TO THE MEMBERS OF BODHTREE CONSULTING LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of BODHTREE CONSULTING LIMITED(stthe Company) which comprise the Balance Sheet as at March 312015 the Statementof Profit and Loss the Cash Flow Statement for the year then ended and a summary of thesignificant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (stthe Act) with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
Our responsibility is to express an opinion on these financial statements based on ouraudit.
We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.
Basis for Qualified Opinion
The company has a strategic long term investments in Equity Shares of certaincompanies the cost of acquisition of those investments is Rs.722.50 lacs. Based on theLatest Audited Financial Statements of those companies made available to us the breakupvalue of those investments works out to Rs.125.82 lacs. Accordingly the decline in valuei.e. Rs. 596.68 lacs being the difference between cost of acquisition and the breakupvalue which in our view is of other than of temporary nature is not provided for in theStatement of Profit and Loss. Had the company considered the diminution in value ofinvestments the profit for the year would have been lower by the said amount.
Further the company has given advance of Rs.339 lacs and Rs.310 lacs receivable onaccount of services rendered by the company which in our view are doubtful of recoveryagainst which the company has not made any provision. Had the company considered theprovision for the aforesaid amounts the profit for the year would have been lower by thesaid amount.
In our opinion and to the best of our information and according to the explanationsgiven to us except for the possible effects of the matter described in the Basis forQualified Opinion paragraph above the aforesaid financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at March 312015 and its profit and its cash flows for the year ended on thatdate.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order 2015 (stthe Order)issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in the Annexure a statement on the matters specified in paragraphs 3 and4 of the Order.
2. 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 Balance Sheet the Statement of Profit and Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.
(d) Except for the possible effects of the matter described in the Basis for QualifiedOpinion paragraph above in our opinion the aforesaid financial statements comply withthe Accounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.
(e) On the basis of the written representations received from the directors as on March312015 taken on record by the Board of Directors none of the directors is disqualifiedas on March 312015 from being appointed as a director in terms of Section 164 (2) of theAct.
(f) With respect to the other matters to be included in the Auditor's 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 does not have any pending litigations which would impact its financialposition.
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
| ||For Nisar & Kumar |
| ||Chartered Accountants |
| ||(Firm Registration No. 127820 W) |
| ||Sd/- |
|Place: Hyderabad ||T.N.V.Visweswara Rao |
|Date: 30-05-2015 ||Partner |
| ||Membership No. 204084 |
ANNEXURE REFERRED TO IN PARAGRAPH 1 'REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS'OF OUR REPORT TO THE MEMBERS OF BODHTREE CONSULTING LIMITED OF EVEN DATE FOR THE YEARENDED MARCH 31 2015
(i) (a)The company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets;
(b) The fixed assets have been physically verified by the management at reasonableintervals; and no material discrepancies were noticed on such verification and materialdiscrepancies noticed on such verification have been properly dealt with in the books ofaccount;
(ii) Since the company does not have inventory Clauses (ii) (a) (ii) (b) and (ii) (c)are not applicable.
(iii) Based on the audit procedures applied by us and according to the information andexplanations provided by the management the company has not granted any loans secured orunsecured to companies firms or other parties covered in the register maintained undersection 189 of the Companies Act.
(iv) In our opinion and according to the information and explanations given to usthere is an adequate internal control system commensurate with the size of the company andthe nature of its business for the purchase of fixed assets and for the sale of goods andservices. During the course of our audit we have not observed any continuing failure tocorrect major weaknesses in internal control system.
(v) In our opinion and according to the information and explanations given to usduring the year the company has not accepted any deposits from the public within themeaning of the provisions of sections 73 to 76 or any other relevant provisions of theCompanies Act and the rules framed there under.
(vi) As informed to us maintenance of cost records has not been specified by theCentral Government under sub-section (1) of section 148 of the Companies Act 2013.
(vii) (a) According to the records of the company the company is not regular indepositing the undisputed statutory dues of provident fund income-tax service tax withthe appropriate authorities and regular in depositing the Employee State Insurance ValueAdded Tax with the appropriate authorities. The arrears of statutory dues as at March 312015 for a period of more than six months from the date they became payable are as under.
|S.No ||Nature of Due ||Amount in Rs. |
|1 ||Income Tax ||12208347 |
|2. ||Service Tax ||11164148 |
|3. ||Provident Fund ||20413457 |
(b) According to the records of the company there are no dues of income tax or salestax or wealth tax or service tax or duty of customs or duty of excise or value added taxor cess which have not been deposited on account of dispute.
(c) According to the records of the company there are no amounts required to betransferred to investor education and protection fund in accordance with the relevantprovisions of the Companies Act 1956 ( 1 of 1956) and rules made thereunder.
(viii) The company does not have accumulated losses at the end of the financial yearand the company has not incurred cash losses during the financial year covered by ouraudit and also in the immediately preceding financial year.
(ix) According to the records of the company the company has not defaulted inrepayment of dues to financial institution or bank or debenture holders.
(x) According to the records of the company during the year the company has not givenany guarantee for loans taken by others from bank or financial institutions.
(xi) According to the records of the company the term loans taken during the year hasbeen utilized for the purpose for which it was taken.
(xii) Based upon the audit procedures performed and information and explanations givenby the management we report that no fraud on or by the company has been noticed orreported during the course of our audit.
For Nisar & Kumar
(Firm Registration No. 127820 W)
Membership No. 204084