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SDC Techmedia Ltd.

BSE: 535647 Sector: Media
NSE: N.A. ISIN Code: INE807O01011
BSE 00:00 | 22 Nov SDC Techmedia Ltd
NSE 05:30 | 01 Jan SDC Techmedia Ltd
OPEN 10.83
PREVIOUS CLOSE 10.83
VOLUME 10000
52-Week high 15.65
52-Week low 6.57
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 10.83
CLOSE 10.83
VOLUME 10000
52-Week high 15.65
52-Week low 6.57
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

SDC Techmedia Ltd. (SDCTECHMEDIA) - Auditors Report

Company auditors report

To the Members of M/s. SDC TECHMEDIA LIMITED

Report on the Financial Statements

Opinion

We have audited the accompanying Financial Statements of M/s. SDC TECHMEDIA LIMITED ("theCompany") which comprises the balance sheet as at March 31 2022 the Statementof Profit and Loss for the year then ended and statement of cash flows for the year thenended and notes to the financial statements including a summary of the significantaccounting policies (hereinafter referred to as "the financial statements") andin accordance with the accounting principles generally accepted in India including theAccounting Standards prescribed under section 133 of the Act as applicable.

In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the para on emphasis of matter below financialstatements required by the Companies Act 2013 in the manner so required give a true andfair view in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2022 and its loss and its cash flows forthe year ended on that date.

Emphasis of matter

 

We draw attention to Note No 12 of the accompanying financial statements for sale ofinvestments of Rs 575.51 lakhs made during the year to various parties. We have obtainedand verified documentary evidence for sales amounting to Rs 362.60 lakhs only.

We draw attention to Note Nos. 9 & 15 on advance from customers and tradereceivables for which the confirmations of balance are not provided to us for ourverification.

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 theFinancial 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 thefinancial 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 we haveobtained is sufficient and appropriate to provide a basis for our qualified audit opinionon the financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements for the year ended March31 2022. These matters were addressed in the context of our audit of the financialstatements as a whole and in forming our opinion thereon; we do not provide a separateopinion on these matters. In addition to the matter described in the 'Basis for QualifiedOpinion' section we have determined the matters described below to be the key auditmatters to be communicated in our report.

Key audit matter Principal audit procedure
Due to the pandemic situation prevailing in the financial year covered under the audit the Company was unable to collect the renewed agreements with their clients for whom the agreements expired in the financial year We have been able to conduct the audit virtually and with the documents maintained in soft copies by the Company.

Management 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 financial statements that give a true and fair view of the state of affairs lossand cash flows of the company in accordance with the other accounting principles generallyaccepted in India. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and 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 statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

The Board of Directors is also responsible for overseeing the company's financialreporting process. Auditor's Responsibility for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 these financial statements.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act we report that:

We have sought except for the matters described in the paragraph on Emphasis of matterall the information and explanations which to the best of our knowledge and belief werenecessary for the purposes of our audit.

a. Except for the matter described in the emphasis of matter paragraph in our opinionproper books of account as required by law have been kept by the Company so far as itappears from our examination of those books.

b. The Balance Sheet the Statement of Profit and Loss for the year then ended and thestatement of cash flows for the year then ended dealt with by this Report are inagreement with the books of account.

c. 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.

d. On the basis of the written representations received from the directors as on March31 2022 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2022 from being appointed as a director in terms of Section 164 (2) of theAct.

e. 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 A".

f. 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.

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

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

2. As required by the Companies (Auditor's Report) Order 2017 ("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 B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

3. a. In our opinion and to the best of our knowledge and belief and as represented tous by the Company other than as disclosed in the notes to the accounts no funds havebeen advanced or loaned or invested (either from borrowed funds or share premium or anyother source or kind of funds) by the company to or in any other person(s) or entity(ies)including foreign entities ("intermediaries") with the understanding whetherrecorded in writing or otherwise that the Intermediary shall whether directly orindirectly lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Company ("ultimate beneficiaries") or provideany guarantee security or the like on behalf of the ultimate beneficiaries as per Clause(e)(i) of Rule 11 of Companies Audit and Auditors Rules 2014.

b. In our opinion and to the best of our knowledge and belief and as represented to usby the Company other than as disclosed in the notes to the accounts no funds have beenreceived by the Company from any person(s) or entity(ies) including foreign entities("Funding parties") with the understanding whether recorded in writing orotherwise the Company shall whether directly or indirectly lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf of the FundingParty ("Ultimate Beneficiaries") or provide any guarantee security or the likeon behalf of the Ultimate Beneficiaries as per Clause (e)(ii) of Rule 11 of CompaniesAudit and Auditors Rules 2014.

Based on such audit procedures as considered reasonable by us we have not come acrossanything to believe that the representations made by the Company for Clause (i) & (j)as above contain any material misstatement

4. No dividend has been declared or paid by the Company during the year.

For RAY & RAY
Chartered Accountants
Firm's Registration Number: 301072E
Sd/-
CA. V Raman
Partner
Membership No. 019839
Place: Chennai
Date: 27-07-2022
UDIN: 22019839ANSSVI3679

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements' of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of M/s. SDCTECHMEDIA LIMITED ("the Company") as of March 31 2022 in conjunction with ouraudit of the financial statements of the Company for the year ended on that 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.

Auditor's 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. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was 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 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 lnternal 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 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 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2022 based on the internal controlover financial 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 RAY & RAY
Chartered Accountants
Firm's Registration Number: 301072E
Sd/-
CA. V Raman
Partner
Membership No. 019839
Place: Chennai
Date: 27-07-2022
UDIN: 22019839ANSSVI3679

ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' of our report of even date)

i. In respect of Fixed Assets:

(a) The Company has maintained records for fixed assets. However particulars likelocation and quantity is not being maintained in the fixed assets register.

(b) The Company has maintained proper records showing full particulars of intangibleassets.

(c) The fixed assets have been physically verified during the year by the Management ona rotational basis and have a regular programme of verification.

(d) The Company does not have title to any immovable property.

(e) The Company has not revalued its Property Plant and Equipment or intangiblesduring the year

(f) According to the information and explanation given to us no proceeding have beeninitiated or are pending against the Company for holding any benami property under theBenami Transactions (Prohibition) Act 1988 and rules made thereunder.

ii. In respect of Inventories:

(a) The inventories have been physically verified by the Management during the year. Inour opinion the frequency of physical verification and the procedure of verificationfollowed by the Management is reasonable and adequate. The Management has represented thatthere were no discrepancies observed during the physical verification. In our opinion theCompany has not maintained the proper records of inventory.

(b) According to the best of information available with us the Company has not beensanctioned any working capital during the year.

iii. According to in the information and explanations given to us the Company duringthe year has not made investments in provided any guarantee or security or granted anyloans or advances in the nature of loan secured or unsecured to companies firmslimited liability partnership or any other parties. Hence we have nothing to report undersub-clause (a) to (f) of this clause.

iv. According to the information and explanations given to us the Company has notadvanced any loans or advances directly or indirectly to the directors of the Companycovered u/s 185 of the Companies Act 2013. The Company has not made investment and givenguarantee during the year. Hence we have nothing to report under this clause.

v. According to the information and explanations given to us the Company has notaccepted deposits or amounts which are deemed to be deposits during the year andtherefore the provisions of this clause is not applicable to the Company.

vi. The company is not prescribed to maintain the cost records as prescribed underCompanies (Cost Records and Cost Audit) Rules 2014 and hence this clause is notapplicable.

vii. According to information and explanations given to us in respect of statutorydues:

(a) The Company is generally regular in depositing undisputed statutory dues except forfew delays observed viz. Goods and Services Tax Provident Fund Employee's StateInsurance Profession tax Tax Deducted at Source and any other material statutory duesapplicable to it to the appropriate authorities. Instances of such delays which areoutstanding for a period of more than six months from the last day of the financial yearare as follows.

*Employee's Provident Fund Employee State Insurance and Tax on employment are neitherdeducted from the eligible employees nor contributed by the company for the year ended31.03.2021 amounting Rs.226213 Rs.37037 and Rs.69900 respectively.

Name of the Statute Nature of dues Amount in Rs. Period to which it relates Due Date Date of Payment
Income Tax Act 1961 TDS defaults (including short deductions short payments and corresponding interest and late fees) 557314 Various years

* The above liability does not include applicable interest penalty if any.

(b) There is no disputed statutory dues which have not been deposited as on March 312022.

viii. According to the information and explanation given to us there were notransactions that were not recorded in books was surrendered or disclosed as income duringthe year in the tax assessments under Income Tax Act 1961.

(a) According to the information and explanations given to us the Company has notdefaulted in the repayment of loans or other borrowings or in payment of interest thereonto any lender.

(b) According to the information and explanation given to us the Company has not beendeclared as a wilful defaulter by any bank or financial institutions or any other lender.

(c) According to the information and explanation given to us no term loan was obtainedby the Company during the year. Hence we have nothing to report on the utilization ofsuch loans under this clause.

(d) According to the information and explanation given to us no short-term loans wereraised during the year. Hence we have nothing to report under this clause.

(e) According to the information and explanation given to us the Company has not takenany funds from any entity or person on account of or to meet the obligations of itssubsidiaries associates or joint ventures. Hence we have nothing to report under thisclause.

(f) According to the information and explanation given to us the Company has notraised any loans during the year on pledge of securities held in its subsidiaries jointventures or associate companies. Hence we have nothing to report under this clause.

ix. (a) According to the information and explanation given to us the Company has notraised money by way of initial public offer or further public offer (including debtinstruments) during the year. Hence we have nothing to report under this clause.

(b) According to the information and explanation given to us the Company has not madeany preferential allotment or private placement of shares or convertible debentures(fully partially or optionally convertible) during the year. Hence we have nothing toreport under this clause.

x. (a) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company or any fraud on the Company has been noticed orreported during the year.

(b) According to the information and explanation given to us no report undrsub-section (12) of Section 143 of the Companies Act has been filed by the auditors inForm ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014 withCentral Government.

(c) As represented to us by the Management there are no whistle-blower complaintsreceived by the Company during the year.

xi. According to the information and explanations given to us the Company is not aNidhi Company. Hence we have nothing to report under this clause.

xii. In our opinion and according to the information and explanations given to us theCompany is in compliance with Section 177 and 188 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the standalone financial statements as required by theapplicable accounting standards.

xiii. (a) Based on information and explanations provided to us and our auditprocedures in our opinion the Company did not conduct internal audit during the year.

(b) We have not considered the internal audit reports of the Company issued till datefor the period under audit.

xiv. In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsDirectors or persons connected to its directors and hence provisions of section 192 of theCompanies Act 2013 are not applicable to the Company.

xv. (a) & (b) The Company is not required to be registered under Section 45-IA ofthe Reserve Bank of India Act 1934. Hence we have nothing to report under this clause.(c) & (d) In our opinion according to the information representation andexplanations given to us the Company is not a Core Investment Company as per thedefinition contained in the Core Investment Company (Reserve Bank) Directions 2016. Hencewe have nothing to report under this clause.

xvi. The Company has not incurred cash losses in the financial year but has incurredcash loss of Rs 157.34 lakhs in the immediately preceding financial year.

xvii. There has been no resignation of the statutory auditors during the year. Hencewe have nothing to report under this clause.

xviii. According to the information and explanations given to us and on the basis ofthe financial ratios ageing and expected dates of realization of financial assets andpayments of financial liabilities other information accompanying the financialstatements our knowledge of the Board of Directors and management plans and based on ourexamination of the evidence supporting the assumptions nothing has come to our attentionwhich causes us to believe that any material uncertainty exists as on the date of theaudit report that company is not capable of meeting its liabilities existing at the dateof balance sheet as and when they fall due within a period of one year from the balancesheet date. We however state that this is not an assurance as to the future viability ofthe Company. We further state that our reporting is based on the facts upto the date ofthe audit report and we neither give any guarantee nor any assurance that all liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.

xix. According to the information and explanation given to us and based on ourexamination of the books of accounts there is no unspent amount under Section 135(5) ofthe Companies Act 2013. Hence we have nothing to report under this clause.

For RAY & RAY
Chartered Accountants
Firm's Registration Number: 301072E
Sd/-
CA. V RAMAN
Partner
Membership No. 019839
Place : Chennai
Date : 27-07-2022
UDIN : 22019839ANSSVI3679

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