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Auditor Report of Ram Info Ltd.

Mar 31, 2015

We have audited the accompanying standalone financial statements of RAMINFO LIMITED (Formerly Known as Ram Informatics Limited) ("the Company"), which comprise the Balance Sheet as at 31/03/ 2015, the Statement of Profit and Loss and cash flow statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS:

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position and financial performance of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone 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 standalone financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. 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 the 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 financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, 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 on the Standalone financial statements.

OPINION:

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31/03/2015; and

b. In the case of the Statement of Profit & Loss of the Profit for the year ended on that date

c. In the case of the 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, 2015 ("the order') issued by the Central Government of India in terms of sub-section 11 of section 143 of the Companies Act, 2013 and on the basis of such checks of the books and records of the company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the order to the extent applicable to the company.

2. 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 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 it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss and cash 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 the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31/03/2015 taken on record by the Board of Directors, none of the directors is disqualified as 31/03/2015 from being appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

I. The Company has considered the impact of pending litigations, on its financial position in its financial statements except towards the PF interest portion of item 3 of Note No. 22.

II. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.

III. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

The Annexure reffered to in our Independent Auditors' Report to the members of the Company on the standalone financial statements for the year ended 31st March, 2015, we report that:

(1) (a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets, except for furniture and fixtures where the records are maintained for group of similar assets and not for each individual asset.

(b) Fixed assets have been physically verified by the management during the year and no major discrepancies were noticed. The Fixed assets which are obsolete / damaged and considered as not useful, were discarded/abandoned and the same has been properly dealt in the books of account.

(2) (a) The management has conducted physical verification of inventory at reasonable intervals during the year.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification carried out at the end of the year.

(3) The company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 189 of the Companies Act.

(4) In our opinion and according to the information and explanations given to us there are adequate internal control system commensurate with the size of the company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of audit we have not observed continuing failure to correct major weaknesses in internal control system.

(5) No deposits within the meaning of Sections 73 to 76 or any other relevant provision of the Act and rules farmed thereunder have been accepted by the Company.

(6) To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under sub-section (l) of section 148 of the Companies Act for the products of the company.

(7) (a) Undisputed statutory dues including provident fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax or cess and any other statutory dues have been deposited with the appropriate authorities though there has been a slight delay in a few cases.

According to the information and explanations given to us, undisputed dues in respect of including provident fund, employees' state insurance, income-tax, sales-tax, wealth tax, service tax, duty of customs, duty of excise, value added tax or cess and any other statutory dues with the appropriate authorities and other statutory dues which were outstanding at the year end for a period of more than six months from the date they became payable are as follows:

Related To Authority Financial Year Amount (In Lakhs) Remarks

TDS Income Tax Dept - TDS 2014-15 6.54 NIL

(b) Disputed statutory dues including provident fund, employees' state insurance, income-tax, sales- tax, wealth tax, service tax, duty of customs, duty of excise, value added tax or cess and any other statutory dues are as follows:

Related To Authority where case Financial Year Disputed is pending amount (in Lakhs)

Provident High Court of 2006-10 37.65 Fund Andhra Pradesh

Service Tax Appellate Authority, 2006-11 171.56 Bangalore

Related To Remarks

Provident WP No. 717/ Fund 2012 dated 06.01.2012

Service Tax NIL

(c) No amount is required to be transferred to Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 2013 and rules made there under.

(8) The company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

(9) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to a financial institution or bank.

(10) On the basis of records examined by us and information provided by the management, we are of the opinion that the company has not given guarantees for loans taken by other from banks or financial institutions.

(11) The company has not obtained any term loans during the year.

(12) Based upon the audit procedures performed for the purpose of recording the true and fair view of the financial statements and as per the information and explanations given by the management, we report that no fraud or by the company has been noticed or reported during the course of our audit.

Place Hyderabad For VARA PRASAD & ASSOCIATES Date : 30.05.2015 Chartered Accountants

(Sd/-) Sridhar Nagabandi Partner M.No. :200645 FRN:007117S




Mar 31, 2014

We have audited the accompanying Financial Statements of RAM INFORMATICS LIMITED ("The Company"), which comprise the Balance Sheet as at 31st March 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.

MANAGAEMENT''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, Financial Performance and Cash Flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ("The Act") (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs) 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 misstatements, whether due to Fraud or Error.

AUDITORS'' 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 misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Financial Statements. The procedures selected depend on the auditors'' judgment, including the assessment of the risk of material misstatement of the Financial Statements, whether due to Fraud or Error. In making those risk assessments the auditor considers the internal control relevant to the companies 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 the 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 aforesaid Financial Statements give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

i) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2014;

ii) In the case of the Statement of Profit and Loss of the PROFIT for the year ended on that date; and

iii) In the case of the 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 (Auditors'' Report) Order, 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we give in the annexure a statement on the matters specified in the paragraph 4 and 5 of the said 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 purposes of our audit.

b) In our opinion, proper books of accounts as required by law have been kept by the Company, so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit & 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 & Loss, and the Cash Flow Statement dealt with by this report comply with the accounting standards notified under the act (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs).

e) On the basis of written representations received from the Directors of the Company as on 31st March, 2014 and taken on record by the Board of Directors, We report that none of the Directors is disqualified as on 31st March, 2014 from being appointed as Directors in terms of the Clause (g) of subsection (1) of Section 274 of the Companies Act, 1956.

ANNEXURE TO INDEPENDENT AUDITORS'' REPORT

Referred to in Paragraph 1 under the heading of "Report on other Legal and Regulatory Requirements" of our report of even date:

1. In respect of its Fixed Assets :

a) The Company has not updated the records related to the additions/changes made in the year to the fixed assets.

b) The Company has a phased program of physical verification of its Fixed Assets, which, in our opinion is reasonable having to regard to the size of the Company and nature of its assets. As explained to us the fixed assets have not been physically verified by the management during the year.

c) During the year, the Company has not disposed of any substantial/major part of the Fixed Assets.

2. As explained to us, no Inventories were maintained by the Company hence the said clause is not applicable.

3. In respect of the Loans, Secured or unsecured, granted or taken by the Company to/from Companies, Firms or other Parties covered in the Register maintained under section 301 of the Companies Act, 1956:

a) The company has taken unsecured loans in earlier years from three Directors covered in the register maintained under section 301 of the Companies act, 1956. The maximum amount involved during the year was Rs.15.00 lacs and the yearend balance of loans taken from such parties was Rs. NIL

b) In our opinion, the terms and conditions on which loans have been taken from the Directors listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie, prejudicial to the interest of the Company. The Loans are interest free Loans.

c) These Loans were converted into Equity Shares of Rs.10/-each in accordance with the Scheme of Reconstruction as approved by the Hon''ble High Court of Andhra Pradesh. No Loans were outstanding as at the end of the year.

d) During the year the Company has not granted any Advances to the Directors covered in the register maintained under section 301 of the Companies Act, 1956. However the Loan outstanding as on 01.04.2013 was repaid during the year. The maximum amount involved during the year was Rs. 7.41 lacs and the year end balance of advance granted to such party was of Rs.NIL.

4. In our opinion and according to the information and explanations given to us there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of Services, fixed assets and also for the sale of Services. During the Course of our audit, no major weakness has been noticed in the internal controls.

5. In respect of transactions covered under section 301 of the companies Act 1956:

a) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements, entered in the register maintained under section 301 of the Companies Act 1956 and exceeding the value of rupees five lacs.

6. As explained to us and according to our information, the Company has not accepted any deposits from the public.

7. During the year, the Company has no internal audit system.

8. As explained to us and according to our information, maintenance of cost records as prescribed u/s.209 (1)(d) of the companies act are not applicable to the Company.

9. In respect of Statutory payments:

a) The Company is generally not regular in depositing the statutory dues. According to the records of the company, undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, excise duty, customs duty, and any other statutory dues have not been regularly deposited with the appropriate authorities. However majority of the statutory dues are paid by year end.

b) According to the information and explanations given to us, details of undisputed amounts payable in respect of the aforesaid dues that were outstanding as at 31st March, 2014 for a period of more than six months from the date of becoming payable are as follows:

Sl. Nature of Due Amount (Rs. in lacs) No.

1. TDS (The Income Tax, 1961) 12.72

2. Professional Tax (Karnataka State) 0.82

3. Professional Tax (Andhra Pradesh) 4.12

4. Service Tax NIL

c) According to the information and explanation given to us details of dues of income tax, sales tax, wealth tax, excise duty, customs duty, and any other statutory dues, which have not been deposited as on 31.03.2014 on account of any dispute are given below:

Name of the Nature of Dues Amount Period for which statute (Rs. in lacs) amount relates

EPF Act Provident Fund 39.06 2008

The Finance Service Tax 171.56 2006-2010 Act, 1994

Total Amount 210.62

Name of the Forum where statute the dispute pending

EPF Act PF Authorities

The Finance The company is preferring an Act, 1994 appeal before The Appellate Authority, Bangalore

Total Amount

10. The Company has restructured the capital with the approval of Honorable High Court of Andhra Pradesh and due to this at the end of the financial year, the Company''s accumulated losses are less than 50% of its net worth. During the year the Company has earned profit.

11. Based on our audit procedures and to the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that the company has not defaulted in the repayment of dues to the financial institutions and banks.

12. According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a Chit fund, Nidhi or Mutual Benefit Fund/Societies. Accordingly the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

14. 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.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and financial institutions.

16. To the best of our knowledge and belief and according to the information and explanations given to us, during the year the Company has availed term loan from bank and the term loan has been applied for the purpose for which the loan is availed

17. To the best of the information and according to the explanations given to us, the Company has not utilized the funds raised on short term basis for long term investment.

18. During the year, the company has made preferential allotment to parties and companies covered under register maintained under Section 301 of the Companies Act, 1956, in accordance with the scheme of restructure of capital as approved by Hon''ble High Court of Andhra Pradesh. The Company has converted the loans taken from the parties covered under the register maintained u/s 301 of the Companies Act, 1956 into share capital and allotted the shares. The question of whether the prices at which the shares have been issued is prejudicial to the interest of the company does not arise as the scheme is approved by Hon''ble High court of Andhra Pradesh.

19. The company has not raised/issued debentures during the year and there is no outstanding liability related to the debentures issued in the earlier years. Therefore, clause 4 (xix) of the companies (Auditor''s Report) Order, 2003 is not applicable to the company.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year.

For VARA PRASAD & ASSOCIATES Chartered Accountants

Vara Prasad P.V.S Partner Place: Hyderabad M. No: 201010 Date: 30-05-2013 ICAI Firm Regn No: 007117S


Mar 31, 2013

REPORT ON FINANCIAL STATEMENTS

We have audited the accompanying Financial Statements of RAM INFORMATICS LIMITED (AND REDUCED) ("The Company"), which comprise the Balance Sheet as at 31st March 2013 , the statement of Profit and Loss and Cash Flow Statement for the year then and a summary of significant accounting policies and other explanatory information.

MANGAEMENT''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, Financial Performance and Cash Flows of the Company in accordance with the accounting principles generally accepted in India including accounting standards referred to in section 211(3C) of the Companies Act, 1956 ("The Act"). The responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the Financial Statement that give a true and fair view and are free from material misstatements 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 misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Financial Statements. The procedures selected depend on the Auditors judgment, including the assessment of the risk of material misstatement of the Financial Statements, whether due to Fraud or Error. In making those risk assessments the auditor considers the internal control relevant to the companies 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 the 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 aforesaid Financial Statements give the information required by the Companies Act, 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India.

i) In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2013;

ii) In the case of the Statement of Profit and Loss of the PROFIT for the year ended on that date; and

iii) In the case of the 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 (Auditors'' Report) Order, 2003 issued by the Central Government of India in terms of Section 227(4A) of the Companies Act, 1956, we give in the annexure a statement on the matters specified in the paragraph 4 and 5 of the said 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 purposes of our audit.

b) In our opinion, proper books of accounts as required by law have been kept by the Company, so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit & 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 & Loss, and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of section 211 of the Act.

e) On the basis of written representations received from the Directors of the Company as on 31st March, 2013 and taken on record by the Board of Directors, We report that none of the Directors is disqualified as on 31st March, 2013 from being appointed as Directors in terms of the Clause (g) of subsection (1) of Section 274 of the Companies Act, 1956.

Referred to in Paragraph 1 under the heading of "Report on other Legal and Regulatory Requirements" of our report of even date:

1. In respect of its Fixed Assets :

a) The Company has not updated the records related to the additions/changes made in the year to the fixed assets.

b) The Company has a phased program of physical verification of its Fixed Assets, which, in our opinion is reasonable having to regard to the size of the Company and nature of its assets. As explained to us the fixed assets have not been physically verified by the management during the year.

c) During the year, the Company has not disposed of any substantial/major part of the Fixed Assets.

2. As explained to us, no Inventories were maintained by the Company hence the said clause is not applicable.

3. In respect of the Loans, Secured or unsecured, granted or taken by the Company to/from Companies, Firms or other Parties covered in the Register maintained under section 301 of the Companies Act, 1956:

a) The company has taken unsecured loans in earlier years from three Directors covered in the register maintained under section 301 of the Companies act, 1956. The maximum amount involved during the year was Rs.15.00 Lakhs and the yearend balance of loans taken from such parties was Rs.15.00 Lakhs

b) In our opinion, the terms and conditions on which loans have been taken from the Directors listed in the register maintained under section 301 of the Companies Act, 1956 are not prima facie, prejudicial to the interest of the Company. The Loans are interest free Loans.

c) The said Loans are to be converted into Equity Shares of Rs.10/-each in accordance with the Scheme of Reconstruction as approved by the Hon''ble High Court of Andhra Pradesh. Hence the said Loans are not repayable.

d) The company has granted Advance to one Director covered in the register maintained under section 301 of the Companies act, 1956. The maximum amount involved during the year was Rs.7.41 Lakhs and the yearend balance of advance granted to such party was of Rs.7.41 Lakhs. The said advance is interest free and repayable on demand hence question of overdue does not arise.

4. In our opinion and according to the information and explanations given to us there are adequate internal control procedures commensurate with the size of the company and the nature of its business for the purchase of Services, fixed assets and also for the sale of Services. During the Course of our audit, no major weakness has been noticed in the internal controls.

5. In respect of transactions covered under section 301 of the companies Act 1956:

a) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements that needed to be entered into the register maintained under section 301 of the companies Act 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, there are no transactions made in pursuance of contracts or arrangements, entered in the register maintained under section 301 of the companies Act 1956 and exceeding the value of rupees five Lakhs.

6. As explained to us and according to our information, the Company has not accepted any deposits from the public.

7. During the year, the Company has no internal audit system.

8. As explained to us and according to our information, maintenance of cost records as prescribed u/s.209 (1)(d) of the companies act are not applicable to the Company.

9. In respect of Statutory payments:

a) The Company is generally not regular in depositing the statutory dues. According to the records of the company, undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, wealth tax, excise duty, customs duty, and any other statutory dues have not been regularly deposited with the appropriate authorities. However majority of the statutory dues are paid by year end.

b) According to the information and explanations given to us, details of undisputed amounts payable in respect of the aforesaid dues that were outstanding as at 31st March, 2013 for a period of more than six months from the date of becoming payable are as follows:

Sl. No. Nature of Due Amount

1. TDS (The Income Tax, 1961) 6.59

2. Professional Tax (Karnataka State) 0.50

3. Professional Tax (Andhra Pradesh) 4.12

4. Service Tax 17.13

c) According to the information and explanation given to us details of dues of income tax, sales tax, wealth tax, excise duty, customs duty, and any other statutory dues, which have not been deposited as on 31.03.2013 on account of any dispute are given below:

RAM Informatics Limited (and Reduced)

Name of the statute Nature of Dues Amount Period for which Forum where the dispute (in Lakhs) amount relates pending

EPF Act Provident Fund 40.58 2008 PF Authorities

Total Amount 40.58

10. The company has accumulated losses of Rs. 83.33 Lacs as at the end of the year which is more than 50% of the net worth. During the year, the company has restructured the capital with the approval of Hon''ble High Court of Andhra Pradesh. The company has earned Profit during the current year.

11. Based on our audit procedures and to the best of our knowledge and belief and according to the information and explanations given to us, we are of the opinion that the company has not defaulted in the repayment of dues to the financial institutions and banks.

12. According to the information and explanations given to us, the company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. The Company is not a Chit fund, Nidhi or Mutual Benefit Fund/Societies. Accordingly the provisions of clause 4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

14. 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.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and financial institutions.

16. To the best of our knowledge and belief and according to the information and explanations given to us, during the year the Company has not availed term loan from financial institutions and banks. Accordingly the provisions of clause 4(xvi) of the Companies (Auditors Report) Order, 2003 are not applicable.

17. To the best of the information and according to the explanations given to us, the Company has not utilized the funds raised on short term basis for long term investment.

18. During the year, the company has not made any preferential allotment to parties and companies covered under register maintained under section 301 of the companies act, 1956. In accordance with the scheme of restructure of capital as approved by Hon''ble High Court of Andhra Pradesh the company has converted the loans taken from the parties covered under the register maintained u/s 301 of the Companies Act, 1956 into share application money and yet to allot the shares as on 31-03-2013. The question of whether the prices at which the shares have been issued is prejudicial to the interest of the company does not arise as the scheme is approved by Hon''ble High court of Andhra Pradesh.

19. The company has not raised/issued debentures during the year and there is no outstanding liability related to the debentures issued in the earlier years. Therefore, clause 4 (xix) of the companies (Auditor''s Report) Order, 2003 is not applicable to the company.

20. The company has not raised any money by way of public issue during the year.

21. In our opinion and according to the information and explanations given to us, no fraud on or by the company has been noticed or reported during the year

For Vara Prasad and Associates

Chartered Accountants



Sridhar Nagabandi

Partner

M.No.: 200645

ICAI Firm Regn. No.: 007117S

Date : 30-05-2013

Place : Hyderabad


Mar 31, 2010

We have audited the attached Balance Sheet of M/s. Ram Informatics Limited as at 31st March, 2010 and also the Profit and Loss Account for the year ended as on that date annexed thereto. 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.

We conducted our audit in accordance with auditing standard 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 reasonable basis for our opinion.

1. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of Section 227(4A) of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 of the said order.

2. Further to our comments in the Annexure referred to above, we report that: i). We have obtained all information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit. ii) In our opinion, the Company has kept proper books of accounts as required by law so far as appears from our examination of those books.

iii) The Balance Sheet and Profit and Loss Account dealt with by this report are in agreement with the books of accounts.

iv) In our opinion, the Balance Sheet and Profit and Loss Account dealt with by this report comply with the ¦accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956.

v) On basis of written representation received from the Directors as on 31st March 2010 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31a March 2010 from being appointed as Director in terms of Clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts give the information required by Companies Act, 1956 in the manner so required and give true and fair view in conformity with the accounting principles generally accepted in India.

a. In the case of Balance Sheet, of the state of affairs of the Company as at 31st March, 2010;

b. In case of Profit and Loss Account, the Loss 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 TO THE AUDITORS REPORT (as referred to in our report to the members of RAM Informatics Limited on the accounts for the year ended 31st March, 2010)

(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets

(b) The Company has a phased programme of physical verification of its fixed assets, which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. Management has physically verified certain fixed assets during the year. No material discrepancies were noticed on such verification as compared to book records.

(c) Fixed assets disposed off during the year were not substantial and therefore do not affect the going concern assumption.

(ii) (a) We have been explained that the inventory with the company has been fully verified by the management at the year end.

(b) In our opinion and according to the information and explanation given to us, procedures for the physical verification of the stocks followed by the management is reasonable and adequate in relation to the nature and the size of the business of the company.

(c) In our opinion the company is maintaining proper records of inventory as far as we could ascertain and according to the information and explanation given to us, no material discrepancies were noticed on such physical verification.

(iii) The Company has not granted any loans, secured or unsecured to or from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956.b.The company has taken interest free loans from two parties covered in the Register maintained under section 301 of the Companies Act,1956. The amount outstanding as at 31" March 2010 is Rs. 42.03 lacs. The terms and conditions on which the loans taken are not prima facie, prejudicial to the interest of the company.

(iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business, for the purchase of fixed assets and for the sale of goods.

(v) (a) In our opinion and according to the information and explanations given to us, the transactions that need to be entered in the register maintained under Section 301 of the Companies Act, 1956 have been entered.

(b) in our opinion and according to the information and explanations given to us, aforesaid transactions exceeding the aggregate amount of Rupees five lacs in respect of each party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time.

(vi) The Company has not accepted any deposits from the public and consequently.

The directives issued by the Reserve Bank of India, the provisions of Section 58A and 58AA of the Companies Act, 1956 and the rules framed there under are not applicable. (vii) In our opinion, the Company has a reasonable internal audit system commensurate with the size and nature of its business. (viii) According to information and explanations given to us, the central Government has not prescribed the maintenance of cost records under clause (d) of sub section

(1) of Section 209 of the Companies Act, 1956 in respect of services carried out by the Company. (ix) (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company is regular in depositing with appropriate authorities the undisputed statutory dues including sales tax, wealth tax, custom duty, excise duty, cess and other applicable dues but has not been regular in depositing the undisputed statutory dues of Provident Fund, Employees State Insurance, Income-tax, Professional tax and Service tax with the appropriate authorities. The total sum of dues on all the above as at 31" march 2010 is Rs 117.59 lacs.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income-tax, Wealth-tax, Sales-tax, Customs Duty, Excise Duty and cess were in arrears, as at 31st March, 2010 for a period of more than six months from the date they become payable.

(x) The accumulated losses of the Company are not more than 50% of the net worth.

The Company has incurred cash loss during the financial year covered by our audit and but not in immediate preceding financial year. (xi) In our opinion and according to the information and explanations given to us, the Company has defaulted in repayment of dues to the bank. The Company has not issued any debenture. (xii) The Company has not granted any loans or 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 radto/mutual benefit fund/ society. Therefore, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company. (xiv) The Company has maintained proper records of transactions and contracts for purchase and sale of units/securities during the year under review and timely entries were made therein. All the shares and securities have been held by the Company in its own name except to the extent of the exemption, if any, granted under Section 49 of the Companies Act, 1956.

(xv) As per the information and explanations given to us, during the year the Company has not given any guarantee for loans taken by others from banks and financial institutions.

(xvi) To the best of our information and knowledge and as per records verified by us the Company has applied its term loans for the purpose for which the loans were obtained.

(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 except permanent working capital.

(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment to parties or companies covered in register maintained under Section 301 of the Companies Act, 1956.

(xix) The Company has not issued any debentures; consequently the provisions of clause 4(xix) are not applicable to the Company.

(xx) The Company has not raised any money by means of public issue.

(xxi) During the course of our examination of the books of accounts and records of the company carried out in accordance with the generally accepted auditing practices in India and according to the information and explanation given to us, we have neither come across any instance of fraud on or by the Company noticed or reported during the year, nor have we been informed of such case by the management.



For S.S. Kothari & Co.,

Chartered Accountants

(H.K. Mehta)

Partner

Date : 29.05.2010 Membership No. 051245

Place : Hyderabad Firm No:0014475



 
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