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DQ Entertainment International Ltd.

BSE: 533176 Sector: Media
NSE: DQE ISIN Code: INE656K01010
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VOLUME 500
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Buy Price 1.15
Buy Qty 7020.00
Sell Price 1.13
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OPEN 1.15
CLOSE 1.10
VOLUME 500
52-Week high 5.30
52-Week low 0.65
P/E
Mkt Cap.(Rs cr) 9
Buy Price 1.15
Buy Qty 7020.00
Sell Price 1.13
Sell Qty 9290.00

DQ Entertainment International Ltd. (DQE) - Auditors Report

Company auditors report

To

The Members of

DQ Entertainment (International) Limited

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

OPINION

We have audited the standalone financial statements of DQ Entertainment (International)Limited ("the Company") which comprise the balance sheet as at 31st March 2019and the statement of Profit and Loss statement of changes in equity and statement of cashflows for the year then ended and notes to the standalone financial statements includinga summary of significant accounting policies and other explanatory information.

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("the Act') in the manner so required and give a true andfair view in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at March 312019 and loss changes in equily and itscash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India (ICAI) togetherwith the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules thereunder and we have fulfilledour other ethical responsibilities in accordance with these requirements and the Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our opinion.

EMPHASIS OF MATTERS

We draw attention to the following matters in the Notes to the standalone Ind ASfinancial statements:

i. We draw attention to Note 4B with regard to the carrying value of intangiblesassets. The carrying value of intangible assets have been derived on the basis ofprojections of revenue streams which involves significant degree of subjectivity andjudgement in such estimated projections.

ii. We draw attention to Note 5 and 9 with regard to the carrying value of investmentin the wholly owned subsidiary and trade receivables. The carrying value of investment andthe recoverability of receivables in/from the wholly owned subsidiary have been derived onthe basis projections of revenue streams which involves significant degree of subjectivityand judgement in such estimated projections.

Our opinion is not qualified in respect of these matters.

MATERIAL UNCERTAINTY RELATED TO GOING CONCERN

We draw attention to Note 44 of the standalone financial statements which indicatesthat the Company has incurred loss during the year ended March 312019. However theCompany has favourable cash inflows from its operations and a positive networth. Thesecash flows are not sufficient to repay its bank borrowings and the related finance costs.These conditions indicate the existence of material uncertainty that may cast significantdoubt about the Company's ability to continue as a going concern. As stated in aforesaidnote in view of the Company's plan to restructure the loan subject to Bank's approval andthe Company's efforts to raise additional funds the standalone Ind AS financialstatements of the Company have been prepared on a going concern basis.

Our opinion is not modified in respect of this matter.

KEY AUDIT MATTERS

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements and in forming our opinion thereon and we do not provide a separate opinionon these matters.

KEY AUDIT MATTER DESCRIPTION OF KAM AUDITOR'S RESPONSE
I.Valuation of intangibles Refer Note 4B of Financial statement a. We have obtained and verified the workings done for the valuation of intangible assets.
The company holds intangible assets-which are comprising of intellectual properties/rights for the net WDV of Rs. 32.90 crore. The company at the end of each reporting period evaluates the value of intangible assets for impairment based on the revenue projections for the future. These revenue projections are be based on the contracts on hand and also on the market penetration that the company will be able to make in the future. b. We have compared the previous year expected revenue with the actuals of that year and discussed the deviations with the management.
c. We have held discussions with the marketing head of the company and understood the basis of arriving at the revenue projections.
d. We have obtained the contracts on hand and value of these contracts. Also we have obtained the value of contracts which are in pipe line and found to be at par with the projections.
e. We have validated the assumptions considered in the workings.
We have verified the disclosures wrt the above in Note 4B in the financial statements.
2.Valuation of investments The company has a wholly owned subsidiary DQ Ireland Limited-domiciled in Ireland. The investment value in this subsidiary is Rs. 228 crore. The subsidiary had recorded a loss of Rs. 28.8 crore and the net worth of the subsidiary is lower than the investment value during the year. Hence there is an indication of impairment. The subsidiary's assets comprises primarily of intangible assets. The valuation of these intangible assets (which is based on future revenue projections mentioned above) was more than the carrying value of the properties that the company is holding. Hence the company is of the view that the investment value need not be subjected to impairment as the decline in value is only temporary. a. We have obtained and verified the workings done for the valuation of intangible assets.
b. We have compared the previous year expected revenue with the actuals of that year and discussed the deviations with the management.
c. We have held discussions with the marketing head of the company and understood the basis of arriving at the revenue projections.
d. We have validated the assumptions considered in the workings.
We have verified the disclosures wrt the above in Note 5 in the financial statements.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR'S REPORT THEREON

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management report Chairman'sstatement Director's report etc but does not include the standalone financial statementsand our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.

RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONEFINANCIAL STATEMENTS

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance changesin equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under section133 of the Act. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and 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 Standalone financial statement that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

In preparing the standalone financial statements the Board of Directors is responsiblefor assessing the Company's ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless the Board of Directors either intends to liquidate the Company or tocease operations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these Standalone financial statements.

We give in "Annexure A" a detailed description of Auditor's responsibilitiesfor Audit of the Standalone Financial Statements.

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-section (11) of section 143 ofthe Act we give in "Annexure B" a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent 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 purposes 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 the Statement of Changes inEquity and the Cash Flow Statement 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 Rule 7 of theCompanies (Accounts) Rules 2014.

(e) On the basis of the written representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference tostandalone financial statements of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure C".

(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-Refer Note 30 to the standalone financialstatements;

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.

3. As required by The Companies (Amendment) Act 2017 in our opinion according toinformation explanations given to us the remuneration paid by the Company to itsdirectors is within the limits laid prescribed under Section 197 of the Act and the rulesthereunder.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Ananthakrishnan G
Place: Hyderabad Partner
Date: 7th June 2019 Membership No.205226

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT ON EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF DQ ENTERTAINMENT (INTERNATIONAL) LIMITED

Auditor's responsibilities for the Audit of the financial statements

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section I43(3)(i)of the Act we are also responsible for expressing our opinion on whether the company hasinternal financial controls with reference to

financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainly existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

For MSKA & Associates

Chartered Accountants

ICAI Firm Registration No. 105047W

Ananthakrishnan G

Partner

Membership No.205226

Place: Hyderabad

Date: 7th June 2019.

ANNEXURE B TO INDEPENDENT AUDITORS' REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF DQ ENTERTAINMENT (INTERNATIONAL) LIMITED FOR THE YEAR ENDED 3IST MARCH 2019

[Referred to in paragraph I under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report]

i. (a) The company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) All the fixed assets have not been physically verified by the management during theyear but there is a regular program of verification which in our opinion is reasonablehaving regard to the size of the Company and the 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 involved in the business of rendering services. Accordingly theprovisions stated in paragraph 3 (ii) of the Order are not applicable to the Company.

iii. The Company has not granted any loans secured or unsecured to Companies FirmsLimited Liability Partnerships (LLP) or other parties covered in the register maintainedunder section 189 of the Companies Act 2013 (‘the Act'). Accordingly the provisionsstated in paragraph 3 (iii) (a) to (c) of the Order are not applicable to the Company.

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 in respect ofloans investments guarantees and security made.

v. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public within the meaning of Sections 7374 75 and 76 of the Act and the rules framed there under.

vi. The provisions of sub-section (I) of section 148 of the Act are not applicable tothe Company as the Central Government of India has not specified the maintenance of costrecords for any of the products of the Company. Accordingly the provisions stated inparagraph 3 (vi) of the Order are not applicable to the Company.

vii. (a) According to the information and explanations given to us the Company hasbeen regular in depositing undisputed dues in respect of provident fund employees' stateinsurance income-tax sales-tax service tax duly of customs duly of excise valueadded tax cess and any other statutory dues except in case of Income tax GST ProvidentFund which were outstanding as at March 312019 for a period of more than six months fromthe date they became payable are as follows:

Name of the statute Nature of the dues Amount (Rs) Period to which the amount relates Due Date Date of Payment
Income Tax Act 1961 Income Tax 28201748 AY 2015-16 Jan-18 (Order received Date) Not yet paid
Income Tax Act 1961 Income Tax 25821347 AY 2014-15 Sep-18 (Order received date) Not yet paid
Income Tax Act 1961 Income Tax 10755508 AY 2013-14 Dec-18 (Order received date) Not yet paid
Income Tax Act 1961 Income Tax- Interest on TDS 1793336 June'17 to Mar'19 Jan-18 Not yet paid
Provident Fund Provident Fund 59745379 FY 2013-14 to 201617 Sep-17 Not yet paid
Total 126317318

(b) According to the information and explanation given to us and examination of recordsof the Company the outstanding dues of income-tax sales-tax service tax customs dutyexcise duty value added tax cess and any other statutory dues on account of any disputeare as follows:

Name of the statute Nature of the dues Amount (Rs) Period to which the amount relates Forum where dispute is pending
Income Tax Act Transfer Pricing 10511254 AY 2008-09 Hon'ble High Court
Income Tax Act Withholding tax on international transactions 9642147 AY 2005-06 AY 2006-07 AY 2007-08 Hon'ble High Court
Income Tax Act Transfer Pricing 21406307 AY 2013-14 Hon'ble High Court
Service Tax ITC Claimed as Refund 17647355 FY 2009-10 CESTAT
Service Tax Service tax on import of services 32216573 FY 2009-10 to 2010-11 CESTAT
Service Tax Service tax on import of services 74513200 FY 2012-13 to FY 2013-14 CESTAT
Service Tax ITC Claimed as Refund 4664975 FY 2015-16 Principle Commissioner of ST
Provident Fund Special Allowance 275548 FY 2012-13 AP Tribunal
Provident Fund Special Allowance 705021 FY 2011-12 AP Tribunal
Total 171582380

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of dues to the financial institution bank ordebenture holders except for in the following cases the details of which are as follows:

Particulars Amount of default as at March 31 2019 Period of default Remarks if any
i) Name of the lenders in case of:
Banks
Andhra Bank TL 209960595 Mar-16 to Mar -19 Default of Principle Repayment
55172262 Aug-17 to Mar -19 Default of Interest payment
Andhra Bank FITL 18133333 Mar-16 to Mar -19 Default of Principle Repayment
10761064 April-16 to Mar-19 Default of Interest payment
Axis Bank TL 155800000 April-18 to Mar-19 Default of Principle Repayment
24148091 Feb 18 to Mar 19 Default of Interest payment
EXIM Bank SBLC 169322814 Feb 17 to Mar 19 Default of Principle Repayment
36294671 Feb 17 to Mar 19 Default of Interest payment
Axis Bank SBLC-Euro 308982148 Jan 18 to Mar 19 Default of Principle and Repayment
29250354 Jan 18 to Mar 19 Default of Interest payment
Axis Bank SBLC-USD 183460626 Jan 18 to Mar 19 Default of Principle and Repayment
14090117 Jan 18 to Mar 19 Default of Interest payment
IOB SBLC 162644000 June 16 to Mar 19 Default of Principle and Interest Repayment
Andhra Bank CC 56384506 May-16 to Mar-19 Default of Interest payment
IOB CC 160360551 Aug17 to Mar 19 Default of Interest payment
Axis Bank CC 5139866 Mar-18 to Mar-19 Default of Interest payment
Total 1599904998

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. Accordingly theprovisions stated in paragraph 3 (ix) of the Order are not applicable to the Company.

x. During the course of our audit examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employees.

xi. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has 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 the provisions stated in paragraph 3(xii) ofthe Order are not applicable to the Company.

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 given 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. Accordingly the provisions stated in paragraph 3 (xiv) of the Order are notapplicable to the Company.

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 provisions statedin paragraph 3(xv) of the Order are not applicable to the Company.

xvi. In our opinion the Company is not required to be registered under section 45 IAof the Reserve Bank of India Act 1934 and accordingly the provisions stated in paragraphclause 3 (xvi) of the Order are not applicable to the Company.

For MSKA & Associates

Chartered Accountants

ICAI Firm Registration No. 105047W

Ananthakrishnan G

Partner

Membership No.205226

Place :Hyderabad

Date : 7th June 2019

ANNEXURE C TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF DQ ENTERTAINMENT (INTERNATIONAL) LIMITED

[Referred to in paragraph (f) under ‘Report on Other Legal and RegulatoryRequirements' in the Independent 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 with reference to standalone financialstatements of DQ Entertainment (International) Limited ("the Company") as ofMarch 312019 in conjunction with our audit of the standalone financial statements of theCompany for 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 with reference to standalone financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (ICAI) (the"Guidance Note"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence toCompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether internal financial controls with reference tostandalone financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the internalfinancial controls with reference to standalone financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to standalonefinancial statements included obtaining an understanding of internal financial controlswith reference to standalone financial statements assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thestandalone 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 withreference to standalone financial statements.

Meaning of Internal Financial Controls with reference to Standalone FinancialStatements

A Company's internal financial control with reference to standalone financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of standalone financial statements for externalpurposes in accordance with generally accepted accounting principles. A Company's internalfinancial control with reference to standalone financial statements includes thosepolicies and procedures that (1) pertain to the maintenance of records that in reasonabledetail accurately and fairly reflect the transactions and dispositions of the assets ofthe company; (2) provide reasonable assurance that transactions are recorded as necessaryto permit preparation of standalone financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with reference to StandaloneFinancial Statements

Because of the inherent limitations of internal financial controls with reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial control with reference to standalone financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an internal financialcontrols with reference to standalone financial statements and such internal financialcontrols with reference to standalone financial statements were operating effectively asat March 31 2019 based on the internal control with reference to standalone financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Ananthakrishnan G
Place: Hyderabad Partner
Date: 7th June 2019 Membership No.205226