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Octaware Technologies Ltd.

BSE: 540416 Sector: IT
NSE: N.A. ISIN Code: INE208U01019
BSE 00:00 | 20 Apr Octaware Technologies Ltd
NSE 05:30 | 01 Jan Octaware Technologies Ltd
OPEN 54.00
PREVIOUS CLOSE 54.00
VOLUME 1600
52-Week high 93.50
52-Week low 54.00
P/E 24.55
Mkt Cap.(Rs cr) 19
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 54.00
CLOSE 54.00
VOLUME 1600
52-Week high 93.50
52-Week low 54.00
P/E 24.55
Mkt Cap.(Rs cr) 19
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Octaware Technologies Ltd. (OCTAWARETECH) - Auditors Report

Company auditors report

To

The Members of

Octaware Technologies Limited

Report on the Standalone financial statements

We have audited the accompanying financial statements of OctawareTechnologies Limited (the "Company") which comprise the Balance sheet as atMarch 31 2021 and the Statement of Profit and Loss for the period then ended the Cashflow Statement for the year ended March 31 2021 and a summary of significant accountingpolicies and other explanatory information.

Auditors' responsibility

Our objectives are to obtain reasonable assurance about whether thefinancial Statement 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 the Statement.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of thestatement 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 collusion.Forgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances butnot for the purpose of expressing an opinion on the effectiveness of the company'sinternal control.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by the Board ofDirectors

• Conclude on the appropriateness of the Board of Directors' useof the going concern basis of accounting and based on the audit evidence obtainedwhether a material uncertainty exists related to events or conditions that may castsignificant doubt on the Company's ability to continue as a going concern. If we concludethat a material uncertainty exists we are required to draw attention in our auditor'sreport to the related disclosures in the financial results 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 theStatement including the disclosures and whether the financial results represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

Our responsibility is to express an opinion on these financialstatements based on 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 there under. We conductedour audit in accordance with the Standards on Auditing specified under Section 143(10) ofthe Act. Those Standards require that we comply with ethical requirements and plan andperform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatement.

Opinion

In our opinion and to the best of our information and according to theexplanations given to us the said financial statements give the information required bythe Companies Act 2013 in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India:

(a) In the case of Balance sheet of the State of Affairs of theCompany as at March 312021; and

(b) In the case of Statement of profit and loss of the Profit for theYear ended on March 31 2021; and

(c) Its Cash Flow statement for the year ended March 312021.

Emphasis of Matters

Nil

Other Matters NIL

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 of the Companies Act 2013 we give in the Annexure 1 statement onthe matters specified in paragraphs 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 obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purpose of our audit;

b) In our opinion proper books of account as required by law have beenkept by the Company so far as appears from our examination of the books of account;

c) The Balance Sheet and Statement of Profit and Loss and Cash Flowstatement dealt with by this report are in agreement with the books of account;

d) In our opinion the balance sheet and statement of profit and lossand Cash Flow Statement dealt with by this report comply with the accounting standardsreferred to in section 133 of the Act read with rule 7 of Companies (Accounts) Rules2014; and

e) In our opinion the comments or observations don't have any adverseeffect on functioning of the company.

f) On the basis of written representations received from the directorsas at March 31 2021 and taken on record by the Board of Directors we report that none ofthe directors is disqualified as at March 31 2021 from being appointed as a director interms of subsection (2) of section 164 of the Companies Act 2013.

g) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and operating effectiveness of such controls refer toour separate Report in "Annexure 2" to this report.

h) With respect to the matters to be included in the Auditor' 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 no pending litigations affecting its financialstatements and hence no disclosure in its financial statements except Income Tax Act.

ii. The Company has not entered into any long-term contracts includingderivative contracts requiring provision under applicable laws or accounting standardsfor material foreseeable losses.

iii. There is no amounts which required to be transferred to theInvestor Education and Protection Fund by the Company.

FOR D G M S & Co.
(Chartered Accountants)
Date : 2nd June 2021 F. R. No. :112187W
Place: Mumbai
HIREN JAYANTILAL MARU
Partner
M. No.: 115279
UDIN: 21115279AAAADS2527

Annexure 1 to the Independent Auditor's Report of even date onfinancial statements of Octaware Technologies Limited

i. (a)The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets of the company have been physically verified bythe management during the year and no material discrepancies between the book records andthe physical inventory have been noticed. In our opinion the frequency of verification isreasonable.

ii. According to information and explanations given to us there is noinventory hence no physical verification of inventory has been conducted at the year-endby the management.

iii. According to the information and explanations given to us thecompany has not granted any loans secured or unsecured to companies firms limitedLiability Partnerships or other parties covered in the register maintained under section189 of the Companies Act 2013.

iv. According to the information and explanations given to us thecompany has not granted any loans investments guarantees and security covered under theprovisions of section 185 and 186 of the Companies Act 2013 and hence this clause is notapplicable to the company.

v. According to the information and explanations given to us theCompany has not accepted any deposits from the public to which the directives issued bythe Reserve Bank of India and the provisions of Section 73 to Section 76 or any otherrelevant provisions of the Act and the rules framed there under apply

vi. The Central Government of India has not prescribed the maintenanceof cost records under sub-section (1) of Section 148 of the Act for any services renderedby the company.

vii. (a) According to the information and explanations given to us theCompany has been regular in depositing undisputed statutory dues.

(b) According to the information and explanations given to us thereare no dues outstanding of income tax sales tax customs duty service tax excise dutycess and goods and service tax on account of any dispute except in Income Tax.

viii. The Company has not defaulted in repayment of loans or borrowingto a financial institutions or banks.

ix. Managerial Remuneration had been paid by the company during theyear in accordance with the requisite approvals mandated by the provisions of section 197read with schedule V to Companies Act.

x. All the transactions with the related parties are in compliance withsections 177 and 188 of Companies Act 2013 and the details have been disclosed infinancial statements as required by the applicable accounting standards.

xi. The company has not entered into any non cash transactions withDirectors or persons connected with them.

FOR D G M S & Co.
(Chartered Accountants)
Date : 2nd June 2021 F. R. No. :112187W
Place: Mumbai
HIREN JAYANTILAL MARU
Partner
M. No.: 115279
UDIN: 21115279AAAADS2527

Annexure 2 to The Independent Auditor's Report of Even Date on theFinancial Statements of Octaware Technologies Limited

Report on the Internal Financial Controls under Clause (i) of SubSection 3 of section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financialreporting of Octaware Technologies Limited ("the company") as of 31stMarch 2021 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 andmaintaining internal financial controls based on the internal control over financialreporting 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).These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies 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.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the Guidance Note ) and the standards on Auditing issued by ICAI and deemed tobe prescribed under section 143 (10) of the Companies Act 2013 to the extent applicableto an audit of internal financial controls both applicable to an audit of InternalFinancial Controls and both issued by the Institute of Chartered Accountants of IndiaThose Standards and the Guidance Note require that we comply with the ethical requirementsand plan and perform the audit to obtain reasonable assurance about whether adequateinternal financial controls over financial reporting was established and maintained and ifsuch controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external Purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with authorizations of management and directors of the companyand (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 financial statements.

Inherent Limitations of internal Financial Controls over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrols over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance may with the policies or procedures may deteriorate.

Opinion

In our opinion the company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31st March2021 based on the internal financial 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 Institute of Chartered Accountants of India.

FOR D G M S & Co.
(Chartered Accountants)
F. R. No. :112187W
Date : 02nd June 2021
Place: Mumbai HIREN JAYANTILAL MARU
Partner
M. No.: 115279
UDIN: 21115279AAAADS2527

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