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VJTF Eduservices Ltd.

BSE: 509026 Sector: Others
NSE: N.A. ISIN Code: INE117F01013
BSE 00:00 | 11 Jun 38.55 -2.00
(-4.93%)
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NSE 05:30 | 01 Jan VJTF Eduservices Ltd
OPEN 38.55
PREVIOUS CLOSE 40.55
VOLUME 530
52-Week high 58.95
52-Week low 38.55
P/E
Mkt Cap.(Rs cr) 68
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 38.55
CLOSE 40.55
VOLUME 530
52-Week high 58.95
52-Week low 38.55
P/E
Mkt Cap.(Rs cr) 68
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

VJTF Eduservices Ltd. (VJTFEDUSERVICES) - Auditors Report

Company auditors report

To the Members of M/s. VJTF EDUSERVICES LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of VJTF EDUSERVICESLIMITED ("the Company") which comprise the Balance Sheet as at March 31 2020and the statement of Profit and Loss (including Other Comprehensive Income) Statement ofChanges in Equity and Statement of Cash Flows for the year then ended and notes to thefinancial statements including a summary of significant accounting policies and otherexplanatory information.

2. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2020 and loss changes in equityand its cash flows for the year then ended.

Basis for opinion

3. We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India together with theethical requirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor opinion.

Emphasis of Matters

4. We draw Attention to note 30 to the standalone financial statements which describethe uncertainty caused by Novel Corona virus (COVID-19). Our opinion is not modified inrespect of this matter.

Key Audit Matters

5. Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters. We have determined that there are no key audit mattersto communicate in our report.

Information Other than the Standalone Financial Statements and Auditors' Report Thereon

6. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management Discussion and AnalysisBoard's Report including Annexures to Board's Report Business Responsibility ReportCorporate Governance and Shareholder's Information report but does not include thestandalone financial statements and our auditor's report thereon.

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

8. In connection with our audit of the standalone 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.

9. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

Responsibilities of management and those charged with governance for the financialstatements

10. The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance changesin equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under section133 of the Act 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 standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

11. In preparing the standalone 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.

12. The Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditor's responsibilities for the audit of the financial statements

13. Our objectives are to obtain reasonable assurance about whether the standalonefinancial 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 standalone financial statements.

14. As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalonefinancial 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 control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under Section 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls.

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

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

15. Materiality is the magnitude of misstatements in the standalone financialstatements that individually or in aggregate makes it probable that the economicdecisions of a reasonably knowledgeable user of the standalone 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 standalone financialstatements.

16. We communicate with those charged with governance regarding among other mattersthe planned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

17. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards.

18. From the matters communicated with those charged with governance we determinethose matters that were of most significance in the audit of the standalone 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

19. As required by the Companies (Auditor's Report) Order 2016 ("theOrder") issued by the Central Government oflndia in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

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

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss including other comprehensiveincome the Statement of Changes in Equity and Cash Flow Statement dealt with by thisReport are in agreement with the books of account

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on March31 2020 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2020 from being appointed as a director in terms of Section 164 (2) of theAct.

(f) 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 B".

(g) 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 has disclosed the impact of pending litigations on its financialposition in its standalone financial statements - Refer Note 31 to the financialstatements.

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 during the year ended March 31 2020.

21. With respect to the other matters to be included in the Auditors' Report inaccordance 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 the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inexcess of Rs.93 lakhs as compared to the limits specified in schedule V read with theprovisions of Section 197 of the Act. As explained by the management the Company is inthe process of ratifying the excess Directors' remuneration in the ensuing GeneralMeeting.

For J. Kala & Associates

Firm Registration Number: 118769W Chartered Accountants

Sd/-

Vaibhav Patodi

Partner

Membership Number: 420935

UDIN: 20420935AAAADH7061

Place: Mumbai

Date: 31st July 2020

Annexure B to Independent Auditors' Report

Referred to in paragraph 20 (f) of the Independent Auditors' Report of even date to themembers of VJTF Eduservices Limited on the standalone financial statements for the yearended March 31 2020

Report on the Internal Financial Controls with reference to financial statements underClause (i) of Sub-section 3 of Section 143 of the Act.

1. We have audited the internal financial controls with reference to financialstatements of VJTF EDUSERVICES LIMITED ("the Company") as of March 31 2020 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

2. 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.

Auditors' Responsibility

3. Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the "Guidance Note") and the Standards on Auditing deemedto be prescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of internal financial controlsand both issued by the ICAI. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls with reference to financial statementswas established and maintained and if such controls operated effectively in all materialrespects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of internal financial controlswith reference to financial statements assessing the risk that a material weaknessexists and testing and evaluating the design and operating effectiveness of internalcontrol based on the assessed risk. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

5. 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 systemwith reference to financial statements.

Referred to in paragraph 20 (f) of the Independent Auditors' Report of even date to themembers of VJTF Eduservices Limited on the standalone financial statements for the yearended March 31 2020

Meaning of Internal Financial Controls with reference to financial statements

6. A company's internal financial controls with reference to financial statements 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 controlswith reference to financial statements includes those policies and procedures that

a) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

b) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

c) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations oflnternal Financial Controls with reference to financialstatements

7. Because of the inherent limitations of internal financial controls with reference tofinancial statements 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 withreference to financial statements to future periods are subject to the risk that theinternal financial control controls with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Referred to in paragraph 20 (f) of the Independent Auditors' Report of even date to themembers of

VJTF Eduservices Limited on the standalone financial statements for the year endedMarch 31

2020

Opinion

8. In our opinion the Company has in all material respects an adequate internalfinancial controls system with reference to financial statements and such internalfinancial controls with reference to financial statements were operating effectively as atMarch 31 2020 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.

For J. Kala & Associates

Firm Registration Number: 118769W

Chartered Accountants

Sd/-

Vaibhav Patodi

Partner

Membership Number: 420935

Place: Mumbai

Date: 31st July 2020

UDIN: 20420935AAAADH7061

Annexure A to Independent Auditors' Report

Referred to in Paragraph 19 of the Independent Auditors' Report of even date to themembers of VJTF Eduservices Limited on the financial statements as of and for the yearended 31st March 2020

i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment (fixed assets).

(b) The Company has a regular program of physical verification of its property plantand equipment (fixed assets) by which all assets are verified in a phased manner over aperiod of three years. However due to COVID 19 related nationwide lockdown theManagement was not able to perform year end physical verification of fixed assets as perthe phased program. According to the information and explanations given to us managementdoes not expect any material discrepancy as an when the physical verification is carriedout.

(c) The Company does not own any immovable properties as disclosed in the financialstatements. Therefore the provisions of Clause 3(i) (c) of the said Order are notapplicable to the Company.

ii. The Company is in the business of rendering services and consequently does nothold any inventory. Therefore the provisions of Clause 3 (ii) of the said Order are notapplicable to the Company.

iii. The company has granted unsecured loans to two companies covered in the registermaintained under section 189 of the Companies Act 2013:

(a) The rate of interest and other terms and conditions on which the loans have beengranted are not prima facie prejudicial to the interest of the company.

(b) We have been informed that repayment of principal and payment of interests are ondemand. In our opinion and based on the information and explanations provided to us wedid not notice any delay in repayment of principal and payment of interest as demanded bythe company during the year.

(c) There are no amounts overdue for more than ninety days in respect of the loansgranted.

iv. In our opinion and according to the information and explanations given to us theCompany has not granted any loans or provided any guarantees or security in connectionwith any loan to any party covered under Section 185 of the Act except those mentioned inNote 34 of accompanying financial statements. In respect of loans granted and security cumguarantee given during the year the provisions of Section 186 of the Act are to becomplied with. However the Company has not made any Investments during the year.

v. The Company has not accepted any deposits from the public within the meaning ofSections 73 74 75 and 76 of the Act and the Rules framed there under to the extentnotified.

vi. The Central Government of India has not specified the maintenance of cost recordsunder subsection (1) of Section 148 of the Act for any of the products of the Company.

vii. (a) According to the information and explanations given to us and the records ofthe Company

examined by us in our opinion there are inordinate delays in depositing theundisputed statutory dues including Provident Fund Income Tax Goods &Service TaxCess and other material statutory dues as applicable with the appropriate authorities.

Referred to in Paragraph 19 of the Independent Auditors' Report of even date to themembers of VJTF Eduservices Limited on the financial statements as of and for the yearended 31st March 2020

There were no undisputed amounts payable in respect of Provident Fund Income TaxGoods and Service Tax Cess and other material statutory dues in arrears as at March 312020 for a period of more than six months from the date they became payable except forStamp Duty of Rs. 144 lakhs and TDS of Rs.32.67 lakhs (subsequently paid Rs.0.30 lakhs).

(c) According to the information and explanations given to us and the records of theCompany examined by us there are dues of Income Tax which have not been deposited onaccount of any dispute are as follows:

(Rs in lakhs)

Name of Statute Nature of Disputed dues Amount under dispute Amount paid Period to which amount relates Forum where dispute is pending
Income Tax Act1961 Income tax 38.60 FY 2016-17 Commissioner of Income Tax (Appeals)
Income Tax Act1961 Income tax 0.73 - Various earlier years Income tax Traces Portal

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of loans or borrowings from financial institutionsand banks. As the Company has not borrowed any money from Governments or issued anyDebentures the question of dues payable to them does not arise.

ix. In our opinion and according to the information and explanations given to us theterm loans have been applied for the purpose for which those were obtained. However theCompany has neither raised any moneys by way of Initial Public Offer or Further PublicOffer (including debt instruments).

x. During the course of our examination of the books and records of the Company whichwas carried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by theManagement.

xi. In our opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inexcess of Rs.93 lakhs as compared to the limits specified in schedule V read with theprovisions of Section 197 of the Act. As explained by the management the Company is inthe process of ratifying the excess Directors' remuneration in the ensuing GeneralMeeting.

xii. As the Company is not a Nidhi Company and the Nidhi Rules 2014 are not applicableto it the provisions of Clause 3(xii) of the Order are not applicable to the Company.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with related parties are incompliance with Section 177 and 188 of the Act wherever applicable and details have beendisclosed in the Financial Statements (Refer Note34) as required by the applicableaccounting standards.

Referred to in Paragraph 19 of the Independent Auditors' Report of even date to themembers of VJTF Eduservices Limited on the financial statements as of and for the yearended 31st March 2020

xiv. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review. Accordingly theprovisions of Clause 3(xivJ of the Order are not applicable to the Company.

xv. The Company has not entered into any non cash transactions with its directors orpersons connected with him. Accordingly the provisions of Clause 3(xvJ of the Order arenot applicable to the Company.

xvi. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly the provisions of Clause 3(xviJ of the Order are notapplicable to the Company.

For J. Kala & Associates

Chartered Accountants

Firm Registration Number: 118769W

Sd/-

Vaibhav Patodi

Partner

Membership Number: 420935

Place: Mumbai

Date: 31st July 2020.

UDIN: 20420935AAAADH7061