To The Members
CyberTech Systems and Software Limited
Report on the Standalone Financial Statements:
We have audited the accompanying standalone financial statements of CyberTechSystems and Software Limited ("the Company") which comprise the BalanceSheet as at 31st March 2015 the Statement of Profit and Loss the Cash Flow Statementfor the year then ended and a summary of the significant accounting policies and otherexplanatory information.
Managements Responsibility for the Standlone Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspeci-ed under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules2014. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating efectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing speci-ed under Section 143(10) of the Act. ThoseStandards require that we comply with ethical requirements and plan and perform the auditto obtain reasonable assurance about whether the standalone financial statements are freefrom material misstatement. An audit involves performing procedures to obtain auditevidence about the amounts and the disclosures in the standalone financial statements. Theprocedures selected depend on the auditors judgment including the assessment of therisks of material misstatement of the standalone financial statements whether due tofraud or error. In making those risk assessments the auditor considers internal financialcontrol relevant to the Companys preparation of the standalone financial statementsthat give a true and fair view in order to design audit procedures that are appropriate inthe circumstances but not for the purpose of expressing an opinion on whether the Companyhas in place an adequate internal financial controls system over financial reporting andthe operating efectiveness of such controls. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Companys Directors as well as evaluating the overallpresentation of the standalone financial statements. We believe that the audit evidence wehave obtained is su-cient and appropriate to provide a basis for our audit opinion on thestandalone financial statements.
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 Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of a-airs of the Companyas at 31st March 2015 and its profit and cash flows for the year ended on that date.
Emphasis of Matter
Without qualifying we draw attention to Note No. 36 of financial statements regardingthe investment of Rs15.34 Crores made in CyberTech Systems & Software Inc. the whollyowned subsidiary. As explained by the management it being a long term and strategicinvestment there is a reasonable certainty that there will be no diminution in the valueof the investment and therefore no provisioning has been considered necessary.
Report on Other Legal and Regulatory Requirements
A. As required by the Companies (Auditors Report) Order 2015 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2015 we give in the Annexure a statement on the mattersspeci-ed in paragraphs 3 of the Order. B. As required by Section 143 (3) of the Act wereport 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) In our opinion the aforesaid standalone financial statements comply with theAccounting 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 31stMarch 2015 taken on record by the Board of Directors none of the directors isdisquali-ed as on 31st March 2015 from being appointed as a director in terms of Section164 (2) of the Act.
f) With respect to other matters to be included in the Auditors Report inaccordance with the Rule 11 of the Companies (Audit and Auditors ) Rules 2014 in ouropinion 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 financialposition in its standalone financial statements- Refer Note 29 (A) to the standalonefinancial statements.
II. The Company does not have any long term contracts including derivative contractsfor which 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.
ANNEXURE REFERRED TO IN AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTSFOR THE YEAR ENDED 31ST MARCH 2015 OF CYBERTECH SYSTEMS AND SOFTWARE LIMITED
On the basis of such checks as we considered appropriate and according to theinformation and explanations given to us during the course of audit we state that: 1.
a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b) All the fixed assets have been physically verified by the management at year endwhich is reasonable considering the size and nature of its business. No materialdiscrepancies were noticed on such veri-cation.
2. The Company being a service Company primarily rendering information technologyservices it does not hold any physical inventories. Accordingly the provisions of clause4(ii) of the Order are not applicable to the Company.
3. The Company not has granted any loan secured or unsecured to a company covered inthe register maintained under section 189 of the Act. Accordingly the provisions ofclause (iii) of the Order are not applicable to the Company.
4. In our opinion and according to the information and explanations given to us andhaving regard to the fact that some of the items purchased are of a special nature inrespect of which suitable alternative sources do not exist for obtaining comparablequotations there are adequate internal control system commensurate with the size of theCompany and the nature of its business for the purchase of fixed assets and for the saleof goods and services. During the course of our audit no major weaknesses have beennoticed in the aforesaid internal control system.
5. No deposits within the meaning of directives issued by RBI (Reserve Bank of India)and Sections 73 to 76 or any other relevant provisions of the Act and rules framed thereunder have been accepted by the Company.
6. According to the information and explanations given to us the Central Governmenthas not prescribed maintenance of cost records under clause (d) of sub-section (1) ofsection 148 of the act in respect of companys products/services. Accordingly theprovisions of clause 4(vi) of the Order are not applicable to the Company.
7. a) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company is generally regular in depositingundisputed statutory dues including Provident Fund Employees State Insurance Income TaxSales Tax Wealth Tax Service Tax Duty of Customs Duty of Excise Value Added Tax Cessand other statutory dues applicable to the Company with appropriate authorities. Noundisputed amounts payable in respect of the aforesaid statutory dues were outstanding asat the last day of the financial year for a period of more than six months from the datethey became payable.
b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company there are no dues of Income Tax Sales TaxWealth Tax Service Tax Duty of Customs Duty of Excise Value Added Tax or Cess whichhave not been deposited on account of any dispute except as under:
|Nature of Dues ||Period to which the amount relates ||Amount (Rs in Lacs.) ||Forum where dispute is pending |
|Service Tax ||A.Y. 1998-99 TO 2003-04 ||66.07 ||Assistant Commissioner Service Tax |
c) There were no amounts which were required to be transferred to the InvestorEducation and Protection fund by the Company.
8. The Company does not have accumulated losses as at 31st March 2015 and it has notincurred any cash losses in the financial year ended on that date or in the immediatelypreceding financial year.
9. The Company has not delayed in repayment of dues to banks during the year.
10. According to the information and explanations given to us the Company has notgiven any guarantee for loans taken by others from banks and financial institutions.
11. According to the information and explanations given to us the Company has notavailed any term loan during the year. Accordingly the provisions of clause 4(xi) of theOrder are not applicable to the Company 12. During the course of our examination of thebooks and records of the Company carried out in accordance with the generally acceptedauditing practices in India and according to the information and explanations given to uswe have neither come across any instance of fraud on or by the Company noticed orreported during the year nor have we been informed of such case by the management.
| || ||For LODHA & CO. |
| || ||Chartered Accountants |
| || ||Firm Registration No. 301051E |
| || ||A.M. Hariharan |
|Place ||Mumbai ||Partner |
|Date ||May 26 2015 ||Membership No. 38323 |