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Scanpoint Geomatics Ltd.

BSE: 526544 Sector: IT
NSE: N.A. ISIN Code: INE967B01028
BSE 14:04 | 28 Jul 18.70 -0.20
(-1.06%)
OPEN

18.30

HIGH

19.70

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18.30

NSE 05:30 | 01 Jan Scanpoint Geomatics Ltd
OPEN 18.30
PREVIOUS CLOSE 18.90
VOLUME 6676
52-Week high 24.00
52-Week low 12.66
P/E 45.61
Mkt Cap.(Rs cr) 92
Buy Price 18.80
Buy Qty 1000.00
Sell Price 19.40
Sell Qty 540.00
OPEN 18.30
CLOSE 18.90
VOLUME 6676
52-Week high 24.00
52-Week low 12.66
P/E 45.61
Mkt Cap.(Rs cr) 92
Buy Price 18.80
Buy Qty 1000.00
Sell Price 19.40
Sell Qty 540.00

Scanpoint Geomatics Ltd. (SCANPOINTGEOMA) - Auditors Report

Company auditors report

TO THE MEMBERS OF SCANPOINT GEOMATICS LIMITED Report on the Audit ofthe Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of ScanpointGeomatics Ltd. ("the company") which comprise the Balance Sheet as at March31 2020 and the Statement of Profit and Loss (including Other Comprehensive Income) theCash Flow Statement and the Statement of Change in Equity for the year then ended and asummary of significant accounfing policies and other explanatory informafion.

In our opinion and to the best of our informafion and according to theexplanafions given to us the aforesaid standalone financial statements give theinformafion required by the Companies Act 2013 (the "Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounfing Standardsprescribed under Secfion 133 of the Act read with the Companies (Indian AccounfingStandards) Rules 2015 as amended ("Ind AS") and other accounfing principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2020and its profit total comprehensive income its cash flows and the changes in equity forthe year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Audifing specified under Secfion 143(10) of the Act(SAs). Our responsibilifies under those standards are further described in the Auditor'sResponsibiliy for the Audit of the Standalone Financial Statements secfion of our report.We are independent of the Company in accordance with the Code of Ethics issued by theInsfitute of Chartered Accountants of India ('ICAI') together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the rules made thereunder and we have fulfilled our otherethical responsibilifies in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

1. Key audit matters are those matters that in our professionaljudgment were of most significance in our audit of the standalone financial statements ofthe current period. These matters were addressed in the context of our audit of thestandalone financial statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters. We have determined the matters describedbelow to be the key audit matters to be communicated in our report.

Key Audit Matters How our auditor addressed the key audit matter
1. Recoverability of Loans to Subsidiary Company
The Company has advanced a sum of ' 78.45 Lakhs as on March 31 2020. The company had given the advance to its subsidiary during the previous financial year as well as during the current financial year. We reviewed management's rational and objective for providing advance to subsidiary. We reviewed management's assessment of recoverability advances to subsidiary and corroborated the same with the financials of subsidiary. We reviewed the Company's internal control system for advancing the money to suppliers and subsidiary and carried out a combination of procedures involving enquiry and observation and inspection of evidence in respect of these loans and advances. Our audit approach consisted testing of design and operating effectiveness of internal controls and substantive testing as follows:
The aggregate of advance as on March 31 2019 was ' 52.80 Lakhs which has increased to ' 78.45 Lakhs as on March 312020. • Review of complete details of advance given to subsidiary and corroborating the same with of ledger Accounts and confirmation of subsidiary.
This payment is in nature for technology transfer to Holding Company. When the technology is ready for transfer the said will be asset of Holding Company. • Review of onward payment by subsidiary to various parties and with the supporting documents / Purchase Orders / Invoices etc.
• Reviewed the procedures followed by Scanpoint and subsidiary for selection of vendors and justification of terms of payments delivery warranties/Guarantees etc.
• Assessed present status of Advance receipt / availability of material/services.
• Obtained explanation from the management and went through the report obtained by the company from external independent expert on fund utilization. Based on our procedures we found management's judgment around the recovery of the Advance to be appropriate.

Information other than the Financial Statements and Auditor's Reportthereon

• The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the Board'sReport Management discussion and Analysis and Report on corporate governance but does notinclude the consolidated financial statements standalone financial statements and ourauditor's report thereon.

• Our opinion on the financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.

• In connection with our audit of the standalone financialstatements our responsibility is to read the other information and in doing so considerwhether the other information is materially inconsistent with the standalone financialstatements or our knowledge obtained during the course of our audit or otherwise appearsto be materially misstated.

• If based on the work we have performed we conclude that thereis a material misstatement of this other information we are required to report that fact.We have nothing to report in this regard.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters statedin Section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance including Other Comprehensive Income cash flowsand changes in equity of the Company in accordance with the Ind AS and other accountingprinciples generally accepted in India. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operafing effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparafion and presentafion of the Standalone financial statements that give a true andfair view and are free from material misstatement whether due to fraud or error.

In preparing the standalone financial statements management isresponsible for assessing the Company's ability to confinue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounfing unless management either intends to liquidate the Company or to ceaseoperafions or has no realisfic alternative but to do so.

Those Board of Directors are also responsible for overseeing theCompany's financial reporfing process.

Auditor's Responsibility for the Audit of the Standalone FinancialStatements

Our objecfives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with Standards on Audifing weexercise professional judgment and maintain professional skepticism throughout the audit.We also:

• Idenfify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulfing from fraud is higher than for one resulfing from error as fraudmay involve collusion forgery intenfional omissions misrepresentafions or the overrideof internal control.

• Obtain an understanding of internal financial control relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under Secfion 143(3)(I) of the Act we are also responsible for expressingour opinion on whether the Company has adequate internal financial controls system inplace and the operafing effecfiveness of such controls.

• Evaluate the appropriateness of accounfing policies used and thereasonableness of accounfing esfimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the goingconcern basis of accounfing and based on the audit evidence obtained whether a materialuncertainty exists related to events or condifions that may cast significant doubt on theCompany's ability to confinue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attenfion in our auditor's report to therelated disclosures in the standalone 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 condifions maycause the Company to cease to confinue as a going concern.

• Evaluate the overall presentafion structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transacfions and events in a manner that achieves fairpresentafion.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of a reasonably knowledgeable user of the standalone financialstatements may be influenced. We consider quanfitafive materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluafing the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.

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

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relafionships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulafion precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunicafion.

Report on Other Legal and Regulatory Requirements

1. As required by Secfion 143 (3) of the Act based on our audit wereport that:

a) We have sought and obtained all the informafion and explanafionswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examinafion of those books.

c) The Balance Sheet the Statement of Profit and Loss including othercomprehensive income the Cash Flow Statement and the Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements complywith the Ind AS specified under Secfion 133 of the Act.

e) On the basis of the written representafions received from thedirectors as on March 31 2020 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2020 from being appointed as a director in termsof Secfion 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls overfinancial reporfing of the Company and the operafing effecfiveness of such controls referto our separate report in "Annexure A". Our report expresses an unmodifiedopinion on the adequacy and operafing effecfiveness of the Company's internal financialcontrols over financial reporfing.

g) With respect to the other matters to be included in the Auditor'sReport in accordance with requirements of secfion 197(16) of the Act as amended:

In our opinion and to the best of our informafion and according to theexplanafions given to us the remunerafion paid/ provided by the Company to its directorsduring the year is in accordance with the provisions of secfion 197 of the Act.

h) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 asamended in our opinion and to the best of our informafion and according to theexplanafions given to us:

I. The Company has disclosed the impact of pending lifigafionson its financial posifion in its standalone financial statements.

ii. The company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

iii There has been no delay in transferring amounts required to betransferred required to be transferred to the Investor Education and Protection fund bythe company.

2. As required by the Companies (Auditor's Report) Order 2016("the Order") issued by the Central Government in terms of Section 143(11) ofthe Act we give in "Annexure B" a statement on the matters specified inparagraphs 3 and 4 of the Order.

Date: July 28 2020 Place: Ahmedabad

Mudit Singhal Partner

Membership number: 187823 UDIN: 20187823AAAAAU6504

For Jayamal Thakore & Co. Chartered Accountants Firm's

Registration Number: 104098W

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under 'Report on Other Legal andRegulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reportingunder Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financialreporting of Scanpoint Geomatics Limited ("the Company") as ofMarch 31 2020 in conjunction with our audit of the standalone Ind AS financial statementsof the Company 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. 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 company's policies the safeguarding ofits 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")issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 the 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 generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorizations ofmanagement 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 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 financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

1. In our opinion to the best of our information and according tothe explanations given to us 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 March 31 2020 basedon 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 Jayamal Thakore & Co. Chartered Accountants Firm's RegistrationNumber: 104098W

Date: July 28 2020

Place: Ahmedabad

Mudit Singhal

Partner

Membership number: 187823 UDIN: 20187823AAAAAU6504

ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and RegulatoryRequirements' section of our

report of even date)

1. (a) The Company has maintained proper records showing fullparticulars including

quantitative details and situation of fixed assets.

(b) According to information and explanation given to us during theyear the management conducted physical verification of certain fixed assets in accordancewith its policy of physical verification in a phased manner. In our opinion suchfrequency is reasonable having regard to the size of the Company and the nature of itsfixed assets. As explained to us the discrepancies noticed on physical verification ascompared to book records maintained were not material and have been properly dealt within the books of account.

(c) According to information and explanation given to us and therecords examined by us and based on the examination of the registered conveyance deedprovided to us we report that the title deeds comprising all the immovable propertiesof buildings which are freehold as at the balance sheet date are held in the name of theCompany. In respect of immovable properties of land that have been taken on lease thelease agreements are in the name of the Company where the Company is the lessee in theagreement.

2. The Company deals in nature of software business in which inventoryof the company could not be physically verified as all the inventories are of intangibleassets. Inventory as on March 31 2020 is work in progress and it would be transferred tounbilled revenue whenever its completion stage comes to 100%. The inventory of ^37492559 shown in balance sheet represents project work in progress expenditure whichis under development stage.

3. According to the information and explanations given to us duringthe year the Company has granted advance of ^ 78.45 lakhs as on March 31 2020 to itssubsidiary company covered in the register maintained under section 189 of companies Act2013. The terms are not prejudicial to the Company's interest.

4. In our opinion and according to the information and explanationsgiven to us the Company has complied with the provisions of section 185 and 186 of theCompanies Act 2013 in respect of grant of loans making investments and providingguarantees and securities as applicable.

5. According to the information and explanations given to us theCompany has not accepted any deposit during the year and does not have any unclaimeddeposits and hence reporting under clause 3(v) of the Order is not applicable.

6. The maintenance of cost records has not been specified by theCentral Government under section 148(1) of the Companies Act 2013 for the businessactivities carried out by the Company. Thus reporting under clause 3(vi) of the Order isnot applicable to the Company.

7. According to the information and explanations given to us inrespect of statutory due:

(a) The company has generally been regular in depositing undisputedstatutory dues including Provident Fund Employee's State Insurance Income-tax Goodsand Service Tax Customs Duty cess and other material Statutory Dues applicable to itwith the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Providentfund Employees' State Insurance Goods and Service Tax Customs Duty cess and othermaterial statutory dues in arrears except for TDS applicable under Income tax Act 1961 asat March 31 2020 for a period of more than six months from the date they became payable.Details of dues of TDS are as under:

Name of the statue Nature of Dues Amount unpaid as on September 30 2019 (in ') Amount unpaid as on March 31 2020 (in ')
Income Tax Act Tax deducted at source on Rent 402033 122773

(c) According to the records of the Company except Income Tax dues nodues of Service tax Duty of Customs Excise Duty Value Added tax Goods and Service taxcess which have not been deposited on account of disputes.

The particulars of dues of Income Tax outstanding as at March 31 2020which have not been deposited on account of a dispute are as follows:

Name of the statue Nature of Dues Amount unpaid (in ') Period to which the amount relate Forum where dispute is pending
Income Tax Act Income Tax 10486430 A.Y. 2016-17 CIT(A) -8 Ahmedabad

8. According to the information and explanations given to us theCompany has not committed any default in repayment of dues to banks and financialinstitutions. The Company has not borrowed any funds by way of issue of debentures.

9. The Company has not raised any moneys by ways of initial publicoffer or further public offer (including debt instruments) or term loans and hencereporting under Clause 3(ix) of the Order is not applicable. However the company hasreceived f 99677837(f 8667638 for face value and f 91010199 for securities premiumreserve) towards issue of 4333819 right shares to its existing shareholders.

10. To the best of our knowledge and according to the information andexplanations given to us we have neither come across any instance of material fraud bythe Company or on the Company by its officers or employees noticed or reported during theyear nor have we been informed of any such case by the Management.

11. According to the information and explanations given to us theCompany has paid / provided for managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.

12. In our opinion and according to the information and explanationsgiven to us the Company is not a Nidhi company and the Nidhi Rules 2014 are notapplicable to it the provisions of 3(xii) of the Order are not applicable to the Company.

13. In our opinion and according to the information and explanationsgiven to us the Company is in compliance with Section 177 and 188 of the Companies Act2013 where applicable for all transactions with the related parties and the details ofrelated party transactions have been disclosed in the standalone financial statements asrequired by the applicable accounting standards.

14. During the year the company except shares has not made anypreferential allotment or private placement or fully or partly convertible debentures.During the year the company has issued 4333819 right shares of face value f 2 per shareat a premium of f 21.

15. In our opinion and according to the information and explanationsgiven to us during the year the Company has not entered into non-cash transactions withits directors or persons connected with him and hence provisions of section 192 of theCompanies Act 2013 are not applicable to the Company.

16. The Company is not required to be registered under Section 45-IA ofthe Reserve Bank of India Act 1934.

For Jayamal Thakore & Co.

Chartered Accountants Firm's Registration Number: 104098W

Date: July 28 2020

Place: Ahmedabad

Mudit Singhal

Partner

Membership number: 187823

UDIN: 20187823AAAAAU6504

.