TO THE MEMBERS OF
NETLINK SOLUTIONS (INDIA) LIMITED
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
We have audited the accompanying standalone financial statements of NETLINKSOLUTIONS (INDIA) LIMITED ("the company") which comprise the Balance Sheetas at 31st March 2016 the statement of Profit & Loss Account the Cash FlowStatement for the year then ended and a summary of significant accounting policies andother explanatory information.
Managements Responsibility for the Standalone 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 Standardsspecified Under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance 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 effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement 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 accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under.
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 theauditors judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Companyspreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of accounting policies used and the reasonableness of theaccounting estimates made by the Companys Directors as well as evaluating theoverall presentation of the financial statements.
opinion on the standalone financial statement.
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 affairs of the Companyas at 31st March 2016 and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements:
1. As required by the Companies (Auditors Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2013 we give in the Annexure A a statement on thematters specified in paragraph 3 and 4 of the order to the extend applicable.
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 purpose 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 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 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 written representations received from the directors as on 31st March2016 taken on record by the Board of Directors none of the Directors is disqualified ason 31st March 2016 from being appointed as a director in terms of Section164(2) of theAct.
f) with respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in " Annexure B" and
g) With respect to the 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 does not have any pending litigations which would impact its financialposition;
ii) the Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts;
iii) there were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
For K.U. Kothari & Co.
Firm Registration No.: 105310W
Membership No.: 104203
Annexure - A to the Auditors Report
The Annexure referred to in our independent Auditors Report to the Members ofNETLINK SOLUTIONS (INDIA) LIMITED on the standalone financial statement for the yearended 31st March 2016.
i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets;
(b) As explained to us the company has a regular programme of physical verification ofits fixed assets by which all the fixed assets are verified in a phased manner over aperiod of three years. In our opinion this periodicity of the physical verification isreasonable having regard to the size of the Company and nature of its assets. No materialdiscrepancies were noticed on such verification.
(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the company the title deeds of immovable properties areheld in the name of the company.
ii. The company is engaged in the business of web designing Print media exhibitionand investment in equity shares. The equity shares have been kept in demat form. TheCompany does not hold any physical inventories hence this clause of the order is notapplicable.
iii. As per the information and explanations given to us the company has not grantedany loans secured or unsecured to the companies firms Limited Liability partnerships orother parties covered in the register maintained under section 189 of the Companies Act2013 hence clause no. iii(a) iii(b) and iii(c) of the order are not applicable to theCompany.
iv. In our opinion and according to the information and explanations given to us thereare no loans to directors including entities in which they are interested in respect ofwhich the provisions of section 185 of the Companies Act 2013 are applicable and hencenot commented upon. In our opinion and according to the information and explanations givento us the Company has complied with the provisions of section 186 of the Companies Act2013 in respect of investments made.
v. In our opinion and according to the information and explanations given to us theCompany has not accepted deposits in terms of directives issued by the Reserve Bank ofIndia and the provisions of Sections 73 to 76 or any other relevant provisions of theCompanies Act 2013 and the rules framed there under.
vi. According to the information and explanations given to us the maintenance of costrecords has not been specified by the Central Government under Section 148(1) of theCompanies Act 2013.
vii. (a) According to the information and explanations given to us the company isgenerally regular in depositing undisputed statutory dues including provident fundemployees state insurance income - tax sales - tax service -tax duty of customsduty of excise value added tax cess and any other statutory dues where ever applicablewith the appropriate authorities. There are no undisputed statutory dues which are inarrears as at 31st March 2016 for a period of more than six months from the date theybecame payable.
(b) According to the information and explanations given to us there are no dues ofincome tax or sales tax or service tax or duty of customs or duty of excise or value addedtax have not been deposited on account of any dispute.
viii. The company has not taken any loan from financial institution bank Governmentor there are no due to debenture holders hence the clause viii of the order is notapplicable to the company.
ix. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3 (ix) of the Order is not applicable.
x. According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during thecourse of our audit.
xi. According to the information and explanations give to us the managerialremuneration has been paid for provided in accordance with the requisite approvalsmandated by the provisions of section 197 read with schedule V to the Companies Act.
xii. In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.
xiii. According to the information and explanations given to us all transactions withthe related parties are in compliance with sections 177 and 188 of Companies Act 2013where applicable and the details have been disclosed in the notes to the financialstatements as required by the applicable accounting standards.
xiv. The company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review therefore clause(xiv) of the order is not applicable.
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 clause (xv) of theOrder is not applicable.
xvi. According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.
For K.U. Kothari & Co.
Firm Registration No.: 105310W
Membership No.: 104203
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of NETLINKSOLUTIONS (INDIA) LIMITED ("the Company") as of 31 March 2016 in conjunctionwith our audit of financial statements of the Company for the period ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India (ICAI). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to companys policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.
Our responsibility is to express an opinion on the Companys internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether 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 Companys internal financial controlssystem over financial reporting.
Meaning of Internal Financial Control over Financial Reporting
A companys internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A companys internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand directors of the company; and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorized acquisition use or disposition of the companysassets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31 March 2016 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
For K.U. Kothari & Co.
Firm Registration No.: 105310W
Membership No.: 104203