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UFO Moviez India Ltd.

BSE: 539141 Sector: Media
NSE: UFO ISIN Code: INE527H01019
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VOLUME 2710
52-Week high 138.70
52-Week low 83.45
P/E
Mkt Cap.(Rs cr) 387
Buy Price 101.60
Buy Qty 34.00
Sell Price 101.95
Sell Qty 50.00
OPEN 101.95
CLOSE 101.60
VOLUME 2710
52-Week high 138.70
52-Week low 83.45
P/E
Mkt Cap.(Rs cr) 387
Buy Price 101.60
Buy Qty 34.00
Sell Price 101.95
Sell Qty 50.00

UFO Moviez India Ltd. (UFO) - Auditors Report

Company auditors report

To the Members of UFO Moviez India Limited

Report on the audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of UFO Moviez India Limited("the Company") which comprise the standalone balance sheet as at March 312021 and the standalone statement of profit and loss (including other comprehensiveincome) standalone statement of changes in equity and standalone statement of cash flowsfor the year then ended and notes to the standalone financial statements including asummary of the significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ("Act") in the manner so required and give a true andfair view in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2021 and of its loss and othercomprehensive income changes in equity and its cash flows for the year ended on thatdate.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Our responsibilities under those SAs are furtherdescribed in the Auditors Rs.Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India together with theethical requirements that are relevant to our audit of the standalone financial statementsunder the provisions of the Act and the Rules thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our opinion on the Standalone financial statements..

Emphasis of matter

We draw attention to Note 46 to the standalone financial statements which describes theeconomic and social disruptions as a result of COVID-19 pandemic and the impact thereof onthe Company's operations financial statements and management's assessment of goingconcern assumption.

Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance 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 financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

Impact of COVID-19 on Going concern assessment
The key audit matter How the matter was addressed in our audit
Refer Note 46 to the financial statements Our procedures included:
UFO is in the business of digital cinema distribution network across India. With outbreak of COVID-19 pandemic during the previous year and the recent surge in COVID-19 cases across India from March 2021 the operations of the Company are severely impacted due to economic uncertainty and disruption created by closure of cinema halls and this necessitates the evaluation of the Company's ability to continue as a Going concern and meeting its obligations to the stakeholders creditors employees and lenders. Obtained management's assessment of use of going concern assumption in preparation of the financial statements;
• Discussed with the management and Those charged with Governance regarding the plan for resumption of operations and the Company's ability to meet it's obligations in future. Assessed sufficiency of the Company's resources/funds to meet its costs in the foreseeable future;
• Evaluated the external inputs and assumptions within the going concern model by comparing them to the assumptions used elsewhere in the preparation of the financial statements;
• Assessed the appropriateness and reasonableness of the cash flow forecasts for the foreseeable future approved by the Board of Directors taking into account the adverse effects that could arise from the outbreak of COVID-19 pandemic. We challenged the appropriateness by performing sensitivity analysis on key assumptions used by management in the cash flow forecasts;
• Evaluated the mitigation measures taken by the Company's management and Those charged with Governance. In particular we evaluated measures of cost rationalization managing the Company's liquidity position and resumption of operations; and
• We also considered the adequacy of the required disclosure in the financial statements on the going concern assumption.
Impairment of investment in and loans to subsidiaries and associates
The key audit matter How the matter was addressed in our audit
The Company has investments in subsidiaries and associates - carrying amount of investment in subsidiaries and associates is Rs. 12502.44 lakhs. Further the Company has also advanced loans amounting to Rs. 616.00 lakhs (refer Notes 4 and 5 to the standalone financial statements). Management has performed an impairment assessment in case of any triggers based on the future business plans of the respective entity with underlying assumptions using the discounted free cash flow model. Our audit procedures included amongst others the following:
• Evaluating the Company's process for identifying indicators of impairment of its investment in subsidiaries and /or recoverability of loans by assessing management's review of the financial performance of each subsidiary and associate;
We identified this as a KAM considering the significant risk that these investments and loans may not be recoverable. • assessed the recoverable amount based on the valuation carried out by the Company using discounted cash flow management's assumptions and forecasts and review of documentation supporting key judgements;
The annual impairment testing involves significant judgment in evaluating appropriateness of model used and underlying assumptions such as growth rate terminal value discount rate and others. • reconciled input data to approved budgets and tested mathematical accuracy;
• performed sensitivity analysis around the key assumptions to ascertain the extent to which adverse changes both individually or in the aggregate could impact the analysis; and
• Discussed management's strategic and operational plans for the foreseeable future.

Other Information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the standalone financial statements and our auditorsRs.report thereon.

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

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.

Management's and Board of Directors Rs.Responsibility for the Standalone FinancialStatements

The Company's Management and Board of Directors are responsible for the matters statedin Section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the state of affairs profit/loss and othercomprehensive income changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified under Section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring accuracy and completeness of the accounting records relevant tothe preparation and presentation of the standalone financial statements that give a trueand fair view and are free from material misstatement whether due to fraud or error.

In preparing the standalone financial statements the Management and Board of Directorsare responsible 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 the Board of Directors either intends to liquidate the Companyor to cease operations or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financialreporting process.

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

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.

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

• Identify and assess the risks of material misstatement of the standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to the audit in order todesign 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 hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures in the standalone financial statementsmade by the Management and Board of Directors.

• Conclude on the appropriateness of the Management and Board of Directors use ofthe going 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's report tothe related disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

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

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Rs.Report) Order 2016 ("theOrder") issued by the Central Government in terms of Section 143 (11) of the Act wegive in the "Annexure A" a statement on the matters specified in paragraphs 3and 4 of the Order to the extent applicable.

2. (A) As required by Section 143(3) of the Act we report that:

a) We have sought and obtained all the information and explanations which to the bestof 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 theCompany so far as it appears from our examination of those books.

c) The standalone balance sheet the standalone statement of profit and loss (includingother comprehensive income) the standalone statement of changes in equity and thestandalone statement of cash flows dealt with by this Report are in agreement with thebooks of account.

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

e) On the basis of the written representations received from the directors as on March31 2021 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2021 from being appointed as a director in terms of Section 164(2) of theAct.

f) With respect to the adequacy of the internal financial controls with reference tostandalone financial statements of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure B".

(B) With respect to the other matters to be included in the Auditors Rs.Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations as at March 31 2021 onits financial position in its standalone financial statements - Refer Note 35 to thestandalone financial statements.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

iv. The disclosures in the standalone financial statements regarding holdings as wellas dealings in specified bank notes during the period from November 8 2016 to December30 2016 have not been made in these standalone financial statements since they do notpertain to the financial year ended March 31 2021.

(C) With respect to the matter to be included in the Auditors Rs.Report under Section197(16):

In our opinion and according to the information and explanations given to us theremuneration paid by the Company to its directors during the current year is in accordancewith the provisions of Section 197 of the Act. The remuneration paid to any director isnot in excess of the limit laid down under Section 197 of the Act. The Ministry ofCorporate Affairs has not prescribed other details under Section 197(16) which arerequired to be commented upon by us.

For B S R & Co. LLP

Chartered Accountants

Firm's Registration No: 101248W/W-100022
Rajesh Mehra

Partner

Mumbai Membership Number: 103145
May 26 2021 ICAI UDIN: 21103145AAAACE3496

Annexure A to the Independent Auditors Rs.Report

With reference to the Annexure A referred to in the Independent Auditors Rs.Report tothe members of the Company on the standalone financial statements for the year ended March31 2021 we report the following:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of

fixed assets.

(b) The Company has a regular programme of physical verification of its fixed assetsby which all fixed assets are verified in a phased manner over a period of two years. Inour opinion this periodicity of physical verification is reasonable having regard to thesize of the Company and the nature of its assets. Pursuant to the programme certain fixedassets were physically verified during the year and no material discrepancies were noticedon such verification.

(c) According to the information and explanations given to us the Company does nothave any immovable property. Thus paragraph 3(i)(c) of the Order is not applicable to theCompany.

(ii) The inventory has been physically verified by the management during the year. Inour opinion the frequency of such verification is reasonable. The Company has maintainedproper records of inventory. There were no discrepancies noticed on verification betweenthe physical stock and the book records.

(iii) The Company has granted unsecured loan to its wholly-owned subsidiary which isalso a party covered in the register maintained under Section 189 of the Act. The loan andinterest thereon are repayable on demand. Management informs us that Company has notdemanded repayment of the loan or interest during the year and thus there is no default onthe part of the party to whom the money has been lent. In our opinion and according to theinformation and explanations given to us the terms and conditions of the said loan arenot prima facie prejudicial to the interests of the Company.

(iv) The Company has not granted any loans or provided any guarantees or security tothe parties covered under Section 185 of the Act. The Company has complied with theprovisions of Section 186 of the Act in respect of investments made or loans or guaranteeor security provided to the parties covered under Section 186 of the Act.

(v) The Company has not accepted any deposits from the public within the meaning of thedirectives issued by the Reserve Bank of India provisions of Sections 73 to 76 of theAct or any other relevant provisions of the Act and the relevant rules framed thereunder.

(vi) The Central Government has not prescribed the maintenance of cost records underSection 148 of the Act for any of the services rendered by the Company.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the

Company amounts deducted / accrued in the books of account in respect of undisputedstatutory dues including Provident fund Employees Rs.State Insurance Income-tax Goodsand Services tax duty of Customs Value added tax Sales tax and other material statutorydues have been generally regularly deposited during the year by the Company with theappropriate authorities. As explained to us Company did not have any dues on account ofduty of Excise and Cess.

According to the information and explanations given to us no undisputed amountspayable in respect of Provident fund Employees Rs.State Insurance Income-tax Goods andServices tax duty of Customs and other material statutory dues were in arrears as atMarch 31 2021 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us there are no dues ofIncome- tax Goods and Service tax duty of Customs which have not been deposited onaccount of any dispute. The following dues of Service tax Value added tax and Sales taxhave not been deposited by the Company on account of disputes:

Name of the statute Nature of dues* Amount (Rs in lakhs)* Period (Financial year) Forum where the dispute is pending
Finance Act 1994 and Service Tax Rules 1994 Service Tax 1527 2007-08 to 2013-14 Hon'ble Supreme Court
Finance Act 1994 and Service Tax Rules 1994 Service Tax 3637 2014-15 to 2017-18 Commissioner of Service tax
Bihar Value Added Tax Value added tax 6 2007-08 to 2008-09 Joint Commissioner of Sales Tax (Appeals)
West Bengal Value added tax Value added tax 42 2007-08 Sales Tax Appellate tribunal
Bihar Value Added Tax Act Value added tax 5 2010-11 Joint Commissioner of Sales Tax (Appeals)
Tamil Nadu Sales tax Sales Tax 2 2014-15 to 2015-16 Joint Commissioner of Sales Tax (Appeals)
Gujarat Sales tax Sales tax 1 2013-14 Joint Commissioner of Sales Tax (Appeal)
Kerala Sales tax Sales tax 28 2012-13 Joint Commissioner of Sales Tax (Appeal)
Telangana sales tax Sales tax 6 2014-15 Dy. Commissioner Sales tax
Kerala Sales tax Sales tax 2 2011-12 Dy. Commissioner (Appeals)
West Bengal - Central sales tax Sales tax 51 2013-14 to 2017-18 Sr. Joint Commissioner of sales tax
Goa - VAT act 2005 and CST act 1956 Sales tax 7 2015-16 Appellate Authority
Gujarat VAT Act 2003 Sales tax 2 2014-15 Deputy Commissioner (Appeals)
Kerala - Central sales tax Sales tax 15 2012-13 Deputy Commissioner (Appeals)
Kerala VAT act 2003 Sales tax 16 2011-12 Deputy Commissioner (Appeals)
Telangana sales tax Sales tax 9 2015-16 Dy. Commissioner Sales tax

*Excludes interest / penalty payable under relevant provisions of the respective Actsand amounts are net of amounts paid/ deposited under protest of Rs.31 lakhs.

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of loans or borrowings to banks. TheCompany did not have any outstanding loans or borrowings from financial institutions orgovernment and there are no dues to debenture holders during the year.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year. In our opinion and according tothe information and explanations given to us the term loans taken by the Company havebeen applied for the purpose for which they were raised.

(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of fraud by the Company or any instances of fraud on the Company by its officersor employees noticed or reported during the year nor have we been informed of any suchcase by the management.

(xi) In our opinion and according to the information and explanations given to us theCompany has paid/provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.

(xii) According to the information and explanations given to us in our opinion theCompany is not a Nidhi Company as prescribed under Section 406 of the Act.

(xiii) In our opinion and according to the information and explanations given to usall transactions with the related parties are in compliance with Sections 177 and 188 ofthe Act and the details of such transactions have been disclosed in the standalonefinancial statements as required under Ind AS.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly paragraph 3(xiv) of the Order is not applicable to the Company.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable to the Company.

(xvi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company is not required to be registeredunder Section 45 IA of the Reserve Bank of India Act 1934. Accordingly paragraph 3 (xvi)of the Order is not applicable to the Company.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Rajesh Mehra
Partner
Mumbai Membership Number: 103145
May 26 2021 ICAI UDIN: 21103145AAAACE3496

Annexure B to the Independent Auditors Rs.Report on the standalone financial statementsof UFO Moviez India Limited for the year ended March 31 2021

Report on the internal financial controls with reference to the aforesaid standalonefinancial statements under Clause (i) of Sub-section 3 of Section 143 of the CompaniesAct 2013 ("the Act") (Referred to in paragraph 2A(f) under Report on OtherLegal and Regulatory Requirements Rs.section of our report of even date)

Opinion

We have audited the internal financial controls with reference to standalone financialstatements of UFO Moviez India Limited ("the Company") as of March 31 2021 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to standalone financial statements and such internal financialcontrols were operating effectively as at March 31 2021 based on the internal financialcontrols with reference to standalone financial statements criteria 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 (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishingand maintaining internal financial controls based on the internal financial controls withreference to standalone financial statements criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note.These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013 (hereinafterreferred to as "the Act").

Auditors Rs.Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingprescribed under Section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to standalone financial statements. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls with reference to standalone financial statements were established andmaintained and whether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to standalone financial statements andtheir operating effectiveness. Our audit of internal financial controls with reference tostandalone financial statements included obtaining an understanding of such internalfinancial controls assessing the risk that a material weakness exists and testing andevaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the standalone financial statementswhether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls withreference to standalone financial statements.

Meaning of Internal Financial controls with Reference to Financial Statements

A company's internal financial controls with reference to standalone financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of standalone financial statements for externalpurposes in accordance with generally accepted accounting principles. A company's internalfinancial controls with reference to standalone financial statements include thosepolicies and procedures that (1) pertain to the maintenance of records that in reasonabledetail accurately and fairly reflect the transactions and dispositions of the assets ofthe company; (2) provide reasonable assurance that transactions are recorded as necessaryto permit preparation of standalone financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial effect on the standalone financial statements.

Inherent Limitations of Internal Financial controls with Reference to FinancialStatements

Because of the inherent limitations of internal financial controls with reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial controls with reference to standalone financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Rajesh Mehra
Partner
Mumbai Membership Number: 103145
May 26 2021 ICAI UDIN: 21103145AAAACE3496

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