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Jointeca Education Solutions Ltd.

BSE: 534659 Sector: IT
NSE: N.A. ISIN Code: INE131N01018
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NSE 05:30 | 01 Jan Jointeca Education Solutions Ltd
OPEN 11.15
PREVIOUS CLOSE 11.15
VOLUME 8000
52-Week high 20.00
52-Week low 6.86
P/E
Mkt Cap.(Rs cr) 11
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 11.15
CLOSE 11.15
VOLUME 8000
52-Week high 20.00
52-Week low 6.86
P/E
Mkt Cap.(Rs cr) 11
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Jointeca Education Solutions Ltd. (JOINTECAEDU) - Auditors Report

Company auditors report

The Members

M/s Jointeca Education Solutions Limited Mathura

Report on the Financial Statements

We have audited the accompanying financial statements of M/s Jointeca EducationSolutions Limited ("The Company") which comprise the Balance Sheet as at March31 2017 the Statement of Profit and Loss and Cash Flow Statement for the year then endedand a summary of significant accounting policies and other explanatory information.

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 ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand 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 financial 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 financial statements based on ouraudit.

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 financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the financial statements give the information required by the Act in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 312017;

(b) In the case of the Statement of Profit and Loss of the profit for the year endedon that date; and

(c) In the case of the Cash Flowr Statement of the cash flows of theCompany for the year ended on that date.

Except:

Disclaimer of Opinion:

1. The Company has not provided for any liability of VAT/ Service Tax on sales andservices. As per the Company being engaged in education assistance field there was noliability on account of Service Tax & VAT. However the company shall be liable forthe same if any demand is raised by concerned authorities for the same in future;

2. The Company has not provided for liability of non-deduction of Income Tax at Source(TDS) on various expenses made. The company shall be liable for these liabilities alongwith interest and contingent liabilities of penalties. In absence of necessary details thesame could not be ascertained;

3. Majority of the sales/ services and revenue expenses have been made in cash and inabsence of proper supporting the same could not be verified;

4. No confirmation of the amount of Trade Receivables of INR 11343376 in Schedule2.11 and Advances to Creditors of INR 70206565 in Schedule 2.13 have been furnished tous hence we are unable to comment whether the amount recoverable or not;

5. The Company has not incorporated a contingent liability of INR 23910160 resultingfrom the order dated 30.03.2016 of the Income Tax Officer - 3(2) Mathura for which theappeal has been filed before the Commissioner of Income Tax (Appeals).

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("The Order")as amended issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the 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 account as required by law have been kept by theCompany so far as appears from our examination of those books;

(c) The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

(d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 except for the mentioned above;

(e) On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 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 over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure B";

(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 does not have any pending litigations which would impact its financialposition except for a case pending before the Commissioner of Income Tax (Appeals) wherein the disputed tax liability is INR 23910160.

II. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

III. There were no amount which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For S.B. Gupta & Co.
Chartered Accountants
Firm's Registration No: 000992C
Place : Mathura CA Sunil Kumar Singhal
Date : 30 May 2017 Partner
(Membership No. 070611)

"ANNEXURE A" TO THE AUDITOR'S REPORT

Referred to in paragraph 1 under the heading ‘Report on Other Legal &Regulatory Requirements' of our report of even date to the financial statements of theCompany for the year ended March 31 2017:

1 FIXED ASSETS

a) The Company has not maintained proper records showing full particulars includingquantitative details and situation of fixed assets;

b) According to the information and explanations provided to us subject tononmaintenance of record of fixed assets the fixed assets are being physically verifiedunder a phased programme of verification and no material discrepancies have been noticedon such verification as stated by the Management. However no records to verify the samehave been made available to us;

c) In our opinion the Company has not disposed of any substantial part of its fixedassets so as to affect its going concern status.

2 INVENTORIES

a) The management has conducted the physical verification of inventory during the year.However no records were made available to us to verify the same.

b) In our opinion and according to the information and explanations given to us theinventory physical verification procedures followed by the Management are reasonable andadequate in relation to the size of the Company and the nature of its business.

3. As explained to us the Company has not granted any loans secured or unsecured tocompanies firms Limited Liability partnerships or other parties covered in the Registermaintained under section 189 of the Act.

4. The Company has a loan of INR 3691283 from Ajcon Finance Limited (a NBFC) which isan interested party and INR 325000 from Mr Vishal Mishra (Director) as at 3 1stMarch 2017. Further the Company has advanced moneys to few of the employees as imperestin cash and subsequently recovered from them in cash.

5. 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 Companies Act 2013in respect of loans investments guarantees and security.

6. The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 withregard to the deposits accepted from the public are not applicable.

7. To the best of our knowledge and as explained the maintenance of Cost Records hasbeen specified by the Central Government under sub-section (1) of Section 148 of the Actin respect of the activities carried on by the company. As stated by the Management thecost records have been maintained by the Company. However no records were made availableto us for verification.

8 STATUTORY DUES

a) According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company is not regular in depositingundisputed statutory dues including Provident Fund Employees State Insurance Income-TaxSales tax Service Tax Duty of Customs Duty of Excise Value added Tax Cess and anyother statutory dues with the appropriate authorities. Since the Company has not accountedfor the liabilities of Service Tax VAT & TDS therefore we are unable to comment onthe outstanding amounts for the same. Further INR 720110 in respect of VAT INR587255 in respect of Income Tax INR 14287 in respect of EPF and INR 18293 in respectof ESIC is outstanding as at March 31 2017 for a period of more than six months from thedate on when they become payable.

b) According to the information and explanation given to us there are no dues ofincome tax sales tax service tax duty of customs duty of excise value added taxoutstanding on account of any dispute except income tax of INR 23910160 which resultedfrom the order of the Income Tax Officer - 3(2) Mathura dated 30.03.2016 against which anappeal has been filed before the Commissioner of Income Tax (Appeals).

9. In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of dues to banks.

10. Based upon the audit procedures performed and the information and explanationsgiven by the management during the year the company has not raised moneys by way ofinitial public offer or further public offer including debt instruments and term Loans.

11. Based upon the audit procedures performed and the information and explanationsgiven by the management we report that no fraud by the Company or on the company by itsofficers or employees has been noticed or reported during the year.

12. Based upon the audit procedures performed and the information and explanationsgiven by the management the managerial remuneration has been paid or provided inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act.

13. In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 4 (xii) of the Order are not applicable to the Company.

14. In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards.

15. Based upon the audit procedures performed and the information and explanationsgiven by the management during the year the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year under review.

16. Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or persons connected with him. Accordingly the provisions of clause 3 (xv) ofthe Order are not applicable to the Company and hence not commented upon.

17. In our opinion the company is not required to be registered under section 45 IA ofthe Reserve Bank of India Act 1934 and accordingly the provisions of clause 3 (xvi) ofthe Order are not applicable to the Company and hence not commented upon.

For S.B. Gupta &Co.
Chartered Accountants
Firm's Registration No: 000992C
Place : Mathura CA Sunil Kumar Singhal
Date : 30 May 2017 Partner
(Membership No. 070611)

"ANNEXURE B" TO THE AUDITOR'S 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 over financial reporting of JointecaEducation Solutions Limited ("the Company") as of March 31 2017 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 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 judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A Company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an inadequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were not operating effectively as at March 31 2017.

For S.B. Gupta & Co.
Chartered Accountants
Firm's Registration No: 000992C
Place : Mathura CA Sunil Kuinar Singhal
Date : 30 May 2017 Partner
(Membership No. 070611)