To the Members of Vivo Bio Tech Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of Vivo Bio TechLimited ("the Company") which comprises the Balance Sheet as at March 31 2017the Statement of Profit and Loss and Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information.
Management's 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 andpresentation of these standalone financial statement that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with rule 7 of Companies (Accounts) Rules2014. This responsibility includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; design implementation and maintenance of adequate internal financial controlsthat are operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of thestandalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.
We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe standalone financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone financial statement. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statement whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thestandalone financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the standalone financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on thestandalone financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaidstandalone financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2017 its profit and its cash flows for the year ended on that date.
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 section143 ofthe Act we give in the AnnexureA' a statement on the matters Specified inparagraphs 3 and 4 of the Order.
2. As required by section 143(3) of the Act we further report that: a) we have soughtand obtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purpose of our audit; b) in our opinion proper books ofaccount as required by law have been kept by the Company so far as appears from ourexamination of those books; c) the Balance Sheet Statement of Profit and Loss and theCash Flow Statement dealt with by this Report are in agreement with the books of account;d) in our opinion the aforesaid standalone financial statements comply with theapplicable Accounting Standards specified under Section 133 of the Act read with Rule 7of the Companies (Accounts) Rules 2014 . e) On the basis of written representationsreceived from the directors as on March 31 2017 and taken on record by the Board ofDirectors none of the directors is disqualified as on March 31 2017 from beingappointed as a director in terms of Section 164(2) of the Act. f) With respect to theadequacy of the internal financial controls over financial reporting of the company andthe operating effectiveness of such controls refer to our separate report in
Annexure B' and g) With respect to other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous: i. The Company has disclosed the impact of pending litigations as at 31st March 2017onits financial position in its standalone financial statements. ii. The Company did nothave any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses. iii. There is no amount which is required to be transferredto the Investor Education and Protection Fundby the company during the year ended 31stMarch 2017. iv. The company has provided requisite disclosures in its financial statementas to holdings as well as dealings in Specified Bank Notes during the period 8th November2016 to 30th December 2016 and these are in accordance with the books of accountsmaintained by the company. Refer Note No. 38 to the financial statement.
For P. Murali & Co.
Chartered Accountants Firm Registration No : 007257S
P.Murali Mohana Rao
Membership No. 023412
Place: Hyderabad Date:19th May 2017
Annexure A to the Auditors Report
Annexure referred to in Independent Auditors Report to the Members of Vivo Bio TechLimited on thestandalone financial statements for the year ended 31st March 2017 wereport that:
i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) As explained to us fixed assets have been physically verified by the management atregular intervals; as informed to us no material discrepancies were noticed on suchverification. In our opinion the frequency of verification is reasonable.
(c) According to the information and explanations given to us and on the basis of ourexamination of records of the Company the title deeds of immovable properties are held inthe name of the Company.
ii. The physical verification of inventory has been conducted at reasonable interval bythe management during the year. Therewere no discrepancies noticed on physicalverification of inventory as compared to book records and have been appropriately dealtwith in the books of accounts.
iii. The company has not granted any loans to body corporate covered in the registermaintained under section 189 of the companies Act 2013 (the Act'). Hence this clauseis not applicable.
iv. In our opinion and according to the information and explanations given to us thecompany has complied with the provisions of sections 185 and 186 of the companies Act 2013in respect of loan and investment made and guarantees and securities provided by it.
v. The Company has not accepted any deposits from the public covered under Section 73to 76 of the Companies Act 2013 and rules framed there under to the extent notified isnot applicable.
vi. In respect of the company the central government has not prescribed maintenance ofcost records under sub section (1) of section 148 of the companies Act 2013.
vii. (a) According to the information and explanations given to us and based on therecords of the company examined by us the company is regular in depositingthe undisputedstatutory dues including Provident fund Employees state insurance income tax servicetax custom duty sales tax and other material statutory dues as applicable with theappropriate authorities in India ;
(b) There were no undisputed amounts payable in respect of Provident fund Employeesstate insurance income tax service tax custom duty sales tax and other materialstatutory dues in arrears as at 31st March 2017 for a period of more than 6 months for thedate they became payable.
(c) According to the information and explanations given to us and based on the recordsof the company examined by us there are no dues of Provident fund Employees stateinsurance income tax service tax custom duty sales tax and other material statutorydues which have not been deposited on account of any disputes except as follows: viii.According to the records of the company examined by us and the information and explanationgiven to us the company has not defaulted in repayment of loans or borrowings to anyfinancial institutions or banks or governments or dues to debenture holder as at thebalance sheet date. ix. The Company has not raised any moneys by way of initial publicofficer further public offer (including debt instruments) and term loans. Accordinglythe provisions of this clause are not applicable to the Company. x. According to theinformation and explanations given to us no material fraud by the company or on thecompany by its officers or employees has been noticed or reported during the course of ourAudit. xi. The Company has paid/provided for managerial remuneration in accordance withthe requisite approvals mandate by the provisions of section 197 read with schedule V tothe Act. xii. As the Company is not a Nidhi Company and the Nidhi Rules 2014 are notapplicable to it the Provisions of clause 3(xii) of the order are not applicable to thecompany. xiii. The company has entered into transactions with related parties incompliance with the provisions of sections 177 and 188 of the Act. The details of suchrelated parties transactions have been disclosed in the financial statements as requiredunder Accounting Standard 18 and related parties disclosure specified under section133 of the Act read with Rule 7 of the companies (accounts) Rules 2014. xiv. The Companyhas not made any preferential allotment of private placement of shares or fully or partlyconvertible debentures during the year under review. Accordingly the provisions of clause3(xiv) of the Order are not applicable to the Company. xv. The Company has not enteredinto any non cash transactions with its directors or persons connected with him.Accordingly the provisions of clause 3(xv) of the Order are not applicable to theCompany. xvi. The Company is not required to be registered under section 45-IA of TheReserve Bank of India Act 1934. Accordingly the provisions of clause 3(xvi) of the orderare not applicable to the Company.
For P. Murali & Co.
Firm Registration No 007257S
P.Murali Mohana Rao
Membership No. 023412
Date : 19th May 2017
Annexure B to the Independent Auditor's Report
Report on the Internal Financial Controls under clause (i) of the Sub-section 3 of theSection 143 of the Companies Act 2013 (The Act')
We have audited the internal financial controls over financial reporting of Vivo BioTech Limited (the company') as on 31st March 2017 in conjunction with our audit ofstandalone 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 (ICAI). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Act.
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 deed to be prescribed undersection 143(10) of the Act to the extent applicable to an Audit of Internal FinancialControls both applicable to an audit of Internal Financial Controls and both issued bythe ICAI. These standards and guidance note require that we comply with ethicalrequirements and plan and performed the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively 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 Judgment including the assessment of the risk of martialmisstatement 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 and the company's internal financial control systemover financial reporting.
Meaning of Internal 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 these policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detailed 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 principles and that receipts and expenditures of thecompany are being made only in accordance with authorization of management and directorsof the Company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the Company's assets thatcould have a material effect on the financial statements.
Inherent Limitation of Internal Financial Controls over Financial Reporting
Because of the inherent limitation 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 in adequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion the company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31st 2017 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.
For P. Murali & Co.
Chartered Accountants Firm Registration No 007257S
|P.Murali Mohana Rao |
|Membership No. 023412 |
|Place: Hyderabad |
|Date: 19th May 2017 |