The Members of
SYNCOM HEALTHCARE LIMITED
Report on the Standalone Financial Statements
We have audited the accompanying Standalone financial statements of SYNCOMHEALTHCARE LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss and the Cash Flow Statement for the yearthen ended and a summary of significant accounting policies and other explanatoryinformation.
Management's Responsibility for the Standalone
The Company's 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 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 Standalonefinancial 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 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. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof 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 Standalone 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 affairs of the Companyas at March 31 2017 and its Loss and its Cash Flow for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")as amended issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure B" a statement on the mattersspecified in paragraphs 3 and 4 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 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 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 Standalonefinancial 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 March31 2017 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2017 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 over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure A".
g) . 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.
iv. The Company has provided requisite disclosures in its Standalone financialstatements as to holding as well as dealing in Specified Bank Notes during the period from8 November 2016 to 30 December2016 and these are in accordance with the books ofaccounts maintained by the Company. Refer Note 38 to the Standalonefinancial statements.
|For S. G. Kabra & Co || |
|Chartered Accountants || |
|FRN : 104507W ||Place : Mumbai |
| ||Date: 30.05.2017 |
|(Malvika P. Mitra) || |
|Partner || |
|M No : 044105 || |
"Annexure A" to the Independent Auditor's Report on the Internal FinancialControls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013("the Act") .
We have audited the internal financial controls over financial reporting of SYNCOMHEALTHCARE LIMITED ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.
Management's Responsibility for Internal Financial Controls
The Company's 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.
Our responsibility is to express an opinion on the Company's 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 auditor's 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 Company's internal financial controls systemover financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets 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 the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2017 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.
|For S.G. Kabra & Co || |
|Chartered Accountants || |
|FRN : 104507W || |
|(Malvika P. Mitra) ||Place : Mumbai |
|Partner ||Date: 30.05.2017 |
|M No : 044105 || |
"Annexure B" to the Independent Auditors' Report
(Referred to in paragraph 1 under the heading "Report on other Legal andRegulatory Requirements of our report of even date to the members of SYNCOM HEALTHCARELIMITED for the year ended 31st March 2017)
i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets;
(b) All the fixed assets were physically verified by the management at reasonableintervals during the year. We are informed that no material discrepancies were noticed onsuch verification.
(c) The title deeds of immovable properties are held in the name of the company.
ii) The management has conducted the physical verification of inventory at reasonableintervals. We are informed that no material discrepancies were noticed on physicalverification of the inventory
iii) The Company has not granted any loans secured or unsecured to companies firmsLimited Liability partnerships or other parties covered in the Register maintained undersection 189 of the Act. Accordingly the provisions of paragraph 3 (iii) (a) to (c) of theOrder is not applicable to the Company and hence not commented upon.
iv) In our opinion and according to the information and explanations given to us thecompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of loans investments guarantees and security.
v) The Company has not accepted any deposits from the public.
vi) We have broadly reviewed the cost records maintained by the company pursuant to therules prescribed by the Central Government under sub section 1 of section 148 of theCompanies Act 2013 and are of the opinion that prima facie the prescribed accounts andcosts records have been maintained. We have however not made a detailed examination ofthe record with a view to determine whether they are accurate or complete.
vii) a) According to the record of Company delays have been observed in payment of TaxDeducted at Source Service Tax Employees' State Insuranceetc.which were subsequentlypaid along with the interest. According to the information and explanations given to usno undisputed amounts payable in respect of outstanding statutory dues were in arrears asat 31st March 2017 for a period of more than six months from the date they becamepayable;
b) According to the information and explanation given to us there are no dues ofservice tax duty of customs duty of excise outstanding on account of any dispute.However according to information and explanations given to us the following dues ofIncome tax Sales taxhave not been deposited by the Company on account of dispute:
|Name of the statute ||Nature of dues ||Amount of Demand Net of Deposits. (in Rs) ||Period to which the amount relates ||Forum where dispute is pending |
|Income Tax Act 1961 ||Income Tax Demand ||99176/- ||AY 2005-06 ||ITAT Mumbai |
|Income Tax Act 1961 ||Income Tax Demand ||17615/- ||AY 2012-13 ||CIT (A)-14 Mumbai |
|Income Tax Act 1961 ||Income Tax Demand ||22572070/- ||AY 2013-14 ||CIT (A)-14 Mumbai |
|Sales Tax Act ||MVAT Demand ||1544980/- ||AY 2010-11 ||MUM-VAT-C-812 |
|Sales Tax Act ||MVAT Demand ||600464/- ||AY 2011-12 ||MUM-VAT-C-812 |
|Sales Tax Act ||MVAT Demand ||1778293/- ||AY 2012-13 ||MUM-VAT-C-812 |
viii) Based on our audit procedures and on the information and explanations given bythe management we are of the opinion that during the year the Company has defaulted inrepayment of loans/borrowings to banks financial institutions.
Overdue interest on borrowings amounting to Rs 92.07Lacs included in Note on"Other Current Liabilities" in the financial statements was outstanding as at31st March 2017 wherein the period of delay ranges from 1 day to 93 days. Overdueprincipal repayments of loans/borrowings amounting to Rs 40.00 Lacs included in Note on"Other Current Liabilities" under 'Current Maturities of Long-term Debts' in thefinancial statement was outstanding as at 31st March 2017 wherein the period of delayranges from 1 day to 93 days.
|Name of Bank ||Overdue Principal repayments as at 31.3.2017 (Rs.InLacs) ||Period of default for overdue principle repayments ||Overdue Interest as at 31.03.2016 (Rs.in Lacs) ||Period of default for overdue interest |
|Bank of India (Cash Credit) || || ||42.67 ||1 - 93 days |
|Bank of India (TL 4 Cr) ||13.68 ||1 - 91 days ||17.21 ||1 - 93 days |
|Bank of India (TL 8 Cr) ||26.32 ||1 - 91 days ||32.19 ||1 - 93 days |
|Totals ||40.00 || ||92.07 || |
ix) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not raised moneys by way of initial public offeror further public offer including debt instruments and term Loans. Accordingly theprovisions of paragraph 3 (ix) of the Order is not applicable to the Company.
x) Based upon the audit procedures performed and the information and explanations givenby the management we report that no material fraud by the Company or on the company byits officers or employees has been noticed or reported during the year.
xi) Based upon the audit procedures performed and the information and explanationsgiven by the management the managerial remuneration has been paid or provided inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act;
xii) In our opinion the Company is not a Nidhi Company. Therefore the provisions ofparagraph 3 (xii) of the Order is not applicable to the Company.
xiii) In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards.
xiv) According to the information and explanation given to us and based on ourexamination of the record of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.
xv) According to the information and explanations given to us and our examination ofthe records of Company the Company has not entered into non- cash transactions withdirectors or persons connected with him. Accordingly paragraph 3(xv) of Order is notapplicable.
xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For S. G. Kabra & Co
FRN : 104507W
(Malvika P. Mitra)
M No : 044105
Place : Mumbai