The Members of
M/s 8K Miles Software Services Limited
REPORT ON THE FINANCIAL STATEMENTS
We have audited the accompanying Standalone Financial Statements of m/s. 8Kmiles Software Services limited ("the company") chennai-600018 which comprisethe Balance Sheet as at 31st march 2017 the Statement of profit and loss and the cashFlow Statement for the year ended and a summary of significant accounting policies andother explanatory information.
MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE 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 Standalone Financial Statements that give a true and fair viewof the financial position; financial performance and cash flows of the company inaccordance with the Accounting principles generally accepted in india including theAccounting Standards specified under section 133 of the Act read with Rule 7 of thecompanies (Accounts) Rules 2014. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the group and for preventing and detecting frauds and other irregularities;the selection and application of appropriate accounting policies; making judgements andestimates that are reasonable and prudent; and the design implementation and maintenanceof adequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the Financial Statements that give a true and fair view and 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 relevant provisions of the Act the Accounting andAuditing 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 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 of material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the Financial Statements. The procedures selected depend on the auditor'sjudgement including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. in making those risk assessments the auditorconsiders internal financial control relevant to the company's preparation and fairpresentation of the Financial Statements in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of accounting estimates made by thecompany's directors as well as evaluating the overall presentation of the financialstatements.
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 companies Act 2013 in the manner so required and give a true and fair view inconformity with the Accounting principles generally accepted in india:
(i) in the case of the Balance Sheet of the state of affairs of the company as atmarch 31 2017
(ii) in the case of the Statement of profit and loss of the PROFIT for the yearended on march 31 2017 and
(iii) in the case of the cash Flow Statement of the cash Flows for the year ended onmarch 31 2017.
RepoRT on oTheR legAl And RegulAToRy RequiRemenTS
1. As required by the companies (Auditor's Report) order 2016(the order') issuedby the central government of india in terms of subsection (11) of section 143 of the Actwe give in the "Annexure A" a statement on the matters specified inparagraph 3 and 4 of the order to the extent applicable.
2. As required by the 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 accounts as required by law have been kept by thecompany so far it appears from our examination of those books; c) The Balance SheetStatement of profit and loss and cash Flow Statement dealt with by this report are inagreement with 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 at 31stmarch 2017 and taken on record by the Board of directors we report that none of thedirectors of the company is disqualified as on 31st march 2017 from being appointed as adirector 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 effectiveness of such controls refer to ourseparate Report in
g) With respect to other matters to be included in the Auditor's Report in accordancewith Rule 11 of the companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and according to the explanation given to us:
i) The company has disclosed the impact of pending litigations on its financialposition in its financial statements Refer note no.27 to the financial statements.ii) The company did not have any long term contracts including derivative contracts forwhich there were any material foreseeable losses under the applicable law or accountingstandard.
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 Financial Statements as toholdings as well as dealings in Specified Bank notes during the period from 8th november2016 to 30th december 2016. Based on audit procedures and relying on managementrepresentation we report that the disclosures are in accordance with the books of accountsmaintained by the company and as produced to us by the management. Refer note no. 1.18 tothe Financial Statements.
For GHG Associates chartered Accountants Firm's Registration no: 008703S
|S. HARESH |
|MEMBERSHIP NO. 205204 |
place: chennai date: 10th may 2017
"Annexure A" To the independent Auditor's Report
The Annexure referred to in our independent Auditors' Report to the members of M/s8K Miles Software Services Limited ("the company") on the StandaloneFinancial Statements for the year ended march 31 2017. We report that:
i) a) The company has maintained 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 between thebooks of account and physical fixed assets.
c) The company does not hold any immovable property.
ii) The company is a service providing company primarily rendering software services.Accordingly it does not hold any physical iInventories. Thus paragraph 3(ii) of the orderis not applicable to the company.
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 the clause 3 (iii) (a) to (c) ofthe order are 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 compiled with the provisions of section 185 and 186 of the companies Act 2013in respect of loans investments guarantees and securities.
v) The company has not accepted any deposit from public and hence the directives issuedby the Reserve Bank of india and the provisions of Sections 73 to 76 or any other relevantprovisions of the Act and the companies (Acceptance of deposit) Rules 2015 with regard tothe deposits accepted from the public are not applicable.
vi) The central government has not prescribed the maintenance of cost records underSection 148(1) of the Act for any of the services rendered by the company.
vii) a) According the information and explanations given to us and in the basis of ourexamination of the books of account the company has been generally regular in depositingundisputed statutory dues including provident Fund employees State nsurancei income-TaxSales tax Service Tax duty of customs duty of excise Value added Tax cess and anyother statutory dues with the appropriate authorities. According to the information andexplanations given to us no undisputed amounts payable in respect of the above were inarrears as at march 31 2017 for a period of more than six months from the date on whenthey become payable.
b) According to information and explanations given to us the following are the detailsof the disputed dues and that were not deposited with the concerned authorities:
|Name of the Statue ||Nature of Dues ||Amount in ||Forum where the dispute is pending |
| || ||` (Lakhs) || |
|income Tax Act 1961 ||income Tax ||9497650 ||Assessing officer |
viii) in our opinion and according to the information and explanations given to us thecompany has not defaulted in the repayment of dues to banks or financial institutions. Thecompany has not taken loans from the government and has not issued any debentures.
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. The term loans borrowed from iFci forthe purpose of investment in subsidiaries has been utilised for the purpose for which itis availed.
x) Based upon the audit procedures performed and the information and explanations givenby the management we report that no fraud by the company or on the company by itsofficers 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 managerial remuneration has been paid in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to thecompanies Act.
xii) in our opinion the company is not a nidhi company. Therefore the provisions ofclause 4 (xii) of the order are 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) Based upon the audit procedures performed and the information and explanationsgiven by the management during the year the company has made preferential allotment ofequity shares on conversion of warrants issued during 2014-15 pursuant to the provision ofSection 62 (1) (c) of company's Act 2013 and in accordance with the enabling provision ofmemorandum and Articles of Association of the company Securities and exchange Board ofindia (issue of capital and disclosure Requirements) Regulations 2009 ("SeBi icdRRegulations").
The company has not made any private placement of shares or fully or partly convertibledebentures during the year under review. Accordingly the provisions of clause 3 (xiv) ofthe order are not applicable to the company and hence not commented upon.
xv) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or persons connected with him. Accordingly the provisions of clause 3 (xv) ofthe order are not applicable to the company and hence not commented upon. xvi) in ouropinion the company is not required to be registered under section 45 iA of the ReserveBank of india Act 1934 and accordingly the provisions of clause 3 (xvi) of the order arenot applicable to the company and hence not commented upon.
For GHG Associates chartered Accountants Firm's Registration no: 008703S
S. Haresh partner membership no. 205204
|place: chennai |
|date: 10th may 2017 |
To the independent Auditor's Report of even date on the Standalone Financial Statementsof 8K Miles Software Services limited
Report on the Internal Financial Controls under Clause (i) of Subsection 3 of Section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of "8KmileS SoFTWARe SeRViceS limiTed" ("the company") as of march 31 2017 inconjunction with our audit of the standalone financial statements of the company for theyear 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 nternal Financiali 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 company's policies the safeguarding ofits 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 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 nstitute of charteredAccountants of ndia. Those Standards and the guidance note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.
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 judgement 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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.
ni 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: i)existing policies and procedures adopted by the company for ensuring orderly and efficientconduct of business;
ii) continuous adherence to company's policies;
iii) existing procedures in relation to safeguarding of company's fixed assetsinvestments iInventories receivables loans and advances made and cash and bankbalances;
iv) existing system to prevent and detect fraud and errors;
v) Accuracy and completeness of company's accounting records;
vi) existing capacity to prepare timely and reliable financial information and
vii) The internal control over financial reporting criteria established by the companyconsidering the essential components of internal control stated in the guidance note onAudit of nternali Financial controls over Financial Reporting issued by the institute ofchartered Accountants of india.
For GHG Associates chartered Accountants Firm's Registration no: 008703S
S. Haresh partner membership no. 205204 place: chennai date: 10th may 2017