Mar 31, 2016
To the Members of
CURA TECHNOLOGIES LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of CURA TECHNOLOGIES LIMITED ("the Company") which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and the 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 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 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 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 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 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 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 and the Order under Section 143(11) of the Act.
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 financial statements.
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 Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2016, and its Loss and its Cash Flow for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order"), as amended, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
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 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 it 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 aforesaid 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 written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".
g. 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 and in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations as at 31st March 2016 on its financial position in its financial statements as referred to in note 2.17 to the financial statements
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. The Company has been regular in transferring amounts to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act 2013 and the Rules made there under.
"Annexure A" to the Independent Auditors'' Report
Referred to in paragraph 1 under the heading ''Report on Other Legal & Regulatory Requirement'' of our report of even date to the financial statements of the Company for the year ended March 31, 2016:
i) a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets;
b) The Company has a regular program of physical verification of its fixed assets by which all fixed assets are verified in a phased manner. In our opinion the periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
ii) In respect of Inventories:.
a) As explained to us the inventories have been physically verified during the year by the management at reasonable intervals.
b) In our opinion and according to the information and explanations given to us the procedures of physical verification of inventories followed by the management were reasonable and adequate in relation to the size of the company and nature of its business.
c) In our opinion and according to the information and explanations given to us the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical verification.
iii) In respect of loans granted:
a. Company has granted loan of Rs. 4499.13 Lakhs to parties covered in the Register maintained under Section 301 of the Companies Act, 1956.
b. According to the information and explanations given to us, we are of the opinion, the terms and conditions on which loans granted by the company to such parties listed in the register maintained under section 189 of the companies act, 2013 are, Prima facie, prejudicial to the interest of the company.
c. There is no overdue amount in-respect of loan granted to parties listed in the register maintained under section 301 of the Companies Act, 1956, the question of statement on the steps taken for recovery of the Principal, and overdue amount of more than one lakh does not arise.
iv) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees, and security.
v) The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable.
vi) We are informed and according to the information and explanations given to us, that the Central Government has not prescribed maintenance of cost records under Section 148(1) of the Companies Act, 2013 for the activities of the Company.
vii) a) According to information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has not been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-Tax, Sales tax, Service Tax, Duty of Customs, Duty of Excise, Value added Tax, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2016 for a period of more than six months from the date on when they become payable.
b) According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax outstanding on account of any dispute, except the following:
Name of the Statute |
Nature of the dues |
Year to which the amount relates |
Forum where dispute is pending |
Amount (Rs.) |
Deposit Amount (Rs.) |
Unpaid Deposit Amount (Rs.) |
APVAT, 2005 |
Value Added Tax |
2005-06 |
AP High Court |
10,58,047 |
- |
10,58,047 |
APVAT, 2005 |
Value Added Tax |
2006-07 |
AP High Court |
13,58,171 |
- |
13,58,171 |
APVAT, 2005 |
Value Added Tax |
2007-08 |
AP High Court |
17,60,163 |
- |
17,60,163 |
Income Tax Act,1961 |
Income Tax |
2011-12 |
CIT (Appeals) |
6,88,52,599 |
- |
6,88,52,599 |
Total |
|
|
|
7,30,28,980 |
- |
7,30,28,980 |
c) The Company has been regular in transferring amounts to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act 2013 and the Rules made there under.
viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks. The Company has not issued any debentures.
ix) Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.
x) Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its officers or employees has been noticed or reported during the year.
xi) Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.
xii) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of the Order are not applicable to the Company.
xiii) In our opinion, all transactions with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.
xiv) Based upon the audit procedures performed and the information and explanations given by the management, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of clause 3 (xiv) of the Order are not applicable to the Company and hence not commented upon.
xv) Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.
xvi) In our opinion, the company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the Company and hence not commented upon.
"Annexure B" to the Independent Auditor''s Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of CURA TECHNOLOGIES LIMITED ("the Company") as of March 31, 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
The Company''s management responsible for establishing and maintaining internal financial controls base on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors'' Responsibility
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that
(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For RAMBABU & Co.,
Chartered Accountants
FRN: 002976S
Ravi Rambabu
Place: Hyderabad Partner
Date: 31-05-2016 M.No.018541
Mar 31, 2015
We have audited the accompanying financial statements of CURA
TECHNOLOGIES LIMITED ("the Company"), which comprise the Balance Sheet
as at 31st March 2015, the Statement of Profit and Loss, the 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 Board of Directors is responsible for the matters in
section 134(5) of the Companies Act, 2013 ("the Act") with respect to
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 the Accounting Standards specified under
Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014. This responsibility also includes the 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 the 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 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
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 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, to the extent applicable.
We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act and other applicable
authoritative pronouncements 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 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 but not for the purpose of expressing an opinion on
whether the Company has in place an adequate internal financial control
system over financial reporting and the operating effectiveness of such
controls. 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 on the financial
statements.
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 Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at March 31st, 2015, and its profit and its cash flows for the year
ended on that date.
Report on other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act 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.
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 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 written representations received from the directors
as on 31st March, 2015 and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March, 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 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 disclosed the impact of pending litigations as at
31st March 2015 on its financial position in its financial statements
as referred to in note 2.17 to the financial statements.
ii. The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
and 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 during the year ended 31st March 2015.
Place : Hyderabad FOR RAMBABU & Co.,
Date : 29-05-2015 Chartered Accountants
FRN: 002976S.
Sd/-
Ravi Rambabu
Partner
M.No.018541
Mar 31, 2014
We have audited the accompanying financial statements of CURA
TECHNOLOGIES LIMITED ("the Company"), which comprise the Balance Sheet
as at 31st March 2014, and 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.
Managements 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 Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("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 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 31st March 2014;
b) In the case of the Statement of Profit and Loss, of the Loss for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
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, 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 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; 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 written representations received from the directors
as on 31st March 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March 2014, from being
appointed as a director in terms of clause (g) of sub- section (1) of
section 274 of the Companies Act, 1956.
The Annexure referred to in paragraph 1 of the Our Report of even date
to the members of CURA TECHNOLOGIES LIMITED on the accounts of the
company for the year ended 31st March, 2014.
1. In respect of Fixed Assets:
(a) The company has maintained proper records showing full particulars
including quantitative details and situation of its fixed assets.
(b) As explained to us, fixed assets have been physically verified by
the management in a phased periodical manner, 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) In our opinion, the company has not disposed off a substantial part
of its fixed assets during the year and the going concern status of the
company is not affected.
2. In respect of its inventories
(a) As explained to us, the company does not hold any inventories and,
hence, the question of physical verification, procedures followed for
verification and discrepancies thereof does not arise.
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) Company has granted loan of Rs. 49,22,97,452/- (including loan given
an amount of Rs. 2,11,63,186/- during the year) to parties covered in
the Register maintained under Section 301 of the Companies Act, 1956.
b) According to the information and explanations given to us, we are of
the opinion, the terms and conditions on which loans granted by the
company to such parties listed in the register maintained under section
301 of the companies act, 1956 are not, Prima facie, prejudicial to the
interest of the company.
c) There is no overdue amount in-respect of loan granted to parties
listed in the register maintained under section 301 of the Companies
Act, 1956, the question of statement on the steps taken for recovery of
the Principal, and overdue amount of more than one lakh does not arise.
d) The Company has taken a loan aggregating to Rs. 10,25,000/-
(including loan taken during the year Rs. Nil) from parties listed in
the register maintained under section 301 of the Companies Act, 1956.
e) According to the information and explanations given to us, we are of
the opinion, the terms and conditions on which loan taken by the
company from such parties listed in the register maintained under
section 301 of the companies act, 1956 are not, prima facie,
prejudicial to the interest of the company.
f) There is no overdue amount in-respect of loan taken from parties
listed in the register maintained under section 301 of the Companies
Act, 1956, the question of statement on the steps taken for payment of
the Principal, and overdue amount of more than one lakh does not arise.
4. In our opinion and according to the information and explanations
given to us, there is generally an adequate internal control procedure
commensurate with the size of the company and the nature of its
business, for the purchase of fixed assets, office equipment and for
rendering of services. During the course of our audit, based on our
procedures applied, we have not observed any continuing failure to
correct major weaknesses in the internal control system.
5. In respect of contracts or arrangements preferred to in 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, the 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 Rs. 5,00,000/- in
respect of each party covered above during the year have been made at
prices which appear reasonable as per information available with the
Company.
6. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
to which the directives issued by the Reserve Bank of India and the
provisions of Sections 58A and 58AA of the Companies Act, 1956 and the
Companies ( Acceptance of Deposits) Rules, 1975 framed there under
apply.
7. In our opinion, the Company has an internal audit system
commensurate with its size and the nature of its business.
8. We are informed and according to the information and explanations
given to us, that the Central Government has not prescribed maintenance
of cost records under Section 209(1)(d) of the Companies Act, 1956, for
the activities of the Company.
9. In respect of statutory dues:
(a) According to the records of the company, undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, cess to the extent applicable and any
other statutory dues have generally been regularly deposited with the
appropriate authorities. According to the information and explanations
given to us there were no outstanding statutory dues as on 31st March,
2014 for a period of more than six months from the date they became
payable except service tax Rs. 44,46,943/-.
(b) According to the information and explanations given to us, there
are no dues of income tax, Customs duty, Wealth tax, Excise duty and
Cess, which have not been deposited on account of any dispute, except
taxes mentioned below, have not been deposited by the company on
account of dispute.
Name of the Nature of the Amount Rs. year to Forum where
Statute Dues which the dispute is pending
amount
relates
APVAT, 2005 Value Added
Tax 10,58,047 2005-06 High Court of A.P.
APVAT, 2005 Value Added
Tax 13,58,171 2006-07 High Court of A.P.
APVAT, 2005 Value Added
Tax 17,60,163 2007-08 High Court of A.P.
10. The Company has no accumulated losses at the end of the financial
year but has incurred cash loss during the financial year covered by
the audit and has not incurred any cash loss in the immediately
preceding financial year.
11. Based on our audit procedures and according to the information and
explanations given by the management, we are of the opinion that, the
Company has defaulted in repayment of dues to financial institutions
and banks as follows:
S. No Name of the Bank Principal Interest
1 Andhra Bank, Sultan Bazar, Koti 2,74,91,940 4,99,18,916
2 Andhra Bank, Sultan Bazar, Koti 26,86,10,248 11,06,43,188
12. The Company has received demand notice from Andhra Bank under
Section 13(2) of SECURITISATION AND RECONSTRUCTION OF FINANCIAL ASSETS
AND ENFORCEMENT OF SECURITY INTEREST ACT 2002.
13. In our opinion and according to the explanations given to us and
based on the information available, no loans and advances have been
granted by the company on the basis of security by way of pledge of
shares, debentures and other securities.
14. In our opinion, the Company is not a chit fund or a nidhi /mutual
benefit fund/society. Therefore, the provision of this clause of the
Companies (Auditor''s Report) Order, 2003 (as amended) is not applicable
to the Company.
15. In our opinion, the Company is not dealing in or trading in Shares,
securities, debentures, mutual funds & other Investments. Accordingly,
the provisions of clause 4(xiii) of the companies (Auditor''s Report)
order, 2003 are not applicable to the company.
16. In our opinion and according to the information and explanations
given to us, the Company has not given guarantee for loans taken by
others from a bank or financial institutions.
17. Based on the information given by the management, we report that
the company has not raised any fresh term loans during the year.
18. In our opinion, according to the information and explanations given
to us and on an overall examination of the Balance Sheet of the Company
as at 31st March 2014, we report that no funds raised on short-term
basis have been used for long-term investment by the Company.
19. Based on the audit procedures performed and the information and
explanations given to us by the management, we report that the Company
has not made any preferential allotment of shares during the year.
20. According to the information and explanations given to us, the
Company has not issued debentures during the year covered by our
report. Hence, the Company is not required to create or register or
modify any security or charge.
21. The Company has not raised any money by public issue during the
year.
22. Based on the audit procedures performed and the information and
explanations given to us, we report that no material fraud on or by the
Company has been noticed or reported during the year, nor have we been
informed of such case by the management.
For RAMBABU & Co.
Chartered Accountants
Firm Reg No:002976S
Ravi Rambabu
Partner
M.No. : 018541
Place: Hyderabad
Date: 30-05-2014
Mar 31, 2012
We have audited the attached Balance Sheet of CURA TECHNOLOGIES
LIMITED, HYDERABAD, as at 31st March, 2012 and the Statement of Profit
and Loss for the year ended on that date annexed thereto and Cash Flow
Statement for the year ended on that date which we signed in reference
to this Report. These financial statements are the responsibility of
the Company's Management. Our responsibility is to express an opinion
on these financial statements based on our audit.
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 from 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.
1. As required by the Companies (Auditor's 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 a
statement on the matters specified in paragraphs 4 and 5 of the said
Order.
2. Further to our comments in the annexure referred to in paragraph 1
above, we report that:
i) We have obtained all the information and explanations, which to the
best of our knowledge and beliefwere necessary for the purpose of our
audit.
ii) 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.
iii) The Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account.
iv) In our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement dealt with by this Report comply with the
Accounting Standards referred to in sub-section (3C) of Section 211 of
the Companies Act, 1956.
i) In our opinion and based on written representations received from
Directors, and taken on record by the Board of Directors, none of the
Directors is disqualified as on 31st March, 2012 from being appointed
as a Director in terms of clause (g) ofsub-section (1) ofSection 274
ofthe Companies Act, 1956;
ii) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with significant
accounting policies and other Notes thereon, 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:
a) in so far as it relates to Balance Sheet, of the state of affairs of
the Company as at 31st March, 2012;
b) in so far as it relates to Statement of Profit and Loss of the loss
of the Company for the year ended on that date; and
c) in so far as it relates to Cash Flow Statement, of the cash flows of
the Company for the year ended on that date.
Annexure to the Auditors' Report:
Referred to as in paragraph 1 of our Report of even date.
1. In respect of its Fixed Assets:
(a) The Company has maintained proper records showing full particulars
including details and situation of Fixed Assets.
(b) As explained to us, all the Fixed Assets have not been physically
verified by the Management during the year but there is a program of
verification in phased periodical manner at regular intervals, which in
our opinion is reasonable, having regard to the size of the Company and
the nature of its assets. No material discrepancies were noticed on
such physical verification.
(c) During the year, the Company has not disposed off substantial part
of the assets. According to the information and explanations given to
us, we are of the opinion that no transactions are affected involving
disposal of assets so as to affect going concern status of the Company.
2. In respect of its Inventories:
As explained to us, the Company does not hold any inventories and,
hence, the question of physical verification, procedures followed for
verification and discrepancies thereof does not arise.
3. In respect of 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) During the year, the Company has granted interest free demand loan
of Rs. 1,84,50,000/- to parties covered in the Register maintained
under Section 301 of the Companies Act 1956. During the year, the
Company has taken interest free demand loan for an amount of
Rs.55,87,126/- from parties covered in the Register maintained under
Section 301 of the Companies Act 1956.
(b) According to the information and explanations given to us, we are
of the opinion, the terms and conditions on which loans taken/granted
by/to the company from/by such parties listed in the register
maintained under section 301 of the companies act, 1956 are not, Prima
facie, prejudicial to the interest of the company.
(c) In respect of interest-free demand loan taken / granted, the
principal amount is being receivable on demand and the question of
overdue does not arise.
(d) There is no overdue amount in-respect of interest-free demand loan
taken / granted from / to parties listed in the register maintained
under section 301 of the Companies Act, 1956, the question of statement
on the steps taken for recovery of the Principal, and overdue amount of
more than one lakh 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 purchase of fixed assets, office equipment and for
rendering of services. During the course of our audit, based on our
audit procedures applied, we have not observed any continuing failure
to correct major weaknesses in internal controls.
5. In respect of transactions covered under Section 301 ofthe
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, the 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 Rs. 5,00,000 with
parties covered above, during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
6. 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 directives issued by the Reserve Bank of India and the
provisions of Sections 58A and 58AA of the Companies Act, 1956 and the
Companies (Acceptance of Deposits) Rules, 1975 framed there under
apply.
3. In our opinion, the Company has an independent internal audit
system commensurate with its size and the nature of its business.
4. We are informed and according to the information and explanations
given to us, that the Central Government has not prescribed maintenance
of cost records under Section 209(1)(d) of the Companies Act, 1956, for
the activities of the Company.
5. In respect of statutory dues:
(a) According to the records of the Company and as per the information
and explanations given to us, the Company is not generally regular in
depositing with appropriate authorities undisputed statutory dues
including provident fund, Employees state insurance, Income tax,
investor education and protection fund, Sales Tax, Wealth Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect ofWealth tax, Income tax,
Provident fund, Sales tax, Customs duty, Excise duty and Cess were
outstanding, as at 31st March, 2012 for a period of more than six
months from the date they became payable except the following:
S. Name of the
Statute Nature of the
dues Year Amount. Rs
No
1 Income Tax Act,1961 Income Tax FY 2010-11 56,62,300
2 Income Tax Act,1961 Tax deducted at FY 2011-12 37,53,400
source
3 Provident Fund Act, Provident Fund FY 2011-12 39,37,703
1952
Total 1,33,53,403
( c ) According to the information and explanations given to us, there
are no dues of sales tax, income tax, Customs duty, Wealth tax, Excise
duty and Cess, which have not been deposited on account of any dispute,
except taxes mentioned below, have not been deposited by the company on
account of dispute.
Name of the Nature of the Amount Rs. Period to
which Forum where
Statute Dues the amount dispute is
relates pending
APVAT, 2005 Value Added 9,25,791/- 2005-06 High Court of
Tax A.P.
APVAT, 2005 Value Added 11,88,400/- 2006-07 High Court of
Tax A.P.
APVAT, 2005 Value Added 15,40,143/- 2008-09 High Court of
Tax A.P.
10. In our opinion, the Company does not have accumulated losses at
the end of the year and incurred cash losses during the financial year
covered by our audit and has not incurred cash losses in the
immediately preceding financial year.
11. As per the records of the Company and according to the information
and explanations given to us, we are of the opinion that the Company
has not defaulted in repayment of dues to financial institutions, banks
or debenture holders.
12. According to the information and explanations given to us, the
Company has not given any loans and advances on the basis ofsecurity by
way ofpledge ofshares, debentures and other securities.
13. In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. 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 and 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. In our opinion and according to the information and explanations
given to us, the Company has given corporate guarantee to the Andhra
Bank for issuing stand by letter of credit to Bank of India, Singapore
for securing loans taken by M/s Cura Global GRC Solutions Pte. Ltd. (a
wholly owned subsidiary) from Bank of India, to the tune of Rs. 3413.33
Lakhs (US $ 7.12 millions) and further the company has provided
security to Andhra Bank by the first Pari-pasu mortgage charge over
Land & Buildings situated at Softpro Hights, Software Units Layout,
Madhapur, Hyderabad.
16. In our opinion, during the year, the Company has not raised any
fresh term loans.
17. In our opinion, according to the information and explanations
given to us and on an overall examination of statements and records of
the Company, that the funds raised on short-term basis have, prima
facie, not been used during the year for long-term investment.
18. In our opinion and according to the information and explanations
given to us, the Company has not issued debentures during the year.
19. In our opinion, the Company has not raised money by way of public
issue for any specific purpose during the year.
20. During the year, the Company has made allotment of 35,000 Equity
shares of Rs. 10/- each to the employees in lieu of ESOP's. In our
opinion, the price at which the said shares have been allotted is not
prejudicial to the interest of the Company.
21. In our opinion, the Company is not required to create / register /
modify any security (Charge) as the Company is not holding / issued any
debentures.
22. According to the information and explanations given to us and
based on audit procedures performed, no fraud on or by the Company has
been noticed during the year.
Place: Hyderabad For RAMBABU & CO.,
Date: 27-08-2012 Chartered Accountants
Firm Reg. No: 002976S
RAVI RAMBABU
Partner M. No : 18541
Mar 31, 2011
We have audited the attached Balance Sheet of CURA TECHNOLGOES LIMITED,
(Formerly known as SOFTPRO Systems Limited) HYDERABAD, as at 31st
March, 2011 and the Profit and Loss Account for the year ended on that
date annexed thereto and Cash Flow Statement for the year ended on that
date which we signed in reference to this Report. These financial
statements are the responsibility of the Company's Management. Our
responsibility is to express an opinion on these financial statements
based on our audit.
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 from 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.
1. As required by the Companies (Auditor's 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 a
statement on the matters specified in paragraphs 4 and 5 of the said
Order.
2. Further to our comments in the annexure referred to in paragraph 1
above, we report that:
i) 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.
ii) 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.
iii) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this Report are in agreement with the books of account.
iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this Report comply with the Accounting
Standard referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956.
v) In our opinion and based on written representations received from
Directors, and taken on record by the Board of Director(s), none of the
Director(s) is disqualified as on 31st March, 2011 from being appointed
as a Director in terms of clause (g) of sub-section (1) of Section 274
of the Companies Act, 1956;
vi) Subject to paragraph (iv) above, in our opinion and to the best of
our information and according to the explanations given to us, the said
accounts read with significant accounting policies and other Notes
thereon, 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:
a) in so far as it relates to Balance Sheet, of the state of affairs of
the Company as at 31st March, 2011;
b) in so far as it relates to Profit and Loss Account, of the profit of
the Company for the year ended on that date; and
c) in so far as it relates to Cash Flow Statement, of the cash flows of
the Company for the year ended on that date.
Annexure to the Auditors' Report: Referred to as in paragraph 1 of our
Report of even date.
1. In respect of its Fixed Assets:
(a) The Company has maintained proper records showing full particulars
including details and situation of Fixed Assets.
(b) As explained to us, all the Fixed Assets have not been physically
verified by the Management during the year but there is a program of
verification in phased periodical manner at regular intervals, which in
our opinion is reasonable, having regard to the size of the Company and
the nature of its assets. No material discrepancies were noticed on
such physical verification.
(c) During the year, the Company has not disposed off substantial part
of the assets. According to the information and explanations given to
us, we are of the opinion that no transactions are affected involving
disposal of assets so as to affect going concern status of the Company.
2. In respect of its Inventories:
As explained to us, the Company does not hold any inventories and,
hence, the question of physical verification, procedures followed for
verification and discrepancies thereof does not arise.
3. In respect of 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) During the year, the Company has granted interest free demand loans
of Rs. 709.98 Lakhs to its wholly owned subsidiaries covered in the
Register maintained under Section 301 of the Companies Act 1956.
(b) According to the information and explanations given to us, we are
of the opinion, the terms and conditions on which loan granted by the
company to such wholly owned subsidiaries listed in the register
maintained under section 301 of the companies act, 1956 are not, Prima
facie, prejudicial to the interest of the company.
(c) In respect of interest-free demand loan granted, the principal
amount is being receivable on demand and the question of overdue does
not arise.
(d) There is no overdue amount in-respect of interest-free demand loan
granted to parties listed in the register maintained under section 301
of the Companies Act, 1956, the question of statement on the steps
taken for recovery of the Principal, and overdue amount of more than
one lakh 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 purchase of fixed assets, office equipment and for
rendering of services. During the course of our audit, based on our
audit procedures applied, we have not observed any continuing failure
to correct major weaknesses in 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, the 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 5,00,000 with
parties covered above, during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
6. 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 directives issued by the Reserve Bank of India and the
provisions of Sections 58A and 58AA of the Companies Act, 1956 and the
Companies (Acceptance of Deposits) Rules, 1975 framed there under
apply.
7. In our opinion, the Company has an independent internal audit
system commensurate with its size and the nature of its business.
8. We are informed and according to the information and explanations
given to us, that the Central Government has not prescribed maintenance
of cost records under Section 209(1)(d) of the Companies Act, 1956, for
the activities of the Company.
9. In respect of statutory dues:
(a) According to the records of the Company and as per the information
and explanations given to us, the Company is generally regular in
depositing with appropriate authorities undisputed statutory dues
including provident fund, Employees state insurance, Income tax,
investor education and protection fund, Sales Tax, Wealth Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
disputed amounts payable in respect of Wealth tax, Income tax, Sales
tax, Customs duty, Excise duty and Cess were outstanding, as at 31st
March, 2011 for a period of more than six months from the date they
became payable.
(c) According to the information and explanations given to us, there
are no dues of sales tax, income tax, Customs duty, Wealth tax, Excise
duty and Cess, which have not been deposited on account of any dispute,
except taxes mentioned below, have not been deposited by the company on
account of dispute.
Name of the Nature of the Amount Period to which Forum where
Staute Dues (?) the amount
relates dispute is
pending
APVAT, 2005 Value Added Tax 9,25,791 2005-2006 Hon'ble High
Court of AP.
APVAT, 2005 Value Added Tax 11,88,400 2006-2007 Hon'ble High
Court of AP.
APVAT, 2005 Value Added Tax 15,40,143 2008-2009 Hon'ble High
Court of AP.
10. In our opinion, the Company does not have accumulated losses at
the end of the year and has not incurred cash losses during the
financial year covered by our audit and in the immediately preceding
financial year.
11. As per the records of the Company and according to the information
and explanations given to us, we are of the opinion that the Company
has not defaulted in repayment of dues to financial institutions, banks
or debenture holders.
12. According to the information and explanations given to us, the
Company has not given any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. 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 and 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. In our opinion and according to the information and explanations
given to us, the Company has given corporate guarantee to the Andhra
Bank for securing stand by letter of credit for securing loans taken by
M/s Cura Global GRC Solutions Pte. Ltd. from Bank of India, to the tune
of f 3413.33 Lakhs (US $ 7.12 millions) and further the company has
provided security by the first pari-passu mortgage charge over Land &
Buildings situated at Software Units Layout, Madhapur, Hyderabad.
16. In our opinion, during the year, the Company has not raised any
fresh term loan.
17. In our opinion, according to the information and explanations
given to us and on an overall examination of statements and records of
the Company, that the funds raised on short-term basis have, prima
facie, not been used during the year for long-term investment.
18. In our opinion and according to the information and explanations
given to us, the Company has not issued debentures during the year.
19. In our opinion, the Company has not raised money by way of public
issue for any specific purpose during the year.
20. During the year, the Company has made preferential allotment of
25,65,000 Equity shares of 10 each to parties and companies covered in
the register maintained under section 301 of the Companies Act, 1956
and 30,000 shares of Rs. 10 each to the employees in lieu of ESOP's. In
our opinion, the price at which the said shares have been allotted is
not prejudicial to the interest of the Company.
21. In our opinion, the Company is not required to create / register /
modify any security (Charge) as the Company is not holding / issued any
debentures.
22. According to the information and explanations given to us and
based on audit procedures performed, no fraud on or by the Company has
been noticed during the year.
For RAMBABU & CO.,
Chartered Accountants
Firm Reg. No: 002976S
RAVI RAMBABU
Place:Hyderabad Partner
Date :12.08.2011 M.No: 18541
Mar 31, 2010
We have audited the attached Balance Sheet of SOFTPRO SYSTEMS LIMITED,
HYDERABAD, as at 31st March, 2010 and the Profit and Loss Account for
the year ended on that date annexed thereto and Cash Flow Statement for
the year ended on that date which we signed in reference to this
Report. 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 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
from 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.
1. 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 a
statement on the matters specified in paragraphs 4 and 5 of the said
Order.
2. Further to our comments in the annexure referred to in paragraph 1
above, we report that:
i) 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.
ii) 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.
iii) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this Report are in agreement with the books of account.
iv) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this Report comply with the Accounting
Standards "except Accounting Standard 15 (Revised 2005) e. i. Employee
benefits"referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956.
v) In our opinion and based on written representations received from
Directors, and taken on record by the Board of Directors, none of the
Directors is disqualified as on 31st March, 2010 from being appointed
as a Director in terms of clause (g) of sub-section (1) of Section 274
of the Companies Act, 1956;
vi) Subject to paragraph (iv) above, in our opinion and to the best of
our information and according to the explanations given to us, the said
accounts read with significant accounting policies and other Notes
thereon, 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:
a) in so far as it relates to Balance Sheet, of the state of affairs of
the Company as at 31st March, 2010;
b) in so far as it relates to Profit and Loss Account, of the profit of
the Company for the year ended on that date; and
c) in so far as it relates to Cash Flow Statement, of the cash flows of
the Company for the year ended on that date.
Annexure to the Auditors Report: Referred to as in paragraph 1 of our
Report of even date.
1. In respect of its Fixed Assets:
(a) The Company has maintained proper records showing full particulars
including details and situation of Fixed Assets.
(b) As explained to us, all the Fixed Assets have not been physically
verified by the Management during the year but there is a program of
verification in phased periodical manner at regular intervals, which in
our opinion is reasonable, having regard to the size of the Company and
the nature of its assets. No material discrepancies were noticed on
such physical verification.
(c) During the year, the Company has not disposed off substantial part
of the assets. According to the information and explanations given to
us, we are of the opinion that no transactions are affected involving
disposal of assets so as to affect going concern status of the Company.
2. In respect of its Inventories:
As explained to us, the Company does not hold any inventories and,
hence, the question of physical verification, procedures followed for
verification and discrepancies thereof does not arise.
3. In respect of 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) During the year, the Company has granted interest free demand loans
of Rs. 1353.33 Lakhs to parties covered in the Register maintained
under Section 301 of the Companies Act 1956.
(b) According to the information and explanations given to us, we are
of the opinion, the terms and conditions on which loan granted by the
company to such parties listed in the register maintained under section
301 of the companies act, 1956 are not, Prima facie, prejudicial to the
interest of the company.
(c) In respect of interest-free demand loan granted, the principal
amount is being receivable on demand and the question of overdue does
not arise.
(d) There is no overdue amount in-respect of interest-free demand loan
granted to parties listed in the register maintained under section 301
of the Companies Act, 1956, the question of statement on the steps
taken for recovery of the Principal, and overdue amount of more than
one lakh 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 purchase of fixed assets, office equipment and for
rendering of services. During the course of our audit, based on our
audit procedures applied, we have not observed any continuing failure
to correct major weaknesses in 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, the 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 Rs. 5,00,000 with
parties covered above, during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
6. 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 directives issued by the Reserve Bank of India and the
provisions of Sections 58A and 58AA of the Companies Act, 1956 and the
Companies (Acceptance of Deposits) Rules, 1975 framed there under
apply.
7. In our opinion, the Company has an independent internal audit
system commensurate with its size and the nature or its business.
8. We are informed and according to the information and explanations
given to us, that the Central Government has not prescribed maintenance
of cost records under Section 209(l)(d) of the Companies Act, 1956, for
the activities of the Company.
9. In respect of statutory dues:
(a) According to the records of the Company and as per the information
and explanations given to us, the Company is generally regular in
depositing with appropriate authorities undisputed statutory dues
including provident fund, Employees state insurance, Income tax,
investor education and protection fund, Sales Tax, Wealth Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
disputed amounts payable in respect of Wealth tax, Income tax, Sales
tax, Customs duty, Excise duty and Cess were outstanding, as at 31st
March, 2010 for a period of more than six months from the date they
became payable.
(c) According to the information and explanations given to us, there
are no dues of sales tax, income tax, Customs duty, Wealth tax, Excise
duty and Cess, which have not been deposited on account of any dispute,
except taxes mentioned below, have not been deposited by the company on
account of dispute.
Name of the Nature of the Dues Amount Rs.
Statute
APVAT, 2005 Value Added Tax 9,25,791/-
APVAT, 2005 Value Added Tax 11,88,400/-
APVAT, 2005 Value Added Tax 15,40,143/-
Name of the Statue Period to which Forum where
the amount relates dispute is pending
APVAT, 2005 2005-06 High Court of A.P.
APVAT, 2005 2006-07 High Court of A.P.
APVAT, 2005 2008-09 High Court of A.P.
10. In our opinion, the Company does not have accumulated losses at
the end of the year and has not incurred cash losses during the
financial year covered by our audit and in the immediately preceding
financial year.
11. As per the records of the Company and according to the information
and explanations given to us, we are of the opinion that the Company
has not defaulted in repayment of dues to financial institutions, banks
or debenture holders.
12. According to the information and explanations given to us, the
Company has not given any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Accordingly, the provisions of clause 4(xiii)
of the Companies (Auditors Report) Order, 2003 are not applicable to
the Company.
14. In our opinion, the Company is not dealing in or trading in
shares, securities and debentures and other investments. Accordingly,
the provisions of clause 4(xiv) of the Companies (Auditors Report)
Order, 2003 are not applicable to the Company.
15. In our opinion and according to the information and explanations
given to us, the Company has given corporate guarantee to the Andhra
Bank for securing stand by letter of credit for securing loans taken by
M/s Cura Global GRC Solutions Pte. Ltd. from Bank of India, to the tune
of Rs. 3413.33 Lakhs (US $ 7.12 millions) and further the company has
provided security by the first pari-passu mortgage charge over Land &
Buildings situated at Softpro Hights, Software Units Layout, Madhapur,
Hyderabad.
16. In our opinion, during the year, the Company has taken a fresh
term loan of Rs. 938 Lakhs from Andhra Bank and the funds were utilized
for the purpose for which the loan were obtained and the outstanding
amount on the balance sheet date is Rs. 911.50 Lakhs.
17. In our opinion, according to the information and explanations
given to us and on an overall examination of statements and records of
the Company, that the funds raised on short-term basis have, prima
facie, not been used during the year for long-term investment.
18. In our opinion and according to the information and explanations
given to us, the Company has not issued debentures during the year.
19. In our opinion, the Company has not raised money by way of public
issue for any specific purpose during the year.
20. During the year, the Company has made preferential allotment of
9,25,000 Equity shares of Rs. 10/- each to parties and companies
covered in the register maintained under section 301 of the Companies
Act, 1956. In our opinion, the price at which the said shares have been
allotted is not prejudicial to the interest of the Company.
21. In our opinion, the Company is not required to create / register /
modify any security. (Charge) as the Company is not holding / issued
any debentures.
22. According to the information and explanations given to us and
based on audit procedures performed, no fraud on or by the Company has
been noticed during the year.
Place: Hyderabad For RAMBABU & CO.,
Date: 25-08-2010 Chartered Accountants
Firm Reg. No: 002976S
RAVI RAMBABU
Partner
M. No : 18541