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Auditor Report of Kellton Tech Solutions Ltd.

Jun 30, 2014

Report on the Financial Statements

We have audited the accompanying financial statements of Kellton Tech Solutions Limited (the Company), which comprise the Balance Sheet as at June 30, 2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 (the Act) read with General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013 and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a. in the case of the Balance Sheet, of the state of affairs of the Company as at 30th June, 2014.

b. In the case of Profit and loss account, of the profit for the year ended on that date.

c. In the case of cash flow statement, of the 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, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a. we have obtained all the information and explanations which 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 been kept by the Company so far as appears from our examination of those books.

c. The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d. In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with Accounting Standards notified under the Act read with the General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act, 2013.

e. On the basis of the written representations received from the directors as on March 31,2014, taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2014, from being appointed as a director in terms of Section 274(1)(g) of the Act.

ANEXURE TO INDEPENDENT AUDITORS'' REPORT

Referred to in paragraph 1 under " Report on other legal and regulatory requirements section our report of even date

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we report that:

i. A. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

B. A substantial portion of the fixed assets have been physically verified by the management during the year. In our opinion the frequency of such verification is reasonable having regard to the size of the company and nature of its visits. No material discrepancies were noticed on such verification.

C. During the year, the company has not disposed off any substantial part of the fixed assets.

ii. The Company has maintained proper records of inventories. As explained to us, there were no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii. The Company has taken and granted unsecured loan with companies, firms or other parties covered in the register in the register maintained under section 301 of the Companies Act, 2013. The terms & conditions of such transactions are not prejudicial to the interests of the company.

iv. In our opinion and according to the information and explanations given to us, there is an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchases of plant and machinery, equipment and other assets.

v. In our opinion according to the information and explanation given to us, there are no transactions that need to be entered in pursuance of section 301 of the Companies Act 2013.

vi. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from public to which the provisions of Section 58A and 58AA or any other relevant provisions of the Act and the Companies (Acceptance of deposit) rules 1975 apply.

vii. The internal audit system of the commensurate with the size of the Company.

viii. Maintenance of cost records by the company has not been prescribed by the Central Government under Section 209 (1) (d) of the Companies Act, 2013.

ix. (a) As per the records of the maintained by the company, the company is regular in depositing undisputed statutory dues to the authorities. According to the information and explanations given to us, presently the company is not liable under Employee State Insurance Act. The company is regular in depositing the provident fund dues with respective authorities. According to the information and explanations to us, the company is not liable under investor education protection fund Act, sales tax Act, wealth tax Act, custom duty Act. There are no outstanding statutory dues as the last day of the financial year concerned, which are outstanding for more than six months from the date they became payable.

(b) As per the records maintained by the company and according to the information and explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Customs Duty and Excise duty and Cess as at 30th June, 2014.

x. The company does not have any accumulated losses as at the end of the year.

xi. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to bank during the year.

xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. In our opinion and according to the information and explanations given to us the provisions of any special statute applicable to a chit fund or a nidhi /mutual benefit fund/ society.

xiv. In our opinion, and according to the information and explanation given to us, the company is not dealing or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause 4 (xiv) of the order are not applicable to the company.

xv. The company has not given any guarantees for loans taken by others from banks or financial institutions, other than wholly owned subsidiary.

xvi. In our opinion and according to the information and explanations given to us, term loans have been applied, by the company, during the year, for the purpose for which they were raised.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets.

xvii. The company has made preferential allotment of warrants/shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 2013, duly complying with the regulations applicable.

xix. The company has not issued any Debentures and hence the creation of securities in respect of the same does not arise.

xx. The company has not raised any money by public issue during the year.

xxi. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Mahesh, Virender & Sriram Chartered Accountants Reg No. 001939S

Sd/- (B R Mahesh)

Place: Hyderabad Date: 29/08/2014 Partner M.No. 18628


Jun 30, 2013

Report on the financial statements

We have audited the accompanying financial statements of Kellton Tech Solutions Limited (formerly VMF Soft Tech Limited) ("the Company"), which comprise the Balance Sheet as at 30th June, 2013, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 "the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit id accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances.

An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a. in the case of the Balance Sheet, of the state of affairs of the Company as at 30th June, 2013.

b. In the case of Profit and loss account, of the profit for the year ended on that date.

c. In the case of cash flow statement, of the cash flows for the year ended on that date.

Emphasis of Matter:

We draw attention to :

Notes No: - 24 (5) of notes to financials - regarding non - confirmation of balances from various parties.

Notes No: - 24 (6) of notes to financials - regarding non - provision of proportionate liability on account of employee''s retirement benefits, which have not been quantified.

Notes No: - 24 (7) of notes to financials - regarding non - provision of loss if any, on account of unquoted investments'' market value not ascertainable.

Our opinion is qualified in respect of these matters.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a. we have obtained all the information and explanations which 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 been kept by the Company so far as appears from our examination of those books.

c. The Balance Sheet, dealt with by this Report is in agreement with the books of account.

d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e. On the basis of written representations received from the directors as on 30th June, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on 30th June, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANEXURE TO INDEPENDENT AUDITORS'' REPORT

Referred to in paragraph 1 under " Report on other legal and regulatory requirements section our report of even date On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of our audit, we report that:

i. A. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

B. A substantial portion of the fixed assets have been physically verified by the management during the year. In our opinion the frequency of such verification is reasonable having regard to the size of the company and nature of its visits. No material discrepancies were noticed on such verification.

C. During the year, the company has not disposed off any substantial part of the fixed assets.

ii. The company does not have any inventory and hence this clause is not applicable.

iii. The Company has neither granted nor taken any loans, secured or unsecured to / from companies, firms or other parties covered in the register in the register maintained under section 301 of the Companies Act, 1956.

iv. In our opinion and according to the information and explanations given to us, there is an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchases of plant and machinery, equipment and other assets

v. In our opinion according to the information and explanation given to us, there are no transactions that need to be entered in pursuance of section 301 of the Companies Act 1956.

vi. In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from public to which the provisions of Section 58A and 58AA or any other relevant provisions of the Act and the Companies (Acceptance of deposit) rules 1975 apply.

vii. The internal audit system of the commensurate with the size of the Company.

viii. Maintenance of cost records by the company has not been prescribed by the Central Government under section 209 (1) (d) of the Companies Act, 1956.

ix. (a) As per the records of the maintained by the company, the company is regular in depositing undisputed statutory dues to the authorities. According to the information and explanations given to us, presently the company is not liable under Employee State Insurance Act. The company is regular in depositing the provident fund dues with respective authorities. According to the information and explanations to us, the company is not liable under investor education protection fund Act, sales tax Act, wealth tax Act , custom duty Act,. There are no outstanding statutory dues as the last day of the financial year concerned, which are outstanding for more than six months from the date they became payable.

(b) As per the records maintained by the company and according to the information and explanation given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Customs Duty and Excise duty and Cess as at 30th June, 2013.

x. The company does not have any accumulated losses as at the end of the year.

xi. In our opinion and according to the information and explanations given to us, the company has not defaulted id repayment of dues to bank during the year.

xii.The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii.ln our opinion and according to the information and explanations given to us the provisions of any special statute applicable to a chit fund or a nidhi /mutual benefit fund/ society.

xiv.ln our opinion, and according to the information and explanation given to us, the company is not dealing or trading in shares, securities, debentures and other investments. Accordingly the provisions of clause 4 (xiv) of the order are not applicable to the company.

xv. The company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi.ln our opinion and according to the information and explanations given to us, term loans have been applied, by the company, during the year, for the purpose for which they were raised.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets.

xix.The company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

xx. The company has not issued any Debentures and hence the creation of securities in respect of the same does not arise.

xxi. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Mahesh, Virender & Sriram

Chartered Accountants

Reg No. 0019395





Sd/-

(B R Mahesh)

Place: Hyderabad

Date: 29.08.2013

Partner

M.No. 18628


Jun 30, 2010

We have audited the attached Balance Sheet of M/s V M F Soft Tech Limited Hyderabad as at 30th June 2010 and also the profit and loss account for the year ended on that date.

1. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with auditing standards generally accepted in India. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our Audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Companies Act, 1956, we enclose in the Annexure hereto a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to in paragraph 2 above, we report that:

a. We have obtained all the information and explanations which to the best of 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 the Company so far as appears from our examination of those books;

c. The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of account;

d. In our opinion, the Balance Sheet and Profit and Loss Account and cash flow statement dealt with by this report comply with the mandatory Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

e. In our opinion, and based on information and explanations given to us, none of directors are disqualified as on 30th June, 2010 from being appointed as directors in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

f. Subject to

a. Notes No: 6 Regarding non - confirmation of balances from various parties.

b. Notes No: 7 regarding non-provision for proportionate liability on account of employees retirement benefits, which have not been quantified.

c. Note No 8 regarding non provision of loss, if any, on account of unquoted investments market value not ascertainable.

g. In our opinion and the best of our information and according to the explanations given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon give the information required by the Companies Act, 1956, in the manner so required, and present a true and fair view, in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the Company as at 30th June, 2010;

(b) In the case of the profit and loss account of the Profit for the year ended on that date and

(c) In the case of cash flow statement, of the cash flows for the year ended on that date

Annexure Ato Auditors Report Referred to in paragraph 2 of our report of even date

I. a. The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b. The management during the year has verified all the fixed assets. There is a regular program of verification which in our opinion, is reasonable having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such verification.

c. During the year, the company has not disposed any fixed assets during the year under review.

ii. The company does not have any inventory hence this clause is not applicable.

iii. The Company neither granted nor taken any loans, secured or unsecured to / from companies, firms or other parties covered in the register in the register maintained under section 301 of the Companies Act, 1956.

iv. In our opinion and according to the information and explanations given to us, there is an adequate internal control procedure commensurate with the size of the company and the nature of its business for the purchases of plant and machinery, equipment and other assets and for the sale of goods.

v. In our opinion according to the information and explanation given to us, there are no transactions that need to be entered in pursuance of section 301

vi .In our opinion and according to the information and explanations given to us, the company has not accepted any deposits from public to which the provisions of Section 58Aand 58AAof the Act and rules framed there under.

vii. In our opinion, the internal audit functions carried out during have been commensurate with the size of the company and nature of its business.

viii. Maintenance of cost records by the company has not been prescribed by the Central Government under Section 209 (1) (d) of the Companies Act, 1956.

ix. a. As per the records maintained by the company, the company is regular in depositing undisputed statutory dues the authorities. The company is not having investor education protection fund. According to the explanation and information given to us, we understand that the company is not liable for under Provident Fund .sales tax and Employees State Insurance Acts.

b. As per the records and as per the information and explanation given to us, no undisputed amounts payable in respect of Wealth Tax, Sales Tax, Customs Duty and Excise duty and Cess as at 30th June 2010 for a period of more than six months from the date they became payable.

x. The accumulated losses of the company as the end of the financial year have not exceeded fifty percent of its net worth as the end of the year. The company has not incurred cash losses during the year under review

xi. During the year under review the company has not taken any loans from the financial institutions.

xii. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii. In our opinion, the company is not a chit fund or a nidhi/ mutual benefit fund/ society. Therefore the provisions of clause 4(xiii) of the Companies (Auditor s Report) order, 2003 are not applicable to the company.

xiv. In our opinion, the company is not dealing in or trading in shares securities debentures and other investments. Accordingly, the provisions of clause 4 (xiv) of the Companies (Auditor s Report) order, 2003 are not applicable to the company.

xv. The company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. The company has not taken any term loan during the year under review.

xvii. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, we report that no funds raised on short-term basis have been used for long-term investment. No long-term funds have been used to finance short-term assets.

xviii. The company has not made any preferential allotment of shares during the yearto parties an companies covered in the register maintained under section 301 of the Companies Act, 1956.

xix. The company has not issued any debentures during the year under review.

xx. The company has not raised any money by public issue during the year under review.

xxi. According to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Mahesh, Virender & Sriram Chartered Accountants

sd/-

(B R Mahesh)

PARTNER M.No.18628

Date: 30th August 2010 Place: Hyderabad



 
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