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Virtual Global Education Ltd.

BSE: 534741 Sector: IT
NSE: N.A. ISIN Code: INE247C01023
BSE 15:11 | 23 Feb 1.27 0.06
(4.96%)
OPEN

1.15

HIGH

1.27

LOW

1.15

NSE 05:30 | 01 Jan Virtual Global Education Ltd
OPEN 1.15
PREVIOUS CLOSE 1.21
VOLUME 665538
52-Week high 6.69
52-Week low 0.63
P/E 12.70
Mkt Cap.(Rs cr) 54
Buy Price 1.27
Buy Qty 226659.00
Sell Price 0.00
Sell Qty 0.00
OPEN 1.15
CLOSE 1.21
VOLUME 665538
52-Week high 6.69
52-Week low 0.63
P/E 12.70
Mkt Cap.(Rs cr) 54
Buy Price 1.27
Buy Qty 226659.00
Sell Price 0.00
Sell Qty 0.00

Virtual Global Education Ltd. (VIRTUALGLOBAL) - Auditors Report

Company auditors report

To

The Members

Virtual Global Education Limited

Report on the Financial Statements*

We have audited the accompanying financial statements of VIRTUAL GLOBAL EDUCATIONLIMITED(CIN:L67120DL1993PLC052256) ('the Company') which comprise the balance sheetas at March 31 2017 the statement of profit and loss and the cash flow statement for theyear then ended and a summary of significant accounting policies and other explanatoryinformation.

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 ("the Act") with respect to the preparationand presentation 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 the Companies (Accounts)Rules 2014.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting 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

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 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 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 theCompany'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 financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2017 and its profit and its cash flows for the year ended on that date.

Emphasis of Matter

a. We relayed upon the unaudited statements from branches received by head officerelating to revenue & expenditure.

b. Service Tax Returns are not lled till the date of audit report so unable to commentupon the same.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-secron (11) of section 143 ofthe Act we give in the Annexure A a statement on the matiers speci ed in the paragraph 3and 4 of the order.

2. The Company has provided requisite disclosures in the financial statements as toholdings as well as dealings in Speci ed Bank Notes during the period from 8th November2016 to 30th December 2016. Based on audit procedures and relying on the managementrepresentation we report that the disclosures are in accordance with books of accountmaintained by the Company and as produced to us by the Management Refer Note 20 (2)R;

3. 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 auditexcept for theinformation or audited statement from the branches;

b. in our opinion proper books of account as required by law have been kept by theCompanyin head officeso far as it appears from our examination of those books;

c. the balance sheet the statement of pro t and loss and the cash ow statement dealtwith by this Report are in agreement with the books of account;

d. in our opinion the aforesaid financial statements Accounting Standards speci edunder Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules2014except from the information relating to the branches;

e. on the basis of the wri en representations received from the directors taken onrecord by the Board of Directors none of the directors is disquali ed as on 31 March2017 from being appointed as a director in terms of Section 164 (2) of the Act;

f. with respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating e ectiveness of such controls refer to ourseparate report in "Annexure B"; and g. with respect to the other matiers to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014 in our opinion and to the best of our information and according tothe explanations given to us:

I. the Company has disclosed the impact of pending litigations on its financialposition in its financial statements Refer Note 20(2)(l) to the financial statements;

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 Refer Note 20(2)(m) to the financial statements;

III. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company - Refer Note 20(2)(n)to thefinancial statements.

For AMRG & Associates
Chartered Accountants
FRN: 04453N
CA Madhu Mohan
Partner
MRN: 082938
Place- New Delhi
Date-30/05/2017

"Annexure A" to the Independent Auditors' Report

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the financial statements for the year ended 31st March 2017 we report that:

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

4) The Company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner once in every 3 years. Nomaterial discrepancies were noticed on such verification. In our opinion this periodicityof physical verification is reasonable having regard to the size of the Company and thenature of its assets.

5) 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 (wherever applicable).

(ii) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company Company is a service entity hence no inventoryexists. Therefore this clause not applicable on the said company.

(a) In our opinion the rate of interest and other terms and conditions on which theloans had been granted to the bodies corporate listed in the register maintainedunder Section 189 of the Act were not prima facie prejudicial to the interest of theCompany.

(b) In the case of the loans granted to the bodies corporate listed in the registermaintained under section 189 of the Act the borrowers have been regular in the payment ofthe principal and interest as stipulated.

(c) There are no overdue amounts in respect of the loan granted to a body corporatelisted in the register maintained under section 189 of the Act.

(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 Act with respectto the loans and investments made.

(v) The Company is nota NBFC andhas not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Act for the said category of Company.

(vii) a. According to the information and explanations given to us and on the basis ofour search of the records of the Company amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including provident fund income-taxsales tax value added tax duty of customs service tax cess and other materialstatutory dues have been regularly deposited during the year by the Company with theappropriate authorities. As explained to us the Company did not have any dues on accountof employees' state insurance and duty of excise.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund income tax sales tax value added tax duty ofcustoms service tax cess and other material statutory dues were in arrears as at 31March 2017 for a period of more than six months from the date they became payable

(b) According to the information and explanations given to us there are no materialdues of duty of customs which have not been deposited with the appropriate authorities onaccount of any dispute. However according to information and explanations given to usthe following dues of government have not been deposited by the Company on account ofdisputes :

(c) Name of the Statute Nature of Dues Amount (In Rs.) Period to which the amount Relates Forum where dispute is pending
Income Tax Act Outstanding Demand 6050564/- A.Y. 1996-97 ITAT
Income Tax Act Penalty 6050150/- A.Y. 1996-97 ITAT
Income Tax Act Outstanding Demand 555820/- A.Y. 2004-2005 ITAT

(viii) The company has not defaulted in repayment of loans and borrowing to a financialinstitution banks government or dues to debenture holders. If yes the period and theamount of default to be reported.

(ix) According to the information and explanations given to us no material fraud bythe Company or on the Company by its officers or employees has been noticed or reportedduring the course of our audit.

(x) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the 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 and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) According to the information and explanations give to us and based on ourexamination of the records 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 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 paragraph 3(xv) ofthe Order is not applicable.

(xvi) The Company is not registered under section 45-IA of the Reserve Bank of IndiaAct 1934 as the company is Non Banking Financial Company.

For AMRG & Associates
Chartered Accountants
FRN: 04453N
CA Madhu Mohan
Partner
MRN: 082938
Place- New Delhi
Date- 30/05/2017

"Annexure B" to the Auditors' Report

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 VIRTUALGLOBAL EDUCATION LIMITED (CIN:L67120DL1993PLC052256) ("the Company") as ofMarch 31 2017 in conjunction with our audit of the financial statements of the Companyfor the year ended on that date.

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 ('ICAI'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors' Responsibility

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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial 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.

Opinion

In our opinion the Company has in all material respects inadequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 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 AMRG & Associates
Chartered Accountants
FRN: 04453N
CA Madhu Mohan
Partner
MRN: 082938
Place- New Delhi
Date- 30/05/2017