SHTIR]N

TELECOM tTD

Gorporate
A-60. Naraina
8INDIA
New Delhi-110
TEL. : 91-11-41 11070 171 172
194
FAX:91-11
E-mail :
The Stoc

Exchange, Mumbai

Phiroz
Dalal St

jeebhoy Towers

Mumbai- 400 001

The National Stock Exchange of India Ltd'

"Exchange Plaza", Bandra - Kurla Complex
Bandra (E), Murnbai-400 051

srl/cs/924712016

2B'r'May,2016

INTIMATION ABOUT'I'HE ITEMS CONSIDERED IN THE BOARD MEETING

HBf,t Of ZSt", VfAy , 2016 AND COMPLIANCB of REGULATION 29 AND READ
wrTH REGULATION 33 oF SEBI (LODR) REGULATIONS, 2015
Sir,

This

to inform you that pursuant to the provisions of the Regulation 29 and read with

ion 33 of Securities and Exchange Board of India (Listing Obligations and Disclosure
you that in the lJoard Meeting
Requi ments) Regulations,2015 ("Listing Regulations"),we infonn
,nl..l's",r,i" i, ,t'o May,2a\6, tne iualtJa Financial Results for the Quarler ended 3 l" March,
held
Financial Year ended 31"
2016 rd the Audited Standalone Financial Results of the Company for the
We are enclosing
2016, were considered, approved and taken on record, amongst other business'
M
and
h the Statement of euO'iieO Financial Results for the Quarter ended 3l'' March,2016
he
Liabilities,
&
Assets
of
Staternent
witlr
the
along
2016
Audi I Standalone for the year ended 31" March,
ion under SEBI Circular No. CIR/CFD/CMD:56:2016 dated 2J't' May,2016, Forni A and
Dec

Regul

ndent Auditor Report on the same.

The

se

conclu

will be published in one English Daily and a Hindi newspaper within 48 hours of the
ion of this Board Meeting in accordance with the provisions contained in the SEBI(LODR)
results

Regulz ion 2015.

r your information /records and circulation to the members of the Exchange'

g You
Y

incerely

F or

YAM TELECOM LIMITED

VICE
&
Encl:

Audited Financial Results for the Quarter ended 31" March, 2016 and Audil.ed Standalone
Financial Results for the year ended 31" March, 2016 along with the Statement of Assets &
Liabilities.
(2
Declaration under SEBI Circular No. CIR/CFD/CMD/5612016 dated2T'" May, 2016
Form A
) Independent Auditor RePort

(l

(RAJASTHI\N) INDIA
: MTS Tower, 3, Amrapali circle, Vaishali Nagar, Jaipul-99?-021
5100310
Phone:91- 0141- 5100343 Fax:91 0141
CIN : L32202RJ1 992PLCA1775O

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Corporate
ialArea, Phase-|,
A-60. Naraina I
INDIA
New Delhi-110
TEL. : 91-11-41 11070171172
FAX: 91-11E-mail : i
amtelecom.com
llUebsite:www.

TION

SHYIR]N
TELECOTN LTD

DER SEBI CIRCULAR NO. CIR/

DATED 27TH MAY. 2016

Company
This is ereby affirmed and declared that the Statutory Auditors of the

M/s M
Co

Audito

Goel

& Co. has carried out the Audit of the Financial

Statemerrts of the

for the year ended 31" March, 2016 and has given their Independent

,s

Report unqualified and unmodifred as enclosed along with the financial

for the said period.

AM TELECOM LIMITED

\--\

DIRE foR

Regd. Office : MTS Tower, 3, Amrapati Circle, Vaishali Nagar, Jaipur-302021 (RAJASTHAN) INDIA
Phone :91- 0141- 5100343 Fax:91 - 0141 - 5100310
CIN : L32202RJ1 992PLC0177 5iA

Gorporate Office
AS0, Naraina

SHUIHlTl
LTD
TELECOM

Area, Phase-|,

New Delhi-110028 (

t71 t72
TEL.: 91-1141411
FAX :91-11-25792
amtelecom.com
E-mail :
amtelecom.com
Website:

2015

ulation

Telecom Limited

Annual Financial Statements for the vear

of Audit
Freg uency of Observation

For

HYAM TELECOM LI

One observation repeated

;since 2014

For SHYIIM TELECOM LIMITFII)

-C/\ \ \ * *-/

irman of Audit

Director

For

-74"*h

For MEHRA GOEI-

YAM TELEC

ommlttee

& COMP.ANII

V*
,'r

: MTS Tower, 3, Amrapali Circle, Vaishali Nagar, Ja]pur!-0-2!O!1 (RAJASTHAN) INDIA

Phone : 914141'5100343 Fax : 914141'5100310

CIN : 132202RJ1 992P1C017750

Mehra Goel &

Chartered Acco

un

Clo.

tants

IND PENDENT AUDITOR'S R.EPORT

TO
Re

We
LIM

MEMBERS OF SHYAM TELECOM LIMIITED

on the Standalone Financial Statemeurts
audited the accompanying standalone financial statements of SFIYAM TELECOM
("the Company"), which comprise the Balance Sl^reet as at 31st March, 2016, the

t of Profit and Loss, the Cash Flow Statement for the year then ended, and

of the significant accounting policies and other explanatory information.

ement's Responsibility for the Standalone Financrlal Statemenk

pany's Board of Directors is responsible for the matters stated in Section 13,4(5) of
panies Act, 2013 ("the Act") with respect to the preparation of these standalone
statements that give a true and fair view of the financial position, financial
and cash flows of the Company in accordance with the accounting principles
lly accepted in lndia, including the Accounting Standards specified under Section 133
of the Act, read with Rule 7 of the companies (Accounts) Rules, 2014. This responsibility
also i ludes maintenance of adequate accounting records in accordance with the

The
the
fina

to the
and

Audi
Our

of the Act for safeguarding the assets of the Company and for preventinrg and
frauds and other irregularities; selection and application of appropriate accounting
making judgments and estimates that are reasonable and prudent; and dlesign,
tion and maintenance of adequate internal financial controls, that were operating
for ensuring the accuracy and completeness of the accounting records, rerlevant
ion and presentation of the financial statements that give a true and fair view
free from material misstatement, whether due to fraud and error.

Responsibility
bility is to express an opinion on these standalone financial statements based

on

We
and

Act
We
req ul

the fi
An

taken into account the provisions of the Act, the ar:counting and auditing standards
tters which are rec;uired to be included in the audit report under the provisions of the
the Rules made there under.

our audit in accordance with the Standards on Auditing specified under

143(10) of the Act. Those Standards require that we cornply with rethical
and plan and perform the audit to obtain reas,onable assurance about whether
statements are free from material misstatement.
involves performing procedures to obtain audit evidence about the amounts and the
in the financial statements. The procedures selected depend on the auditor's
, including the assessment of the risks of materfral misstatement of the financial
whether due to fraud or error. In making those risk assessrnents, the auditor
internal financial control relevant to the Company's preparation of the financial

that give a true and fair view in order to design audit procedures that are

Tower, 43 Nehru Place, New Delhi-110019 Tel. :21i419527,2M30349 Fax :26i217981

Branch Ofiice : E-25, Sector-63, Noida (U.P.)- 201 301 Tel, : 95120 - 4320478
E-mail . mg@mehragoelco.com Website: ww\,v.mehrag0elc0.com

in the circumstances, but not for the purposie of expressing an opinion on

the Company has in place an adequate internal financial contfols system'over

wheth

reporting and the operating effectiveness of such controls. An altdit also. inrcludesitre afpropriateness of the accounting policies used and the rqasonableness.of
rting estimates made by the Company's Direclors, as well qs evaluating the
presentation of the financial statements'
that the audit evidence we have obtained is suffficient and apprfrpriate to prrovide
for our audit opinion on the standalone financial stat'ements.

We
a

Opini
ln our
US,

the

31st

nion and to the best of our information and according to the expfanations given to
aforesaid standalone financial statements give the information reQuired by the Act in
qive a true and fair view in conformity
conformity with the accounting
reouired and give
nner so required
generally accepted in India, of the state of affairs of the Company as at
,20rc, and its profit and its cash flows for the year ended on theit date.

of Matter

Wed

attention

to the note no. 24, which describer the uncertairlty to the

matter

ment of Telecommunications, Ministry of Comnnunication, Government ol'lndia,

the tenders from the Indian Gompanies to provide basic telephpny servicers. The
Com ny Shyam Telelink Networks Ltd. (lndia) (STNL) along witfi't ARM Ltd. andl other
entered into an MOU to jointly participate in the tenders through $TNL. The parties
into an agreement from which ARM Ltd. withdrew ilnd the parties agreed for buying
of ARM Ltd. for a consideration of Rs 10 Crores. The same wgs partly elffected
the
L did not pay the balance amount alleging fraud by ARM Ltd. The matter which was
but
under arbitration by a sole arbitrator who was replaced by the Hon'ble $upreme C,ourt of
ich was approachred by the Company by way of an SLP), which vifle its order dated
lndia
2grh
,2012 appointed a different Sole arbitrator.
The

had

ator vide his order dated 24th Jan,2014 has dirccted the company to pay ARM
11.50 Crores along with interest of Rs 16.37 Crores totaling Rs.27.87 Crores on
Ltd.
of payout. The inlterest shall be payable upto the date of payment. ln addition to the
above he has further awarded USD 5,00,000 at the conversion rate prevailing on 24.0'1,2014
plus i
@ 9% p.a. from the date of award till the date of payment which comes to rs
and Rs 20 Lakhs payable to ARM Ltd as arbitratiion Cost.
3.72
The

The c
Act, 1
Court
and tl

been

Our

has filed an application under section 34 o,f the Arbitration and Conciliation
against the said order before the Hon'ble Delhi High Court. The Ffon'ble Delhi High
issued notice in the said application (which has the effect of stpy on the arward),
matter is presently sub-judice before the Hon'ble Etelhi High Cou(. As per thre legal
produced to us by the Company, the company expects to win the case and hence no
for the liability has been considered in the accounts. The outsta4ding amount has
cluded under Contingent Liabilities.

nion is not qualified in respect of the above matter.

on Other Legal and Regulatory Requirements

1. As

by the Companies (Auditor's R-epgrt) order,.f!]0.tlne..qfd:f?' ]:T:d^ly

143 o-f the Act,
;;;trrt #";rnment'of tndia in terms of sub-section (1 1) of Sectioh
par:aQraphs
3 and 4 of
in
specified
matters
on
the
give in the Annexure a statement
Order, to the extent aPPlicable.
by Section'i43(3) of the Act, we report that:

2. As

I have sought and obtained all the information and r:xplanations w$ich to the best of
r knowledg6 and belief were necessary for the purppses of our audit;

(a)

(b)

he Balance Sheet, the Statement of Profit and Loss, and the Caslil Flow Statement
with by this report are in agreement with the boolks of account ;

(c)

(d)

our opinion, proper books of account as required by law have peen kept lby the
,rpuny so far'as i1t appears from our examination of those books;

ln

FgmgtV. with. the

Rule 7 of the
read
Act,
the
133
of
With
Section
runting Standards specified under
(Accounts) Rules, 2014.

our opinion, the aforesaid standalone financial statements

the basis of the written representations receivecl from the dirept.ors as on 31st
,tr. ZO1O taken on record by the Board of Direrclors., none of the direc'tors lsiJfifi"O'Ls-on gtst March,2bt6 from beihg appointed as a dirpctor in tenms of
164 (2)of the Act.

respect to the adequacy of internal financial contr,lls over financiTl reporting of the
any anO the operating 6ffectiveness of such control ,refer to our separate rerport in

respect to the other matters to be included in the Auditor's Repgrt in.accordance

Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in qur opinion and to
best of our information and according to the explanations given to uB:

i.

The Company has disclosed the impact of p'ep6;nn litigatiorls 9n its financial

i.

The Company has made provision, as required under the gpplicable law or
accounting sltandards, for material foreseeable losses. RefQr Note 26 to the

position in its financial statements

- Refer Note 24 to the finangial statemernts;

financial statements..

iii.
For
(FRN

There was no amount which was requiredl

Education and Protection Fund by the Compan'y.

hra Goel & Go.

Accountants
517N)

EI,L
R.t
Par

(M.

6102)

New Delhi
May 28, 2016

to be transfprred to

Investor

to Independent Auditors' RePort

paragraph 1 under 'Report

' section of our report of even date)

to in

on Other Legal

and Regulatory

In respect offixed asiets:

a.

The Company has generally maintained proper records showing full particulars

b.

The fixed assets covering significant value havr: been physicafly verified by the
management during the year, which in our opinion is reasonaQle, having regard
to the size of the Company and the nature of its business. Orl the basis of the
information and explanations given by tfre managemept, no nlaterial
discrepancies have been noticed on such verification

c.

including quantitative details and situation of fixerC assets.

i lne title deeds of immovable

properties are held in the name of flhe company

ln respect of inventory:

The inventory of the Company in its possession has been phyisically veriliied by
the management at reasonable intervals. Stocks in the posse$sion and custody
of third parties and stocks-in-transit as on Marchr 31, 2016, havp been verified by
the management with reference to confirmatio,ns or statemefpts of account or
correspondence of the third parties or subsequerrt receipt of goqds. In our opinion
the frequency of verification is reasonable.
The procedure of physicalverification of inventonies followed by the management
is reasonable and adequate in relation to the size of the Company and the nature
of its business.

The Company has generally maintained prc)per records gf inventoqr,

The
discrepancies noticed on physical verification of inventory as Qompared to book
records were not materialand these have been properly dealt with in the books of
account.

The Company has not granted any loans, secured or unsecuied to companies,
firms and other parties covered in the register maintained under section 189 of
the Act.

In our opiniorr and according to information and explanations given to us ,the

company has not given any loan , made any investment, given Fny guaranrtee, or
provided and securities covered under section 185 and 1BG of lhe companies act
during the year.

j
I

In our opinion and according to information and explanation given to us, the
Company has not accepted any deposits coverrad under section 73 ep snrl other
provisions of the companies act2013..

As per informallion and explanations given to us, the company]s1ot required",to

maintain cost records as prescribed under companies act 201Q Accordinglly the
provisions of the clause vi of the order are not applicable to the company.

vt.

vil.

According to records of the Company, undisputed statutory dues including

Provideni Fund, Employees' State lnsuranie, Income Tax, Sdlles Tax, Service
Tax, Wealth Tax, Duiy of Customs, Duty of Excise, Value Addqd Tax, Cess and
other statutory dues have been generally regularly deposited with the
appropriate aurthorities. According to the infonrration and explqnalign9 gi'ven to
u., ni, undisputed amounts payable in resperct of the afordsaid dues were
ouistanding as at March 31,2016 fora period more than six months from the

a.

date of becoming PaYable.

b.

werero dues in
o{
Customs,
Excise,..Dgty
Duty
of
Tax,
ie"plCt 5t income
Qess, Sales Tax,
According to the information and explanations give-n to us, there

Service Tax, Value Added Tdx and Wealth Tax which have nQt been deprosited
on account of any dispute except the following:

Name of

Nature of
the Dues

Period to which the

amount pertains

Tax

lncome Tax

Assessment Year
2007-2008

44.87

IIAT

Tax

lncome Tax

Assessment Year
2008-2009

2!"3.17

IiTAT

Tax

lncome Tax

Assessment Year
2009-2010

3i0.73

ITAT

Tax

lncome Tax

Assessment Year

l',4.41

C|T(Appeals)

itatute
lncome
Act,1961

lncome
Act,1961

lncome
Act,1961

lncome

Amount (Rs. in fforum whe,re

lacs)
{ispute is pending

2011-2012

Act,1961

Tax

lncome

lncome Tax

Assessment Year
2012-2013

sr3.51

CIT(Appeafts)

VAT

FY 2011-12

5i7.59

FY 2012-13

16.62

Assistant
Commissioner Grade
2 (Appeals)

Act,1961
UP VAT AC

The Company has not issued any debentures and has not bgrrowed any fund
from financial flnstitutions. The company has not defaulted in repayment o,f dues
to the bank.
tx.

The Company did not raise any money by way of iniiial public offer or further
public offer (fncluding debt instruments) ancl term loans during the year.
Accordingly, paragraph 3 (ix) of the Order is not applicable.

According to the information and explanations given to Lrs, no material fraud by

the Company or on the Company by its officers or employees has been noticed
or reported during the counse of our audit.
According to the information and explanations ghre to us and based on our
examination of the records of the Company, the (Sompany has ppid/provided for
managerial remuneration in accordance with the requisite approvals mandaLted by
the provisions of section 197 read with Schedule V to the Act.

In our opinion and according to the information and explanationg given to ur;, the
Company is not a nidhicompany. Accordingly, piaragraph 3(xii) of the Order is not
applicable.

According to the information and explanations ghren to us and based on our

examination of the records of the Company, transactions with the related pelrties
are in compliance with sections 177 and 188 of the Act where applicable and
details of such transactions have been disclosed in the financialtstatements as
required by the applicable accounting standards.

According to the information and explanations give to us and bqsed on our

examination of the records of the Company, the Company has npt made any
preferential allotment or private placement of sharres or fully or partly converlible
debentures during the year.

According to the information and explanations given to us and based on our

examination of the records of the Company, the Oompany has not entered into
non-cash transactions with directors or persons c;onnected with lnim. Accordlingly,
paragraph 3(xv) of the Order is not applicable.

The Company is not required to be registered under section 45-lA of the Reserve
Bank of India Act 1934.

For

ch;
(FR

Goel & Co.

red Accountants
517N)

R.K.
P

(M"

6102)

Place: New Delhi

Date:
28,2016

re - B to the Auditors' RePort

on the Xnterna! Financial Controls under Clause (i) of isub-section 3 of Section 143 of the
nies Actr 2013 ("the Act")

Coml

e audited the internal financial controls over financial reporting of Shyam

Wel

Terlecom

(.the Company") as of 31 March 2016 in conjunctiott with our audit of the stanrdalone
l'statemenis of the Company for the year ended on that date.

Limit
finan

Responsibility for Internal Financial Controls

fo'anagement is responsible for establishing and mqintaining internal

contrbls based bn the internal control over financierl reporting critefia establislhed by
pany considering the essential components o1 internal contriol stated in the
the
, noie on Audit of Internal FinancialControls over lFinancial Reporting issued by the
lnstitu of Chartered Accountants of India ('lCAl'). These responsibilities irlclude the design,
ion and maintenance of adequate internal financial controls thgt were oprerating
y for ensuring the orderly and efficient conduct of its business, inoluding adhrerence
iny's policies, tne safeguarding of its assets, the prevention and detection of frauds
toc
ors, the accuracy and completeness of the accounting recordq, and the timely
and
prel
tion of reliable financial information, as required under the Cornpanies Act, 2013'
The

rs' ResponsibilitY
sponsibility is to express an opinion on the Companll's internal finaficial controls over
reporting based on our audit. We conducted our audit in acqordance with the
Note on Audit of lnternal Financial Controls over Financial Reporting (the
l'Guid nce Note") and the Standards on Auditing, issued by lCAl anfl deemed to be
rd under section 143(10) of the Companies Act, 2C113, to the exteqt applicable to an
internal financial controls, both applicable to an audit of Internal Financial Controls
audit
issued by the Institute of Chartered Accountants of lndia. Those Standards and
and,
Note require that we comply with ethical recluirements and plan'and prerform
the
to obtain reasonable assurance about whether aclequate internal financial controls
the a
nancial reporting was established and maintainecl and if such controls oprerated
in all material respects.

A
Our

Our
inte

involves perfornning procedures to obtain audit evidence about the adequacy of the
financial controls system over financial reporting elnd their opera{ing effectiveness.

Our

lit of internal

We

that the audit evidence we have obtained is sulficient and appropriate to provide
for our audit opinion on the Company's internarl financial controls systern over
reporting.

financial controls over financial neporting inclu$ed obtainiing an

of internal financial controls over financial rerporting, assesging the riskl that a
weakness exists, and testing and evaluating the design and operqting effecti'ueness
control based on the assessed risk. The procedures selected depend on the
of inl
judgment,
including the assessment of the risks of material misstatement of the
s
statements, whether due to fraud or error.
fina
a

fin

rg

expe

of trnternal Financial Controls over Financial Reporting

frrny'. internal financial control over financial reporting is a. progess..designed..to

r reasonabte assurance regarding the reliability of financial r{portinO anrd the
of financial statements for external purposes in accordanqe with generally
accounting principles. A company's internal financial contrpl over financial
to thq maintenance of
policies and procedures that (1) pertain to
those poiicies
ncludes
includes th'ose
the transaction,s and
rat, in reasonable detail, accurately and fairly reflect the
that,
of the assets of the company; (2) provide reasonable assurancra that
are recorded as necessary to permit preparation of finandial statements in
with generally accepted accounting princ;iples, and thht receipt{i and
itures
ls of the company are being made only in accordance with authorisatirons of
nt and directors of the company; and (3) provide reasonable asqurance regarding

or timely detection of unauthorised acquisition, use, or disposition of

the

assets that could have a material effect on the firrancial stateme[ts.

t Limitations of Internal Financial controls over Finarncial Reporting

e of the inherent limitations of internal financial controls over financial rep'orting,

g the possibility of collusion or improper management override of controls, nlaterial

lments due to error or fraud may occur and not be detected. Also, projections of any
on of the internafl financial controls over financial reporting to ftiture periorCs are
to the risk that the internal financial control over financial repo(ing may brecome
ate because of changes in conditions, or that ther degree of compliance with the
or procedures may deteriorate.

ln our opinion, the Company has, in all material respects, an adequate internal financial
; system over financial reporting and such internal financial contrpls over financial

tg were operating effectively as at 31 March 2016, brased on the intBrnal contncl over

ll

reporting critenia established by the Compiany considerirlg the essential

rents of internal control stated in the Guidance No,te on Audit of Internal Financial
s Over Financial Reporting issued by the lnstitute of Chartered Acc{untants of India.

For l\
Char
(FRN

ra Goel & Co.

Accountants
7N)

R.K.
P

(M.

6102)

Date:

New Delhi
29,2016