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Adroit Infotech Ltd.

BSE: 532172 Sector: IT
NSE: ADROITINFO ISIN Code: INE737B01033
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OPEN 6.60
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VOLUME 500
52-Week high 22.70
52-Week low 6.33
P/E
Mkt Cap.(Rs cr) 12
Buy Price 6.97
Buy Qty 10.00
Sell Price 6.30
Sell Qty 1000.00
OPEN 6.60
CLOSE 6.60
VOLUME 500
52-Week high 22.70
52-Week low 6.33
P/E
Mkt Cap.(Rs cr) 12
Buy Price 6.97
Buy Qty 10.00
Sell Price 6.30
Sell Qty 1000.00

Adroit Infotech Ltd. (ADROITINFO) - Auditors Report

Company auditors report

 

To

The Members of M/s

ADROIT INFOTECH LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of M/s. ADROITINFOTECH LIMITED (Formerly Sphere Global Services Ltd) (‘the Company') whichcomprise the balance sheet as at March 31 2018 the statement of profit and loss(including other comprehensive income) the statement of cash flows and the statement ofchanges in equity for the year ended and a summary of the significant accounting policiesand other explanatory information (herein after referred to as "standalone financialstatements").

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 preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with the accounting principles generallyaccepted in India prescribed under Section 133 of the Act read with relevant rules issuedthere under.

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 standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

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 standalone financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone financial statements. The procedures selected depend onthe auditor's judgment including the assessment of the risks of material misstatement ofthe standalone financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the standalone financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances.

An audit also includes evaluating the appropriateness of the accounting policies usedand the reasonableness of the accounting estimates made by the Company's Directors aswell as evaluating the overall presentation of the standalone 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.

Opinion

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 financial position of theCompany as at 31 March 2018 and its profit its cash flows and the changes in equity forthe 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")issued by the Central Government of India in terms of section 143(11) of the Act we givein the Annexure A a statement on the matters specified in the paragraph 3 and 4 ofthe 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 purposes of our audit.

(b) In our opinion proper books of accounts 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 the statement of cash flowsand the statement of changes in equity dealt with by this Report are in agreement with thebooks of account;

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rule issuedthereunder;

(e) on the basis of the written representations received from the directors as on March31 2018 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 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 B"; and

(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 has disclosed the impact of pending litigations on its financialposition in its standalone financial statements.

ii) There is no requirement for any provision as required by any act or Accountingstandards for material for foreseeable losses if any on long term contracts includingderivative contracts.

iii) There are no amounts required to be transferred to the Investor Education andProtection Fund by the Company.

For Niranjan & Narayan

Chartered Accountants

Firm Registration No. 005899S

Sd/-

P Venumadhava Rao

Partner

M No. 202785

 

Place: Hyderabad

 

Date: 30.05.2018

Annexure A to the Auditors' Report

Annexure referred to in paragraph under ‘Report on Other Legal and RegulatoryRequirements' section of our report of the Independent Auditors' Report of even date of ADROITINFOTECH LIMITED on the standalone financial statements for the year ended March 312018

I. In terms of the information and explanations sought by us and given by the companyand the books and records examined by us in the normal course of audit and to the best ofour knowledge and belief we state the following: a) The Company is generally maintainingproper records showing full particulars including quantitative details and situation forall fixed assets. b) The company generally have regular program of physical verificationof fixed assets by which fixed assets were verified in a phased manner over a period ofthree years. B.

c) According to information and explanation given to us title deeds of immovableProperties are held in the name of the company.

ii. The company has no inventory thus paragraph 3(ii) of the Order is not applicableto the company.

iii. The company has granted loans secured or unsecured to Companies Firms LimitedLiability Partnerships or other parties covered in the register maintained under section189 of the Companies Act 2013. Thus paragraph 3(iii) of the Order is applicable to thecompany. However the company has given advances to the companies firms other partiescovered in the register maintained under section 189 of the Act and in our opinion and tothe best of our examination the terms are not prejudicial to the interests of thecompany.

iv. The Company has not made any transactions in the nature of loans investmentsguarantees and security where provisions of section 185 and 186 of the Companies Act2013 are applicable. Thus paragraph 3(iv) of the Order is not applicable to the Company.

v. The company has not accepted any deposits within the meaning of provisions ofSections 73 to 76 or any other relevant provisions of the Companies Act 2013 and therules framed there under. Thus paragraph 3(v) of the Order is not applicable to thecompany.

vi. According to information and explanation given to us the Central Government hasnot prescribed maintenance of cost records as per section 148 of Companies act 2013.

vii. a)The Company is generally regular in depositing undisputed statutory duesincluding Provident fund Employees' State Insurance Income-tax Sales Tax Service TaxCustoms Duty Value Added Tax Cess and other material statutory dues applicable to it tothe appropriate authorities except GST.

b) As per the information given by the company generally there are no material dues ofduty of customs income tax sales tax duty of excise service tax/GST which have notbeen deposited with the appropriate authorities on account of any dispute as on March 312018.

viii. In our opinion and according to information and explanations given to us thecompany has not defaulted in payment of dues to Banks Government Financial Institutionsas on date of Balance Sheet.

ix. The company has not raised any moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the reporting period. According toinformation provided to us term loans availed during the reporting period was applied forthe purposes for which those were raised.

x. According to the information and explanations given to us no material fraud by thecompany or on the company by its officers or employees has been noticed or reported duringthe course of our audit.

xi. According to information and explanation given to us the company has providedmanagerial remuneration in accordance with Section 197 read with schedule V to theCompanies Act 2013.

xii. In our opinion the company is not a Nidhi Company. Accordingly paragraph 3(xii)of the Order is not applicable for the company.

xiii. In our opinion and according to information and explanations given to us alltransactions with the related parties are in compliance with Sections 177 and 188 ofCompanies Act 2013 and the details of such transactions have been disclosed in theFinancial statements of the company as required by applicable Accounting Standards.

xiv. According to information and explanation given to us the company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year.

xv. According to information and explanation given to us the company has not enteredinto non-cash transactions with directors or any persons connected with him. Thusparagraph 3(xv) of the Order is not applicable to the company.

xvi. In our opinion the company is not required to be registered under section 45IA ofReserve Bank of India Act 1934. Thus paragraph 3(xv) of the Order is not applicable tothe company.

For Niranjan & Narayan

Chartered Accountants

Firm Registration No. 005899S

Sd./-

CA P Venumadhava Rao

Partner

Membership No: 202785

 

Place: Hyderabad

 

Date: 30.05.2018

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 M/S ADROITINFOTECH LIMITED ("the Company") as of March 31 2018 in conjunction withour audit 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 (‘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.

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 standalone financial statements whether due to fraud orerror.

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 financial reporting includes those policiesand 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 an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2018 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 Niranjan & Narayan

Chartered Accountants

Firm Registration No. 005899S

Sd./-

CA P Venumadhava Rao

Partner

Membership No: 202785

 

Place: Hyderabad

 

Date: 30.05.2018