS (Amount in `)
As At
Particulars
31st March 2017 31st March 2016

TRADE INVESTMENTS (Unquoted , fully paid up)

Investment in Equity Instruments :

In Associate Company :
Nil (P.Y. 12,60,000) Equity Shares of Happy Cellular Services
- 12,564,563
Limited of Rs. 10/- each

In Other 1,203,012 1,203,012


141 (P.Y. 141) Equity Shares of Greedy Game Media Pvt Ltd of
Rs.10/- each

1,203,012 13,767,575

Aggregate amount of Unquoted investments 1,203,012 13,767,575


My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
11 LOANS AND ADVANCES (Amount in `)
As at
31st March 2017 31st March 2016
Particulars
Current Non current Current Non current

Unsecured Considered good


Sundry deposits - 4,673,248 31,010 7,042,310
Capital Advance - 17,400,000 - 38,003,000
Advance to Vendor & Others 1,573,204 - 1,791,879 -
Other Receivable 11,402,699 - 9,456,449 -
Pre- Paid Expenses 1,695,236 - 551,222 -
Interest Accrued 181,568 - - -
Advance Tax (Net of Provision) 18,427,902 - 12,498,186 -
Service tax Receivable 2,156,345 - 4,476,854 -
35,436,953 22,073,248 28,805,600 45,045,310
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
12 Inventories (Valued at cost or Net Realizable Value whichever is less, Certified by management)
(Amount in `)
As at
Particulars
31st March 2017 31st March 2016

Software Development Work-in-Progress - 30,000,000


Closing stock of Que Sim Card - 1,075,683
- 31,075,683
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
13 Trade Receivables (Amount in `)
As at
Particulars
31st March 2017 31st March 2016

Unsecured, considered good:

Trade Receivable outstanding for a period exceeding


six months from the date they are due for payment 53,860,998 19,266,219

Other Debts 195,524,353 48,947,527

249,385,351 68,213,746
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
14 CASH AND BANK BALANCE (Amount in `)
As at
Particulars
31st March 2017 31st March 2016

Cash and Bank Balance


Balances with banks
- Current account 36,627,834 9,282,639
- Escrow Account 7,630,021 15,339,763
Cash on hand 36,157 1,052,300
44,294,013 25,674,702
Other Bank Balance
- on fixed deposit accounts with original maturity for
more than 3 months and less than 12 months#* 7,290,609 6,264,224
more than 12 months. @ 49,673,712 101,734,460

101,258,334 133,673,386

14.1 Balance with bank of Rs.420,00,000 /- (P.Y. Rs. 620,00,000) held as margin money given against escrow account

14.2 Company has issued bank guarantee to vendor of Rs. 88,35,000- ( P.Y - Rs.68,90,500 ) against the security of these
fixed deposit of Rs. 90,13,781/ ( P.Y - Rs.68,90,500)
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
15 OTHER CURRENT ASSETS (Amount in `)
As at
Particulars
31st March 2017 31st March 2016

Unsecured Considered good


Receivable on sale of B2B Business from Related party 115,278,659 115,039,081

115,278,659 115,039,081
My Mobile Payments Limited

SIGNIFICANT ACCOUNTING POLICIES ON CONSOLIDATED ACCOUNTS

Principles of consolidation
The Consolidated financial statements relates to My Mobile Payments Limited (‘the Company’) and its subsidiary company and Associates
Company. The consolidated financial statements have been prepared on the following basis:
a) The financial statements of the Company and its subsidiary company are combined on a line-by-line basis by adding together the book values
of like items of assets, liabilities, income and expenses, after fully eliminating intra-group balances and intra-group transactions in
accordance with Accounting Standard (AS) 21 – “Consolidated Financial Statements".

b) The difference between the cost of investment in the subsidiary, over the net assets at the time of acquisition of shares in the subsidiary is
recognized in the financial statement as Goodwill or Capital Reserve as the case may be.

c) In case of associates, where the Company directly or indirectly through subsidiaries holds more than 20% of equity investments in associates
are accounted for using equity method in accordance with Accounting Standard 23 “Accounting for Investments in associates in consolidated
financial statements"

d) The Company accounts for its share in the change in net assets of the associate, post acquisition, after eliminating unrealised profits and
losses resulting from transactions between the company and its associate to the extent of it’s share, through it’s Statement of Profit and Loss
to the extent such change is attributable to the associates’ Statement of Profit and Loss and through its reserves for the balance, based on
available information.
e) The difference between the cost of investment in the associates and the share of net assets at the time of acquisition of shares in the associates
is identified in the financials statements as Goodwill or Capital Reserve as the case may be.

f) As far as possible, the consolidated financial statements are prepared using uniform accounting policies for like transactions and other events
in similar circumstances and are presented in the same manner as the Company’s separate financial statements.

B Investments
Investments other than in consolidated subsidiaries and associates have been accounted as per Accounting Standard (AS) 13 on “Accounting
for Investments"

C Other Significant accounting policies


i Basis of Preparation of Financial Statements
The accounts of the Company are prepared under the historical cost convention using the accrual method of accounting and in accordance
with applicable accounting standards. Accounting policies not specifically referred to are consistent with generally accepted accounting
practice. The Company follows the mercantile system of accounting and recognizes income and expenditure on accrual basis.

ii Use of Estimates
The preparation of financial statements requires estimates and assumptions to be made that affect the reported amount of assets and liabilities
on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the
actual results and estimates are recognized in the period in which the results are known/ materialized.

iii Recognition of Income


Revenue is recognized only when it is reliability measured and ultimate collection recovery expected
a. Sale of talk time: Income from sale of talk time is recognized on transfer of talk time to the respective customer on net of discount.
b. Sale of ticket : Income from sale of ticket is recognized based on the execution of transaction by distribution chanel.
c. Commission/ Processing fees on Money transfer is booked on the, successful completion of transaction.
d. Sale of distributors/retailers registration kit is recognized on the basis of sale of kit to the respective distributor.
e. Interest Income is recognized on time proportion basis. Commission on wallet balances utilized by customer towards utility bill payments.
f. Commission income on bill payment is recognised based on the execution of successful transactions.
g. Sale of sim card is recognised on delevery basis.
h. Our revenues for software development, both domestic and international, are generated primarily on fixed timeframe and time and
material basis. Revenue from software services under fixed-price contracts is recognized to the extent of billings due on achievement of
milestones specified in the agreement. The expenditure incurred on unbilled services are inventoried. On time-and-materials contracts,
revenue is recognized as the related services are rendered. Revenue from the sale of user licenses for software applications is recognized on
transfer of the title in the user license.

iv Fixed Assets
Fixed Assets are stated at cost of acquisition and subsequent improvements thereto, including taxes and duties and other incidental expenses
related to acquisition and installation. Capital work-in-progress is stated at cost.
Intangible Assets are recorded at the cost incurred consideration paid for development/acquisition of such assets and are carried at cost less
accumulated amortization and impairment (if any)

v Depreciation:
Depreciation is provided based on the life span of assets at rates prescribed and in the manner specified in schedule II of the Companies Act,
2013. Depreciation on additions are provided from the date of purchase/put to use. Depreciation is provided on "written down value method
" on the useful life of the assets and the residual value specified in the shedule II of the Companies Act 2013. Intangible Assets comprising
software, retailer acquisition cost, development cost of rail platform, MOM wallet application and trade mark & brands has been written off
over a period of 5 Years.
My Mobile Payments Limited

vi Employee Benefits
(i) Short term employee benefits are recognized as an expense in the Statement of profit and loss of the year in which the related service is
rendered.
(ii) Post employment benefits:
(iii) Company does not have policy of carried forward of leave, no laibility on account of compensated leave is accounted by the company.

vii Miscellaneous Expenditure:


Preliminary expenses incurred by the company prior to the incorporation of the company have been accounted as miscellaneous expenses
have been amortized over 5 years.

viii Inventories
Items of inventories are measured at lower of cost or net realizable value. Cost is determined on weighted average basis.
The portion of the Software development contracts which has remained unbilled, though partly completed is inventoried as “Software
Development – Work-in-Progress.” The aggregate of ‘Software Development’ income and the inventories viz. “Software Development –
Work-in-Progress” is restricted to the contract value or the net realizable value of the work completed or the cost, whichever is less. For this
purpose, manpower cost of the software development team and other directly attributable costs are considered for valuation.

ix Investment
Current investment are carried at lower of cost and fair value. Long term investment are stated at cost. Provision for diminution in value of
long term investments is made only if such a decline is other than temporary.

x Provision for Current and Deferred Tax


Provision for current tax is made after taking into consideration benefits admissible under the provisions of the Income-tax Act, 1961.
Deferred tax resulting from “timing difference” between taxable and accounting income is accounted for using the tax rates and laws that are
enacted or substantively enacted as on the balance sheet date. Deferred tax asset is recognized and carried forward only to the extent that
there is a virtual certainty that the asset will be realized in future.

xi Provisions, Contingent Liabilities and Contingent Assets


Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past
events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes.
Contingent Assets are neither recognized nor disclosed in the financial statements.
My Mobile Payments Limited

Notes forming Part of Consolidated Financial Statements for the Year ended 31st March 2017
MY MOBILE PAYMENTS LIMITED.

21 The Subsidiary considered in the consolidated financial statement are :

Country of Proportion of
Name of the Companies Relationship
Incorporation Ownership Interest
Payblox Technologies India Pvt Ltd Subsidiary India 100%

22 Sale of Airtime Business to Business (B2B) :


Company had, financial year 2014-15, sale of B2B business to Digital Payments Processing Limited ("DPPL") vide Business Trasfer Agreement (BTA) dated
31.3.2015. Both parties have further entered into Service Aggrement dated 31.03.2015 and amendment thereto, in order to ensure the continuity of business, all or
any information and revenues arising in the name of My Mobile Payments Limited in respect of B2B Business, as more particularly defined in the BTA, are
deemed to be in the name of the DPPL and Company shall hold such monies in trust on behalf of the DPPL.

23 Pursuant to Accounting Standard ( AS ) 22 " Accounting for Taxes on Income ", the component and classification of deferred tax assets and liabilities on account
of timing differences as on 31st March 2017

(Amount in Rs. )
April 16 to April 15 to
Particulars
March 17 March 16
Deferred tax liabilities
Tax effect due to:
Difference between the WDV as per the Companies Act, 2013 and the Income Tax 11,410,946 8,406,638
Total Deferred Tax Liabilities 11,410,946 8,406,638
Deferred tax assets
Tax effect due to:
Provision For Gratuity (204,835) (149,787)
Provision for Loans & Advances (Exps) (4,662,701)
Carried Forwarded Losses (25,531,306) (1,511,771)
Total Deferred Tax Assets (30,398,842) (1,661,559)

Total Deferred Tax ( Assets) / Liabilities (18,987,896) 6,745,079


In case of Subsidiary company - Payblox Technologies (I) Pvt Ltd
April 2016 to March April 2015 to March
Particulars
2017 2016
Deferred Tax Liabilities :
Tax effect due to:
Difference between the WDV as per the Companies Act, 2013 and the Income Tax
Act, 1961 - 103,453
Total of Deferred Tax Liabilities - 257,951

Deferred Tax Assets :


Tax effect due to:
Carried Forward Losses as per IT (3,707,311) (3,441,550)
Total of Deferred Tax Assets (3,707,311) (3,181,578)

Total of Deferred Tax Liabilities/(Assets) * (3,707,311) (3,088,145)


* The workings for deferred tax provions have resulted into deferred tax assets (net) and hence on a conservative basis, no provision for deferred tax assets has
been made in the financial statement.

(Amount in Rs.)
April 16 to April 15 to
24
Earnings per share ( EPS ) March 17 March 16
Net Profit as per Statement of Profit & Loss ( Amount in Rs ) (61,408,077) (933,472)
Less: Preference Dividend & Dividend Distribution Tax (Amount in Rs) - 297,777
Net Profit attributable to equity shareholders ( Amount in Rs ) (61,408,077) (1,231,248)
Weighted Average No. of Shares 7,190,233 6,968,703
Basic / Diluted EPS (Face Value of ` 10 Each) (8.54) (0.18)
My Mobile Payments Limited

25 As per Accounting Standard 15 " Employee Benefits", the disclosures as defined in Accounting Standard is given below:
Define Contribution Plan: Company has not recognized any expenditure under Define Contribution Plan.
Define Benefit Plan: The gratuity liability is determined based on actuarial valuation using the projected unit credit method, which recognizes each period of
service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. The obligation or leave
encashment is recognized in the same manner as gratuity.

Sr. No. PARTICULARS GRATUITY ( Unfunded )


I Assumptions as at 31-Mar-17 31-Mar-16
Mortality IALM(2006-08)Ult. IALM(2006-08)Ult.
Interest / Discount Rate 6.69% 7.46%
Rate of Increase in compensation 10.00% 10.00%
Rate of return (expected) on plan assets - -
Employee Attrition Rate (past service(PS)) PS: 0 to 5 : 10% PS: 0 to 5 : 10%
PS: 5 to 15 : 5% PS: 5 to 15 : 5%
PS: 15 to 42 : 0% PS: 15 to 42 : 0%
Expected average remaining service 12.93 10.94

II Changes in present value of obligations


PVO at beginning of period 484,749 732,551
Interest cost 36,162 56,919
Current Service Cost 319,896 316,561
Past Service Cost -(non vested benefits) - -
Past Service Cost -(vested benefits) - -
Benefits Paid - -
Actuarial (Gain)/Loss on obligation (177,912) (621,282)
PVO at end of period 662,895 484,749

III Changes in fair value of plan assets


Fair Value of Plan Assets at beginning of period - -
Expected Return on Plan Assets - -
Contributions - -
Benefit Paid - -
Actuarial (Gain)/Loss on plan assets - -
Fair Value of Plan Assets at end of period - -

IV Fair Value of Plan Assets


Fair Value of Plan Assets at Beginning of period - -
Actual Return on Plan Assets - -
Contributions - -
Benefit Paid - -
Fair Value of Plan Assets at end of period - -
Funded Status ( including unrecognized past service cost) (662,895) (484,749)
Excess of actual over estimated return on plan Assets - -

V Experience History
(Gain)/ Loss on obligation due to change in Assumption 93,727 11,575
Experience (Gain)/ Loss on Obligation (271,639) (632,857)
Actuarial Gain /(Loss) on plan assets - -

VI Actuarial Gain / (Loss) Recognized


Actuarial Gain/(Loss)for the period (Obligation) 177,912 621,282
Actuarial Gain/(Loss)for the period (Plan Assets) - -
Total Gain/ (Loss) for the period 177,912 621,282
Actuarial Gain/(Loss) recognized for the period 177,912 621,282
Unrecognized Actuarial Gain /(Loss) at end of period - -

VII Past Service Cost Recognized

Past Service Cost -(non vested benefits) - -


Past Service Cost -(vested benefits) - -
Average remaining future service till vesting of the benefit - -
Recognized Past service Cost -non vested benefits - -
Recognized Past service Cost -vested benefits - -
Unrecognized Past service Cost -non vested benefits - -
My Mobile Payments Limited

VIII Amount to be recognized in the balance sheet


PVO at end of period - 484,749
Fair Value of Plan Assets at end of period 662,895 -
Funded Status - (484,749)
Unrecognized Actuarial Gain/(Loss) (662,895) -
Unrecognized Past Service Cost -non vested benefits - -
Net Asset (Liability) recognized in the balance sheet - (484,749)

IX Expense recognized in the statement of profit & loss 31-Mar-17 31-Mar-16


Current Service Cost 319,896 316,561
Interest cost 36,162 56,919
Past Service Cost -(non vested benefits) - -
Past Service Cost -(vested benefits) - -
Unrecognized Past Service Cost -non vested benefits - -
Expected Return on Plan Assets - -
Net Actuarial (Gain)/ Loss recognized for the period (177,912) (621,282)
Expense recognized in the statement of P & L A/C 178,146 (247,802)

X Movements in the Liability recognized in Balance Sheet


Opening Net Liability 484,749 732,551
Expenses as above 178,146 (247,802)
Contribution paid - -
Closing Net Liability 662,895 484,749

XI Revised Schedule VI
Current Liability 1,186 18,995
Non-Current Liability 661,709 465,754

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply
and demand in the employment market. The above information is certified by the actuary.
* Company does not have policy to carry forward leaves hence no liability has been provided for
# In case of Subsidiary company, Company has not recognsied any expenditure under Define Contribution / benefit plan as there is no employees on the company's payroll
at the end of year ended 31st March 2016.
26 Related Party
(i) List of related parties where control exists and related parties with whom transactions have taken place and relationships:

Sr.No Name of the Related Party Relationship


1 Mr. Jolly Mathur Key Managerial Personnel
2 Mr. Shashank Joshi Shareholder having significant influence/Director
3 Digital Payment Processing Limited Enterprises over which Key Managerial Personnel & their relatives are
able to exercise significant influence.

(ii) Transactions during the year with related parties :


(Amount in Rs)
April 16 to April 15 to
Nature of Transactions (Excluding Reimbursements)
March 17 March 16
Transaction with Jolly Mathur :
Remunerations - 2,709,000

Oustanding balance with Jolly Mathur :


Remunerations Payable - 708,700

Transaction with Shashank Joshi :


Loan Taken - 4,944,000
Loan Repayments - 4,944,000
Director Sitting Fees - 18,000

Transaction with Digital Payments Processing Ltd. :


Contract Chgs for Back Office & Customer Support paid - 12,000,000

Intererest Received 20,707,035 30,154,535

Airtime Purchase 6,661,955,789 9,716,665,028

Airtime Sales 6,663,288,178 9,479,915,806

Service Charge 18,135,101 6,568,783

Commission paid 418,329 3,254,186

Repayment of Loan 18,396,753 -

Rent Income 9,000,000 9,000,000


My Mobile Payments Limited

Oustanding balance with Digital Payments Processing Ltd.


Rent Receivable 11,402,699 9,456,449

Trade Receivable 244,445,433 66,781,258

Receivable on sale of B2B Business from Related party 115,278,659 115,039,081

27 Segment Reporting
The group is mainly engaged in the Mobile based payment system in India. All it's activities revolves around the main business and other activity are not material.
As such there are no separate reportable segments as defined in Accounting Standard (AS 17) Segment Reporting notified by Companies (Accounting Standards)
Rules, 2006.

28 Contingent Liability
i. The Income Tax assessments of the Company have been completed up to Assessment Year 2015-16. The disputed demand raised (including TDS) is
Rs.38,47,430.86 (P.Y.Nil ).
ii. Outstanding Guarantee given by Banks Rs. 88,35,000/ ( P.Y - Rs. 68,90,500)
iii. Litigation against the company is pending for Rs. 1,50,000/- at District Court of Shiv Sagar District of Assam of Rs.120,000/- at Bijnor District in Alhabad
court is pending, the outcome of same is awaited.
b) Petition for winding-up against the company by one of the vendor, which has demanded Rs. 10,00,000/- .

iv. The above litigations in Para (iii) are not expected to have any material adverse impact on the financial position of the company.

29 Current Assets, Loans and advances are approximately of the value stated in the balance sheet if realized in the ordinary course of the business.

30 Additional Information, as requried under Schedule III to the Companies Act 2013, of enterprises consolidated as Subsidiary.

Net Assets, i.e., total assets minus total Share in profit or loss
liabilities
Name of the entity in the As % of
As % of consolidated
consolidated net Amount Amount
Profit / (Loss)
assets
1. Parent 97.58% 365,589,239 124.89% -76,694,317

Subsidiaries
A) Indian
Payblox Technologies (India) Private Limited -3.99% -14,952,674 2.18% -1,338,846

31 Corporate Social Responsibility:


(a) CSR amount required to be spent as per Section 135 of the Companies Act, 2013 read with Schedule VII thereof by the company
(b) Expenditure related to Corporate Social Responsibility is Rs. Nil (P. Y. Rs. Nil)

32 Expenditure in foreign currency: (Amount in Rs.)


Particulars 2016-17 2015-16
Advertising - 326,737
Business promotion - 388,267
Professional Fees 4,904,493 -
Server Hosting Exps. - -
Total 4,904,493 715,004

33 Specified bank notes disclosure (SBN's)


The details of Specified Bank Notes (SBN) held and transacted during the period from November 8, 2016 to December, 30 2016 as per MCA notification G.S.R.
308 (E) dated March 31, 2017 is given below:
The below excludes the cash deposited of Rs. 70,95,23,712/- by the distributors in company's bank account as per the authorisation given by the Company to such
distributors.

Particulars Other denomination


SBNs notes Total

Closing cash in hand as on 08.11.2016 77,000 303,625 380,625

(+) Permitted receipts - 320,518 320,518


(-) Permitted payments 322,827 322,827
(-) Amount deposited in Banks 77,000 - 77,000

Closing balance 30.12.2016 - 301,316 301,316


My Mobile Payments Limited

The previous year figures have been regrouped, reworked, rearranged and reclassified, whenever necessary and are to be read in relation to the amounts and other
34 disclosures relating to the current year.

As per our report of even date For and on behalf of the Board.
For Chaturvedi & Shah MY MOBILE PAYMENTS LTD.
Chartered Accountants
Firm Registration No. : 101720W

JIGNESH MEHTA Jolly Mathur Rajat Kumar Sharma Deepak Upadhyay


(PARTNER ) Director Director Company Secretary
Membership No.: 102749 Din No: 01241474 Din No.03024125 M. No. - A23717
Place : Mumbai. Place : Mumbai
Date : 31st August, 2017 Date : 31st August, 2017
MY MOBILE PAYMENTS LIMITED

Annexure - I
Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures

Part “A”: Subsidiaries

Sl. No. Particulars Details

1. Name of the subsidiary Payblox Technologies India


Private Limited
2. The date since when subsidiary was acquired

3. Reporting period for the subsidiary concerned, if Not applicable


different from the holding company’s reporting period
4. Reporting currency and Exchange rate as on the last date Not applicable
of the relevant Financial year in the case of foreign
subsidiaries
5. Share capital INR 1,00,000
6. Reserves & surplus INR (1,50,52,674)
7. Total assets INR 2,17,074
8. Total Liabilities INR1,51,69,748
9. Investments Nil
10. Turnover INR 3,23,46,677

11. Profit before taxation INR (13,38,846)


12. Provision for taxation Nil
13. Profit after taxation INR (13,38,846)
14. Proposed Dividend Nil
15. % of shareholding 100%

Notes: The following information shall be furnished at the end of the statement:

1. Names of subsidiaries which are yet to commence operations: None.


2. Names of subsidiaries which have been liquidated or sold during the year: None.
PART -B Associates and Joint Ventures (NIL)
1. Names of associates or joint ventures which are yet to commence operations: None.
2. Names of associates or joint ventures which have been liquidated or sold during the year: Happy Cellular Services
Limited(Associate Company).

For Chaturvedi & Shah For and on behalf of the Board


Chartered Accountants My Mobile Payments Limited
Firm Registration No.101720W

Jignesh Mehta Rajat Kumar Jolly Mathur Deepak Upadhyay


Partner Sharma Director Company Secretary
Membership No.102749 Director DIN: 01241474 M. No. A23717
Place: Mumbai DIN: 03024125
Date: 31st August, 2017

Annual Report 2016-17