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Aptech Ltd.

BSE: 532475 Sector: Services
NSE: APTECHT ISIN Code: INE266F01018
BSE LIVE 15:40 | 08 Dec 159.35 2.95
(1.89%)
OPEN

159.50

HIGH

163.40

LOW

157.70

NSE LIVE 15:56 | 08 Dec 159.25 2.70
(1.72%)
OPEN

157.95

HIGH

161.65

LOW

157.95

OPEN 159.50
PREVIOUS CLOSE 156.40
VOLUME 62007
52-Week high 227.55
52-Week low 51.60
P/E 52.08
Mkt Cap.(Rs cr) 635.65
Buy Price 0.00
Buy Qty 0.00
Sell Price 159.35
Sell Qty 350.00
OPEN 159.50
CLOSE 156.40
VOLUME 62007
52-Week high 227.55
52-Week low 51.60
P/E 52.08
Mkt Cap.(Rs cr) 635.65
Buy Price 0.00
Buy Qty 0.00
Sell Price 159.35
Sell Qty 350.00

Aptech Ltd. (APTECHT) - Auditors Report

Company auditors report

To the Members of APTECH LIMITED

Report on the Financial Statements

1 We have audited the accompanying financial statements of APTECH LIMITED ("theCompany") which comprise the Balance Sheet as at March 31 2015 the Statement ofProfit and Loss and Cash Flow Statement for the year then ended and a summary ofsignificant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

2 The Management and Board of Directors of the Company are responsible for the mattersstated in Section 134(5) of the Companies Act 2013 (‘the Act’) with respect tothe preparation of these financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with rule 7 of Companies (Accounts) Rules2014.

This responsibility includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; design implementation and maintenance of adequate internal financial controlsthat are operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor’s Responsibility

3 Our responsibility is to express an opinion on these financial statements based onour audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.

4 An audit involves performing procedures to obtain audit evidence about the amountsanddisclosuresinthefinancialstatements.Theproceduresselecteddepend on the auditor’s judgment including the assessment of the risks of materialmisstatementofthefinancialstatementswhetherduetofraudorerror.In making those risk assessments the auditor considers internal financial controlrelevant to the Company’s preparation of the financial statements that give a trueand fair view in order to design audit procedures that are appropriate in thecircumstances but not for the purpose of expressing an opinion on whether the Company hasin place an adequate internal financial controls system over financial reporting and theoperating effectiveness of such controls. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by the Company’s management and Board of Directors as well asevaluating the overall presentation of the financial statements.

5 We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.

Basis for Modified Opinion

6 Attention is drawn to Note 13.3 regarding the payment of managerial remuneration inexcess of amount payable as per the provisions of the Act to the Managing Directoraggregating to Rs 146.31 lakhs in F.Y. 2014-15 for which application for approval ofCentral Government is being made and for such excess remuneration paid to the Managingdirector amounting to Rs 54.91 lakhs in F.Y. 2012-13 and Rs 48.61 lakhs in F.Y. 2013-14the approvals whereof from Central Government are awaited.

Opinion

7 Subject to Para 6 above in our opinion and to the best of our information andaccording to the explanations given to us the aforesaid financial statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at 31st March 2015 its profit and its cash flows for the yearended on that date.

Report on Other Legal and Regulatory Requirements

8 As required by the Companies (Auditor’s Report) Order 2015 ("theOrder") issued by the Central Government of India in terms of subsection (11) ofsection143 of the Act we give in the Annexure a statement on the matters Specified inparagraphs 3 and 4 of the Order.

9 As required by section 143(3) of the Act we further 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 purpose of our audit;

b. in our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;

c. the Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

d. in our opinion the aforesaid financial statements comply with the applicableAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

e. on the basis of written representations received from the directors as on March 312015 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2015 from being appointed as a director in terms of Section 164(2) of theAct;

f. In our opinion and to the best of our information and according to the explanationsgiven to us we report as under with respect to other matters to be included in theAuditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014:

i. The impact of pending litigations has been duly disclosed in the

financial statements. Refer point no.17 of note 16-B.

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

iii. There has not been any occasion in case of the Company during the year underreport to transfer any sums to the Investor Education and Protection Fund; hence thequestion of delay in transferring such sums does not arise.

For Khimji Kunverji & Co
Chartered Accountants
Firm Registration No 105146W
Place: Mumbai Shivji K Vikamsey
Date: April 29 2015 Partner (F - 2242)

ANNEXURE AUDITOR’S REPORT

Annexure referred to in paragraph 8 Our Report of even date to the members of AptechLimited on the Financial Statements for the year ended 31st March 2015

On the basis of such checks as we considered appropriate and according to theinformation and explanations given to us during the course of our audit we report that:

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

(b) In accordance with a planned programme of verifying all Fixed Assets once in threeyears the physical verification of Fixed Assets have been carried out by the Management.The plan of such verification in our opinion is reasonable having regard to the size ofthe Company and nature of its assets. As per the information and explanations given to usno material discrepancies have been noticed on such verification;

(ii) (a) The management has conducted physical verification of inventory at reasonableintervals during the year;

(b) The procedures of physical verification of inventory followed by the managementsare reasonable and adequate in relation to the size of the Company and the nature of itsbusiness;

(c) The Company is maintaining proper records of inventory and no materialdiscrepancies were noticed on physical verification;

(iii) The company has not granted any loans secured or unsecured to companies firmsor other parties covered in the register maintained under section 189 of the Act. Henceclause (iii)(a) & (iii)(b) of Paragraph 3 of the Order are not applicable.

(iv) According to the information and explanations provided to us there is adequateinternal control system commensurate with the size of the Company and the nature of itsbusiness for the purchase of inventory and fixed assets and for the sale of goods. On thebasis of examination of the books and records of the Company and according to theinformation and explanations given and as per checking carried out in accordance with theauditing standards generally accepted in India neither we have observed nor have we beenreported of any continuing failure to correct major weakness in the internal controlsystem relating to these areas. As regards the internal controls in the area of sale ofservices there is significant improvement as compared to prior years in our opinion thesame needs to be strengthened further to make it commensurate with the size of the Companyand nature of its business.

(v) The Company has not accepted any deposits from the public as covered underprovisions of Section 73 to 76 of the Act and rules made thereunder.

(vi) As informed to us the Central Government has not prescribed maintenance of costrecords under sub-section (1) of Section 148 of the Act.

(vii) (a) According to the information and explanations given to us and based on therecords of the Company examined by us the Company is generally regular in depositing theundisputed statutory dues including Provident Fund Employees’ State InsuranceIncome-tax Sales-tax Wealth Tax Value Added Tax Cess and other material statutorydues as applicable with the appropriate authorities in India. As informed provisions ofCustoms duty and Excise duty are not applicable to the Company during the year underreport. There were no arrears as at March 31 2015 for a period of more than six monthsfrom the date they became payable;

(b) According to the information and explanations given to us and based on the recordsof the Company examined by us there are no dues of Income Tax Wealth Tax Service TaxSales Tax Value Added Tax and Cess which have not been deposited on account of anydisputes. As informed provisions of Customs duty and Excise duty are not applicable toCompany during the year under report;

(c) There has not been an occasion in case of the Company during the year under reportto transfer any sums to the Investor Education and Protection Fund; hence the question ofreporting delay in transferring such sums does not arise.

(viii)The Company has neither accumulated losses at the end of the financial year norhas incurred cash losses in the current year or in immediately preceding financial year.

(ix) Based on the audit procedures and as per the information and explanations given bythe Management we are of the opinion that the Company has not defaulted in repayment ofdues to financial institution or bank.

(x) According to information and explanations given to us the Company has not givenany guarantee for loans taken by others from bank or financial institutions.

(xi) According to the information and explanations given to us by the Management noterm loans are raised/availed during the year by the Company; hence the provision ofparagraph 3(xi) of the Order are not applicable to it.

(xii) During the course of our examination of the books and records of the Companycarried in accordance with the auditing standards generally accepted in India we haveneither come across any instance of fraud on or by the Company noticed or reported duringthe course of our audit nor have we been informed of any such instance by the Managementof the Company.

For Khimji Kunverji & Co.
Chartered Accountants
Firm Registration No 105146W
Place: Mumbai Shivji K Vikamsey
Date: April 29 2015 Partner (F - 2242)

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