You are here » Home » Companies » Company Overview » Take Solutions Ltd

Take Solutions Ltd.

BSE: 532890 Sector: IT
NSE: TAKE ISIN Code: INE142I01023
BSE 00:00 | 22 Oct 49.80 -0.05
(-0.10%)
OPEN

51.00

HIGH

51.00

LOW

49.35

NSE 00:00 | 22 Oct 49.75 -0.15
(-0.30%)
OPEN

50.10

HIGH

50.70

LOW

49.30

OPEN 51.00
PREVIOUS CLOSE 49.85
VOLUME 91276
52-Week high 74.65
52-Week low 39.10
P/E
Mkt Cap.(Rs cr) 737
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 51.00
CLOSE 49.85
VOLUME 91276
52-Week high 74.65
52-Week low 39.10
P/E
Mkt Cap.(Rs cr) 737
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Take Solutions Ltd. (TAKE) - Auditors Report

Company auditors report

The Members of TAKE Solutions Limited

Report on the Audit of the Standalone Financial Statements

1. Opinion

We have audited the accompanying Standalone Financial Statements ofTAKE Solutions Limited ("the Company") which comprise the Balance Sheet as atMarch 312021 the Statement of Profit and Loss (including Other Comprehensive Income)statement of Changes in Equity and statement of Cash Flows for the year then ended andnotes to the financial statements including a summary of significant accounting policiesand other explanatory information (herein after referred to as "Standalone FinancialStatements").

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 Indian Accounting Standards("Ind AS") prescribed under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended ("Ind AS") and otheraccounting principles generally accepted in India of the state of affairs of the Companyas at March 312021 the profit total comprehensive income changes in equity and itscash flows for the year ended on that date.

2. Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143 (10) of the Act. 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 ('the ICAI') together with the ethical requirements that are relevant to our auditof the financial statements under the provisions of the Act and the Rules thereunder andwe have fulfilled our other ethical responsibilities in accordance with these requirementsand the Code of Ethics. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our opinion.

3. Emphasis of Matter

We draw attention to the following matter in the Notes to thestandalone financial statements:

The management has taken into consideration the impact of the knowninternal and external events arising from COVID-19 pandemic in the assessment ofrecoverability of trade receivables contract assets and certain investments insubsidiaries up to the date of approval of these standalone financial statements. In thisassessment the company has performed sensitivity analysis on the key assumptions used andcarried out testing of impairment by engaging an independent external CharteredAccountant. Such testing of impairment performed by the company did not reveal anyimpairment losses. However the liquidity and business constraints consequent to impact ofCOVID 19 pandemic has significantly hampered the operations of a step-down subsidiary viz.Navitas Life Sciences Gmbh Germany (a subsidiary of Ecron Acunova Limited which is asubsidiary of TAKE Solutions Limited) and the liquidation process has been initiated asper the requirements of local laws. While such liquidation proceedings are in progressthe loss of Rs. 1566.23 Mn to the extent of net assets has been accounted for inConsolidated Financial Statements in the year. Considering the business projections noimpairment is required to be made against investments of the company in Ecron AcunovaLimited in the Standalone Financial Statement.

Since the impact assessment of COVID-19 is an ongoing process giventhe uncertainties associated with its nature and duration the company will continue toclosely monitor any significant impact on the financial position. The impact of globalhealth pandemic might be different from that estimated as at the date of approval of thesefinancial statements.

Our opinion is not modified in respect of the above matter.

4. Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the Standalone Financial Statements of thecurrent year. Based on our professional judgement there were no Key Audit Matters in ouraudit of the Standalone Financial Statements.

5. Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information including the Report of theBoard of Directors Management discussion and Analysis and the Report on the CorporateGovernance but does not include the Standalone Financial Statements and our auditor'sreport thereon.

The above reports were made available to us before the date of thisauditor's report.

Our opinion on the Financial Statements does not cover the otherinformation and we will not express any form of assurance conclusion thereon. Inconnection with our audit of the Financial Statements our responsibility is to read theother information identified above and in doing so consider whether the other informationis materially inconsistent with the Financial Statements or our knowledge obtained in theaudit 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.

6. 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 Act with respect to the preparation of these StandaloneFinancial Statements that give a true and fair view of the financial position financialperformance changes in equity and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Indian AccountingStandards specified under Section 133 of the Act. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding 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 misstatements 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.

7. Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives 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 Standards on Auditing will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if individually or in the aggregate they could reasonably beexpected to influence the economic decisions of users taken on the basis of theseStandalone Financial Statements.

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

• Identify 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 resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal financial controls relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 143(3X0 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 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 conditions maycause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

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 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 standalonefinancial statements of the current period and are therefore the key audit matters.

We describe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or when in extremely rarecircumstances we determine that a matter should not be communicated in our report becausethe adverse consequences of doing so would reasonably be expected to outweigh the publicinterest benefits of such communication.

8. 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 Act we give in the "Annexure A" a statement on thematters specified in paragraphs 3 and 4 of the said Order to the extent applicable.

2. As required by Section 143 (3) of the Act we 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 purposes of ouraudit.

(b) In our opinion proper books of account as required by law havebeen kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss the Statementof Changes in Equity and the Cash Flow Statement dealt with by this Report are inagreement with the books of account.

(d) In our opinion the aforesaid standalone financial statementscomply with the I nd AS prescribed under section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015.

(e) On the basis of the written representations received from thedirectors as on March 31 2021 and taken on record by the Board of Directors none of thedirectors is disqualified as on March 312021 from being appointed as a director in termsof Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B" to this report;

(g) As per the information and explanations given to us in ouropinion the managerial remuneration has been paid and provided in accordance with Section197 of the Act and recommendations of the Nomination and Remuneration Committee and theBoard of Directors of the Company;

(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 of pending litigations on itsfinancial position in its financial statements - Refer Note No. 4 to the financialstatements;

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

iii. According to the information and explanations given to us andbased on the audit procedures conducted by us we report that there has been no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the company except the following:

Financial Year Amount (Rs. in Mn) Due date for transfer to IEPF Date of Payment
2012-131st Interim Dividend 0.10 January 15 2020 August 6 2020
2012-13 - 2nd Interim Dividend 0.11 April 22 2020 August 6 2020
2012-13 - Final Dividend 0.16 November 12 2020 January 19 2021
2013-14 - 1st Interim Dividend 0.10 January 17 2021 Unpaid
For G. D. Apte & Co.
Chartered Accountants
Firm Registration Number: 100515W
UDIN: 21113053AAAACA8766
Umesh S. Abhyankar
Partner
Membership Number: 113 053
Pune June 24 2021.

Annexure A referred to in Paragraph 8 (1) under the heading 'Report onOther Legal and Regulatory Requirements' of our report of even date:

i. (a) The company has maintained proper records showing fullparticulars including quantitative details and situation of property plant andequipments.

(b) The Company has a regular programme of physical verification of itsproperty plant and equipment. No materials discrepancies were noticed on suchverification. In our opinion the periodicity of physical verification is reasonablehaving regard to the size of the Company and nature of its assets

(c) According to the information and explanations given to us and basedon the examination of the records of the company no immovable properties are held by thecompany and accordingly paragraph 3(i)(c) of the order is not applicable for the company.

ii. The inventory has been physically verified by the management atreasonable intervals during the year. In our opinion the frequency of such verificationis reasonable. As per the information and explanations given to us no materialdiscrepancies were noticed on physical verification of inventory.

iii. Based on the audit procedures conducted by us and according to theinformation and explanations given to us in our opinion no loans secured or unsecuredhave been granted to companies firms limited liability partnerships or other partiescovered in the register maintained under Section 189 of the Act. Accordingly theprovisions of clause 3(iii) (a) (b) and (c) of the Order are not applicable to theCompany.

iv. Based on the audit procedures conducted by us and according to theinformation and explanations given to us in our opinion the Company has not given anyloans or securities to any of its Directors or to any other persons in whom the Directoris interested under Section 185. The Company has complied with the provisions of Section186 of the Act in respect of investments made or loans or guarantees provided to theparties covered under Section 186.

v. In our opinion and according to the information and explanationsgiven to us the Company has not accepted any deposits from the public as per theprovisions of the Act.

vi. The maintenance of cost records is not applicable to the companypursuant to the provisions of Section 148 (1) of the companies Act 2013.

vii. a) The Company is regular in depositing with appropriateauthorities undisputed statutory dues including provident fund and other materialstatutory dues applicable to it. During the year company is not regular in depositingwith appropriate authorities undisputed statutory dues of income-tax and goods andservices tax. According to the information and explanations given to us and from therecords of the Company there were no undisputed statutory dues as at the last day of thefinancial year which were outstanding for a period of more than six months from the datethey became payable.

b) According to the information and explanations given to us and fromthe examination of books of account and records of the company there are no dues inrespect of Income tax Sales tax Service tax Customs Duty Excise Duty Value added taxGoods and services tax or Cess which have not been deposited on account of any disputeexcept for following cases:

Sr. No Name of the Statute Nature of dues Amount (Rs. in Mn) Period to which amount relates Forum where dispute is pending
1 Income Tax Act 1961 Income Tax and Interest 2.12 A.Y.2011-12 High Court Madras
2 Income Tax Act 1961 Income Tax and Interest 1.49 A.Y 2016-17 Commissioner of Income Tax (Ap-peal)

viii) The Company has not availed any loan from any financialinstitution bank government or debenture holders. As such the reporting under thisparagraph regarding default of the Company in repayment of dues to financial institutionbank government or debenture holders is not required.

ix) During the year the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) and term loans.

x) Based upon the audit procedures performed for the purpose ofreporting the true and fair view of the Financial Statements and as per the informationand explanations given by the management we report that no fraud by the Company or anyfraud on the Company by its officers or employees has been noticed or reported during theyear.

xi) As per the information and explanations given to us we reportthat the managerial remuneration has been paid and provided in accordance with Section197 of the Act and recommendations of the Nomination and Remuneration Committee and theBoard of Directors of the Company.

xii) According to the explanations given to us the Company is not aNidhi Company within the meaning of Section 406 of the Act.

xiii) Based upon the audit procedures performed and as per theinformation and explanations given to us we report that the transactions with the relatedparties are in compliance with Sections 177 and 188 of the Act where applicable and thedetails as required by the applicable Indian Accounting standards have been disclosed inthe Financial Statements.

xiv) The Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year.

xv) Based upon the audit procedures performed and as per theinformation and explanations given to us we report that the Company has not entered intoany non-cash transactions of the nature as described in Section 192 (1) of the Act.

xvi) Based on the audit procedures performed by us and as per theinformation and explanations given to us we report that the Company is not required to beregistered under Section 45-IA of the Reserve Bank of India Act 1934 since it is a CoreInvestment Company (CIC) as at March 31 2021 which is exempted from registration as perParagraph 6 of Master Director- Core Investment Companies (Reserve Bank) Directions 2016.

For G. D. Apte & Co.
Chartered Accountants
Firm Registration Number: 100515W
UDIN: 21113053AAAACA8766
Umesh S. Abhyankar
Partner
Membership Number: 113 053
Pune June 24 2021.

Annexure B referred to in paragraph 8(2)(f) under the heading 'Reporton Other Legal and Regulatory Requirements' of our report on even date on the InternalFinancial Controls under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act2013 ("the Act")

The Members of Take Solutions Limited

We have audited the internal financial controls over financialreporting of Take Solutions Limited ("the Company") as of March 31 2021 inconjunction with our audit of the Standalone Financial Statements of the Company for theyear 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 the Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditor's 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 as specified underSection 143(10) of the Companies Act 2013 to the extent applicable to an audit ofinternal financial controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting were established andmaintained and if such 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 the assessed risk. Theprocedures selected depend on the auditor's judgement 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 internal financial controlssystem 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 authorisations ofmanagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over 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 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 2021 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal controls stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the ICAI.

For G. D. Apte & Co.
Chartered Accountants
Firm Registration Number: 100515W
UDIN: 21113053AAAACA8766
Umesh S. Abhyankar
Partner
Membership Number: 113 053
Pune June 24 2021.

.