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Jagran Prakashan Ltd.

BSE: 532705 Sector: Media
NSE: JAGRAN ISIN Code: INE199G01027
BSE 00:00 | 24 Sep 59.85 -0.75
(-1.24%)
OPEN

61.50

HIGH

61.55

LOW

59.25

NSE 00:00 | 24 Sep 59.80 -1.20
(-1.97%)
OPEN

61.85

HIGH

61.85

LOW

59.40

OPEN 61.50
PREVIOUS CLOSE 60.60
VOLUME 9619
52-Week high 71.50
52-Week low 29.55
P/E 8.99
Mkt Cap.(Rs cr) 1,578
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 61.50
CLOSE 60.60
VOLUME 9619
52-Week high 71.50
52-Week low 29.55
P/E 8.99
Mkt Cap.(Rs cr) 1,578
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Jagran Prakashan Ltd. (JAGRAN) - Auditors Report

Company auditors report

TO THE MEMBERS OF JAGRAN PRAKASHAN LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements ofJAGRAN PRAKASHAN LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2020 and the Statement of Profit and Loss (including Other ComprehensiveIncome) the Statement of Cash Flows and the Statement of Changes in Equity for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation.

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 ("the Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2020and its profit total comprehensive income its cash flows and the changes in equity forthe year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing specified under section 143(10) of the Act(SAs). Our responsibilities under those Standards are further described in theAuditor's Responsibility for the Audit of the Standalone Financial

Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI) together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Act and the Rules madethereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the ICAI's Code of Ethics. We believe that the audit evidenceobtained by us is sufficient and appropriate to provide a basis for our audit opinion onthe standalone financial statements.

Emphasis of Matter

We draw attention to Note 2(a) to the standalone financial statementswhich describes the adverse impact on the financial performance of the Company and themeasures undertaken by the management of the Company. In view of the uncertaintiesinvolved in the estimation of the ultimate impact of the pandemic on the standalonefinancial statements such estimates could differ from those on the date of the approvalof the standalone financial statements.

Our report is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Sr. Key audit matters No. Auditor's Response
1. Recoverability of trade receivables Principal audit procedures performed:
The recoverability of trade receivables and the valuation of the allowances for impairment of trade receivables is a key audit matter due to the judgement involved. • Obtained an understanding of the processes for evaluating the recoverability of trade receivables including collection process and the allowances for impaired trade receivables. Tested the
Refer Notes 1 (k)(iii) 2 5(b) and 33 (A) of the Standalone Financial Statements. design implementation and operating effectiveness of relevant internal controls relating to collection of trade receivables and the calculation of the allowance for trade receivables.
• Evaluated reasonableness of the method and assumptions and judgements used by the management with respect to recoverability of trade receivables. Assessed the profile of trade receivables and the economic environment applicable to these debtors.
• Evaluated the simplified approach applied by the Company to identify lifetime expected credit losses. In doing so obtained the schedule of receivables aging inquired into aged balances and assessed management's explanation for collectability. Also tested the managements working for provision for expected credit losses.
• Compared receipts from debtors subsequent to the financial year-end relating to trade receivable balances as at March 31 2020 with bank statements and relevant underlying documentation for selected samples.
2. Assessment of impairment of property plant and equipment right -of -use assets and intangible assets under Ind AS 36 Principal audit procedures performed:
Refer Notes 1 (e) 1 (f) 1(h) 1 (t) 2 3(a) 3(b) 3(d) 4 and 25 of the standalone financial statements. • Understanding and evaluation of the process and controls designed and implemented by the management to assess the potential impairment of Non-financial assets.
The Company carries its property plant and equipment right- of-use assets investment in Music Broadcast Limited and intangible assets including goodwill (hereinafter referred to as "Non-financial assets") at cost less accumulated depreciation and impairment losses. • Evaluating the Company's accounting policies in respect of impairment assessment of Non-financial assets.
• Assessing appropriateness of determination of cash generating unit (CGU) in line with the requirements of Ind AS 36 considering the nature of the operations of JPL and MBL respectively.
As at March 31 2020 the net assets of Jagran Prakashan Limited ("JPL" or "Company") exceed its market capitalisation. This reduction in market capitalisation triggered the requirement for the Company to assess the carrying amount of Non-financial assets for potential impairment. • With the involvement of our valuation experts evaluating the appropriateness of key assumptions underlying the cash flow projections including growth and discount rates used within the discounted cash flow model with specific focus on forecast revenue comparing to readily available market information and underlying macro-economic factors.
As at March 31 2020 the market capitalisation of Music
Broadcast Limited (subsidiary of the Company) (MBL) was lower than its net assets value. This reduction in market capitalisation triggered the requirement to assess the carrying value of the investment in MBL and goodwill thereon for potential impairment. The management has used discounted cash flow models to assess the value in use of Non -financial assets of JPL and MBL respectively which require judgement in respect of certain key inputs like determining an appropriate discount rate future cash flows etc. • Performing sensitivity analysis on the projections by varying key assumptions within reasonably foreseeable range.
Basis the management's assessment and future forecast of business conditions the recoverable amount of the Non-financial assets is higher than the carrying value and accordingly the management has concluded that no impairment loss needs to be recorded. • Comparison of carrying value of the net assets with the estimated cash flows determined by the management for JPL and MBL respectively.
We considered this a key audit matter because of the significant judgement and management estimates involved around impairment assessment. • Assessing the adequacy of disclosures made in the financial statements.

Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the BusinessResponsibility Report Board's Report including Annexures to Board's ReportReport on Corporate Governance Management Discussion and Analysis and DividendDistribution policy but does not include the standalone financial statements and ourauditor's report thereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.

If based on the work we have performed we conclude that there is amaterial misstatement of this other information we are required to report that fact. Wehave nothing to report in this regard.

Management's Responsibility for the Standalone FinancialStatements

The Company's Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these standalonefinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income cash flows and changes in equity of theCompany in accordance with the Ind AS and other accounting principles generally acceptedin India. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the standalone financial statements management isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting

unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibility for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

• I dentify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal financial control relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of the Act we are also responsible for expressingour opinion on whether the Company has adequate internal financial controls system inplace and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by the management.

• Conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor'sreport to the related disclosures in the standalone financial statements or if suchdisclosures are inadequate to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report. However future events orconditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of a reasonably knowledgeable user of the standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our

audit we report that:

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

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

c) The Balance Sheet the Statement of Profit and Loss including OtherComprehensive Income the Statement of Cash Flows and Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements complywith the Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from thedirectors as on March 31 2020 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2020 from being appointed as a director in termsof Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate Report in "ANNEXURE A". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor'sReport in accordance with the requirements of section 197(16) of the Act as amended:

In our opinion and to the best of our information and according to theexplanations given to us the remuneration paid by the Company to its directors during theyear is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in theAuditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014 as amended in our opinion and to the best of our information and accordingto the explanations given to us:

i. The Company has disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements - Refer note 26 to thestandalone financial statements;

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses - Refer note 37to the standalone financial statements;

iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company - Refer note 38to the standalone financial statements.

2. As required by the Companies (Auditor's Report) Order 2016/("CARO 2016") issued by the Central Government of India in terms of Section143(11) of the Act we give in the "ANNEXURE B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 302009E)
Alka Chadha
Partner
Place : Gurugram (Membership No. 93474)
Date : May 29 2020 (UDIN: 20 093474AAAAAW1424)

"ANNEXURE A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal andRegulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reportingunder Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financialreporting of JAGRAN PRAKASHAN LIMITED ("the Company") as of March 31 2020 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Board of Directors is responsible for establishingand maintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financialcontrols over financial reporting of the Company based on our audit. We conducted ouraudit in accordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the "Guidance Note") issued by the Institute of CharteredAccountants of India and the Standards on Auditing prescribed under Section 143(10) of theCompanies Act 2013 to the extent applicable to an audit of internal financial controls.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgement including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud orerror.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internalfinancial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to theexplanations given to us the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2020 based on thecriteria for internal financial control over financial reporting established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 302009E)
Alka Chadha
Partner
Place : Gurugram (Membership No. 93474)
Date : May 29 2020 (UDIN: 20 093474AAAAAW1424)

ANNEXURE B" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal andRegulatory Requirements' section of our report of even date)

i. In respect of its property plant and equipment:

a. The Company has maintained proper records showing full particularsincluding quantitative details and situation of property plant and equipment.

b. The property plant and equipment were physically verified duringthe year by the Management in a phased manner over a period of three years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. Pursuant to the program certain property plant and equipment were physicallyverified by the Management during the year and no material discrepancies were noticed onsuch verification.

c. The title deeds of immovable properties as disclosed in Note 3(a)on property plant and equipment to the financial statements are held in the name ofCompany except for immovable properties acquired pursuant to the Scheme of Amalgamation inearlier years comprising 5 cases of freehold land and building having gross value of Rs836.35 Lakhs and net value of Rs 515.75 Lakhs for which title is yet to be registered inthe name of the Company.

Immovable properties of land and buildings whose title deeds have beenmortgaged as security for cash credit facility from a bank are held in the name of theCompany based on the confirmation directly received by us from bank.

ii. In our opinion the physical verification of inventory excludingstocks with third parties have been conducted at reasonable intervals by the managementduring the year. In respect of inventory lying with third party confirmation has beenobtained and for goods in transit subsequent receipt of goods have been verified. Thediscrepancies noticed on physical verification of inventory as compared to book recordswere not material.

iii. The Company has not granted any loans secured or unsecured tocompanies firms Limited Liability Partnerships or parties covered in the registermaintained under Section 189 of the Companies Act 2013.

iv. In our opinion and according to the information and explanationsgiven to us the Company has complied with the provisions of Sections 185 and 186 of theCompanies Act 2013 in respect of grant of loans making investments and providingguarantees and securities as applicable.

v. In our opinion and according to the information and explanationsgiven to us the Company has not accepted any deposit from the public. The Company doesnot have any unclaimed deposits and accordingly the provisions of Sections 73 to 76 or anyother relevant provisions of the Companies Act 2013 are not applicable to the Company.

vi. The maintenance of cost records has not been specified by theCentral Government under Section 148(1) of the Companies Act 2013.

vii. According to the information and explanations given to us and therecords of the Company examined by us in respect of statutory dues:

a. The Company has generally been regular in depositing undisputedstatutory dues including Provident Fund Employees' State Insurance Income-taxGoods and Services Tax Customs Duty Cess and other material statutory dues applicable toit to the appropriate authorities.

b. There were no undisputed amounts payable in respect of ProvidentFund Employees' State Insurance Income-tax Goods and Services Tax Customs DutyCess and other material statutory dues in arrears as at March 31 2020 for a period ofmore than six months from the date they became payable.

c. There are no dues of Income-tax Sales Tax Service Tax Goods andServices Tax Customs Duty Excise Duty and Value Added Tax as on March 31 2020 onaccount of disputes.

viii. In our opinion and according to the information and explanationsgiven to us the Company has not defaulted in the repayment of loans or borrowings tobanks. The Company has not taken any loans or borrowings from financial institutions andgovernment or has not issued any debentures.

ix. The Company has not raised moneys by way of initial public offer orfurther public offer (including debt instruments) or term loans and hence reporting underclause (ix) of CARO 2016 is not applicable.

x. To the best of our knowledge and according to the information andexplanations given to us no fraud by the Company and no material fraud on the Company byits officers or employees has been noticed or reported during the year.

xi. In our opinion and according to the information and explanationsgiven to us the Company has paid / provided managerial remuneration in accordance withthe requisite approvals mandated by the provisions of Section 197 read with Schedule V tothe Companies Act 2013.

xii. The Company is not a Nidhi Company and hence reporting underclause (xii) of CARO 2016 is not applicable.

xiii. In our opinion and according to the information and explanationsgiven to us the Company is in compliance with Section 177 and 188 of the Companies Act2013 where applicable for all transactions with the related parties and the details ofrelated party transactions have been disclosed in the standalone financial statements asrequired by the applicable accounting standards.

xiv. During the year the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures andhence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.

xv. In our opinion and according to the information and explanationsgiven to us during the year the Company has not entered into any non-cash transactionswith its directors or directors of its holding subsidiary or associate company asapplicable or persons connected with them and hence provisions of Section 192 of theCompanies Act 2013 are not applicable.

xvi. The Company is not required to be registered under Section 45-IAof the Reserve Bank of India Act 1934.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 302009E)
Alka Chadha
Partner
Place : Gurugram (Membership No. 93474)
Date : May 29 2020 (UDIN: 20093474AAAAAW1424)

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