PCS Technology Ltd. — Audit Report / Information 2019

May 24, 2019

24'h May, 2019

The Secretary The Bombay Stock Exchange Ltd. Phiroze ^Jeejeebhoy Towers 27th Floor, Dalal Street Mumbai 400 023

Dear Sir,

Ref: Security Code no. 517119

Pursuant with Regulation ³³ of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015, we enclose herewith the:

• 1. Copy of Audited Standalone and Consolidated Financial results of the Company
• 1. Copy of Auditors Report (Consolidated and Standalone) of M/s. Vinod K Mehta & Co. Chartered Accountant and
• 1. Declaration for Audit report with unmodified opinion

for the Financial year ended 3lst March, 2019 which was taken on record at the meeting of the Board of Directors of the Company held on 24th May, 2019 at Nariman Point, Mumbai

Thanking you

Yours faithfully For PCS Technology Limited

Mehul Monani Company Secretary & Compliance Officer

PART I	STATEMENT OF AUDITED STANDALONE AND CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 31ST MARCH 2019
Sr.						Quarter ended		Standalone		Financial Year Ended		Consolidated Financial Year Ended
No.	Particulars				31.03.2019	31.12.2018		31.03.2018	31.03.2019	31.03.2018		31.03.2019	31.03.2018
					Audited	Unaudited		Audited	Audited	Audited		Audited	Audited
	Revenue from operations (net)				7.57		5.08	35.95	58.08	1,027.17		58.08	1,027.17
H Ш	Other Income Total Revenue (I+II)				94.08 101.65	97.28 102.36		115.56 151.51	422.65 480.73	359.82 1,386.99		428.00 486.08	1,393.26
IV	Expenses
	(a) Cost of material consumed Purchase of stock-in-trade (b)
	(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade
	Employee benefits expense (d)				30.94	43.55		59.61	132.71	723.24		132.71
	Finance costs (e) Depreciation and amortization expense (f)				11.90 6.32	11.93	6.78	75.83 9.15	49.29 28.38	83.14 39.71		49.33 28.38
	(g) Other expenses				58.61	34.01 96.27		51.32	187.45	327.97		204.21
$\vee$	Total Expenses Profit before exceptional items and tax (III-IV) Exceptional items - income / (expense) Profit before tax (V+VI) Tax expense			107.77 (6.12)		6.09	195.91 (44.40)	397.83 82,90	1,174.06 212.93		414.63 71.45	1,175.42
VI VII				(100.00) (106.12)	(0.14)	5.95	(200.00) (44.40)	(117.10)	124.42 337.35		(200.00) (128.55)
VIII												342.26 77.71
	(a) Current tax (b) Deferred tax (b) Taxation pertaining to earlier year				1.89		1.11	24.00 (18.97) 68.92		76.00		25.26
					65.92		٠			(18.85)		68.96
IX	Profit / (Loss) for the period from continuing operations (VII-VIII)				(173.93)		4.84	(25.43)	(210.02)	280.20		(222.77)
X XI	Profit / (Loss) from discontinued operations Tax expense of discontinued operations
XII	Profit / (Loss) from discontinued
XIII	operations (after tax) (X-XI) Profit / (Loss) for the period (IX+XII)				(173.93)		4.84 (25.43)		(210.02) 280.20		(222.77)
XIV	Other Comprehensive Income
	A (i) Items that will be reclassified to profit or loss (ii) Income tax relating to items that will be reclassified
	to profit or loss B (i) Items that will not be reclassified to profit or loss				31.20	(4.43)		(17.73)	17.91	(17.73)		17.91
	(ii) Income tax relating to items that will not be reclassified
XV	to profit or loss Total Comprehensive Income for the period (XIII+XIV)			(7.58) (150.31)		1.11 1.52	4.88 (38.28)	(4.48) (196.59)	4.88 267.35		(4.48) (209.34)
XVI	(Comprising Profit / (Loss) and Other Comprehensive Income for the period)				2,095.07			2,095.07	2,095.07	2,095.07		2,095.07	2,095.07
XVII	Equity Share Capital (face value of Rs. 10/- each) Earning per equity share (of Rs.10/- each) (not annualised*)				2,095.07
	$(1)$ Basic Diluted (2)				$(0.83)^$ $(0.83)^$		$0.02$ $0.02$	$(0.12)^$ (1.00) $(0.12)^$ (1.00)		1.34 1.34		(1.06) (1.06)
PART II
Α 1	PARTICULARS OF SHAREHOLDING Public Shareholding
	Number of equity shares				62,50,682	62,50,682		62,50,682	62,50,682	62,50,682		62,50,682
$\overline{2}$	Percentage of shareholding Promoters and Promoter group shareholding				29.83	29.83		29.83	29.83	29.83		29.83
	(a) Pledged / Encumbered
	Number of shares Percentage of shares (as a % of the total shareholding
	of promoter & promoter group) Percentage of shares (as a % of the total share capital f the company) (b) Non Encumbered Number of shares Percentage of shares (as a % of the total shareholding of promoter & promoter group)
				1,46,99,995 1,46,99,995 100.00 100.00			1,46,99,995	1,46,99,995	1,46,99,995		1,46,99,995	1,46,99,995
							100.00 100.00			100.00 100.00
	Percentage of shares (as a % of the total share capital of the company)				70.17	70.17 70.17		70.17	70.17
B	PARTICULARS OF INVESTOR COMPLAINTS				Quarter ended 31.03.2019						70.17
	Pending at the beginning of the quarter Received during the quarter								Nil 17
	Disposed of during the quarter		17
	Remaining unresolved at the end of the quarter					Nil STATEMENT OF ASSETS AND LIABILITIES
					(रैं in lacs)								$($ ₹ in lacs)
	Standalone Consolidated									Standalone			Consolidated As at
	Particulars	As at	As at	As at	As at 31 Mar 2018 31 Mar 2019 31 Mar 2018 31 Mar 2019		Particulars			As at 31 Mar 2018 31 Mar 2019 31 Mar 2018 31 Mar 2019	As at	As at
Α 1	ASSETS Non-Current Assets					II. 1	Equity	EQUITY AND LIABILITIES
	(a) Property, plant and equipment	953.33	998.74	953.33	998.74			(a) Share capital		2,095.07	2,095.07	2,095.07
	Capital work-in-progress (b) Intangible assets (c)						(b) Other equity Total Equity			2,533.06 4,628.13	2,725.15 4,820.22	2,586.36 4,681.43
	(d) Financial assets					$\overline{2}$	Liabilities
	(i) Investments Loans (ii)	50,20	50.20	0.20	0.20			Non-current liabilities (a) Financial liabilities
	(iii) Other financial assets							(i) Long-term borrowings		371.78	369.12	371.78
	Deferred tax assets (net) (e) Other assets (f)	155.79	459.93	159.62	469.28		(b)	(ii) Other financial liabilities Provisions		22.70 2.93	20.45 4.58	22.70 2.93
$\overline{\mathbf{c}}$	Total non-current assets Current assets	1,159.32	1,508.87	1,113.15	1,468.22		(C)	Deferred tax liabilities (net)
	Inventories (a)						(d)	Other liabilities		2.14	2.84	2.14
	Financial assets (b)					3		Total non-current liabilities Current Liabilities		399.55	396.99	399.55
	Investments (i) Trade receivables (ii)	3,608.84	3,266.83 17.24	3,669.00 344.14	3,326.99 355.83			(a) Financial liabilities
	Unbilled revenue (iii) Cash and cash equivalents (iv)	125.01	97.96	160.27	131.25		(i) Short-term borrowings (ii) Trade and other payables		16.23	29.11	384.04
	(v) Other balances with banks						(iii) Other financial liabilities Unearned and deferred revenue (b) Current income tax liabilities (net) (c) 14.93 Provisions (d) 4.72
	(vi) Loans (vii) Current tax assets (net)	171.96	366.67 19.37	173.51	369.55 17.84							14.93
	(viii) Other financial assets									7.50	4.72
	(c) Other assets	1.63	5.55	29.39	36.51	Other liabilities (e)		3.20	28.67	4.79
		3,907.44 3,773.62			4,237.97		Total current liabilities TOTAL EQUITY AND LIABILITIES			39.08		65.28 408.48
	Total current assets TOTAL ASSETS	5,066.76	5,282.49	4,376.31 5,489.46	5,706.19					5,066.76	5,282.49	5,489.46

4 The Company adopted Indian Accounting Standards (Ind-AS) from April 1, 2017 and accordingly these financial results have been prepared in accordance with the recognition
and measurement principles laid down in the IND-AS

For PCS Technology Limited
A. K. Patni
Vice Chairman
DIN: 00014194

Place: Mumbai
Date: 24th May, 2019

₽

AshoKKumar Paini
Vice Chairman

DEE PCS TECHNOLOGY LIMITED Registered Office: Office No.1, Ga! No. 478, Alandl Markaal Road, Tal.: Khed. Dlst.: Pune - 412106

TEC ^H No LOGY Corp. Office: 81h Floor, Technocity, Plot No. X—S/S, MIDC, Mahape, Navi Mumbai- 400 710 Tel: No.: 02241296111 Fax: ^912241296082 Iwebsite: www.pcslech.com OEanail: investorsgrievances@pcstech.com CIN: L74200MH1981PLC024279

EXTRACTS 0F AUDITED STANDALONE AND CONSOLIDATED FINANCIAL RESULTS FOR THE QUARTER AND YEAR ENDED 313T MARCH 2019

								(? in lacs)
				Consolidated
			Quarter ended			Financial Year Ended	Financial Year Ended
5r,					31.03.2019 31.12.2018 31.03.2018 31.03.2019 31.03.2018 31.03.2019 31.03.2018
"0-	Particulars	Audited	Unaudited	Audited	Audited	Audited	Unaudited	Audited
1	TotallncomefromOperations	101.65	102.36	151.51	48073	1,386.99	486.08	1,393.26
2	Net Profit/ (Loss) for the period (before Tax, Exceptional and/orExtraordinaryitems)	(6.12)	6.09	(44.40)	82.90	212.93	71.45	217.84
3	NetProfit/ (Loss) torthe period before tax (after Exceptional and/orExtraordinaryitems)	(106.12)	5.95	(44.40)	(117.10)	337.35	(128.55)	342.26
4	Net Profit/ (Loss) for the period after tax (after Exceptional and/orExtraordinaryitems)	(17393)	4.84	(25.43)	(210.02)	280.20	(222.77)	281.43
5	Total Comprehensive income for the period [Comprising Profit/ (Loss) for the period (after tax) andOlherComprehensivelncome(aftertax)]	(150.31)	1.52	(38.28)	(196.59)	267.35	(209.34)	268.58
6	EquityShareCapital(facevalueofRs.10/-each)	2,095.07	2,095.07	2,095.07	2.095.07	2,095.07	2,095.07	2,095.07
7	Reserves (excluding Revaluation Reserve) as shown in the Audited Balance Sheet of the previous year	NA	NA	NA	NA	NA	NA	NA
8	Basic& Diluted Earnings PerShare (of Rs.iO/-each) (noiannualised*)(before extraordinaryiiems)	(0.83)*	002*	(0.12)*	(1.00)	1.34	(1.06)	1.34

Notes:

¹ The above is an extract of the detailed format of Quaterly and Annual Financial Results filed with :he Stock Exchanges under Regulation 33 of the SEBI (Listing and Other Disclosure Requirements) Regulations, 2015. The full format of the Quarterly and Annual Financial Results are available on the websites of the Stock Exchange (wwwbseindiacom) and the listed entity (wwwpcstechcom).

2 The above audited financial results after being reviewed by the Audit committee were approved by the Board of Directors in their meeting held on 24th lvlay 2019.

³ The figures of the fourth quarter are the balancing figures in respect of full financial year and to date figures upto third quarter of the respective financialyear.

⁴ Based on the Management approach as defined under ind-AS 108. Operating segments, the Company operates in one business segment i.e. 1T3 ITes related Factlity Management Segment, as such it is the only reportable business segment.

⁵ The Company adopted lndian Accounting Standards (Ind—AS) from April 1, 2017 and accordingly these financial results have been prepared in accordance with the recognition and measurement principles laid down in the lND-AS 34 'lnterim Financial Reporting' prescribed under Section ¹³³ of the Companies Act, 2013 read with the relevant rules issued thereunder and other accounting principles generally accepted in lndia. Financial for the quarter have been prepared in accordance with the recognition and measurement principles of Ind-AS 34.

⁶ Exceptional item in the quarter and year ending March 2019 includes loss of Rs.100 lacs and year to date loss of Rs 200 lacs respectively on inter corporate deposits on the basis of management assessment and 'Oiher Comprehensive income' for the quarter ended as on 31st March 2019 also include Return (incomelon plan assets (excluding inierestthere on) ofGratuity Fund ofRs 31.25 lacs.

7 The Consolidated Financials Results have been prepared in accordance with principles of Indian Accouting Statndard (lndAS) as specified by lCAl & section 133 ofThe CompaniesAct2013.

⁸ The StatutoryAuditors of the Company have carried outthe audit and have issued their unmodified opinion on thetinancial statements.

⁹ Figures of the previous periods have been regrouped/ rearranged wherever necessary to make them comparable with current period's classification.

For PCS Technology Limited A. K. Patni Place: Mumbai Vice Chair an

For PCST h I

hok Kurnar Patni Vice Chairman

Date :24th May, ²⁰¹⁹ - DIN: ⁰⁰⁰¹ 4'

VINOD K. MEHTA & CO.

Chartered Accountants

B-5, SATYAM SHOPPING CENTRE. 2ND FLOOR, M. G. ROAD, GHATKOPAR (E), MUMBAI - 400077.

Teal $\div$ 91-22 2102 4280 Tel/Fax: + 91-22 6725 5633 E-mail : dvsmehta@gmail.com

Auditor's Report on Quarterly Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

$To$ The Board of Directors PCS TECHNOLOGY LIMITED. Mumbai

INTRODUCTION:

We have reviewed the accompanying statement of financial Results of PCS Technology Limited (the "Company") for the fourth Quarter and year ended 31^st March, 2019. This statement is the responsibility of the Company's Management and has been approved by the Board of Directors. The statements attached herewith, being submitted by the company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Regulations"), read with SEBI circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016 ("the Circular").

The preparation of the statement in accordance with the relevant Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of Companies (Indian Accounting Standards) Rules, 2015 and the Circular, which is the responsibility of the Company's management and has been approved by the Board of Directors of the Company. Our responsibility is to express a conclusion on the statement based on our audit.

SCOPE:

We conducted our audit in accordance with the Standard on Auditing issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the audit to obtain moderate assurance as to whether the statement is free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the statement. The procedures selected depend upon auditor's judgment, including assessment of risk of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the statement in order to design audit procedures that are appropriate in the circumstance, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the Statement. We believe that audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion.

OPINION

In our opinion and to the best of our information and according to the explanations given to us, the Statement is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and gives true and fair view in conformity with the Indian Accounting Standards and other accounting principles generally accepted in India.

For Vinod K Mehta & Co. Chartered Accountant

Divyesh Mehta Partner (ICAI Registration no. 111508W) Membership Number:044293

Place: Mumbai Date: $24|05|20|9$

VINOD K. MEHTA & CO.

Chartered Accountants

B-5, SATYAM SHOPPING CENTRE. 2ND FLOOR, M. G. ROAD, GHATKOPAR (E), MUMBAI - 400077.

Tai $: +$ 91-22 2102 4280 Tel/Fax: + 91-22 6725 5633 E-mail : dvsmehta@gmail.com

Auditor's Report on Quarterly Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

To. The Board of Directors PCS TECHNOLOGY LIMITED. Mumbai

INTRODUCTION:

We have reviewed the accompanying statement of Financial Results of PCS Technology Limited ( the "Group") for the fourth Quarter and year ended 31^st March, 2019. This statement is the responsibility of the Company's Management and has been approved by the Board of Directors. The statements attached herewith, being submitted by the company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("the Regulations"), read with SEBI circular No. CIR/CFD/FAC/62/2016 dated July 5, 2016 ("the Circular").

The preparation of the statement in accordance with the relevant Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of Companies (Indian Accounting Standards) Rules, 2015 and the Circular, which is the responsibility of the Company's management and has been approved by the Board of Directors of the Company. Our responsibility is to express a conclusion on the statement based on our audit.

SCOPE:

We conducted our audit in accordance with the Standard on Auditing issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the audit to obtain moderate assurance as to whether the statement is free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the statement. The procedures selected depend upon auditor's judgment, including assessment of risk of material misstatement of the Statement, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company's preparation and fair presentation of the statement in order to design audit procedures that are appropriate in the circumstance, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the Statement. We believe that audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion.

OPINION:

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the reports of the other auditor referred to in paragraph 4 below, the Statement is presented in accordance with the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and gives true and fair view in conformity with the Indian Accounting Standards and other accounting principles generally accepted in India. The results consist of the consolidated profit and loss statements, total comprehensive income and other financial information of the Group for the year ended March 31, 2019

OTHER MATTER:

We have not conducted the audit of the financial statement of the subsidiaries namely:

• 1. PCS Positioning Systems (I) Limited,
• 1. PCS Infotech Limited
• 1. PCS Technology USA, INC.

The above companies together share net loss of Rs. 12.75 lakhs for the year ended March 31, 2019. This financial statement has been audited by other auditor whose report have been furnished to us by the management of the Company.

In our opinion on the Statement, in so far as it relates to the amounts and disclosures included, is based solely on the report of the other auditor. Our opinion is not modified on this matter.

For Vinod K Mehta & Co. Chartered Accountant

Divyesh Mehta Partner (ICAI Registration no. 111508W) Membership Number:044293

Place: Mumbai Date: $24 |05|2019$

24st May, 2019

The Secretary The Bombay Stock Exchange Ltd. Phiroze ^Jeejeebhoy Towers 27th Floor, Dalal Street Mumbai 400 023

Dear Sir,

Ref : Security Code no. 517119

Sub: Disclosure of the Impact of Audit Qualifications (un- modified) by the Listed Entities under Regulation 33/52 of SEBI (LODR), (Amendment) Regulations, 2016

Pursuant to Securities and Exchange Board of India (Listing Obligation and Disclosure Requirement) Regulations, 2015, Notification no. SEBI/LAD-NRO/GN/2016-17/001 dated May 25, 2016 and Circular No. ClR/CFD/CMD/56/2016 dated May 27, 2016, We, the undersigned do hereby declare that in the Audit Report, accompanying the Annual Audited Financial statements of the Company for the Financial year ended 31.03.2019, the Auditor does not expressed any Modified opinion(s)/ Audit Qualification(s)/ or other reservation(s) and accordingly the statement on impact of Audit qualification is not required to be given.

Kindly take on record the same.

Thanking you

Yours faithfially For PCS Technology Limited

Chief Executive Officer Chief Financial 0

MirB/ra/kas Jain