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PTC India Financial Services Ltd.

BSE: 533344 Sector: Financials
NSE: PFS ISIN Code: INE560K01014
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OPEN 18.10
PREVIOUS CLOSE 18.00
VOLUME 81272
52-Week high 20.50
52-Week low 6.78
P/E 9.60
Mkt Cap.(Rs cr) 1,159
Buy Price 18.05
Buy Qty 325.00
Sell Price 18.10
Sell Qty 1276.00
OPEN 18.10
CLOSE 18.00
VOLUME 81272
52-Week high 20.50
52-Week low 6.78
P/E 9.60
Mkt Cap.(Rs cr) 1,159
Buy Price 18.05
Buy Qty 325.00
Sell Price 18.10
Sell Qty 1276.00

PTC India Financial Services Ltd. (PFS) - Auditors Report

Company auditors report

To The Members of

PTC India Financial Services Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of PTC India Financial Services Limited (the Company) which comprise the Balance Sheet as at March 31 2019 the Statement of Profit and Loss (including Other Comprehensive Income) the Cash Flow Statement and the Statement of Changes in Equity for the year then ended and a summary of significant accounting policies and other explanatory information (herein referred to as the standalone financial statements).

In our opinion and to the best of our information and according to the explanations given to us the aforesaid standalone financial statements give the information required by the Companies Act 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended (Ind AS) and other accounting principles generally accepted in India of the state of affairs of the Company as at March 31 2019 and its profit total comprehensive income its cash flows and changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor's Responsibility for the Audit of the standalone financial statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

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

Sr. No.Key Audit MatterAuditor's Response
1.Impairment of loans to customersPrincipal Audit Procedures
Allowance for impairment losses on loans to customers involves significant judgement by management to determine the timing and amount of the asset to be impaired.We assessed the appropriateness of the Company's impairment review and provisioning policy by comparing with the RBI prudential norms and applicable accounting standards ;
Refer Notes 1B (k) 2 (i) and 7 to the standalone financial statements.Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing:
 We evaluated and tested the design and operating effectiveness of the relevant controls over the impairment assessments and impairment allowance computations for loans and advances to customers.
 We tested the management assumptions estimates and judgements which could give rise to material misstatement:
a. The completeness and timing of recognition of loss events;
b. The measurement of provisions for individual instances of loans which is dependent on the valuation of security provided and the collaterals against each loan the timing of cash flows and realisations;
c. We discussed with management and scrutinised the appropriateness of those key assumptions applied in management's impairment assessment and compared them with available external evidence where necessary.
d. The measurement of modelled provisions which is dependent upon key assumptions relating to probability of default loss given default and expected future recoveries;
e. Performed procedures to obtain comfort on the accuracy of the impairment calcula- tion process through recalculation of the provision charge based on inputs;
f. Assessed accuracy and completeness of disclosures made as required by relevant ac- counting standards.
2.Expected Credit Losses (ECL) modelPrincipal Audit Procedures
As described in the notes to the standalone financial statements the impairment losses have been deter- mined in accordance with Ind AS 109 Financial In- struments requiring considerable judgment and inter- pretation in its implementation which also involved significant judgement by management in measuring the expected credit losses. Key areas of judgment in- cluded:We assessed the appropriateness of the Company's policy on Expected Credit Loss recognition on financial instruments with reference to the applicable accounting standards and prudential norms laid down by RBI.
Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing:
a. Determining the criteria for a significant increase in credit risk (`SICR') We evaluated and tested the design and tested the operating effectiveness of Company's controls over the data used to determine the impairment reserve internal credit quality assessments external credit ratings and methodology followed for computation of ECL.
b. Techniques used to determine the Probability of Default (PD) and Loss Given Default (`LGD') For Expected Credit Losses computed by the management we performed the following procedures:
c. Assumptions used in the expected credit loss model such as the financial condition of the counterparty expected future cash flows etc.a. Assessed the reasonableness of assumptions and judgement made by management on model adoption and parameters selection;
Refer Notes 1B (k) 2 (ii) 7 and 45A.2 to the standalone financial statements.b. Examined the key data inputs (valuation of collateral the timing of cash flows and realisations) to the ECL model on a sample basis to assess their accuracy and com- pleteness;
c. Evaluated and tested on sample basis the appropriateness of staging including deter- mination of significant increase in credit risk.
d. Assessed the Company's methodology for ECL provisioning Classification and Measurement with the assistance of our internal experts;
e. Assessed accuracy and completeness of disclosures made as required by relevant ac- counting standards.
3.Revenue RecognitionPrincipal Audit Procedures
Revenue recognition- Interest income on stressed loans involves significant management estimates and assumptions in determining both timing and expected realisation from them.Assessed the appropriateness of the Company's revenue recognition policy by comparing with applicable accounting standards and prudential norms laid down by RBI.
Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing:
Refer Notes 1B (a) 2 (iv) and 23 to the standalone financial statements. Evaluated and tested the design of internal controls relating to revenue recognition on stressed loans and advances.
 Tested the operating effectiveness of the Company's controls through combination of procedures involving enquiry and observation reperformance and inspection of evi- dence in respect of operations of these controls.
 Evaluated and tested the management estimates and assumption used while accruing the income on stressed loans and advances.
 Performed recalculation of interest accrual and tested input data such as principal amounts contractual interest rates etc. through substantive testing and tracing to source documents. We also took cognizance of the events arose subsequent to the end of the financial year from them.
 Ensured compliance with RBI regulation on revenue recognition for each case.
4.Evaluation of uncertain tax positions for Income taxesPrincipal Audit Procedures
The Company has material uncertain tax positions relating to matters under litigation for Income taxes. These matters involve significant management judgement to determine the possible outcome of disputes.We obtained details of completed income tax assessments during the year ended March 31 2019 from the management. We involved our internal experts to challenge the management's underlying assumptions in estimating the tax provisions and the possible outcome of the disputes. Our internal experts also considered legal precedence and other rulings in evaluating management's position on these uncertain tax positions relating to Income taxes.
Refer Notes 1B (p) 2 (iii) and 34 to the standalone financial statements.Additionally we considered the effect of new information in respect of uncertain tax positions to evaluate whether any change was required to management's position on these uncertainties.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Company's Directors' report Report on Corporate Governance and Management discussion and analysis report but does not include the standalone financial statements and our auditor's report thereon. The Directors' report Report on Corporate Governance and Management discussion and analysis report is expected to be made available to us after the date of this auditor's report.

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

In connection with our audit of the standalone financial statements our responsibility is to read the other information identified above when it becomes available and in doing so consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

When we read the Directors' report Report on Corporate Governance and Management discussion and analysis report if we conclude that there is a material misstatement therein we are required to communicate the matter to those charged with governance as required under SA 720 `The Auditor's responsibilities Relating to Other Information'.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of 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 including other comprehensive income cash flows and changes in equity of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. 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 standalone financial statement that give a true and fair view and are free from material misstatement whether due to fraud or error.

In preparing the financial statements management is responsible for assessing the Company's ability to continue as a going concern disclosing as applicable matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations or has no realistic alternative but to do so.

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

Auditor's Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement whether due 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 audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if individually or in the aggregate they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

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

 Identify and assess the risks of material misstatement of the standalone financial statements whether due to fraud or error design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion forgery intentional omissions misrepresentations or the override of internal control.

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

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

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

 Evaluate the overall presentation structure and content of the standalone financial statements including the disclosures and whether the stand-alone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements that individually or in aggregate makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (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 financial statements.

We communicate with those charged with governance regarding among other matters the planned scope and timing of the audit and significant audit findings including any significant deficiencies in internal control that we identify during our audit.

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

From the matters communicated with those charged with governance we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when in extremely rare circumstances we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

The comparative financial information of the Company for the year ended March 31 2018 and the related transition date opening balance sheet as at April 1 2017 included in these standalone financial statements have been prepared after adjusting previously issued standalone financial statements prepared in accordance with the Companies (Accounting Standards) Rules 2006 to comply with Ind AS. Adjustments made to the previously issued standalone financial statements to comply with Ind AS have been audited by us.

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 explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

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

c) The Balance Sheet the Statement of Profit and Loss (including Other Comprehensive Income) the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account.

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

e) On the basis of the written representations received from the directors as on March 31 2019 taken on record by the Board of Directors none of the directors is disqualified as on March 31 2019 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 A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor's Report 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 the explanations given to us the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in the Auditor'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 according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements- Refer to note 34 of the standalone financial statements.

ii. The Company has made provision as required under the applicable law or accounting standards for material foreseeable losses if any on long-term contracts including derivative contracts- Refer to note 49 of the standalone financial statements.

iii. There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Company- Refer to note 50 of the standalone financial statements.

2. As required by the Companies (Auditor's Report) Order 2016 (the Order) issued by the Central Government in terms of Section 143(11) of the Act we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 015125N)
Jitendra Agarwal
Gurugram(Partner)
May 4 2019(Membership No. 87104)

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 (f) under `Report on Other Legal and Regulatory Requirements' of our report of even date)

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

We have audited the internal financial controls over financial reporting of PTC INDIA FINANCIAL SERVICES LIMITED (the Company) as of March 31 2019 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 respective company's policies the safeguarding of its assets the prevention and detection of frauds and errors the accuracy and completeness of the accounting records and the timely preparation of reliable financial information as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting of the Company 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) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies 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 and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement including the assessment of the risks of material misstatement of the standalone financial statements whether due to fraud or error.

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

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone 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 standalone financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition use or disposition of the company's assets that could have a material effect on the standalone 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 to the best of our information and according to the explanations given to us 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 2019 based on the criteria for internal financial control over financial reporting 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 Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 015125N)
Jitendra Agarwal
GURUGRAM(Partner)
May 4 2019(Membership No. 87104)

ANNEXURE B TO THE AUDITOR'S REPORT

(Referred to in paragraph 2 under `Report on Legal and Regulatory Requirements' section of our report of even date)

(i) In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of the fixed assets.

(b) The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered convey- ance deed provided to us we report that the title deed comprising an immovable property of building which is freehold is held in the name of the Company as at the balance sheet date. In respect of immovable property of building that has been taken on lease and leasehold improvements thereon disclosed as fixed asset in the financial statements the lease agreements are in the name of the Company where the Company is the lessee in the agreement.

(ii) The Company does not have any inventory and hence reporting under clause (ii) of the Order is not applicable.

(iii) According to the information and explanations given to us the Company has granted secured loan to a company covered in the Register maintained under Section 189 of the Companies Act 2013 in respect of which:

(a) The terms and conditions of the grant of such loan are in our opinion prima facie not prejudicial to the Company's interest.

(b) The schedule of repayment of principal and payment of interest has been stipulated and repayments or receipts of principle amounts and interest have been regular as per stipulations.

(c) There is no overdue amount remaining outstanding at the year end.

(iv) In our opinion and according to the information and explanations given to us the Company has complied with the provisions of Sections 185 and 186 of the Companies Act 2013 in respect of grant of loans making investments and providing guarantees and securities as applicable. The Company being a non-banking financial company nothing contained in section 186 except sub-section (1) shall apply.

(v) According to the information and explanations given to us the Company has not accepted any deposit from the public during the year within the meaning of Section 73 to 76 or any other relevant provisions of the Act and hence reporting under clause (v) of the Order is not applicable.

(vi) Having regard to the nature of the Company's business / activities reporting under clause (vi) of the Order is not applicable.

(vii) According to the information and explanations given to us in respect of statutory dues:

(a) The Company has generally been regular in depositing undisputed statutory dues including Provident Fund Employees' State Insurance Income-tax Goods and Services Tax Cess and other material statutory dues applicable to it with the appropriate authorities. We are informed that the Company's operations did not give rise to any dues on account of Custom duty.

(b) There were no undisputed amounts payable in respect of Provident Fund Employees' State Insurance Income-tax Goods and Services Tax Cess and other material statutory dues in arrears as at March 31 2019 for a period of more than six months from the date they became payable.

(c) There were no disputed dues in respect of Sales Tax Service Tax and Value Added Tax which have not been deposited. Details of dues of Income Tax which have not been deposited as on March 31 2019 on account of disputes are given below:

Name of StatuteNature of the DuesForum where dispute is pendingPeriod to which the amount relatesAmount involvedAmount unpaid
(Rs. in lakhs)*(Rs. in lakhs)
Income-tax Act 1961Income TaxIncome Tax Appellate Authority2011-20142087.76168.86
Upto Commissioner (Appeals)2013-2014 2015-2017954.96754.07

* Amount as per demand orders including interest and penalty wherever indicated in the order.

(viii) In our opinion and according to the information and explanations given to us the Company has not defaulted in the repayment of dues to bank financial institutions and debenture holders. The Company has not taken any loans or borrowings from Government.

(viii) In our opinion and according to the information and explanations given to us the term loans (including debt instruments) have been applied by the Company for the purposes for which they were obtained.The Company has not raised any money by way of initial public offer or further public offer.

(ix) To the best of our knowledge and according to the information and explanations given to us no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.

(x) In our opinion and according to the information and explanations given to us the Company has paid managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act 2013.

(xi) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.

(xii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and 188 and of the Companies Act 2013 where applicable for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

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

(xiv) In our opinion and according to the information and explanations given to us during the year the Company has not entered into any non-cash transactions with its directors or directors of its holding or associate companies or persons connected with them and hence provisions of section 192 of the Companies Act 2013 are not applicable.

(xv) The Company is required to be registered under section 45-IA of the Reserve Bank of India Act 1934 and it has obtained the registration.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 015125N)
Jitendra Agarwal
Gurugram(Partner)
May 04 2019(Membership No. 87104)