Silly Monks Entertainment Limited€¦ · Mrs. Swathi Reddy, Executive Director of the Company, was...
Transcript of Silly Monks Entertainment Limited€¦ · Mrs. Swathi Reddy, Executive Director of the Company, was...
Silly Monks Entertainment Limited
Annual Report 2016-17
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COMPANY INFORMATION
BOARD OF DIRECTORS Shri. Tekulapalli Sanjay Reddy Chairman & Managing Director Shri. Anil Kumar Pallala Whole Time Director Mrs. Swathi Reddy Non- Executive Non - Independent Director Shri. Sreenivasa Reddy Musani Non- Executive Non - Independent Director Shri. Katragadda Rajesh Independent Director Shri. Prasada Rao Kalluri Independent Director COMPANY SECRETARY & COMPLIANCE OFFICER Ms. Sushma Barla
CHIEF FINANCIAL OFFICER Shri. B. Narsing Rao Registered Office: Statutory Auditors:
301, Ektha Pearl, 2-17-89, B P Raju Marg, Kothaguda, M/s. Ramasamy Koteswara & Co.
Kondapur, Hyderabad – 500084, Telangana, India Chartered Accountants
Tele-Fax No. : 040 - 2300 4518 Firm Regn No. 010396S
BOARD COMMITTEES
Audit Committee:
Shri. Rajesh Katragadda Chairman Shri. Prasada Rao Kalluri Member Shri. Tekulapalli Sanjay Reddy Member
Nomination and Remuneration Committee:
Shri. Rajesh Katragadda Chairman Shri. Prasada Rao Kalluri Member Shri. Sreenivasa Reddy Musani Member
Stakeholders Relationship Committee:
Shri. Rajesh Katragadda Chairman Shri. Prasada Rao Kalluri Member Shri. Tekulapalli Sanjay Reddy Member
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Contents Page No.
NOTICE ....................................................................................................................................................3
ANNEXURE TO THE NOTICE ......................................................................................................................5
DIRECTORS’ REPORT.................................................................................................................................6
ANNEXURES TO DIRECTORS’ REPORT ...................................................................................................... 14
AUDITORS REPORT ON FINANCIAL STATEMENTS ..................................................................................... 25
BALANCE SHEET ..................................................................................................................................... 33
STATEMENT OF PROFIT & LOSS ACCOUNT ............................................................................................... 35
CASH FLOW STATEMENT ........................................................................................................................ 36
NOTES FORMING PART OF FINANCIAL STATEMENTS ............................................................................... 38
AUDITOR’S REPORT ON CONSOLIDATED FINANCIAL STATEMENTS ........................................................... 52
CONSOLIDATED BALANCE SHEET ............................................................................................................ 57
CONSOLIDATED STATEMENT OF PROFIT & LOSS ACCOUNT ...................................................................... 59
CONSOLIDATED CASH FLOW STATEMENT ............................................................................................... 60
ATTENDENDENCE SLIP ............................................................................................................................ 75
PROXY FORM ......................................................................................................................................... 76
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NOTICE
Notice is hereby given that the 04th Annual General Meeting of the Members of Silly Monks Entertainment
Limited will be held on Tuesday, the 26th September, 2017 at 11.30 A.M. at the registered office of the
Company situated at 301, Ektha Pearl, 2-17-89, B P Raju Marg, Kothaguda, Kondapur, Hyderabad – 500084,
Telangana, India to transact the following business:
ORDINARY BUSINESS:
1. To consider and adopt the Audited Financial Statements of the Company for the year 2016-17 together with the Report of the Board of Directors and Auditors thereon; and the audited Consolidated Financial Statements of the Company for the year 2016-17.
2. To appoint a director in place of Mrs. Swathi Reddy, as She retires by rotation and being eligible offers herself for re - appointment.
3. To ratify the appointment of Statutory Auditors of the Company and to fix their remuneration and in this
regard, to consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:
“RESOLVED THAT pursuant to the provisions of Sections 139, 141, 142 and other applicable provisions of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, and the resolution passed by the members in their AGM held on 18.12.2014, the appointment of M/s. Ramasamy koteswara & Co., Chartered Accountants, (Registration No. 010396S), Hyderabad who were appointed as the Statutory Auditors of the Company to hold the office as such till the conclusion of 6th Annual General Meeting, be and is hereby ratified and the Board of Directors of the Company be and are hereby authorised to fix the remuneration payable to the Statutory Auditors for the audit of the accounts for the financial year ending March 31, 2018.”
By order of the Board of Directors
For Silly Monks Entertainment Limited
SD/-
Place: Hyderabad Sushma Barla
Date: 04th September, 2017 Company Secretary & Compliance Officer
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NOTES FOR MEMBERS:
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO
ATTEND AND ON A POLL TO VOTE INSTEAD OF HIMSELF/HERSELF. SUCH A PROXY NEED NOT BE A MEMBER OF THE COMPANY. 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.
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.
2. The register of members and share transfer books of the company will remain closed from Friday the
22nd day of September 2017 to Monday the 25th day of September 2017 (both days inclusive).
3. M/s. Bigshare Services Pvt. Ltd, E-2/3 Ansa Industrial Estate , Saki Vihar Road, Sakinaka, Andheri (East), Mumbai -400072, the Registrar and Transfer Agent (RTA) of the Company. All communications in respect of share transfers and change in the address of the members may be communicated to them.
4. All the documents referred to in the Notice will be available to the members for inspection at the
Registered Office of the company between 10.30 A.M to 12.30 P.M on all working days from the date hereof up to the date of the Meeting.
5. Members/Proxies are requested to bring the attendance slip filled in for attending the Meeting.
By order of the Board of Directors
For Silly Monks Entertainment Limited
SD/-
Place: Hyderabad Sushma Barla
Date: 04th September, 2017 Company Secretary & Compliance Officer
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ANNEXURE TO THE NOTICE
INFORMATION IN RESPECT OF DIRECTORS SEEKING APPOINTMENT/ RE-APPOINTMENT AS REQUIRED
UNDER THE SECRETARIAL STANDARDS ON GENERAL MEETINGS ISSUED BY ICSI
Name of the Director Swathi Reddy
Date of first appointment on the Board 20th day of September, 2013
Date of Birth 09.02.1971 (46 Years)
Expertise in Specific Functional areas She has more than two decades of work experience
in the marketing sector.
Educational Qualification
She holds a degree in Bachelor of Commerce and
Master of Business Administration (MBA) from the
Osmania University of Hyderabad.
Directorships in other Companies
Dream Boat Entertainment Private Limited.
Foreign Companies:
Dream Boat Entertainment Pte Limited
Membership / Chairmanships of committees of
Other Boards (other than the Company) Nil
Details of Remuneration sought to be paid and the
remuneration last drawn by such person Nil
Shareholding in the Company as on 31.03.2017 She holds 11,000 Equity Shares of Rs.10/- each
Relation between Directors inter-se She is the wife of Mr. Tekulapalli Sanjay Reddy,
Chairman & Managing Director.
Number of meetings attended during the year Attended 13 out of 13 Board Meetings held during
the year
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DIRECTORS’ REPORT
To
The Members,
M/s. Silly Monks Entertainment Limited.
Your directors have pleasure in presenting their Fourth Annual Report on the business and operations of the
company together with the audited financial statements along with the report of the Auditors for the financial
year ended 31 March 2017.
1. FINANCIAL RESULTS:
The performance for the current year in comparison to the previous year are as under:
(Amount in Rs.)
Particulars Financial Year
2016-17
Financial Year
2015-16
Revenue from Operations 2,99,93,287 2,01,74,196
Other Income 2,30,172 13,980
Total Revenue 3,02,23,459 2,01,88,176
Total Expenses 2,64,92,233 1,92,16,218
Net Profit / Loss Before Tax (PBT) 37,31,226 9,71,958
Current Tax 7,10,985 2,00,740
Deferred Tax 4,22,317 1,06,045
MAT Credit Entitlement (17,423) -
Net Profit (PAT) 26,15,348 6,65,173
EPS 5.84 1.76
2. COMPANY PERFORMANCE
Your Company posted good financial results with a net profit of Rs. 26.15 Lakhs during the year under
review. Due to continuous efforts of the management the revenues of the company increased by 49.71%
to that of the previous year. The Company is looking forward to increase its profits in the coming financial
years with the support of all the stakeholders of the Company.
3. TRANSFER TO RESERVES
The Company did not transfer any amount to the General Reserve for the Financial Year ended March
31st, 2017.
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4. DIVIDEND:
No Dividend was declared for the financial year ended 31st March, 2017 due to conservation of Profits for
the future expansion of business of the Company.
5. SUBSIDIARIES: Dream Boat Entertainment Pte Limited (Hong Kong) Dream Boat Entertainment Limited is a wholly Owned Subsidiary of the Company incorporated in Hong Kong, involved in the business similar to that of the Company. Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statements of Subsidiaries/Associates in the prescribed format i.e. Form AOC-1 is provided as Annexure - I to this Report. The statement also provides the details of performance, financial position of each of the subsidiaries/associates.
6. STATUTORY AUDITORS: The Shareholders of the Company At their Annual General Meeting (AGM) held on 18th December, 2014, have appointed M/s. Ramasamy koteswara & Co., Chartered Accountants, (Registration No. 010396S), Hyderabad, as Statutory Auditors of the Company to hold office from the conclusion of that AGM till the conclusion of the 06th AGM (subject to ratification of the appointment by the members at every AGM held after that AGM) at such remuneration as may be decided by the Board of Directors. The Board recommends their appointment for ratification at the ensuring Annual General Meeting.
7. DIRECTORS & KEY MANAGERIAL PERSONAL:
7.1 Director Retiring by Rotation Mrs. Swathi Reddy retires by rotation at the forthcoming Annual General Meeting, and being eligible,
offers herself for re-appointment at the said Meeting of the Company.
7.2 Changes in the Board and Key Managerial Personnel
7.2.1 Board
Mr. Tekulapalli Sanjay Reddy, was appointed as the Chairman & Managing Director of the Company for
a period of 3 years with effect from 01.04.2017 and whose appointment was approved by the members
of the Company at the Extraordinary General Meeting held on 15th day of May, 2017.
Mr. Anil Kumar Pallala was appointed as the Whole Time Director of the Company for a period of 3 years
with effect from 01.04.2017 and whose appointment was approved by the members of the Company at
the Extraordinary Meeting held on 15th day of May, 2017.
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Mrs. Swathi Reddy, Executive Director of the Company, was redesignated as Non-Executive Director with
effect from 31st day of March, 2017, by the board of directors of the Company at their meeting held on
31st day of March, 2017.
The Board of Directors of the Company appointed Mr. Rajesh Katragadda and Mr. Prasada Rao Kalluri as
an additional directors in the capacity of Non – Executive Independent Directors of the Company at their
board meeting held on 31st day of March, 2017 and their appointment’s had approved by the members
of the Company at the Extraordinary General Meeting held on 15th day of May, 2017.
The Board of Directors of the Company appointed Mr. Sreenivasa Reddy Musani as an additional director
of the Company at their board meeting held on 31st day of March, 2017 and whose appointment was
approved by the members of the Company at the Extraordinary General Meeting held on 15th day of May,
2017.
As on the date of this report, the following are the Board of Directors of the Company:
SL. NO. NAME OF THE Director DESIGNATION
1. Tekulapalli Sanjay Reddy Chairman & Managing Director
2. Anil Kumar Pallala Whole Time Director
3. Swathi Reddy Non – Executive Directors
4. Sreenivasa Reddy Musani Non – Executive Directors
5. Rajesh Katragadda Non – Executive Independent Directors
6. Prasada Rao Kalluri Non – Executive Independent Directors
7.2.2 Key Managerial Personnel
The Board of Directors of the Company at their meeting held on 31st March, 2017, appointed Mr. Boda
Narsing Rao as Chief Financial Officer of the Company, with effect from 01st April, 2017.
Ms. Sushma Barla was appointed as a Company Secretary and Compliance Officer of the Company with
effect from 24th day of May, 2017.
As on the date of this report, the following are the Key Managerial Personnel of the Company:
SL. NO. NAME OF THE KMP DESIGNATION
1. Tekulapalli Sanjay Reddy Chairman & Managing Director
2. Anil Kumar Pallala Whole Time Director
3. Boda Narsing Rao Chief Financial Officer
4. Sushma Barla Company Secretary & Compliance Officer
7.2.3 Independent Directors
The Company has received necessary declaration from each Independent Director of the Company, that
they meet the criteria of independence prescribed under section 149(6) of the Companies Act, 2013 (the
Act).
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8. BOARD MEETINGS
The Board met Thirteen (13) times during the financial year 2016-17.
The following are the details of the Board Meetings:
9. COMMITTEES
a) AUDIT COMMITTEE: The Audit Committee of the Company was constituted pursuant to the Board Meeting held on 12th day of June, 2017, comprises the following Members: Shri. Rajesh Katragadda - Chairman Shri. Prasada Rao Kalluri - Member Shri. Tekulapalli Sanjay Reddy - Member
None of the recommendations made by the Audit Committee were rejected by the board. During the year under review the Audit Committee met on 04.09.2017.
b) NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee of the Company was constituted pursuant to the Board Meeting held on 12th day of June, 2017, comprises the following Members: Shri. Rajesh Katragadda - Chairman Shri. Prasada Rao Kalluri - Member Shri. Sreenivasa Reddy Musani - Member
During the year under review, the Stakeholder’s Relationship Committee was not met.
Sl. No. Date of Board Meeting
1. 04.04.2016
2. 14.05.2016
3. 18.06.2016
4. 18.07.2016
5. 02.09.2016
6. 12.09.2016
7. 19.09.2016
8. 18.10.2016
9. 24.01.2017
10. 03.02.2017
11. 20.02.2017
12. 24.03.2017
13. 31.03.2017
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c) STAKEHOLDER’S RELATIONSHIP COMMITTEE
The Stakeholder’s Relation Ship Committee of the Company was constituted pursuant to the Board Meeting held on 12th day of June, 2017, comprises the following Members:
Shri. Rajesh Katragadda - Chairman Shri. Prasada Rao Kalluri - Member Shri. Tekulapalli Sanjay Reddy - Member
10. POLICY ON DIRECTOR’S AND KEY MANAGERIAL PERSONNEL APPOINTMENT AND REMUNERATION During the year, your Company has adopted the policy on Director’s Appointment and Remuneration. The objective of the policy is to ensure the executive directors and other employees are sufficiently compensated for their performance. The policy seeks to provide criteria for determining qualifications and positive attributes and independence of a director and also recommend a policy relating to the remuneration for the directors and key managerial personnel.
11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS MADE BY THE COMPANY UNDER THE PROVISIONS OF SECTION 186 OF THE COMPANIES ACT, 2013 Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
12. FIXED DEPOSITS: Your Company has not accepted any fixed deposits and as such no principal or interest was outstanding as on the date of the Balance sheet.
13. DIRECTORS RESPONSIBILITY STATEMENT Pursuant to Section 134 (5) of the Companies Act, 2013 Your Directors’ confirm that:
i) In preparation of annual accounts for the financial year ended 31st March, 2017, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;
ii) The Directors have selected such accounting policies and applied them consistently and made
judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year ended 31st March, 2017 and of the profit and loss of the Company for the year
iii) The Directors have taken proper and sufficient care for their maintenance of adequate accounting
records in accordance with the provisions of the Companies Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.
iv) The Directors had prepared the annual accounts on a ‘going concern’ basis; and
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v) The directors had devised proper systems to ensure compliance with the provisions of all applicable
laws and that such systems were adequate and operating effectively.
14. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
During the FY under review, transactions were conducted by the Company pursuant to the Agreements
entered into with its Related Parties during previous years; the same were on an arm’s length basis and
in the ordinary course of business. There are no materially significant related party transactions made by
the Company with the Promoters, Directors, Key Managerial Personnel or any related party which may
have a potential conflict with the interest of the Company at large.
The details of related party transactions which were entered into during the previous year / current year
are provided in Financial Statements, under the head measurement and disclosures as per the
Accounting Standards.
The particulars of contracts or arrangements with related parties referred to in sub-section (1) of Section
188 of the Companies Act, 2013 in Form AOC-2 is herewith annexed as “Annexure –II” to this report.
15. SHARE CAPITAL The Authorised Share Capital of the Company as on date of Balance Sheet is Rs. 55,00,000/- divided into
5,50,000 equity shares of Rs.10/- each.
The paid up share capital of the company as on date of balance sheet is Rs. 52,45,000/- divided into
5,24,500 equity shares of Rs. 10/- each.
During the year under review, the company has increased the Authorized Share Capital of the company,
from Rs. 55,00,000/- to Rs. 5,00,00,000/- at the Extraordinary General Meeting held on 15.05.2017.
Your Company has issued 31,47,000 Bonus Shares in the ratio of 6:1 i.e. 6 equity shares for every 1 equity
share held to the shareholders by way of capitalization of Securities Premium Account.
The paid-up Share Capital of the Company as on Date is Rs. 3,67,15,000/- divided into 36,71,500 equity
shares of Rs. 10/- each.
During the year under review, the Company has not issued shares with differential voting rights, sweat
equity shares or Employee Stock Options.
16. EXTRACT OF ANNUAL RETURN:
An Extract of Annual return prepared in accordance with the provisions of the section 92 (3) of the
Companies Act, 2013 in the form MGT-9 is Annexed as “Annexure – III” to this report.
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17. AUDITORS’ REPORT There are no qualifications, reservations or adverse remarks made by M/s. Ramasamy koteswara & Co., Chartered Accountants, Statutory Auditors in their report for the Financial Year ended 31st March, 2017.
18. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO: a) Conservation of Energy, Technology Absorption:
The particulars prescribed by section 134(3)(m) the Companies Act, 2013, pertaining to disclosure measures taken in relation to conservation of energy and technology absorption are not applicable.
b) Foreign Exchange earnings and Outgo:
Foreign Exchange Earnings: Rs. 2,42,05,282/- Foreign Exchange Outgoings: 0
19. MATERIAL CHANGES AFTER THE CLOSURE OF THE FINANCIAL YEAR:
During the year, the Company has converted from Private Limited Company to Public limited Company by passing a Special Resolution at the Extraordinary General meeting of the members of the Company held on 15th day of May, 2017, and the Company has obtained fresh Certificate of Incorporation dated, 24th day of May, 2017 from the Registrar of Companies, for the state of Telangana and Andhra Pradesh. Pursuant to the approval of the members of the Company at the Extraordinary general meeting of the members of the Company held on 08th day of June, 2017, your Company has filled Draft prospectus with the National Stock Exchange of India Limited on 24th day of August, 2017 for the purpose of Initial Public offer comprising a fresh issue of 9,70,000 equity Shares and Offer for sale (OFS) of 2,90,000 equity Shares. The Company has obtained in-principle approval from the NSE dated 14th September, 2017 as the Company proposes to list its shares in SME platform of NSE (Emerge).
20. CHANGE IN THE NATURE OF BUSINESS:
There was no change in the nature of business of your Company during the financial year ended 31st March, 2017.
21. SIGNIFICANT OR MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS There are no orders passed by the Regulators / Courts which would impact the going concern status of your Company and its future operations. Further, we confirm that there were no instances of fraud to be reported by the Auditors vide their Report for the FY 2016-17.
22. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY: Your Company has an adequate system of internal financial controls with reference to financial statements, including but not limited to safeguard and protection of assets from loss, their unauthorized
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use or disposition. All the transactions were properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting in the financial statements. Your Company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of its business.
23. RISK MANAGEMENT POLICY: The Company is in the Process of adopting a policy on risk management. Your Company believes that managing the risk helps in maximizing the returns. The Company’s approach to addressing business risk is comprehensive and includes periodic review of such risks and frameworks for the mitigating the risks and reporting mechanism of such risks. The risk management framework is reviewed periodically by the board.
24. PARTICLARS OF EMPLOYEES There are no employees who are covered under the provisions of Section 197(12) of the Companies Act, 2013 read with the Rule 5 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and hence the statement in this respect has not been given.
25. ACKNOWLEDGMENT AND APPRECIATION: Your Directors take this opportunity to thank the Clients, shareholders, bankers, business associates for their consistent support and continued encouragement to the Company. Further your Directors convey their appreciation for the whole hearted and committed efforts by all its employees.
BY ORDER OF THE BOARD OF DIRECTORS
FOR SILLY MONKS ENTERTAINMENT LIMITED
SD/- SD/-
TEKULAPALLI SANJAY REDDY ANIL KUMAR PALLALA
PLACE: HYDERABAD CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR DATE: 04TH SEPTEMBER, 2017 DIN: 00297272 DIN: 02416775
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Annexures to Directors’ Report 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
Information in respect of each subsidiary to be presented with (Amount In Rs.)
Sl. No. Particulars Details
1. Name of the Subsidiary Dream Boat Entertainment Pte.
Limited
Event Monks Entertainment
LLP
Monkstar Music LLP
2. Reporting period for the subsidiary concerned, if different from the holding company's reporting period
Not Applicable Not Applicable Not Applicable
3. Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries
1 USD = 64.8144 Not Applicable Not Applicable
4. Share capital 80,000 1,00,000 5,00,000
5. Reserves & surplus 1,43,29,056 8,31,812 5,18,152
6. Total assets 3,07,58,966 9,91,111 11,10,300
7. Total Liabilities 3,07,58,966 9,91,111 11,10,300
8. Investments Nil Nil Nil
9. Turnover 10,76,18,245 9,51,200 8,11,022
10. Profit before taxation 1,16,84,371 1,30,604 2,51,900
11. Provision for taxation (Includes DTL/DTA) - 39,299 77,837
12. Profit after taxation 1,16,84,371 91,305 1,74,063
13. Proposed Dividend - -
14. % of shareholding 100% 64% 67%
None of the above subsidiaries have been liquidated or sold during the year.
Part “B”: Associates and Joint Ventures – NIL
The Company does not have any Associate Company / Joint Ventures.
As per my report of even date. For and on behalf of the Board of Directors
For Ramasamy Koteswara Rao & Co., Silly Monks Entertainment Limited
Chartered Accountants
Firm Regn No. 010396S
SD/- SD/- SD/-
(CV Koteswara Rao) Tekulapalli Sanjay Reddy Anil Kumar Pallala
Partner Chairman & Managing Director Whole Time Director
Membership No-028353 DIN: 00297272 DIN: 02416775
Place: Hyderabad
Date: 30.05.2017
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ANNEXURE - II
Form No. AOC-2
DETAILS OF RELATED PARTY TRANSACTIONS
(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 subsection (1) of section 188 of the Companies Act, 2013 including certain arms’ length transactions under third proviso thereto
1. Details of contracts or arrangements or transactions not at arm’s length basis: NIL
The company has not entered into any contract or arrangement or transaction which is not at arm’s length basis during the year under review.
2. Details of material contracts or arrangement or transactions at arm’s length basis:
The Company has entered into a Lease agreement dated 04th day of December, 2013 with Mr. T. Sanjay Reddy & Mrs. Swathi Reddy directors of the Company for the premises of the previous registered office of the Company situated at G2, Namitha Nest, 1st Floor,1-89/A/16, Durgam Cherurvu Road, kavuri Hills, Madhapur, Hyderabad-500081 for the period of 3 years starting from 16th day of December, 2013 to 15th day of December, 2016. The lease period is completed with financial year 2016 - 17. The following are the details of the transaction.
Name(s) of the related party and
nature of relationship
Nature of contracts/
arrangements/ transactions
Duration of the contracts /
arrangement / transactions
Salient terms of the contracts or
arrangements or transactions including
the value, if any
Date(s) of approval by the Board,
if any
Amount paid as
advances, if any
Mr. Tekulapalli Sanjay Reddy -Chairman & Managing Director
Rent paid (Expenses)
3 years –Concluded during the F.Y.2016-17
Lease of premises for a period of 3 years at a monthly rent of Rs.55,000/-
Existing Agreement - Not Applicable
Rs.2,50,000/- as Security Deposit
Swathi Reddy - Non - Executive Director
Rent paid (Expenses)
3 years –Concluded during the F.Y.2016-17
Lease of premises for a period of 3 years at a monthly rent of Rs.55,000/-
Existing Agreement - Not Applicable
Rs.2,50,000/- as Security Deposit
BY ORDER OF THE BOARD OF DIRECTORS
FOR SILLY MONKS ENTERTAINMENT LIMITED
SD/- SD/-
TEKULAPALLI SANJAY REDDY ANIL KUMAR PALLALA
PLACE: HYDERABAD CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR DATE: 04TH SEPTEMBER, 2017 DIN: 00297272 DIN: 02416775
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ANNEXURE – III
FORM NO. MGT 9 EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2017 Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management &
Administration) Rules, 2014.
I. REGISTRATION &OTHER DETAILS:
1. CIN U92120TG2013PLC090132
2. Registration Date 20/09/2013
3. Name of the Company Silly Monks Entertainment Private Limited
4. Category/Sub-category of the Company Non-Government Company/ Private Company
Limited by Shares
5. Address of the Registered office &
contact details
301, Ektha Pearl, 2-17-89, B P Raju Marg, Kothaguda,
Kondapur Hyderabad - Telangana 500084, India.
Email: [email protected]
6. Whether listed company No
7. Name, Address & contact details of the
Registrar & Transfer Agent, if any.
Not Applicable
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more
of the total turnover of the company shall be stated):
S. No. Name and Description of main products / services NIC Code of the
Product/service
% to total
turnover of the
company 1. Motion picture, video and television programme
production, sound recording and music publishing
activities (Publishing, Digital & Social Media)
59 100.00%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES:
Sl. No. Name and Address of
the Company
CIN/GLN Holding/ Subsidiary
/ Associate
% of shares
held
Applicable
Section
1. Dream Boat
Entertainment Pte Ltd.
NA Subsidiary 100% 2(87)
2. Monkstar Music LLP AAD-8082 Subsidiary 67% 2(87)
3. Event Monks
Entertainment LLP
AAD-2703 Subsidiary 64% 2(87)
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IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
a) Category-wise Share Holding:
Category of Shareholders No. of Shares held at the beginning of
the year [As on 31-March-2016]
No. of Shares held at the end of the
year[As on 31-March-2017]
%
Change
during
the
year
Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
A. Promoters
(1) Indian
a) Individual/ HUF - 318,000 318,000 76.08 - 318,000 318,000 60.63 (15.45)
b) Central Govt. - - - - - - - - -
c) State Govt.(s) - - - - - - - - -
d) Bodies Corp. - - - - - - - - -
e) Banks / FI - - - - - - - - -
f) Any other - - - - - - - - -
Sub-total (A)(1) - 318,000 318,000 76.08 - 318,000 318,000 60.63 (15.45)
(2) Foreign
a)NRI Individuals - - - - - - - - -
b) Other Individuals - - - - - - - - -
c) Bodies Corp. - - - - - - - - -
d) Banks / FI - - - - - - - - -
e) Any other - - - - - - - - -
Sub-total (A)(2) - - - - - - - - -
Total Shareholding of
Promoter
(A)= (A)(1)+(A)(2)
- 318,000 318,000 76.08 - 318,000 318,000 60.63 (15.45)
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):- - - - - - - - - -
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2. Non-Institutions
a) Bodies Corp.
i) Indian - - - - - 106,500 106,500 20.31 20.31
ii) Overseas - - - - - - - - -
b) Individuals - - - - - - - - -
i) Individual shareholders
holding nominal share
capital up to Rs. 1 lakh
- - - - - - - - -
ii) Individual shareholders
holding nominal share
capital in excess of Rs 1
lakh
- 100,000 100,000 23.92 - 100,000 100,000 19.07 (4.85)
c) Others (specify)
Clearing Member - - - - - - - - -
Trust - - - - - - - - -
Non Resident Individuals - - - - - - - - -
Foreign Portfolio
Investors – Corporate
(FPI)
- - - - - - - - -
Sub-total (B)(2):- - 100,000 100,000 23.92 - 206,500 206,500 39.37 15.45
Total Public Shareholding
(B)=(B)(1)+ (B)(2)
- 100,000 100,000 23.92 - 206,500 206,500 39.37 15.45
C. Shares held by
Custodian for GDRs &
ADRs
- - - - - - - - -
Grand Total (A+B+C) - 418,000 418,000 100.00 - 524,500 524,500 100.00 0.00
b) Shareholding of Promoters/ Promoters Group:-
S.
No.
Shareholder’s
Name
Shareholding at the beginning of
the year
Shareholding at the end of the
year
% change
in
shareholdi
ng during
the year
No. of
Shares
% of
total
Shares of
the
company
%of Shares
Pledged /
encumbere
d to total
shares
No. of
Shares
% of
total
Shares of
the
company
%of Shares
Pledged /
encumbere
d to total
shares
Promoters
1 Tekulapalli
Sanjay Reddy
253000 60.53% 0 240000 45.76% 0 (14.77%)
2 Anil Kumar
Pallala
54000 12.92% 0 50000 9.53% 0 (3.39%)
Total 307000 73.45% 0 290000 55.29% 0 (18.16%)
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Promoter’s Group
3 Swathi Reddy 11000 2.63% 0 11000 2.10% 0 (0.53%)
4 Gaurika Reddy 0 0 0 6500 1.24% 0 1.24%
5 Karyampudi
Koti Sridevi
0 0 0 4000 0.76% 0 0.76%
6 Tekulapalli
Mahikaansh
Reddy
0 0 0 6500 1.24% 0 1.24%
Total 11000 2.63% 0 28000 5.34% 0 2.71%
c) Change in Promoters’ Shareholding (please specify, if there is no change):-
Particulars Date Reason Shareholding at the
beginning of the year
Cumulative
shareholding during the
year
No. of
shares
% of total
shares of
the
company
No. of
shares
% of total
shares of the
company
Promoters
1. Tekulapalli Sanjay Reddy
At the beginning of the year 01.04.2016 253000 60.53% - -
Changes during the year 31.03.2017 Transfer (13000) (2.48%) 240000 58.05%
At the end of the year 31.03.2017 - - 240000 58.05%
2. Anil Kumar Pallala
At the beginning of the year 01.04.2016 54000 12.92% - -
Changes during the year 31.03.2017 Transfer (4000) (0.76%) 50000 12.16%
At the end of the year 31.03.2017 - - 50000 12.16%
Promoter’s Group
3. Swathi Reddy
At the beginning of the year 01.04.2016 - 11000 2.63% - -
Changes during the year - - - - 11000 2.63%
At the end of the year 31.03.2017 - 11000 2.63%
4. Gaurika Reddy
At the beginning of the year 01.04.2016 - - - - -
Changes during the year 31.03.2017 Transfer - - 6500 1.24%
At the end of the year 31.03.2017 - - - 6500 1.24%
5. Karyampudi Koti Sridevi
At the beginning of the year 01.04.2016 - - - - -
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Changes during the year 31.03.2017 Transfer - - 4000 (0.76%)
At the end of the year 31.03.2017 - - - 4000 (0.76%)
6. Tekulapalli Mahikaansh Reddy
At the beginning of the year 01.04.2016 - - - - -
Changes during the year 31.03.2017 Transfer - - 6500 1.24%
At the end of the year 31.03.2017 - - - 6500 1.24%
d) Shareholding Pattern of top ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs):
Particulars Date Reason Shareholding at the
beginning of the year
Cumulative
shareholding during the
year
No. of
shares
% of total
shares of
the
company
No. of
shares
% of total
shares of the
company
1. Ektha.Com Private Limited
At the beginning of the year 01.04.2016 - - - -
Changes during the year
14.05.2016 Allotment 7000
20.31%
7000
20.31%
18.06.2016 Allotment 7000 14000
18.07.2016 Allotment 7300 21300
12.09.2016 Allotment 7100 28400
19.09.2016 Allotment 7100 35500
18.10.2016 Allotment 7100 42600
24.01.2017 Allotment 3500 46100
03.02.2017 Allotment 3500 49600
20.02.2017 Allotment 7100 56700
24.03.2017 Allotment 30000 86700
31.03.2017 Allotment 19800 106500
At the end of the year 31.03.2017 - - 106500 20.31%
2. Korrapati Ranganathasai
At the beginning of the year 01.04.2016 - 100000 19.07% - -
Changes during the year NA NA NA NA 100000 19.07%
At the end of the year 31.03.2017 - - - 100000 19.07%
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e) Shareholding of Directors and Key Managerial Personnel:
Particulars Date Reason Shareholding at the beginning of the year
Cumulative shareholding during the
year
No. of shares
% of total shares of
the company
No. of shares
% of total shares of the
company
1. Tekulapalli Sanjay Reddy
At the beginning of the year 01.04.2016 253000 60.53% - -
Changes during the year 31.03.2017 Transfer (13000) (2.48%) 240000 58.05%
At the end of the year 31.03.2017 - - 240000 58.05%
2. Anil Kumar Pallala
At the beginning of the year 01.04.2016 54000 12.92% - -
Changes during the year 31.03.2017 Transfer (4000) (0.76%) 50000 12.16%
At the end of the year 31.03.2017 - - 50000 12.16%
3. Swathi Reddy
At the beginning of the year 01.04.2016 - 11000 2.63% - -
Changes during the year - - - - 11000 2.63%
At the end of the year 31.03.2017 - 11000 2.63%
4. Sreenivasa Reddy Musani
At the beginning of the year 01.04.2016 - NIL NIL NIL NIL
Changes during the year - - NIL NIL NIL NIL
At the end of the year 31.03.2017 - NIL NIL NIL NIL
5. Katragadda Rajesh
At the beginning of the year 01.04.2016 - NIL NIL NIL NIL
Changes during the year - - NIL NIL NIL NIL
At the end of the year 31.03.2017 - NIL NIL NIL NIL
6. Prasada Rao Kalluri
At the beginning of the year 01.04.2016 - NIL NIL NIL NIL
Changes during the year - - NIL NIL NIL NIL
At the end of the year 31.03.2017 - NIL NIL NIL NIL
7. Boda Narsing Rao
At the beginning of the year 01.04.2016 - NIL NIL NIL NIL
Changes during the year - - NIL NIL NIL NIL
At the end of the year 31.03.2017 - NIL NIL NIL NIL
8. Sushma Barla
At the beginning of the year 01.04.2016 - NIL NIL NIL NIL
Changes during the year - - NIL NIL NIL NIL
At the end of the year 31.03.2017 - NIL NIL NIL NIL
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V. INDEBTEDNESS - Indebtedness of the Company including interest outstanding/accrued but not due for
payment. (Amount in Rs.)
Secured Loans
Excluding Deposits
Unsecured
Loans
Deposits Total
Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 24,70,000 - - 24,70,000
ii) Interest due but not paid - - - -
iii)Interest accrued but not due - - - -
Total (i+ii+iii) 24,70,000 - - 24,70,000
Change in Indebtedness during the financial year
* Addition 76,43,000 - - 76,43,000
* Reduction 13,16,098 - - 13,16,098
Net Change 63,26,902 - - 63,26,902
Indebtedness at the end of the financial year
i) Principal Amount 87,96,902 - - 87,96,902
ii) Interest due but not paid - - - -
iii)Interest accrued but not due - - - -
Total (i+ii+iii) 87,96,902 - - 87,96,902
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
(Amount in Rs.)
Sl. No. Particulars of Remuneration Name of MD/WTD/ Manager
Total Amount Designation CMD WTD
1. Gross salary Tekulapalli Sanjay Reddy*
Anil Kumar Pallala**
(a) Salary as per provisions contained in
section 17(1) of the Income-tax Act, 1961 36,00,000 21,00,000 57,00,000
(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
- - -
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5. Others, please specify - - -
Total (A) 36,00,000 21,00,000 57,00,000
Ceiling as per the Act The provisions of Section 197 does not applicable during the Financial Year 2016-17
*As on 31st March, 2017, Mr. Tekulapalli Sanjay Reddy was appointed as the Chairman & Managing Director, for the F.Y. 2016-17 he has received the remuneration for the position of the Director not as a KMP
** As on 31st March, 2017, Mr. Anil kumar Pallala was appointed as the Whole Time Director, for the F.Y. 2016-17 he has received the remuneration for the position of the Director not as a KMP.
B. Remuneration to other Directors:
(Amount in Rs.)
Sl. No. Particulars of Remuneration Name of Directors
Total Amount 1. Independent Directors Katragadda
Rajesh
Prasada Rao
Kalluri
Fee for attending board committee meetings Nil Nil Nil
Commission Nil Nil Nil
Others, please specify Nil Nil Nil
Total (1) Nil Nil Nil
2. Other Non-Executive Directors Swathi
Reddy
Sreenivasa
Reddy Musani
-
Fee for attending board committee meetings Nil Nil Nil
Commissionv Nil Nil Nil
Others, please specify Nil Nil Nil
Total (2) Nil Nil Nil
Total (B)=(1+2) Nil Nil Nil
Total Managerial Remuneration Nil Nil Nil
Overall Ceiling as per the Act - - -
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD – Not Applicable
(Amount in Rs.)
Sl. No. Particulars of Remuneration Name of Key Managerial
Personnel Total Amount
1. Designation
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
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4. Commission
- as % of profit
- others, specify
5. Others, please specify
Total (A)
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES
Type Section of the
Companies Act
Brief Description
Details of Penalty / Punishment/ Compounding fees imposed
Authority [RD / NCLT/
COURT]
Appeal made, if any (give Details)
A. COMPANY Penalty
Punishment
Compounding
B. DIRECTORS
Penalty
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment
Compounding
BY ORDER OF THE BOARD OF DIRECTORS
FOR SILLY MONKS ENTERTAINMENT LIMITED
SD/- SD/-
TEKULAPALLI SANJAY REDDY ANIL KUMAR PALLALA
PLACE: HYDERABAD CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR DATE: 04TH SEPTEMBER, 2017 DIN: 00297272 DIN: 02416775
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AUDITORS’ REPORT
To the Members of SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) Report on the Standalone Financial Statements We have audited the accompanying standalone financial statements of SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) (the “Company”), which comprise the Balance Sheet as at March 31, 2017, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information (together hereinafter referred to as “standalone financial statements”). 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 provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness 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. 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 the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that
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are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the 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 standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2017, its Profit 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 purpose of our audit; (b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books; (c) 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 standalone financial statements comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts)Rules, 2014 and the Companies (Indian Accounting Standards) Rules, 2015, as amended; (e) On the basis of written representations received from the directors as on March 31, 2017, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of section 164 (2) of the Act; (f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure B” to this report;
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(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11of 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 does not have any pending litigations which would impact its financial position. ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. iv. The Company has provided requisite disclosures in its financial statement as to holdings as well as dealing in Specified Bank Notes during the period 8 November 2016 to 30 December 2016. Based on the audit procedures and relying on the management representation we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management.
For Ramasamy Koteswara Rao & Co, Chartered Accountants Firm Registration Number: 010396S
SD/- Place: Hyderabad (C V Koteswara Rao) Date: 30-05-2017 Partner Membership No.028353
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Annexure A to the Auditors’ Report (referred to in paragraph 1 of our Report of even date to the Members of “SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)” for the year ended March 31, 2017)
On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that;
i. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) All fixed assets have been physically verified by the management during the year in accordance with a phased program of verification which, in our opinion is reasonable having regard to the size of the company and the nature of its assets. According to the information furnished to us, no material discrepancies have been noticed on such verification.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company does not have any immovable properties so reporting under this clause is not applicable to the Company.
ii. The Company is a service company, primarily rendering digital marketing services. Accordingly, it does not hold any physical inventories. Thus, paragraph 3(ii) of the Order is not applicable to the Company.
iii. The Company has granted loans to parties covered in the register maintained under section 189 of the Companies Act, 2013 (‘the Act’). (a) In our opinion, the rate of interest and other terms and conditions on which the loans had been
granted to the parties listed in the register maintained under Section 189 of the Act were not, prima facie, prejudicial to the interest of the Company.
(b) In the case of the loans granted to the parties listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the principal and interest as stipulated.
(c) There are no overdue amounts in respect of the loan granted to parties listed in the register maintained under section 189 of the Act.
iv. In our opinion and according to the information and explanations given to us, the company has
complied with the provisions of section 185 and 186 of the Companies Act, 2013 In respect of loans, investments, guarantees, and security.
v. The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and
the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.
vi. The Central Government has not prescribed the maintenance of cost records under section 148(1) of
the Act, for any of the services rendered by the Company.
vii. (a) According to information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has been generally regular in depositing undisputed
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statutory dues including Provident Fund, Employees State Insurance, Income-Tax, Sales tax, Service Tax, Value added Tax, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2017 for a period of more than six months from the date on when they become payable.
(b) According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, and value added tax outstanding on account of any dispute.
viii. The Company has not defaulted in any repayment of loans or borrowings from any financial institution, banks, government or debenture holders during the year. Accordingly, paragraph 3(viii) of the Order is not applicable
ix. Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.
x. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the company or on the company by the officers and employees of the Company has been noticed or reported during the year.
xi. According to the information and explanations given by the management, the managerial
remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.
xii. In our opinion, the Company is not a Nidhi company. Therefore, the provisions of clause 3(xii) of the
order are not applicable to the Company and hence not commented upon. xiii. According to the information and explanations given by the management, transactions with the
related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.
xiv. According to the information and explanations given to us and on an overall examination of the
balance sheet, the Company has made the preferential allotment and private placement of shares during the year under review and complied with applicable provisions of the companies Act, 2013.
xv. According to the information and explanations given by the management, the Company has not
entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of Companies Act, 2013.
xvi. According to the information and explanations given to us, the provisions of section 45-IA of the
Reserve Bank of India Act, 1934 are not applicable to the Company and hence not commented upon.
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For Ramasamy Koteswara Rao & Co, Chartered Accountants Firm Registration Number: 010396S
SD/- Place: Hyderabad (C V Koteswara Rao) Date: 30-05-2017 Partner Membership No.028353
ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTS OF SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) To the Members of SILLY MONKS ENTERTAINMENT PRIVATE LIMITED We have audited the internal financial controls over financial reporting of SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) (“the Company”) as of March 31, 2017 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
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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 as specified under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting. Meaning of Internal Financial Controls over Financial Reporting A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls over Financial Reporting Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or
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fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2017, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For Ramasamy Koteswara Rao & Co, Chartered Accountants Firm Registration Number: 010396S
SD/- Place: Hyderabad (C V Koteswara Rao) Date:30-05-2017 Partner Membership No.028353
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BALANCE SHEET
SILLY MONKS ENTERTAINMENT LIMITED (FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,HYDERABAD,TELANGANA 500084
Standalone Balance Sheet as at 31st March 2017
Particulars Note No. 2016-17 2015-16
1 2 3 4
I 1 2 3
EQUITY AND LIABILITIES
Shareholders’ funds a) Share capital b) Reserves and surplus Non-current liabilities a) Long-term borrowings b) Deferred Tax Liability Current liabilities a) Short Term Borrowings b) Trade payables c) Short Term Provisions d) Other current liabilities
1 2
3
4 5 6 7
8
9 10
11 12 13 14
52,45,000 3,62,20,125
49,18,880 9,95,682
- 12,00,275
7,10,985 57,70,063
41,80,000 46,36,778
14,07,201 5,73,365
33,94,289 3,49,791 2,00,740
13,33,131
II 1 2
TOTAL 5,50,61,010 1,60,75,295
ASSETS Non-Current assets a) Fixed assets
i) Tangible assets ii) Intangible Assets iii) Capital Work-in-Progress
b) Non Current Investments c) Long Term Loans & Advances
Current assets a) Trade receivables b) Cash and cash equivalents c) Short-term loans and advances d) Other Current assets
1,49,33,318 71,63,517 28,87,370
30,17,921
1,50,30,075
21,97,800 80,85,248 12,93,194
4,52,567
41,87,684 51,28,703
-
22,15,972 -
37,02,207 1,61,820 3,48,747 3,30,162
TOTAL 5,50,61,010 1,60,75,295
Significant Accounting Policies A
As per our report of even date attached
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For Ramasamy koteswara Rao & Co Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No-028353
SD/- Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/- Anil Kumar Plallala (Director) DIN: 02416775
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STATEMENT OF PROFIT & LOSS ACCOUNT
SILLY MONKS ENTERTAINMENT LIMITED (FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,HYDERABAD,TELANGANA 500084
STATEMENT OF PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2017
Particulars Note No. 2016-17 2015-16
I II III IV V VI VII IX
Revenue from operations Other income Total Revenue (I + II) Expenses: Direct Cost Employee benefits expense Finance Cost Depreciation and amortization expense Other expenses Total expenses Profit before tax (III-IV) Tax expense: (a) Current tax (b) Deferred tax (c) MAT Credit Entitlement Profit (Loss) for the period (V-VI)
Earnings per equity share: 1) Basic 2) Diluted
15
16
17 18 19 6
20
21
2,99,93,287
2,30,172
2,01,74,196
13,980
3,02,23,459 2,01,88,176
75,75,510
1,14,05,136 3,57,573
20,29,845 51,24,169
2,64,92,233
52,70,492 78,50,856
4,95,643 15,10,424 40,88,803
1,92,16,218
37,31,226 9,71,958
7,10,985 4,22,317 (17,423)
2,00,740 1,06,045
-
26,15,348 6,65,173
5.84 5.84
1.76 1.76
Significant Accounting Policies
As per our report of even date attached
For Ramasamy koteswara Rao & Co Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No-028353
SD/-
Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/-
Anil Kumar Plallala (Director) DIN: 02416775
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CASH FLOW STATEMENT
SILLY MONKS ENTERTAINMENT LIMITED (FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,HYDERABAD,TELANGANA 500084
STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2017
Particulars For the Year Ended 31.03.2017
For the Year Ended 31.03.2016
A. CASH FLOW FROM OPERATING ACTIVITIES: Net Profit before Tax Adjustments for: Depreciation Finance Cost Profit on Sale of Fixed Assets
Operatine Profit Before Working Capital Changes Adjustments for Changes in Current and Non Current Liabilities and Assets
Increase/(Decrease) in Trade Payables Increase/(Decrease) in Other Current Liabilities Increase/(Decrease) in Short Tern Borrowings (Increase)/Decrease in Current Investments (Increase)/Decrease in Inventories (Increase)/Decrease in Trade Receivables (Increase)/Decrease in Short Term Loans & Advances (Increase)/Decrease in Other Current Assets (Increase)/Decrease in Non Current Investments (Increase)/Decrease in Long Term Loans & Advances
Cash Generated from Operating Activities Taxes paid Net Cash from Operating Activities (A) B. CASH FLOW FROM INVESTING ACTIVITIES:
Purchase of Fixed Assets Sale of Fixed Assets
Net Cash from Investing Activities (B) C. CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Long Term Borrowings Interest paid Proceeds from issue of shares
Net Cash from Financing Activities (C)
Net Increase/(Decrease) in Cash and Cash Equivalents (A+B+C)
37,31,226
20,29,845
3,57,573 (14,132)
9,71,959
15,10,424
4,95,643 -
61,04,512
8,50,484 44,36,931
(33,94,289) - -
15,04,406 (9,44,447) (1,04,982) (8,01,949)
(1,50,30,077)
29,78,026
1,24,059 9,42,991
33,94,289 (12,60,972)
1,45,000 (12,87,150)
(1,17,313) (15,463)
(3,92,000) -
(73,79,411) (2,00,740)
45,11,467 (1,02,692)
(75,80,151) 44,08,775
(1,78,85,230)
2,01,700
(38,99,859)
-
(1,76,83,530) (38,99,859)
35,11,679 (3,57,573)
3,00,33,000
(22,04,065)
(4,95,643) 22,80,000
3,31,87,107 (4,19,708)
79,23,426 1,61,822
89,208
72,614
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Cash & Cash Equivalents at Beginning of Period Cash & Cash Equivalents at End of Period Cash & Cash Equivalents comprise: Cash in Hand Balance with Banks
80,85,248
1,49,298 79,35,952
1,61,822
26,249 1,35,572
As per our report of even date For Ramasamy koteswara Rao & Co., Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No-028353
SD/- Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/- Anil Kumar Plallala (Director) DIN: 02416775
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NOTES FORMING PART OF FINANCIAL STATEMENTS
Note 1
Share capital
Share Capital 2016-17 2015-16
Number Amount Number Amount
Authorised Equity Shares of ` 10/-each 550,000 5,500,000 500,000 5,000,000
Issued, Subscribed & Paid up Equity Shares of ` 10/- paid up each 524,500 5,245,000 418,000 4,180,000
Total 524,500 5,245,000 418,000 4,180,000
Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period
Particulars 2016-17 2015-16
Number Amount Number Amount Shares outstanding at the beginning of the year 418,000 4,180,000 190,000 1,900,000
Shares Issued during the year 106,500 1,065,000 228,000 2,280,000
Shares bought back during the year - - - -
Shares outstanding at the end of the year 524,500 5,245,000 418,000 4,180,000
Shares in the company held by each shareholder holding more than 5 percent shares
Name of Shareholder
2016-17 2015-16
No. of Shares held % of Holding No. of Shares held
% of Holding
T. Sanjay Reddy 240,000 45.76% 253,000 60.53%
Sai Korrapati 100,000 19.07% 100,000 23.92%
Ektha.com Pvt Ltd 106,500 20.31% - -
Anil Kumar Pallala 50,000 9.53% 54,000 12.92%
T. Swathi Reddy 11,000 2.10% 11,000 2.63%
T Mahikaansh Reddy 6,500 1.24%
T Gaurik Reddy 6,500 1.24%
Sridevi 4,000 0.76%
524,500 100.00% 418,000 100.00%
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Note 2
Reserves and surplus
Particulars 2016-17 2015-16
A. Securities Premium Account
Opening Balance 3,900,000 3,900,000
(+) Addition During the Year 28,968,000 -
(-) Deletion During the Year - -
Closing Balance 32,868,000 3,900,000
B. Surplus
Opening Balance 736,778 71,604
(+) Current Year Transfer 2,615,348 665,173
(-) Written Back in Current Year - -
Closing Balance 3,352,125 736,778
Total 36,220,125 4,636,778
Note 3
Long Term Borrowings
Particulars 2016-17 2015-16
(a) Secured loans
(i) From Banks 8,796,902 2,470,000 Less: Current Maturities of Long Term Borrowings (3,878,022) (1,062,799)
(b) Unsecure loans (i) From Related Parties Loan From Director - -
Total 4,918,880 1,407,201
Note 4
Short Term Borrowings
Particulars 2016-17 2015-16
(a) Secured loans (i) From Banks - 3,394,289
Total - 3,394,289
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Note 5
Trade payables
Particulars 2016-17 2015-16
Sundry Creditors 1,200,275 349,791
Total 1,200,275 349,791
Note 6
Short Term Provisions
Particulars 2016-17 2015-16
Provision for Current Tax 710,985 200,740
Total 710,985 200,740
Note 7
Other Current Liabilities
Particulars 2016-17 2015-16
(i) Statutory Liabilities 45,564 63,306
(ii) Audit fee Payable 119,500 120,000
(iii) Advance from Customers - -
(iv) Others Payables 1,726,976 87,026
(v) Current Maturities of Long Term Borrowings 3,878,022 1,062,799
Total 5,770,063 1,333,131
Note 8
Non-Current Investment
Particulars 2016-17 2015-16
Investment in Unquoted Shares
Long Term Investment 80,000 80,000
Investments in Partnership Firms
Long Term Investment in LLP s 2,937,921 2,135,972
Total 3,017,921 2,215,972
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Note 10
Long Term Loans & Advances
Particulars 2016-17 2015-16
Inter Corporate Deposits 10,972,575 Other Advances
2,530,000 -
Deposits Rental Deposit 1,500,000 - BSNL Deposit 2,500 - Coffee Day Deposit 25,000 -
Sub Total 1,527,500 -
Total 15,030,075 -
Note 11
Trade Receivables
Particulars 2016-17 2015-16
(a) Trade receivables outstanding for a period
less than 6 months 2,197,800 3,702,207
Total 2,197,800 3,702,207
Note 12
Cash and cash equivalents
Particulars 2016-17 2015-16
(a) Balances with banks
-Current Account 7,935,952 135,573
(b) Cash in hand 149,298 26,249
Total 8,085,250 161,822
Note 13
Short-term loans and advances
Particulars 2016-17 2015-16
(i) Advance to Employees 14,182 20,782
(ii) Advance to Vendors 134,741 71,365
(iii) Other Deposits With Banks 559,091 -
(iv) Other Loans & Advances 585,180 256,600
Total 1,293,194 348,747
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Note 14
Other Current Assets
Particulars 2016-17 2015-16
(i) TDS receivables 332,452 227,470
(ii) Service Tax Input - -
(iii) Mat Credit Entitlement 120,115 102,692
Total 452,567 330,162
Note 15
Revenue from operations
Particulars 2016-17 2015-16
Revenue from Sale of Goods Domestic Sales - Foreign Sales -
Revenue from Sale of Services Domestic Services 5,788,005 9,321,171 Foreign Services 24,205,282 10,853,025
Total 29,993,287 20,174,196
Note 16 Other Income
Particulars 2016-17 2015-16
Interest Receivable on Fixed Deposit 30,859 7,614 Interest Received on Income Tax 955 6,366 Interest Receivable on Chintala Sports 177,295 - Profit on Sale Of Computers 17,242 Profit on Sale Of Fixed Assets 3,821 -
Total 230,172 13,980
Note 17
Direct Cost
Particulars 2016-17 2015-16
Digital Marketing Expenses 6,680,387 4,809,036
Professional Charges 133,994 125,456
PRO's Charges 468,129 336,000
Voice Chat Expenses 293,000 -
Total 7,575,510 5,270,492
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Note 18
Finance Cost
Particulars 2016-17 2015-16
Interest Paid on Loans 357,573 495,643
Total 357,573 495,643
Note 19
Employee Benefits Expense
Particulars 2016-17 2015-16
Salaries and incentives 5,481,514 7,677,714
Directors Remuneration 5,700,000 -
Staff welfare expenses 223,622 173,142
Total 11,405,136 7,850,856
Note 20 Other expenses
Particulars 2016-17 2015-16
Electricity Charges 551,073 294,768
Administration Expenses 512,924 553,397
Office Expenses 438,692 533,623
Tours, Travelling and Conveyance Expenses 361,165 910,558
Registration Filing Fees 53,000 65,500
Printing & Stationery 91,351 33,692
Rent 2,356,376 1,386,000
Postage, Telephone and Internet 15,465 12,210
Foreign Exchange Loss 129,525 -
Processing Charges 20,584 -
Bank Charges 19,180 15,627
Business Promotion 204,877 8,919
Swacha Bharat Cess 21,793 -
Commission Charges 43,400 143,006
Repairs & Maintenance 242,835 57,875
Provision for Bad and Doubtful Debts - 23,628
Loss on Sale Of Fixed Assets 6,931 -
Audit fee 55,000 50,000
Total 5,124,169 4,088,803
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Details of Deferred Tax For the FY 2016-17
WDV of Assets under Companies act 22,096,835
WDV of Assets under Income Tax Act 18,763,450
Timing Differences 3,333,384
Preliminary Expenses -
Deferred Tax Liability 995,682
Deferred Tax Already Provided 573,365
Deferred Tax To Be Provided in P&L 422,317
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Note 6 Amount in Rs
Fixed Assets
Gross Block Accumulated Depreciation Net Block
SL. No
Balance as at 1st
April 2016
Additions
Disposals Balance as at 31st March 2016
Balance as at 1st April
2016
Depreciation charge for the
year
On disposals
Balance as at 31st March 2016
Balance as at 31st March 2017
Balance as at 31st March 2016
Tangible Assets
1 Computer 2,023,816 753,114 213,725 2,563,205 1,154,574 634,448 119,267 1,669,755 893,450 869,242
2 Furniture’s and Fixtures
301,742 1,560,615 83,265 1,779,092 61,723 100,259 17,086 144,895 1,634,197 240,019
3 Office Equipment's
511,937 101,637 46,418 567,156 191,336 99,149 19,487 270,998 296,158 320,601
4 Recording Equipment
59,000 - 59,000 9,817 4,315 - 14,132 44,868 49,183
5 Vehicles 2,758,541 9,727,015 - 12,485,556 49,902 371,009 - 420,911 12,064,645 2,708,639
Total 5,655,036 12,142,381 343,408 17,454,009 1,467,352 1,209,180 155,840 2,520,691 14,933,318 4,187,684
Intangible Assets
1 Software's 337,634 401,334 738,968 266,156 93,562 - 359,718 379,250 71,478
2 Trademark 62,500 62,500 16,400 6,250 - 22,650 39,850 46,100
3 Copyrights 16,000 2,454,145 2,470,145 3,200 107,237 - 110,437 2,359,708 12,800
4 Content Development
6,136,156 6,136,156 1,137,831 613,616 - 1,751,447 4,384,709 4,998,325
Total 6,552,290 2,855,479 - 9,407,769 1,423,587 820,665 - 2,244,252 7,163,517 5,128,703
1 Capital Work in progress
- 2,887,370 - 2,887,370 - - - - 2,887,370 -
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COMPUTATION OF DEPRECIATION U/S 32 OF INCOME TAX ACT, 1961
Rate of WDV Additions Deletions TOTAL Depreciation WDV
DESCRIPTION Dep As At Before After AS AT 01/04/2016 9/30/2016 30/09/2016 31/03/2017
% Rs. Rs. Rs. Rs. Rs. Rs. Rs.
10% BLOCK
1. Furniture & Fittings 10% 180,048 43,000 1,517,615 70,000 1,670,663 105,186 1,565,477
15% BLOCK
1. Air Conditioner 15% 71,239 - - - 71,239 10,686 60,553
2. Vehicles 15% 2,480,292 - 9,727,015 - 12,207,307 1,101,570 11,105,737
3. Office Equipments 15% 144,564 36,137 65,500 20,000 226,201 35,018 191,183
25% BLOCK
1. Trademark 25% 26,988 - - - 26,988 6,747 20,241
2. Copy Rights 25% 9,000 1,116,845 1,337,300 - 2,463,145 448,624 2,014,521
3. Content Development 25% 4,116,377 - - - 4,116,377 1,029,094 3,087,283
60% Block
1. Computers & Softwares 60% 425,721 288,636 865,812 110,000 1,470,169 754,358 715,811
2. Recording Software 60% 6,608 - - - 6,608 3,965 2,643
TOTAL 7,460,837 1,484,618 13,513,242 200,000 22,258,697 3,495,247 18,763,450
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MEASUREMENT AND DISCLOSURES AS PER ACCOUNTING STANDARDS
I. Significant Accounting Policies – (AS-1):
1. Company Overview:
Silly Monks Entertainment Limited (Formerly Known as Silly Monks Entertainment Private limited) FY 2016-17 Limited Company engaged in digital marketing solutions to businesses, agencies and online publishers. The Company connects Advertisers with their Audience across any form of Digital Media, using its massive local presence to deliver appropriate messages to the right audience, through the most relevant Digital channels.
2. Basis of Preparation of Financial Statements:
The Financial statements have been prepared under the historical cost convention on accrual basis.
The mandatory applicable accounting standards in India and the provisions of the companies Act,
2013 have been followed in preparation of these financial statements.
All assets and liabilities have been classified as current or non-current as per the operating cycle
criteria set out in the Revised Schedule III to the Companies Act, 2013.
3. 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.
4. Revenue Recognition: Digital Marketing Services: a) The Contracts between the Company and its Customers are either time or material contracts
or fixed price contracts. b) Revenue from fixed price contracts is recognized according to the milestones achieved as
specified in the contracts on the proportionate-completion method based on the work completed. Any anticipated losses expected upon the contract based on the work completed. Any anticipated losses expected upon the contract completion are recognized immediately. Changes in job performance, condition and estimates profitability may result in revisions and corresponding revenues and cost are recognized in the period in which such changes are identified.
c) In respect of time and material contract, revenue is recognized in the period in which the services are provided.
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d) Revenue is recognized to the extent that it is probable that the economic benefits will flow to
the company and revenue can be reliably measured.
e) Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable rates.
5. Fixed Assets:
Tangible Assets:
Fixed assets are carried at cost of acquisition less accumulated depreciation. Cost includes non-
refundable taxes, duties, freight, borrowing costs and other incidental expenses related to the
acquisition and installation of the respective assets.
Intangible Assets:
Intangible assets are recorded at consideration paid for acquisition and other direct costs that can
be directly attributed, or allocated on a reasonable and Consistent basis, to creating, producing
and making the asset ready for its intended use.
6. Depreciation:
Depreciation on fixed assets is provided on straight-line method using the lives of assets given in
Schedule II of the Companies Act, 2013.
7. Tax Expense:
Income tax expense comprises current tax, deferred tax, Minimum alternative Tax.
Current tax
The current change for income tax is calculated in accordance with the relevant tax regulations
applicable to the company.
Deferred tax
Deferred tax charge or credit reflects the tax effects of timing differences between accounting
income and taxable income for the year. The deferred tax charge or credit and the corresponding
deferred tax liabilities or assets are recognized using the tax rates that have enacted or
substantially enacted by the balance sheet date. Deferred tax asset is recognized only to the extent
there is reasonable certainty that the assets can be realized in future.
Minimum Alternative Tax (MAT) credit
Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives rise to future
economic benefits in the form of adjustments of future income tax liability, is considered as an
asset if there is convincing evidence that the company will pay normal tax after the tax holiday
period. Accordingly, it is recognized as an asset in the balance sheet when it is probable that the
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49
future economic benefit associated with it will flow to the company and asset can be measured
reliably
8. Earnings Per Share: The earnings considered in ascertaining the companies earning per share comprise net profit after tax and includes the post-tax effect of any extra-ordinary/exceptional item is considered. The number of shares used in computing basic earnings per share is the weighted average number of shares outstanding during the year. The no. of shares used in computing diluted earnings per share comprises the weighted average no. of shares considered for deriving basic earnings per share and also the weighted average no. of equity shares that could have been issued on the conversion of all dilutive potential equity shares.
II. Other Notes to Accounts and Disclosures:
A. Related party disclosures (AS-18):
Related parties where control exists or where significant influence exists and with whom transactions have taken place during the current and previous
Key Management Personnel represented on the Board
Tekulapalli Sanjay Reddy
Anil Kumar Pallala
Swathi Reddy
Sreenivasa Reddy Musani
Katragadda Rajesh
Prasad Rao Kalluri Enterprises where principal shareholders/ directors have control or significant influence (“Significant interest entities”)
• Dream Boat Entertainment Pte Ltd • Events Monks Entertainment LLP • Monkstar Music LLP
Particulars 2016-17 2015-16
Net Profit/(Loss) attributable to Equity Share Holders 26,15,348 6,65,173
Opening No of shares 4,18,000 1,90,000
Shares issued during the year 1,06,500 2,28,000
Total no of Equity shares 5,24,500 4,18,000
Weighted Average Number of Equity Shares 4,48,100 3,59,442
Basic and Diluted Earnings per Share 5.84 1.85
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The following is a summary of significant related party transactions:
a) Particulars of Transactions with related parties:
B. Disclosure on Specified Bank Notes Amt in Rs.
Particulars SBNs Other Denomination Notes Total
Closing Cash in Hand as on November 8, 2016 2,31,000 1,603 2,32,603
(+ ) Permitted receipts 2,98,000 - 2,98,000
(- ) Permitted Payments 2,37,000 678 2,37,678
(-) Amount deposited in banks 2,16,000 - 2,16,000
Closing Cash in Hand as on December 30, 2016 76,000 925 76,925
C. Provisions, Contingent Liabilities and Contingent Assets: – (AS-29):
Contingent Liabilities: i) Guarantees and letters of credit: Nil
ii) Bank Guarantees: Rs. Nil
Sl. No.
Name of the Company/ Party
Relation with the Party
Nature of Transaction
During the Current Year (In
Rs.)
During the Previous Year (In Rs.)
1 Dream Boat Entertainment Pte Ltd
Investment Held in Foreign Entity
Service Income 1,97,94,934 1,16,72,024
2 Events Monks Entertainment LLP
Investment held in LLP
Capital investment
14,73,026 9,52,425
3 Monkstar LLP Investment held in LLP
Capital investment
14,64,896 14,87,546
4 Tekulapalli Sanjay Reddy
Director Salary 36,00,000 24,60,000
5 Anil Kumar Pallala Director Salary 21,00,000 13,20,000
6 Tekulapalli Sanjay Reddy
Director Rent Paid 3,03,187
6,93,000
7 Swathi Reddy Director Rent Paid 3,03,187 6,93,000
8 Ektha India Pvt Ltd Significant Control by Shareholder
Loan given 20,00,000 Nil
9 Ektha India Pvt Ltd Significant Control by Shareholder
Fixed asset Purchased
15,00,000 Nil
10 Vaaraahi Chalana Chitram
Significant Control by Shareholder
Share Application Money Received
Nil 4,00,000
Silly Monks Entertainment Limited
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51
D. General Notes to the financial statements:
The Previous year’s figures have been regrouped and recast wherever necessary to bring them in
line with the current year’s figures.
For RAMASAMYKOTESWARA RAO & Co. Chartered Accountants For & on behalf of the Board Firm Reg. No.010396S SD/-
SD/-
C V Koteswara Rao Tekulapalli Sanjay Reddy Partner Director Membership No.028353 DIN: 00297272
SD/-
Anil Kumar Pallala Place: Hyderabad Director Date: 30-05-2017 DIN: 02416775
Silly Monks Entertainment Limited
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52
AUDITOR’S REPORT ON CONSOLIDATED FINANCIAL STATEMENTS To the Members of
SILLY MONKS ENTERTAINMENT LIMITED
(Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Report on the Consolidated Financial Statements
We have audited the accompanying Consolidated financial statements of SILLY MONKS ENTERTAINMENT
LIMITED ( Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED (“the Holding Company”),
its subsidiaries (‘the Holding Company and its Subsidiaries together referred to as the group”), which comprise
the consolidated Balance Sheet as at March 31, 2017, the Statement of consolidated Profit and Loss, including
the and consolidated Cash Flow Statement for the year then ended, and a summary of significant accounting
policies and other explanatory information (together hereinafter referred to as “Consolidated financial
statements”)
Management’s Responsibility for the consolidated 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 Consolidated financial statements that give a
true and fair view of the financial position, financial performance including and consolidated cash flows in
accordance with accounting principles generally accepted in India, as specified under section 133 of the Act.,
read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Indian Accounting Standards)
Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and the design, implementation and
maintenance of adequate internal financial control that were operating effectively for ensuring the accuracy
and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated
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 consolidated financial statements based on our audit. We
have taken into account the provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act and the Rules made there
under. We conducted our audit of the consolidated financial statements in accordance with the Standards on
Auditing, issued by the Institute of Chartered Accountants of India, as specified under Section 143(10) of the
Silly Monks Entertainment Limited
Annual Report 2016-17
53
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
consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to
fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to
the 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 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 consolidated 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 consolidated financial statements.
Opinion In our opinion and to the best of our information and according to the explanations given to us, the
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 state of
consolidated affairs of the Company as at March 31, 2017, its consolidated Profit and consolidated cash flows
for the year ended on that date.
Other Matters The financial statements of subsidiaries have been audited by other auditors whose reports have been
furnished to us and our opinion is based solely on the reports of the other auditors.
Our opinion is not qualified in respect of the above matter.
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 purpose of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books;
(c) The Consolidated Balance Sheet, Statement of Consolidated Profit and Loss and Consolidated Cash Flow
Statement dealt with by this Report are in agreement with the books of account;
Silly Monks Entertainment Limited
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54
(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 and the
Companies (Indian Accounting Standards) Rules, 2015, as amended;
(e) On the basis of written representations received from the directors of the Holding Company as on March
31, 2017 taken on record by the Board of Directors of Holding Company none of the directors are disqualified
as on March 31, 2017 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and
the operating effectiveness of such controls, refer to our separate Report in “Annexure” to this report;
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11of
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 does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.
For Ramasamy Koteswara Rao & Co, Chartered Accountants Firm Registration Number: 010396S
SD/- Place: Hyderabad (C V Koteswara Rao) Date: 30-05-2017 Partner Membership No.028353
Silly Monks Entertainment Limited
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55
ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE CONSOLIDATED FINANCIAL STATEMENTS OF SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
To the Members of SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
We have audited the internal financial controls over financial reporting of SILLY MONKS ENTERTAINMENT LIMITED (Formerly Known as SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) (“the holding company”) and its subsidiaries (‘the holding company and its subsidiaries together referred to as the group”) as of March 31st, 2017 in conjunction with our audit of the Consolidated financial statements of the company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
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 as specified under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India.
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
Silly Monks Entertainment Limited
Annual Report 2016-17
56
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that
(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 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 Institute of Chartered Accountants of India.
For Ramasamy Koteswara Rao & Co, Chartered Accountants Firm Registration Number: 010396S
SD/- Place: Hyderabad (C V Koteswara Rao) Date: 30-05-2017 Partner Membership No.028353
Silly Monks Entertainment Limited
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57
CONSOLIDATED BALANCE SHEET
SILLY MONKS ENTERTAINMENT LIMITED (FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,HYDERABAD,TELANGANA 500084
Consolidated Balance Sheet as at March 31, 2017
Particulars Note No. As at March 31,
2017
As at March 31,
2016
I 1 2 3 4
EQUITY AND LIABILITIES
Shareholders’ funds Share capital Reserves and surplus
Minority Interest
Non-current liabilities Long-term borrowings Deferred Tax Liability
Current liabilities Short Term Borrowings Trade payables Other current liabilities Short Term Provisions
1 2
3
4 5 6 7
8
9 10 11 12
5,245,000 50,090,657
(83,030)
4,928,030 995,682
- 8,565,140
14,741,836 829,179
4,180,000 6,061,472
(200,780)
1,416,539 573,365
3,394,289 9,273,107 2,057,455
200,740
II 1 2
TOTAL 85,312,494 26,956,186
ASSETS Non-Current assets
Fixed assets i) Tangible assets ii) Intangible Assets iii) Capital Work-in-Progress
Long Term Loans & Advances Other Non Current Investments
Current assets Inventory Trade receivables Cash and cash equivalents Short-term loans and advances Other Current assets
14,933,318 12,148,015 4,054,088
15,030,075 120,115
- 11,377,493 25,741,108 1,435,714
472,568
4,187,683 10,800,146
- -
102,692
- 9,648,801 1,511,914
348,747 356,205
TOTAL 85,312,494 26,956,186
Significant Accounting Policies A
As per our report of even date attached
Silly Monks Entertainment Limited
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58
For Ramasamy koteswara Rao & Co Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No - 028353
SD/- Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/- Anil Kumar Plallala (Director) DIN: 02416775
Silly Monks Entertainment Limited
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59
CONSOLIDATED STATEMENT OF PROFIT & LOSS ACCOUNT SILLY MONKS ENTERTAINMENT LIMITED
(FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED) Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA,
KONDAPUR,HYDERABAD,TELANGANA 500084 Statement of Consolidated Profit and Loss Account for the Year Ended 31st March, 2017
Particulars Note No. 2016-17 2015-16
I II III IV V
VI
Revenue from operations Other income Total Revenue Expenses: Direct Cost Employee benefits expense Finance Cost Depreciation and amortization expense Other expenses
Total expenses Profit before tax (II-III)
Tax expense: (a) Current tax (b) Deferred tax (c) MAT Credit Entitlement
Profit (Loss) for the period (V-VI)
13 14
15 16 17 18 19
119,578,819 617,675
49,235,069 140,846
120,196,494 49,375,915
82,847,080 11,405,136
357,573 2,709,825 7,078,779
30,750,798 9,402,985
495,643 1,513,674 4,553,592
104,398,393 46,716,691
15,798,101 2,659,224
829,179 422,317 -17,423
200,740 106,045
-
14,564,028 2,455,130
Profit attributable to Minority Profit attributable to Owners
89,930 14,474,098
2,789,147 -334,017
VII Earnings per Equity Share:
1) Basic 2) Diluted
32.30 32.30
7.38 7.38
Significant Accounting Policies As per our report of even date attached
For Ramasamy koteswara Rao & Co Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No-028353
SD/- Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/- Anil Kumar Plallala (Director) DIN: 02416775
Silly Monks Entertainment Limited
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60
CONSOLIDATED CASH FLOW STATEMENT
SILLY MONKS ENTERTAINMENT LIMITED (FORMERLY KNOWN AS SILLY MONKS ENTERTAINMENT PRIVATE LIMITED)
Flat No. 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,HYDERABAD,TELANGANA 500084
Statement of Profit and Loss Account for the Year Ended 31st March, 2017
Particulars For the Year Ended 31.03.2017
For the Year Ended 31.03.2016
A. CASH FLOW FROM OPERATING ACTIVITIES: Net Profit before Tax Adjustments for: Depreciation Finance Cost Profit on Sale of Fixed Assets
Operatine Profit Before Working Capital Changes Adjustments for Changes in Working Capital:
Increase/(Decrease) in Trade Payables Increase/(Decrease) in Other Current Liabilities Increase/(Decrease) in Other Long Term Liabilities Increase/(Decrease) in Current Investments (Increase)/Decrease in Inventories (Increase)/Decrease in Trade Receivables (Increase)/Decrease in Short Term Loans & Advances (Increase)/Decrease in Other Current Assets Increase/(Decrease) in Long Term Investments Increase/(Decrease) in Long Term Loans & Advances Increase/(Decrease) in Other Non Current Assets
Cash Generated from Operating Activities Taxes paid Net Cash from Operating Activities (A) B. CASH FLOW FROM INVESTING ACTIVITIES:
(Purchase)/ Sale of Fixed Assets Net Cash from Investing Activities (B) C. CASH FLOW FROM FINANCING ACTIVITIES:
Proceeds from Long Term Borrowings Interest paid Proceeds from issue of shares
Net Cash from Financing Activities (C)
Net Increase/(Decrease) in Cash and Cash Equivalents (A+B+C) Cash & Cash Equivalents at Beginning of Period
16,430,433
2,709,825
357,573 -
2,660,163
1,513,674
496,452 (12,992)
19,497,831
(707,967) 12,684,380 (3,394,289)
- -
(1,728,692) (1,086,967)
(116,363) -
(15,030,075) (17,423)
4,657,297
9,796,110 (2,257,875)
3,394,820 (1,260,972)
145,000 (6,403,114)
(117,313) (81,447)
(392,000) - -
10,100,434 (200,740)
7,480,505 (102,692)
9,899,694 7,377,813
(18,857,418)
(9,088,954)
(18,857,418) (9,088,954)
3,511,491 (357,573)
30,033,000
(2,654,065)
(496,452) 4,485,231
33,186,919 1,334,715
24,229,195
1,511,914
(376,426)
1,888,340
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61
Cash & Cash Equivalents at End of Period Cash & Cash Equivalents comprise: Cash in Hand Balance with Banks
25,741,109
255,078 25,486,030
1,511,914
154,086 1,357,827
As per our report of even date For Ramasamy koteswara Rao & Co., Chartered Accountants Firm Regn No.010396S
For and on behalf of the Board Silly Monks Entertainment Ltd
SD/- (CV Koteswara Rao) Partner Membership No-028353
SD/- Tekulapalli Sanjay Reddy (Director) DIN: 00297272
Place: Hyderabad Date: 30.05.2017
SD/- Anil Kumar Plallala (Director) DIN: 02416775
Silly Monks Entertainment Limited
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62
NOTES FORMING PART OF FINANCIAL STATEMENTS
Note 1
Share capital
Share Capital 2016-17 2015-16
Number Amount Number Amount
Authorised
Equity Shares of ` 10/-each 550,000 5,500,000 500,000 5,000,000
Issued, Subscribed & Paid up
Equity Shares of ` 10/- paid up each 524,500 5,245,000 418,000 4,180,000
Total 524,500 5,245,000 418,000 4,180,000
Reconciliation of the number of shares outstanding at the beginning and at the end of the reporting period
Particulars 2016-17 2015-16
Number Amount Number Amount
Shares outstanding at the beginning of the year 418,000 4,180,000 190,000 1,900,000
Shares Issued during the year 106,500 1,065,000 228,000 2,280,000
Shares bought back during the year - - - -
Shares outstanding at the end of the year 524,500 5,245,000 418,000 4,180,000
Shares in the company held by each shareholder holding more than 5 percent shares
Name of Shareholder
2016-17 2015-16
No. of Shares held % of Holding No. of Shares held
% of Holding
T. Sanjay Reddy 240,000 45.76% 253,000 60.53%
Sai Korrapati 100,000 19.07% 100,000 23.92%
Ektha.com Pvt Ltd 106,500 20.31% - -
Anil Kumar Pallala 50,000 9.53% 54,000 12.92%
524,500 94.66% 4,07,000 97.37%
a) The Company has issued only one class of equity shares having a par value of Rs.10/- per share. Each holder of share is entitled to one vote per share. The company does not declared any dividends.
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63
Silly Monks Entertainment Limited
(Formerly Known as Silly Monks Entertainment Private Limited) Notes Forming Part of Consolidate Financial Statement as at 31st March, 2017
Note 2
Reserves and surplus
Particulars As on 31.03.2017 As on 31.03.2016
Securities Premium Account
Opening Balance 3,900,000 3,900,000
Add: Securities Premium during the year 28,968,000 -
Sub Total 32,868,000 3,900,000
Surplus in statement of profit & Loss
Opening Balance profit & Loss account 2161472 71604
Add: Excess loss recognized in previous year 587088 -
Profit for the current year 14474098 2089867
Sub Total 17,222,657 2,161,472
Total 50,090,657 6,061,472
Note 3
Long Term Borrowings
Particulars As on 31.03.2017 As on 31.03.2016
Term Loans from Banks 8,796,902 2,470,000
Loans from Directors 9,150 -
Loans from Others - 9,338
Less: Current Maturities -3,878,022 -1,062,799
Total 4,928,030 1,416,539
Note 4
Short Term Borrowings
Particulars As on 31.03.2017 As on 31.03.2016
From Banks - 3,394,289
Total - 3,394,289
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64
Note 5
Trade payables
Particulars As on 31.03.2017 As on 31.03.2016
Sundry Creditors Others 8,565,140 9,273,107
Total 8,565,140 9,273,107
Note 6
Other Current Liabilities
Particulars As on 31.03.2017 As on 31.03.2016
Current Maturities of Long Term Debt 3,878,022 1,062,799
Audit fee Payable 139,500 120,000
Statutory Liabilities 62,160 80,743
Advance from Customers -
Partners Current Accounts
TDS Payables -
Other Payables 10,662,154 793,914
Total 14,741,836 2,057,455
Note 7
Short Term Provisions
Particulars As on 31.03.2017 As on 31.03.2016
Provision for Income Tax 829,179 200,740
Other Provisions - -
Total 829,179 200,740
Note 8
Fixed Assets
Particulars As on 31.3.2017 As on 31.3.2016
Tangible Fixed Assets 14,933,318 4,187,683
Intangible Assets 11,706,261 10,351,428
Capital Work In Progress 4,054,088 -
Goodwill on Consolidation 441,754 448,718
Total 31,135,421 14,987,829
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65
Note 9
Long Term Loans & Advances
Particulars As on 31.03.2017 As on 31.03.2016
Other Advances Inter Corporate Deposits 10,972,575 - Other Advances 2,530,000 -
Deposits Rental Deposit 1,500,000 - BSNL Deposit 2,500 - Coffe Day Deposit 25,000 -
Total 15,030,075 -
Note 09
Trade Receivables
Particulars As on 31.03.2017 As on 31.03.2016
Trade receivables outstanding for a period less than six
months from the date they are due for payment. -
Secured considered good 11,377,493 9,648,801
Less: Provision for doubtful debts -
A 11,377,493 9,648,801
Trade receivables outstanding for a period exceeding six
months from the date they are due for payment -
Secured considered good -
Less: Provision for doubtful debts -
B
Total (A+B) 11,377,493 9,648,801
Note 10
Cash and cash equivalents
Particulars As on 31.03.2017 As on 31.03.2016
Balances with banks 25,486,030 1,357,827
Cash in hand 255,078 154,086
Total 25,741,108 1,511,914
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66
Note 11
Short-term loans and advances
Particulars As on 31.03.2017 As on 31.03.2016
Advance to Employees 14,182 20,782
Advance to Vendors 1,34,741 71,365
Other Deposits With Banks 5,59,091 2,56,600
Other Loans & Advances 7,27,700
Total 14,35,714 3,48,747
Note 12
Other Current Assets
Particulars As on 31.03.2017 As on 31.03.2016
TDS receivables 472,568 300,997
Mat Credit Entitlement 120,115 28,078
- 27,130
Total 592,683 356,205
Note 13
Revenue from operations
Particulars As on 31.03.2017 As on 31.03.2016
Revenue from Sale of Goods
Domestic Sales - -
Foreign Sales - -
Revenue from Sale of Services - -
Domestic Services 7,550,227 49,235,069
Foreign Services 112,028,592 -
Total 119,578,819 49,235,069
Note 14 Other Income
Particulars As on 31.03.2017 As on 31.03.2016
Interest on Fixed Deposit 30,859 7,614
Discount Received -
Interest Received on Income Tax 955 6,366
Interest Receivable on Chintala Sports 177,295
Profit on sale of assets 21,063
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67
Foreign Exchange Gain 387,503 -
Other Income - 126,866
Total 617,675 140,846
Note 15
Direct Cost
Particulars As on 31.03.2017 As on 31.03.2016
Digital Marketing Expenses 62,216,616 29,274,790
Professional Charges 16,853,452 697,819
PRO's Charges 468,129 512,483
Event Expenses 779,500 201,931
Yupp TV Exp 2,236,383
Voice Chat Expenses 293,000
Shooting Expenses - 63,775
82,847,080 30,750,798
Note 16
Employee Benefits Expense
Particulars As on 31.03.2017 As on 31.03.2016
Salaries and incentives 11,181,514 9,229,843
Staff welfare expenses 223,622 173,142
Total 11,405,136 9,402,985
Note 17
Finance Cost
Particulars As on 31.03.2017 As on 31.03.2016
Interest Expenses 357,573 495,643
Total 357,573 495,643
Note 18
Depreciation
Particulars As on 31.03.2017 As on 31.03.2016
Depreciation for the Year 2709825 1513674
Total 2709825 1513674
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Note 19
Other expenses
Particulars As on 31.03.2017 As on 31.03.2016
Electricity Charges 551,073 294,768
Administration Expenses 512,924 568,897
Rent 2,356,376 1,386,000
Office Expenses 446,771 633,939
Tours, Travelling and Conveyance Expenses 391,090 1,026,140
Registration Filing Fees 53,000 65,500
Printing & Stationery 91,351 33,692
Postage, Telephone and Internet 15,465 12,210
Processing Charges 20,584 -
Bank Charges 45,008 22,274
Business Promotion 204,877 8,919
Swacha Bharat Cess 21,793 -
Foreign Exchange loss 293,252 -
Commission 1,563,008 295,401
Repairs & Maintenance 242,835 57,875
Other expenses 197,441 74,350
Provision for Bad and Doubtful Debts - 23,628
Loss On Sale Of Equipment 6,931 -
Payment To Auditor - -
Audit fee 65,000 50,000
Total 7,078,779 4,553,592
NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STAEMENTS
1. Corporate Information Silly Monks Entertainment Limited (Formerly Known as Silly Monks Entertainment Private Limited) FY 2016-17 is Limited Company engaged in digital marketing solutions to businesses, agencies and online publishers. The Company connects Advertisers with their Audience across any form of Digital Media, using its massive local presence to deliver appropriate messages to the right audience, through the most relevant Digital channels
2. Significant Accounting policies
a) Basis of Accounting and preparation of Consolidated financial statements:
The consolidation financial statement of the Company and its subsidiaries (together the Group) have been prepared in accordance with the Generally Accepted Accounting Principles in India (India GAAP)
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to Section 133 of Companies Act,2013 read with Rule 7 of the Companies (Accounts) Rules,2014 and the relevant provisions of the Companies Act,2013 (“the 2013 Act”) as Applicable. The consolidated financial statement has been prepared on accrual basis under the historical cost convention.
b) Principles of Consolidation:
The consolidated financial statements have been prepared on the following basis:
a) The financial statements of the Company and its subsidiary companies have been consolidated 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, intra-group transactions and resulting
unrealized profits or losses on intra-group transactions as per Accounting Standard (AS) 21 -
"Consolidated Financial statements" specified under Section 133 of Companies Act, 2013.
b) In case of associates where the Company directly or indirectly through its subsidiaries holds
20% or more of equity, Investments in associates are accounted under the equity method as per
Accounting Standard(AS) 23 - Accounting for Investments in Associates in Consolidated Financial
Statements" specified under Section 133 of Companies Act, 2013.
c) The financial statements of the subsidiaries, and the associates used in the consolidation are
drawn up to the same reporting date as that of the Company, i.e. March 31, 2017.
d) The excess of cost to the Group, of its investment in the subsidiaries over the Group's share of
equity is recognized in the consolidated financial statements as Goodwill and tested for
impairment annually. The excess of the Group's share of equity of the subsidiaries on the
acquisition date, over its cost of investment is treated as Capital Reserve. The Goodwill / Capital
reserve is determined separately for each subsidiary company and such amounts are not setoff
between different entities.
e) Minority interest in the net assets of the consolidated subsidiaries is identified and presented in
consolidated balance sheet separately from current liabilities and equity of the company.
f) Minority Interest in the net assets of consolidated subsidiaries consists of:
i) The amount of equity attributable to minorities at the date on which investment in a
subsidiary is made; and
ii) The minorities' share of movements in the equity since the date the parent subsidiary
relationship came into existence.
g) Minority interest in the net profit and loss for the year of consolidated subsidiaries is identified
and adjusted against the profit after tax of the group. Intra-group balances and intra-group
transactions and resulting unrealized profits / loss has been eliminated.
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h) The consolidated financial statements are prepared to the extent possible using uniform
accounting policies for like transactions and other events in similar circumstances and are
presented to extent possible, in the same manner as the Company's separate financial
statements.
i) There is Change in Accounting Policy of Treatment of Foreign Currency in case of Foreign
Subsidiary i.e. during the FY 2015-16 the Profit from Foreign Currency has been shown under
Reserve and Surplus but during the FY 2016-17 the Profit From Foreign Current Has Been Written
Off to Profit and Loss Account.
c) The following subsidiary companies are consolidated in the consolidated financial statements.
Name of Subsidiary Country Of Incorporation/ Residence
Proportion of Ownership Interest/ Proportion of
Voting Power Held
Events Monks Entertainment LLP India 64%
Monkstar Music LLP India 67%
Dream Boat Entertainment Pte Limited China 100%
d) Use of Estimates:
The preparation of the consolidated financial statements in conformity with Indian GAAP requires the
Management to make estimates and assumptions that affect the reported amounts of assets and
liabilities (including contingent liabilities) and the reported income and expenses during the year. The
Management believes that the estimates used in preparation of the consolidated financial statements
are prudent and reasonable. Future results could differ due to these estimates and the differences
between the actual results and the estimates are recognized in the periods in which the results are
known / materialize.
e) Fixed Assets
Fixed assets are stated at cost of acquisition or construction less accumulated depreciation. Cost includes all incidental expenses related to acquisition and installation, other pre-operation expenses and interest in case of construction. carrying amount of cash generating units / assets are reviewed at balance sheet date to determine whether there is any indication of impairment. If such indication exists, the recoverable amount is estimated as the net selling price or value in use, whichever is higher. Impairment loss, if any, is recognized whenever carrying amount exceeds the recoverable amount.
f) Depreciation / Amortization Depreciation has been provided on Straight line basis except for Fixed Assets of subsidiaries Events
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71
Monks Entertainment LLP and Monkstar Music LLP, at the rate determined with reference to the useful lives specified in Schedule II of the Companies Act, 2013.The impact of the change in useful life of fixed assets has been considered in accordance with the provision of Schedule II. Assets acquired on lease are depreciated over the period of the lease. Leasehold improvements are amortized over the period of lease. Assets costing less than Rs. 5,000/- are depreciated at 100% in the year of acquisition Depreciation has been provided on Written down Value basis, at the Life’s specified in Schedule II of the Companies Act, 2013.
g) Investments :
Investments are valued at cost. Provision for diminution, if any, in the value of each invest Investments in Subsidiary companies are valued as per accounting standard-21 accounting for Investments in subsidiaries in Consolidated Financial Statements. i.e. Investment recorded at cost identifying good will arising at Value of investment over the face value of the investment.
h) Revenue Recognition:
Digital Marketing Services: f) The Contracts between the Company and its Customers are either time or material contracts
or fixed price contracts. g) Revenue from fixed price contracts is recognized according to the milestones achieved as
specified in the contracts on the proportionate-completion method based on the work completed. Any anticipated losses expected upon the contract based on the work completed. Any anticipated losses expected upon the contract completion are recognized immediately. Changes in job performance, condition and estimates profitability may result in revisions and corresponding revenues and cost are recognized in the period in which such changes are identified.
h) In respect of time and material contract, revenue is recognized in the period in which the services are provided.
i) Revenue is recognized to the extent that it is probable that the economic benefits will flow to
the company and revenue can be reliably measured.
j) Interest income is recognized on a time proportion basis taking into account the amount outstanding and the applicable rates.
i) Taxes on Income:
Tax expenses for the year comprises of current tax and deferred tax.
i. Current Tax: Current tax is the amount of tax payable on the taxable
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Income for the year as determined in accordance with the applicable tax rates and the
provisions of the Income Tax Act, 1961 and other applicable tax laws.
ii. Deferred Taxes: Deferred tax is recognized on timing differences, being the differences
between the taxable income and the accounting income that originate in one period and are
capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred
tax liabilities are recognized for all timing differences. Deferred tax assets are recognized only
if there is virtual certainty supported by convincing evidence that there will be sufficient
future taxable income available to realize the assets. Deferred tax assets are reviewed at each
balance sheet date for their reliability.
j) Earnings per Share
Earnings per Share Basic earnings per equity share is computed by dividing the net profit for the year
attributable to the Equity Shareholders by the weighted average number of equity shares outstanding
during the year. Diluted earnings per share is computed by dividing the net profit for the year,
adjusted for the effects of dilutive potential equity shares, attributable to the Equity Shareholders by
the weighted average number of the equity shares and dilutive potential equity shares outstanding
during the year except where the results are anti-dilutive.
k) Provisions & Contingent Liability
The Company recognizes a provision when there is a present obligation as a result of a past obligating event that probably requires an outflow of resources and a reliable estimate can be made of the amount of the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. Where there is a possible obligation or a present obligation that the likelihood of outflow of resources is remote, no provision or disclosure is made.
3. OTHER NOTES TO THE ACCOUNTS
i. Minority Interest Identified by considering Share of reserves (net of losses) relating to current year has been transferred.
ii. Related Party transactions
The flowing transactions were carried out with the related parties in the ordinary course of business during the year.
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(Rs. In Lakhs)
iii. The figures for the previous year have been regrouped wherever necessary to conform to current year’s classification, Subsidiary company financials.
For RAMASAMYKOTESWARA RAO & Co.
Chartered Accountants For & on behalf of the Board
Firm Reg. No.010396S
SD/-
SD/-
C V Koteswara Rao Tekulapalli Sanjay Reddy
Partner Director
Membership No.028353 DIN: 00297272
SD/-
Anil Kumar Pallala
Place: Hyderabad Director
Date: 30-05-2017 DIN: 02416775
S. No Nature of Transactions Key Managerial Personal/Relative
Others
2016-17 2016-17
1 Service Income (Dream Boat PTE Limited)
197.79 0
2 Capital Investment in LLP 29.37 0
3 Inter Corporate Loans 0 20.00
4 Loan Repaid 0 0
5 Loan Given 0 0
6 Rent Expenses 6.06 0
7 Director Remuneration 57.00 0
8 Fixed Assets Purchased 0 15.00
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Note 6 Amount in Rs
Fixed Assets
Gross Block Accumulated Depreciation Net Block
SL. No
Balance as at 1st April
2016
Additions
Disposals Balance as
at 31st March 2016
Balance as at 1st April
2016
Depreciation charge for the year
On disposals
Balance as at 31st
March 2016
Balance as at 31st
March 2017
Balance as at 31st
March 2016 Tangible Assets
1 Computer 2,023,816 753,114 213,725 2,563,205 1,154,574 634,448 119,267 1,669,755 893,450 869,242
2 Furniture’s and
Fixtures 301,742 1,560,615 83,265 1,779,092 61,723 100,259 17,086 144,895 1,634,197 240,019
3 Office Equipment's 511,937 101,637 46,418 567,156 191,336 99,149 19,487 270,998 296,158 320,601
4 Recording Equipment
59,000 - 59,000 9,817 4,315 - 14,132 44,868 49,183
5 Vehicles 2,758,541 9,727,015 - 12,485,556 49,902 371,009 - 420,911 12,064,645 2,708,639
Total 5,655,036 12,142,381 343,408 17,454,009 1,467,352 1,209,180 155,840 2,520,691 14,933,318 4,187,684
Intangible Assets
1 Software's 337,634 401,334 738,968 266,156 93,562 - 359,718 379,250 71,478
2 Trademark 81,000 81,000 18,250 11,899 - 30,149 50,851 62,750
3 Copyrights 30,000 2,454,145 2,484,145 5,550 107,237 - 1,12,787 23,71,358 24,450
4 Content
Development 11330581 - 1,13,30,581 1,137,831 12,87,948 - 24,25,779 8,904,802 10,192,750
Total 1,17,79,215 28,55,479 - 1,46,34,694 14,27,787 15,00,646 - 29,28,433 11,706,261 10,351,428
1 Capital Work in
progress - 40,54,089 - 40,54,089 - - - - 4,054,089 -
Grand
Total(A+B+C) 1,74,34,251 19,051,949 343,408 36,142,792 2,895,139 2,709,826 155,840 5,449,124 30,693,667 14,539,112
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75
ATTENDENDENCE SLIP SILLY MONKS ENTERTAINMENT LIMITED
CIN: U92120TG2013PLC090132
REGISTERED OFFICE: 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,
HYDERABAD – 500084, TELANGANA, INDIA
Website – www.sillymonks.com Email – [email protected]
ATTENDANCE SLIP FOR ANNUAL GENERAL MEETING
(To be surrendered at the venue of the meeting)
I, certify that I, am a registered shareholder/proxy/representative for the registered shareholder(s) of Silly
Monks Entertainment Limited.
I, hereby record my presence at the Annual General Meeting of the shareholders of Silly Monks Entertainment
Limited held on Tuesday, 26th day of September, 2017 at 11.30 A.M. at 301, Ektha Pearl, 2-17-89, B P Raju
Marg, Kothaguda, Kondapur, Hyderabad – 500084, Telangana, India.
Reg. Folio No. DP ID*
No. of Shares Client ID*
*Applicable if the shares held in electronic form
Name & Address of Member
_________________________________
Signature of Shareholder/Proxy/Representative
(Please Specify)
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76
PROXY FORM SILLY MONKS ENTERTAINMENT LIMITED
CIN: U92120TG2013PLC090132
REGISTERED OFFICE: 301, EKTHA PEARL, 2-17-89, B P RAJU MARG, KOTHAGUDA, KONDAPUR,
HYDERABAD – 500084, TELANGANA, INDIA
Website – www.sillymonks.com Email – [email protected]
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]
CIN U92120TG2013PLC090132
Name of the company SILLY MONKS ENTERTAINMENT LIMITED
Registered office 301, Ektha Pearl, 2-17-89, B P Raju Marg, Kothaguda, Kondapur, Hyderabad –
500084, Telangana, India.
Name of the member(s)
Registered Address
Email 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 Signature
E-mail Id
or failing him
2. Name
Address Signature
E-mail Id
or failing him
as my / our proxy to attend and vote (on a poll) for me / us and on my / our behalf at the Annual General
Meeting of the Company to be held on Tuesday, 26th day of September, 2017 at 11.30 A.M. at 301, Ektha
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77
Pearl, 2-17-89, B P Raju Marg, Kothaguda, Kondapur, Hyderabad – 500084, Telangana, India and at any
adjournment thereof in respect of such resolutions as are indicated below:
Sl. No. Resolutions For Against
1. To consider and adopt the Audited Financial Statements of the Company for
the year 2016-17 together with the Report of the Board of Directors and
Auditors thereon; and the audited Consolidated Financial Statements of the
Company for the year 2016-17.
2. To appoint a director in place of Mrs. Swathi Reddy She retires by rotation
and being eligible offers herself for re - appointment.
3. To ratify the appointment of Statutory Auditors of the Company and to fix
their remuneration and in this regard, to consider and if thought fit, to pass
with or without modification(s), the following resolution as an Ordinary
Resolution.
Signed this …………. day of ………………. 2017.
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.
Affix
Revenue
Stamp