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GI Engineering Solutions Ltd.

BSE: 533048 Sector: IT
NSE: GISOLUTION ISIN Code: INE065J01016
BSE 00:00 | 24 Jun GI Engineering Solutions Ltd
NSE 05:30 | 01 Jan GI Engineering Solutions Ltd
OPEN 2.09
PREVIOUS CLOSE 2.09
VOLUME 5
52-Week high 2.98
52-Week low 2.09
P/E
Mkt Cap.(Rs cr) 2
Buy Price 2.09
Buy Qty 7.00
Sell Price 2.10
Sell Qty 500.00
OPEN 2.09
CLOSE 2.09
VOLUME 5
52-Week high 2.98
52-Week low 2.09
P/E
Mkt Cap.(Rs cr) 2
Buy Price 2.09
Buy Qty 7.00
Sell Price 2.10
Sell Qty 500.00

GI Engineering Solutions Ltd. (GISOLUTION) - Auditors Report

Company auditors report

TO THE SHAREHOLDERS OF GI ENGINEERING SOLUTIONS LIMITED

To the Members of

GI ENGINEERING SOLUTIONS LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone IND AS financial statements of GIENGINEERING SOLUTIONS

LIMITED("the Company") which comprise the Balance

Sheet as at 31 March 2018 the Statement of Profit and Loss the Statement of Changesin Equity and the Statement of Cash Flows for the year then ended and a summary of thesignificant other explanatory information.

Management's Responsibility for the Standalone Ind AS 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 IND AS financial statements that give true and fair view of the state ofaffairs profit (including other comprehensive income) changes in equity and cash flowsof the Company in accordance with the accounting principles generally accepted in Indiaincluding the Accounting Standards(IND AS) prescribed under Section 133 of the Act.

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 standalone IND AS financialstatements based on our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone IND AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act.

Those Standards and pronouncement require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether the IND ASfinancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the accounting policies and standalone IND AS financial statements. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the IND AS financial statements whether due to fraud orerror. In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone financial statements that give atrue and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone IND ASfinancial statements.

We believe that the audit evidence we have obtained is sufficientand appropriate toprovide a basis for our audit opinion on the standalone IND AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone IND AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at 31 March

2018 and its loss changes in equity and its cash flows for the year ended on thatdate.

Other Matters

The comparative financial information of the Company for the year ended March 31 2017and the transition date opening balance sheet as at April 1 2016 included in these Ind ASfinancial statements are based on the previously issued statutory financial statementsprepared in accordance with the Companies (Accounting Standards) Rules 2006 audited bythe predecessor auditor whose reports for the years ended March 31 2017 and March 312016 dated May 30 2017 and May

30 2016 respectively expressed an unmodified opinion on those standalone IND ASfinancial statements as adjusted for the differences in the accounting principles adoptedby the Company on transition to Ind AS which have been audited by us.

Our opinion is not modified in respect of the above matter.

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 sub-section (11) of Section 143 of theAct (hereinafter referred to as the "Order") and on the basis of such checks ofthe books and records of the Company as we considered appropriate and according to theinformation and explanations given to us we give in the Annexure A statement on thematters specified in paragraphs 3 and 4 of the Order;

2. As required by Section 143 (3) of the Act based on our audit we report to theextent applicable that: (a) We have sought and obtained all the information andexplanations which to the best of our knowledge and belief were necessary for the purposesof our audit. (b) In our opinion proper books of account as required by law have beenkept by the Company 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 Statementand Statement of Changes in Equity dealt with by this Report are in agreement with therelevant books of account.

(d) In our opinion the aforesaid standalone

IND AS financial statements comply with the Accounting Standards prescribed underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 (e) Onthe basis of the written representations received from the directors as on 31 March 2018taken on record by the Board of

Directors none of the directors is disqualified as on 31 March 2018 from beingappointed 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 effectiveness of such controls refer to ourseparate report in "Annexure B"; and (g) With respect to the other matters to beincludedintheAuditor'sReportinaccordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014 as amended in our opinion and to the best of our information andaccording to the explanations given to us: i. The Company has disclosed the impact ofpending litigations on its financial position in its standalone financial statements ReferNote 22 to the financial statements. ii. The Company did not have any long-term contractsincluding derivative contracts for which there were any material foreseeable losses. iii.There were no amounts which were required to be transferred to the Investor Education andProtection Fund by the Company during the year ended March 31 2018. iv. The reporting ondisclosures relating to

Specified Bank Notes is not applicable to the Company for the year ended March 312018.

For SACHIN PHADKE & ASSOCIATES

Chartered Accountants

Firm Registration No 133898W

Sachin Phadke

Proprietor

Membership No.117084

Place: Mumbai

Date: 30th May2018

ANNEXURE - A

TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date) (i) (a). As per the information producedbefore us the Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) According to the representations and information given to us the fixed assets havebeen physically verified by the management as per a phased program of verification. In ouropinion the frequency of verification is reasonable having regard to the size of theCompany and t h e nature of its assets. The discrepancies reported on verification werenot material and have been properly dealt with in the books of accounts.

(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 a service company primarily rendering computer based services inthe area of Geospatial Information System (GIS). Accordingly it does not hold anyphysical inventories. Thus paragraph 3(ii) of the Order is 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 Companies Act 2013 (‘the Act').

Accordingly paragraph 3(iii)(a)(b) and (c) of the Order are not applicable to theCompany.

(iv) In our opinion and according to the information and explanations given to us theCompany has not granted any loans or made any investments or provided any guarantees orsecurities to the parties covered under section 185 and 186 of the Act. Therefore theprovision of Clause 3(iv) of the said Order are not applicable to the Company.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits as per the directives issued by the Reserve Bank ofIndia under the provisions of Section 73 to 76 or any other relevant provisions of the Actand the Rules framed there under .Accordingly the provisions of paragraph 3(v) of theOrder are not applicable to the Company.

(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. Therefore theprovisions of paragraph 3(vi) of the Order are not applicable to the company.

(vii) In respect of statutory dues:

(a) According to the records of the Company undisputed statutory dues includingprovident fund employees' state insurance income-tax goods and service tax sales-taxservice tax duty of customs duty of excise value added tax cess and any otherstatutory dues have been generally regularly deposited with appropriate authorities. Basedon the information and explanations given to us and records of the company examined by usno undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31stMarch 2018 for a period of more than six months from the date of it becoming payable.

(b) According to the records of the Company the dues outstanding of income tax salestax service Tax goods and service tax customs duty excise duty and cess which have notbeen deposited as at March 31 2018 on account of any dispute are given below :

Statute and nature of dues Assessment Year Amount Forum where dispute is pending
(` in lakhs)
Income Tax 2009-10 3.78 DCIT
Act 1961
Income Tax 2011-12 14.38 DCIT
Act 1961

Statute and nature of dues A s s e s s m e n t Year Amount (` in lakhs) Forum wheredispute is pending Income Tax Act 1961 2009-10 3.78 DCIT Income Tax Act 1961 2011-12 14.38DCIT

(viii) In our opinion and according to the information and explanations given to usthe Company has not have any borrowing from any financial institutions banks andgovernment nor has it issued any debentures as at balance sheet date the provisions ofClause 3(viii) of the Order are not applicable to the Company.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year under consideration. Accordingto the information and explanation given to us and based on our examination of therecords The company has not raised any term loans accordingly the provision of Clause3(ix) of the Order are not applicable to the Company.

(x) According to the information and explanations given to us and based on our auditwe have not come across any material fraud by the Company or on the Company by itsofficers or employees has been noticed or reported during the year. (xi) According to theinformation and explanations give to us and based on our examination of the records of theCompany No Managerial remuneration has been paid or provided during the year accordinglythe provision of Clause 3(xi) of the Order are not applicable to the Company.

(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 standalone IND AS financial statements as requiredby the applicable Accounting 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. Accordingly paragraph 3(xiv) of the Order is not applicable. (xv) According tothe information and explanations given to us and based on our examination of the recordsof the Company the Company has not entered into non-cash transactions with directors orpersons connected with him. Accordingly paragraph 3(xv) of the Order is not applicable.(xvi) In our opinion and according to information and explanations given to us theCompany is not required to be registered under section 45-IA of the Reserve Bank of IndiaAct 1934.

For SACHIN PHADKE & ASSOCIATES

Chartered Accountants

(Firm Registration No.133898W)

Sachin Phadke

(Proprietor)

(Membership No.117084)

Place: Mumbai

Date: 30 May 2018

ANNEXURE - B

TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL STATEMENTSOF GI ENGINEERING SOLUTIONS LIMITED

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 GIEngineering Solutions Limited ("the Company") as of 31 March 2018 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat 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. 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.

Auditors' Responsibility

Our responsibility is to express an opinion on the

Company's internal financial controls over financial reporting based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (the "Guidance Note") issued by the Instituteof Chartered Accountants of India and the Standards on Auditing prescribed under Section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate 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 fi -nancial controls system over financial reporting and their operatingeffectiveness. Our audit of internal fi -nancial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a ma -terial weakness exists and testing andevaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgment including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error.

We believe that the audit evidence we have obtained is sufficientand 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 fi -nancial 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 IND AS financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures 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

IND AS financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possi -bility 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 -porting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal -nancial controlssystem over financial reporting and such internal financial controls over financial report-ing were operating effectively as at 31st March 2018 based on the internal control overfinancial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For SACHIN PHADKE & ASSOCIATES

Chartered Accountants

(Firm Registration No.133898W)

Sachin Phadke

(Proprietor)

(Membership No.117084)

Place: Mumbai

Date: 30 May 2018