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Suyog Telematics Ltd.

BSE: 537259 Sector: Infrastructure
NSE: N.A. ISIN Code: INE442P01014
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NSE 05:30 | 01 Jan Suyog Telematics Ltd
OPEN 401.15
PREVIOUS CLOSE 391.65
VOLUME 283
52-Week high 549.00
52-Week low 361.10
P/E 13.73
Mkt Cap.(Rs cr) 410
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 401.15
CLOSE 391.65
VOLUME 283
52-Week high 549.00
52-Week low 361.10
P/E 13.73
Mkt Cap.(Rs cr) 410
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Suyog Telematics Ltd. (SUYOGTELEMATICS) - Auditors Report

Company auditors report

To the Members of Suyog Telematics Limited

Report on the Audit of Financial Statements

Opinion

We have audited the financial statements of Suyog Telematics Limited(CIN - L32109MH1995PLC091107) ("the Company") which comprise the Balance Sheetas at 31 March 2020 and the Statement of Profit and Loss (including other comprehensiveincome) Statement of Changes in Equity and Statement of Cash Flows for the year thatended and notes to the financial statements including a summary of significantaccounting policies and other explanatory information (hereinafter referred to as"the financial statements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (the "Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of afiairs of the Company as at March 31 2020the profit and total comprehensive income changes in equity and its cash flows for theyear ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143(10) of the Companies Act 2013. Our responsibilitiesunder those Standards are further described in the Auditor's Responsibilities for theAudit of the Financial Statements section of our report. We are independent of the Companyin accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia ("ICAI") together with the ethical requirements that are relevant to ouraudit of the financial statements under the provisions of the Companies Act 2013 and theRules thereunder and we have fulfilled our other ethical responsibilities in accordancewith these requirements and the ICAI's Code of Ethics. We believe that the audit evidenceobtained by us is sufficient and appropriate to provide a basis for our audit opinion onthe financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the financial statements of the current period.These matters were addressed in the context of our audit of the financial statements as awhole and in forming our opinion thereon and we do not provide a separate opinion onthese matters. We have determined the matters described below to be the key audit mattersto be communicated in our report.

The key audit matters How our audit addressed the key audit matter
Capitalization of Assets
There are a number of areas where management judgment impacts the carrying value of property plant and equipment and their respective depreciation profiles. These include: - the decision to capitalize or expense costs; - the annual asset life review including the impact of changes in the strategy; and - the timeliness of the transfer from assets in the course of construction. Refer Note 3.11- of the Financial Statements "Property plant and equipment". We tested controls in place over the property plant and equipment cycle evaluated the appropriateness of capitalization policies Completion Certificate from Engineers performed tests of details on costs capitalized and assessed the timeliness of the transfer of assets in the course of construction and the application of the asset life. In performing these substantive procedures we assessed the judgments made by management including: - the nature of underlying costs capitalized ; - the appropriateness of asset lives applied in the calculation of depreciation; and - in assessing the need for accelerated depreciation given the network modernization programme in place. Assessed the appropriateness of work in progress on balance sheet date by evaluating the underlying documentation to identify possible delays.
Trade Receivables
Trade receivables comprise a significant portion of the liquid assets of the Company. As indicated in Note No 9 & 37 to the financial statements The most significant portion of the trade receivables over 90 days comprises large customers who are within their historic payment patterns. The Company has not recognised any loss allowance as the Company expects that there is no credit loss on trade receivables. Accordingly the estimation of the allowance for trade receivables is a significant judgment area and is therefore considered a key audit matter. We assessed the validity of material long outstanding receivables by obtaining third-party confirmations of amounts owing. We also considered payments received subsequent to year-end past payment history and unusual patterns to identify potentially impaired balances. The assessment of the appropriateness of the allowance for trade receivables comprised a variety of audit procedures including:
• Challenging the appropriateness and reasonableness of the assumptions applied in the directors' assessment of the receivables allowance;
• Consideration of the creditworthiness of significant trade receivables over 90 days utilising external ratings agencies wherever possible;
• Consideration and concurrence of the agreed payment terms;
• Verification of receipts from trade receivables subsequent to year-end;
• Inspection of credit insurance policies; and
• Considered the completeness and accuracy of the disclosures.
To address the risk of management bias we evaluated the results of our procedures against audit procedures on other key balances to assess whether or not there was an indication of bias. We were satisfied that the trade receivables are fairly valued and disclosures related to trade receivable in the financial statements are appropriate

Emphasis of Matter

We draw attention to Note 51 & 52 to the accompanying annualfinancial results which describe management's assessment of uncertainty relating to theefiects of the COVID-19 pandemic on the Company's operations & other related Matters.

Our opinion is not modified in respect of this matter.

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 AnnualReport but does not include the financial statements and our auditor'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 financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is amaterial misstatement of this other information; we are required to report that fact. Wehave nothing to report in this regard.

Management's Responsibility for the 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 financial statements that give a true and fair view of the financialposition financial performance

(including other comprehensive income) cash flows and changes in equityof the Company in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) specified under Section 133 of the Actread with relevant rules issued thereunder. This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act forsafeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; 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 operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

In preparing the financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company'sfinancial reporting process.

Auditors' Responsibility

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

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

• Identify and assess the risks of material misstatement of thefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal financial controls relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 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 operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany'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 financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.

Evaluate the overall presentation structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the financialstatements that individually or in aggregate makes it probable that the economicdecisions of a reasonably knowledgeable user of the financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planningthe scope of our audit work and in evaluating the results of our work; and (ii) toevaluate the effect of any identified misstatements in the financial statements.

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.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships 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 financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosureabout the matter or when in extremely rare circumstances we determine that a mattershould not be communicated in our report because the adverse consequences of doing sowould reasonably be expected to outweigh the public interest benefits of suchcommunication..

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit reportwe report that:

a) We have sought and obtained all the information and explanationswhich to the best 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 it appears from our examination of those books.

c) The balance sheet the statement of profit and loss including othercomprehensive income the cash flow statement and statement of changes in equity dealtwith by this Report are in agreement with the books of account;

d) In our opinion the aforesaid financial statements comply with theIndian Accounting Standards specified under Section 133 of the Act read with relevantrules issued thereunder.

e) On the basis of written representations received from the directorsas on 31 March 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 the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate Report in "Annexure A"; and

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

In our opinion and to the best of our information and according to theexplanations given to us the remuneration paid by the Company to its directors during theyear is in accordance with the provisions of section 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 information and according to theexplanations given to us:

i. The Company has disclosed the impact if any of pending litigationas at March 31 2020 on its financial position in its financial statements - Refer Note No30.

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses under theapplicable law or accounting standards;

iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company if any; and

2. As required by the Companies (Auditor's Report) Order 2016("the Order") issued by the Central Government of India in terms of Section143(11) of the Act we give in the "Annexure- B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

ANNEXURE 'A' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1(f) under the heading 'Report on Other Legaland Regulatory Requirements' of our report of even date)

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

We have audited the internal financial controls over financialreporting of Suyog Telematics Limited ("the Company") as of 31 March 2020 inconjunction with our audit of the financial statements of the Company for the year endedon 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 (the "Guidance Note") issued by the Institute of CharteredAccountants of India ("ICAI"). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies 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 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 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 the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assets thatcould 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

In our opinion to the best of our information and according toexplanation given to us the Company has maintained in all material respects adequateinternal financial controls over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31 March 2020 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

ANNEXURE 'B' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2 under the heading 'Report on Other Legaland Regulatory Requirements' 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) Fixed assets have been verified by the management in accordance witha phased programme of verification which in our opinion is reasonable having regard tothe size of the Company and the nature of its assets though all the assets were notverified by the management during the year. No material discrepancies were noticed on suchverification.

c) According to information and explanations given to us and on thebasis of our examination of the records of the company the company does not have anyimmovable property in its name. Accordingly the provisions of clause (1) of paragraph 3of the Order are not applicable to the Company.

2. According to information and explanations given to us the inventoryhas been physically verified by the management at the reasonable interval during the yearwhich consists of stores and spares which in our opinion is reasonable having regard tothe size of the Company and nature of its inventories. The discrepancies noticed onphysical verification of the inventory as compared to books records has been properlydealt with in the books of account were not material.

3. According to information and explanations given to us and on thebasis of ccertificate received from the Company secretary The Company has not grantedloans to parties covered in the register maintained under section 189 of the CompaniesAct 2013 ('the Act'). Accordingly reporting under clause 3 (i) of the Order is notapplicable to the Company.

4. In our opinion and according to the information and explanationsgiven to us the company has complied with the provisions 186 of the Companies Act 2013In respect of loans and investments made by the Company if any.

5. According to the information and explanations given to us theCompany has not accepted any deposits within the meaning of Sections 73 to 76 or any otherrelevant provisions of the Companies Act and the rules framed thereunder during the year.Accordingly the provisions of clause (v) of paragraph 3 of the Order are not applicableto the Company.

6. In our opinion and according to the information and explanationsgiven to us the requirement for maintenance of cost records specified by the CentralGovernment under Section 148(1) of the Companies Act are not applicable to the Companyduring the year. However company is getting their records audited for the purpose ofinternal audit u/s 138 of the Companies Act 2013 which covers the basic records fromwhich Cost Records are prepared for Cost Audit.

7. (a) According to the information and explanation given to us ExceptGoods and Service Tax and Tax deducted at source (TDS) the Company has been generallyregular in depositing the undisputed statutory dues including provident fund employees'state insurance income tax custom duty excise duty value added tax cess and othermaterial statutory dues as applicable with the appropriate authorities and the extent ofarrears outstanding statutory dues as at the last day of financial year are '64240340/-

(b) According to the information and explanations given to us thereare no dues of income tax sales tax customs duty excise duty value added tax and cesswhich have not been deposited on account of any dispute with the relevant authorities.However according to information and explanations given to us the following dues ofservice tax have not been deposited by the Company on account of disputes:

Name of the Statute Nature of the Dues Amount (Rs.) Period to which the amount relates Forum where dispute is pending Remarks if any
Income Tax Demand From Income 48877721 A.Y. 2014-15 N.A. Company is in process to file rectification
Tax Department A.Y.2016-17
A.Y.2017-18
A.Y.2018-19
A.Y.2019-20.
Service Tax Demand From Service 8719310 F.Y 2007-08 High Court Appeal Filed
Tax Department F.Y. 2010-11
F.Y. 2011-12
Income Tax TDS 8045880 F.Y 2008-09 to FY 2019-20 N.A. Appeal has been filed for F.Y 2008-09 to F.Y. 2017-18

8. Based on audit procedures and according to the information andexplanations given to us the Company is generally regular in repayment of dues to andbanks along with the interest wherever applicable and maintaining the account understandard category. The Company has obtained unsecured loans from financial Institutionhowever terms and conditions of repayment of principle and interest has not been definedaccordingly we are unable to comment on it. The Company does not have any borrowings fromgovernment or dues to debenture holders.

9. According to the information and explanations given to us the termloans were applied for the purposes for which those are raised. The Company has not raisedmoneys by way of initial public ofier or further public ofier (including debt instruments)

10. According to the information and explanation given to us we haveneither come across any instances of fraud by the Company or any fraud on the Company byits officers or employees have been noticed or reported during the year nor have we beeninformed of any such cases by the management.

11. In our opinion and according to the information and explanationsgiven to us the Company has paid / provided managerial remuneration in accordance withthe requisite approvals mandated by the provisions of Section 197 read with Schedule V tothe Companies Act 2013.

12. In our opinion and according to the information and explanationsgiven to us the Company is not a Nidhi Company. Accordingly the provisions of clause3(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 Sections 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 financial statements etc. asrequired by the applicable accounting standards.

14. According to the information and explanations given to us and basedon our examination of the records of the Company the Company has not made preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

15. According to the information and explanations given to us theCompany has not entered into any non-cash transactions with directors or persons connectedwith him during the year. Accordingly the provisions of clause 3(xv) of the Order are notapplicable to the Company.

16. According to the information and explanations given to us and basedon our examination of the records of the Company the Company is not required to beregistered under Section 45-IA of the Reserve Bank of India Act 1934.

For S P M L & Associates.
Chartered Accountants
Firm Registration No.136549W
Place: Mumbai Vikas Asawa
Date: 27*h June 2020 Partner
Membership No.172133

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