To the Members of Indian Infotech and Software Limited
Report on the Financial Statements
We have audited the accompanying Ind AS financial statements of Indian Infotech andSoftware Limited ("the Company") which comprise the balance sheet as at 31stMarch 2020 the statement of profit and loss statement of changes in equity and the cashflow statement for the year then ended and a summary of significant accounting policiesand other explanatory information (hereinafter referred as "Ind AS financialstatements").
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Companies 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(financial position) of the Company as at 31st March 2020 and profit (financialperformance including other comprehensive income) its cash flows and changes in equityfor 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 Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of the IndAS financial statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of the Ind ASfinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence obtained issufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
We further draw an attention to the uncertainties and the management's assessment ofthe financial impact due to the lock-downs and other restrictions and conditions relatedto the Covid-19 pandemic situation for which a definitive assessment of the impact in thesubsequent period is highly dependent upon circumstances as they evolve.
Our opinion is not modified in respect of these matters.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Ind AS financial statements for the financial year ended31st March 2020. These matters were addressed in the context of our audit of the Ind ASfinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. There are no key matters.
Information Other than the Financial Statements and Auditors' Report Thereon
The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the Ind AS financial statements and our auditors'report thereon. Our opinion on the Ind AS financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon. In connectionwith our audit of the Ind AS financial statements our responsibility is to read the otherinformation and in doing so consider whether the other information is materiallyinconsistent with the Ind AS financial statements or our knowledge obtained in the auditor otherwise appears to be materially misstated. If based on the work we have performedand based on the work done/ audit report of other auditors there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
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 preparation ofthe Ind AS financial statements that give a true and fair view of the financial positionfinancial performance (including other comprehensive income) cash flows and changes inequity of the Company in accordance with the accounting principles generally accepted inIndia including the accounting Standards specified under section 133 of the Act. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the Ind AS financial statementsthat give a true and fair view and are free from material misstatement whether due tofraud or error. In preparing the Ind AS financial statements management 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 management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financialreporting process.
Auditor's Responsibilities is for the Audit of the Ind AS Financial Statements. Ourobjectives are to obtain reasonable assurance about whether the Ind AS FinancialStatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of the Ind AS Financial Statements. As part of an audit in accordance with SAs weexercise professional judgment and maintain professional skepticism throughout the audit.We also:
Identify and assess the risks of material misstatement of the Ind AS 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 to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act 2013 we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the
Company's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the Ind AS financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.
Evaluate the overall presentation structure and content of the Ind-AS FinancialStatements including the disclosures and whether the Ind-AS Financial Statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation. We communicate with those charged with governance regarding among othermatters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards. From the matters communicatedwith those charged with governance we are required to determine those matters that wereof most significance in the audit of the Ind AS Financial Statements of the current periodand are therefore the key audit matters. We describe these matters in our auditor's reportunless law or regulation precludes public disclosure about the matter or when inextremely rare circumstances we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
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 the "Annexure A" a statement on the matters specified inthe paragraph 3 and
4 of the Order to the extent applicable.
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 cash flow statement andstatement of change in equity dealt with by this Report are in agreement with the books ofaccount.
(d) in our opinion the aforesaid Ind AS financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant ruleissued there under;
(e) on the basis of the written representations received from the directors as on 31March 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2020 from being appointed as a director in terms of Section164 (2) of the Act.
(f) With respect to other matters to be included in the auditor's report in accordancewith the requirement of section 197(16) of the Act as amended: In our opinion and to thebest of our information and according to the explanations given to us the Company has notpaid remuneration to its Directors during the year hence reporting is not required underprovisions of section 197(16) of the Act.
(g) with respect to adequacy of internal financial control over financial reporting ofthe company and the operating effectiveness of such controls refer to our separate reportin "Annexure B" and
(h) 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 explanations given to us:
i. The Company does not have any pending litigations which would impact its financialposition in the aforesaid Ind AS financial statements.
ii. the Company did not have any long term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. The company is not liable to transfer any amounts to the Investor Education andProtection Fund. Therefore there has been no delay in transferring amounts required tobe transferred to the Investor Education and Protection Fund by the Company.
For Motilal& Associates
Firm Regn.No 106584W
CA. Mokshesh Shah Partner
M. No. 172906
Date: 2nd September 2020
TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to in paragraph 2 under Report on Other Legal and RegulatoryRequirements' section of our report of even date)
Reports on Companies (Auditor's Report) Order 2016(the Order') issued by theCentral Government in terms of Section 143(11) of the Companies Act 2013 (the Act')of Indian Infotech and Software Limited.
1. In respect of Company's Fixed Assets:
(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of its fixed assets.
(b) As explained to us fixed assets have been physically verified by the management atreasonable intervals; no material discrepancies were noticed on such verification.
(c) The Company does not hold any immovable properties hence this clause is notapplicable.
2. In respect of Inventories:
As informed to us Inventories consisting of Securities have been physically verifiedduring the year by the management. In our opinion and according to the information andexplanations given to us the frequency of verification is reasonable. The discrepanciesnoticed on verification between the physical stocks and the book records were notmaterial.
3. The Company has granted loans to parties covered in the register maintained undersection 189 of Companies Act 2013.
a). The terms and condition of the grant of such loan are not prejudicial to theCompany's Interest.
b). No schedule of repayment of principal and payment of interest has been stipulated.
c). No Schedule of repayment of principal and payment of interest has been stipulatedand therefore the question of overdue amounts does not arise. Though Company has informedthat the reasonable steps have been taken for recovery of the principal and interest andthe loans given are repayable on demand
4. 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 ofgrant of loans making investments and providing guarantees and securities asapplicable.
5. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits in contravention of Directives issued by ReserveBank of India and the provisions of section 73 to 76 or any other relevant provisions ofthe Act and the rules framed there under where applicable . No order has been passed bythe Company Law Board or National Company Law Tribunal or Reserve Bank of India or anycourt or any other tribunal.
6. Reporting under clause 3(vi) of the Order is not applicable as the Company'sbusiness activities are not covered by the Companies (Cost Records and Audit) Rules 2014.
7. According to the information and explanation given to us in respect of statutorydues:
(a) According to the records of the company the company is generally regular indepositing with appropriate authorities undisputed statutory dues including providentfund investor education protection fund employees' state insurance income tax salestax wealth tax service tax custom duty excise duty Cess and other material statutorydues applicable to it except Income Tax (TDS) of Rs 191688.
(b) According to the information and explanations given to us no undisputed amountspayable in respect of income tax wealth tax Service Tax sales tax custom duty exciseduty and Cess were in arrears as at 31st March 2020 for a period of more than six monthsfrom the date they became payable except Income Tax (TDS) of Rs 115388.
(c) According to the information and explanations given to us there are no dues ofsales tax income tax custom duty wealth tax excise duty and Cess that have not beendeposited with appropriate authorities on account of any dispute except Income TaxLiability paid but in Appeal
Name of the Nature of dues Forum where Period to which Amount Amount unpaid Statuedispute is Amount relates involved Rs in Lacs pending Rs in Lacs Income Tax Income Tax CIT(Appeal) AY 2011-12 4276360 Appeal has been filed Act1961 (Tax &Int) by the Companyon 28/01/2019. We are informed that the entire demand amount has been adjusted by the I TDepartment against the refund amount
8. Based on our audit procedures and according to the information and explanationsgiven to us we are of the opinion the Company has not borrowed from financialinstitution bank Government or dues to debenture holders hence clause pertaining todefault is not applicable to the Company.
9. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instrument) or term loans.
10. Based upon the audit procedures performed and according to the information andexplanations given to us no fraud by the company or any fraud on the company by itsofficers or employees has been noticed or reported during the course of our audit thatcauses the financial statements to be materially misstated.
11. Managerial Remuneration has not been paid during the year hence this clauserelating to Managerial Remuneration is not applicable
12. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of theOrder is not applicable.
13. Based upon the audit procedures performed and according to the information andexplanations given to us All transactions with related parties are in compliance withsections 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the Financial statements etc. as required by the applicable accountingstandards.
14. The Company has not made any preferential allotment or private placement of sharesfully or partly convertible debentures during the year under review hence clause 3(xiv)is not applicable to Company.
15. The Company has not entered into any non-cash transactions with directors orpersons connected with him and hence provisions of Section 192 of the Act are notapplicable.
16. The Company registered under section 45-IA of the Reserve Bank of India Act 1934as a Non Banking Finance Company (NBFC).
For Motilal& Associates Chartered Accountants
Firm Regn.No 106584W
CA. Mokshesh Shah Partner
M. No. 172906
Date: 2nd September 2020 Place: Mumbai
ANNEXTURE B' TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONEFINANCIAL
STATEMENTS OF INDIAN INFOTECH AND SOFTWARE LIMITED
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section143 of the Companies Act 2013
We have audited the internal financial controls over financial reporting of IndianInfotech and Software Limited (the
Company') as of 31 March 2020.
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 the Company's policies the safeguardingof its 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 deemed to beprescribed under Section
143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of Internal Financial Controls and bothissued by the Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting were established and maintained and if such controls operatedeffectively 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 procedures selected depend on the auditors' judgment including the assessment ofthe risks of material misstatement of the 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 system over 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 uthorizations of theManagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized 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.
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 31st March 2020based on the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.
For Motilal& Associates Chartered Accountants
Firm Regn.No 106584W
Sd/- CA. Mokshesh Shah Partner
M. No. 172906
Date: 2nd September 2020