Mar 31, 2018
Report on the Standalone Ind AS financial statements
We have audited the accompanying standalone Ind AS financial statements of Optiemus Infracom Limited (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2018, the Statement of Profit and Loss (Including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone Ind AS financial statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance (including Other Comprehensive Income), cash flows and Changes in Equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Indian Accounting Standards) Rules, 2015 as amended, other accounting policies generally accepted in India.
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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorsâ Responsibility
Our responsibility is to express an opinion on standalone Ind AS 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 thereunder.
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 standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the standalone Ind AS 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 controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the standalone Ind AS 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 Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Ind AS 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 company as at 31st March 2018, and its profit, total comprehensive income, the changes in equity and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the âAnnexure Aâ, 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 the 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, the Cash Flow Statement and the statement of changes in equity dealt with by this report are in agreement with the books of account.
(d) In our opinion, these standalone Ind AS 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, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018, from being appointed as a director in terms of Section 164 (2) of the Act;
(f) With respect to adequacy of the internal financial control over financial reporting and the operating effectiveness of such controls, refer to our report in âAnnexure Bâ.
(g) With respect to the other matters to be included in the Auditorâs 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 financial statement discloses the impact of pending litigation as referred to in note 29.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and
iii. There are no amounts required to be transferred to the Investor Education and Protection Fund by the Company.
To the Independent Auditors report on standalone Ind AS financial statements of Optiemus Infracom Limited.
Referred to in paragraph 1 under the heading, âReport on Other Legal and Regulatory Requirementsâ of our report of even date:
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars with respect to most of its fixed assets.
(b) The capitalised fixed assets are physically verified by the management according to a regular programme designed to cover all the items over a period of three years. Pursuant to the planned programme during the year, fixed assets have been physically verified by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noted on such verification.
(c) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company.
(ii) In our opinion, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) In respect of the loans, secured or unsecured, granted by the Company to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Companies Act, 2013:
a) In our opinion and according to the information given to us, the terms and conditions of the loans given by the Company are prima facie, not prejudicial to the interest of the Company.
b) The schedule of repayment of principal and payment of interest has been stipulated and repayments of principal amounts and /or receipts of interest have been regular as per stipulations.
c) There are no overdue amounts as at the year-end in respect of both principal and interest.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities.
(v) In our opinion and according to the information and explanations given to us, the Company did not receive any deposits covered under sections 73 to 76 of the Companies Act and the rules framed there under with regard to deposits accepted from the public during the year.
(vi) We have been informed by the company that the maintenance of cost record under section 148 (1) of the Act has not been prescribed by the Central Government.
(vii) In respect of statutory dues:
(a) According to the information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employeesâ state insurance, income-tax, sales-tax, service tax, duty of customs, value added tax, goods and service tax, cess and other material statutory dues applicable to it. The provisions relating to duty of excise are not applicable to the Company.
According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employeesâ state insurance, income tax, sales-tax, service tax, duty of customs, value added tax, goods and service tax, cess and other material undisputed statutory dues were outstanding, as at the year end, for a period of more than six months from the date they became payable.
(b) According to the records of the Company, the dues outstanding of income-tax and sales-tax on account of any dispute, are as follows:
Disputes with Authority |
Financial year |
31-Mar-18 (In INR) |
Sales Tax, Orissa |
2008-09 |
187,538 |
Sales Tax Delhi |
2008-09 |
7,495,704 |
Sales Tax Haryana |
2006-07 |
1,631,864 |
Sales Tax Haryana |
2010-11 |
1,575,527 |
Sales Tax Assam |
2007-08 |
920,585 |
Sales Tax Bihar |
2011-12 |
2,901,596 |
Sales Tax Uttar Pradesh |
2011-12 |
2,517,693 |
Sales Tax West Bengal |
2012-13 |
17,831,391 |
Sales Tax Karnataka |
2011-12 |
1,391,748 |
Sales Tax Karnataka |
2012-13 |
2,025,970 |
Sales Tax Gujarat |
2013-14 |
4,144,564 |
Sales Tax Uttar Pradesh |
2013-14 |
4,451,143 |
Income Tax - U/s 143(1) |
2009-10 |
14,531,330 |
Income Tax - U/s 143(1) |
2010-11 |
96,036,531 |
Income Tax - u/s 154 |
2010-11 |
97,425,800 |
Income Tax - u/s 220(2) |
2011-12 |
2,110 |
Income Tax - u/s 271(1)(c) |
2011-12 |
192,624 |
Income Tax - u/s 143(1)(a) |
2014-15 |
1,305,750 |
TDS demands |
393,222 |
(viii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the standalone Ind AS financial statements and according to the information and explanations given to us by the management, the Company has not defaulted in repayment of dues to financial institutions or banks. The Company does not have any debenture holders.
(ix) According to the information and explanations given to us, no term loans have been raised by the Company. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or any fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanation given by the management, transaction with related parties are in compliance with section 177 and 188 of Companies Act,2013 where applicable and details have been disclosed in the notes to the standalone Ind AS financial statements where applicable, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us, during the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of Paragraph 3 of the Order is not applicable to the Company.
(xv) According to the information and explanations given to us and based on our examination of the records, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, Clause (xv) of the Order is not applicable.
(xvi) In our opinion and according to information and explanations provided to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.
Annexure âBâto the Independent Auditors report of even date on standalone Ind AS financial statements of Optiemus Infracom Limited.
To the Members of Optiemus Infracom Limited
Report on the Internal Financial Controls under clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Optiemus Infracom Limited (âthe Companyâ) as of 31st March, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls 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. 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 the Companyâs 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.
Auditorsâ Responsibility
Our responsibility is to express an opinion on the Companyâs 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 âGuidance Noteâ) 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 were 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 system 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 auditorsâ judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs 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 standalone Ind AS 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 the Management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Companyâs assets that could have a material effect on the standalone Ind AS 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 31st March, 2018, 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 Mukesh Raj & Co.
Chartered Accountants
Firmâs Reg. No. : 016693N
Mukesh Goel
Partner
M. No. : 094837
Place: Noida
Date: 30.05.2018
Mar 31, 2017
Report on the Standalone financial statements
We have audited the accompanying standalone financial statements of Optiemus Infracom Limited (âthe Companyâ), which comprise the standalone Balance Sheet as at 31st March, 2017, the standalone Statement of Profit and Loss, the standalone Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone financial statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone 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 prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the companies (Accounting Standards) amendment rules, 2016.
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.
Auditorsâ Responsibility
Our responsibility is to express an opinion on 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 thereunder.
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 standalone financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the standalone 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 controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the standalone 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 case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2017,
b) In case of Statement of Profit & Loss of the company for the year ended 31st March, 2017 of its Profit for the year,
c) In case of Cash Flow Statement of cash flow of the company for the year ended on that date. Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the âAnnexure Aâ, 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 the 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, these 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 written representations received from the directors as on March 31, 2017, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of Section 164 (2) of the Act;
(f) With respect to adequacy of the internal financial control over financial reporting and the operating effectiveness of such controls, refer to our report in âAnnexure Bâ.
(g) With respect to the other matters to be included in the Auditorâs 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 financial statement discloses the impact of pending litigation as referred to in note no. 33.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and
iii. There are no amounts required to be transferred to the Investor Education and Protection Fund by the Company.
iv. The Company has provided requisite disclosures in Note 19 to the standalone financial statements as to the holdings of Specified Bank Notes on November 8, 2016 and December 30, 2016 as well as dealings in Specified Bank Notes during the period from November 8, 2016 to December 30, 2016. Based on our enquiries, test check of the books of account and other details maintained by the Company and relying on the management representation regarding the total holding and nature of total cash transactions, we report that these disclosures are in accordance with the books of accounts maintained by the Company.
To the Independent Auditors report on standalone financial statements of Optiemus Infracom Limited.
Referred to in paragraph 1 under the heading, âReport on Other Legal and Regulatory Requirementsâ of our report of even date:
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars with respect to most of its fixed assets.
(b) The capitalised fixed assets are physically verified by the management according to a regular programme designed to cover all the items over a period of three years. Pursuant to the planned programme during the year, fixed assets have been physically verified by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its assets. No material discrepancies were noted on such verification.
(c) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to information and explanations given by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company.
(ii) In our opinion, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) In respect of the loans, secured or unsecured, granted by the Company to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Companies Act, 2013:
a) In our opinion and according to the information given to us, the terms and conditions of the loans given by the Company are prima facie, not prejudicial to the interest of the Company.
b) The schedule of repayment of principal and payment of interest has been stipulated and repayments of principal amounts and /or receipts of interest have been regular as per stipulations.
c) There are no overdue amounts as at the year-end in respect of both principal and interest.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities.
(v) In our opinion and according to the information and explanations given to us, the Company did not receive any deposits covered under sections 73 to 76 of the Companies Act and the rules framed there under with regard to deposits accepted from the public during the year.
(vi) We have been informed by the company that the maintenance of cost record under section 148 (1) of the Act has not been prescribed by the Central Government.
(vii) In respect of statutory dues:
(a) According to the information and explanations given to us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employeesâ state insurance, income-tax, sales-tax, service tax, duty of customs, value added tax, cess and other material statutory dues applicable to it. The provisions relating to duty of excise are not applicable to the Company.
According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employeesâ state insurance, income tax, sales-tax, service tax, duty of customs, value added tax, cess and other material undisputed statutory dues were outstanding, as at the year end, for a period of more than six months from the date they became payable.
(b) According to the records of the Company, the dues outstanding of income-tax and sales-tax on account of any dispute, are as follows:
Name of Statute |
Nature of Dues |
Period to which the Amount relates (FY) |
Forum where the Dispute is Pending |
Amount In Rs. |
Sales Tax, Orissa |
Sales Tax, Interest & Penalty |
2008-2009 |
Asst. Commissioner of sales tax Orissa |
187,538 |
Sales Tax, Delhi |
Sales Tax, Interest & Penalty |
2008-2009 |
Asst. Commissioner of Trade & Taxes, Delhi, (objection by hearing Authority) |
74,95,704 |
Sales Tax, Haryana |
Sales Tax, Interest & Penalty |
2006-2007 |
ETO-cum-Assessing Authority, Haryana |
16,31,864 |
Sales Tax, Haryana |
Sales Tax, Interest & Penalty |
2010-11 |
Assessing Authority, Gurgaon Haryana |
15,75,527 |
Sales Tax, Assam |
Sales Tax, Interest & Penalty |
2007-08 |
Superntendent of Taxes, Guwahati, Unit-D, Assam |
920,585 |
Sales Tax, UP |
Sales Tax, Interest & Penalty |
2011-12 |
Deputy Commissioner of Comml. Tax, Ghaziabad. UP |
2517,693 |
Sales Tax, WB |
Sales Tax, Interest & Penalty |
2012-13 |
Senior Joint Commissioner of Commercial Taxes, Behala Circle, Kolkatta, WB |
1,78,31,391 |
Sales Tax, UP |
Sales Tax, Interest & Penalty |
2013-14 |
Deputy Commissioner of Comml. Tax, Ghaziabad. UP |
44,51,143 |
Income Tax, 1961 |
Income Tax (TDS) |
2013-14 and priod periods |
Income tax department |
393,222 |
(viii) Based on our audit procedures performed for the purpose of reporting the true and fair view of the standalone financial statements and according to the information and explanations given to us by the management, the Company has not defaulted in repayment of dues to financial institutions or banks. The Company does not have any debenture holders.
(ix) According to the information and explanations given to us, no term loans have not been raised by the Company. The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company or any fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) Based on our audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanation given by the management, transaction with related parties are in compliance with section 177 and 188 of Companies Act, 2013 where applicable and details have been disclosed in the notes to the standalone financial statements where applicable, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us, during the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of Paragraph 3 of the Order is not applicable to the Company.
(xv) According to the information and explanations given to us and based on our examination of the records, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, Clause (xv) of the Order is not applicable.
(xvi) In our opinion and according to information and explanations provided to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.
For Mukesh Raj & Co.
Chartered Accountants
Firmâs Reg. No. : 016693N
Mukesh Goel
Partner
M. No. : 094837
Place : Noida
Date : 30.05.2017
Mar 31, 2016
To
The Members
Optiemus Infracom Limited report ON THE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of Optiemus Infracom Limited, which comprise the Balance Sheet as at 31 March 2016, 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.
MANAGEMENTâS RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
The Companyâs Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (âthe Actâ) 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 provision 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 control, 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.
AUDITORâS 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 disclosures in the financial statements. The procedures selected depend on the auditorâs 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 Companyâs preparation of the financial statements that give true and fair view 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 Companyâs 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 Profit and Loss and its Cash flows for the year ended on that date.
Report on Other and Regulatory Requirements
1. As required by the companies (Auditorâs Report) Order,2016 ( âthe orderâ) 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 the paragraph 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 purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.
c) the Balance Sheet, 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 31 March, 2016, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 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 âAnnexure Bâ; and
g) With respect to the other matters included in the Auditorâs Report and to our best of our information and according to the explanations given to us :
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements.
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 were no amounts which required to be transferred to the Investor Education and Protection Fund.
Referred to in paragraph 1 under the heading âReport on Other Legal & Regulatory Requirementâ of our report of even date to the financial statements of the Company for the year ended March 31, 2016:
1) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets;
(b) The Fixed Assets have been physically verified by the management in a phased manner, designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the company and nature of its business. Pursuant to the program, a portion of the fixed asset has been physically verified by the management during the year and no material discrepancies between the books records and the physical fixed assets have been noticed.
(c) The title deeds of immovable properties are held in the name of the company.
2) (a) The management has conducted the physical verification of inventory at reasonable intervals.
(b) The discrepancies noticed on physical verification of the inventory as compared to books records which has been properly dealt with in the books of account were not material.
3) According to the information and explanation given to us, the company has made/ taken loans to the parties covered in the Register maintained under section 189 of the Act. The terms & Conditions of the grant of such loans are not prejudicial to the companyâs interest and the receipt of principal amount and interest are also regular.
4) In our opinion and according to the information and explanations given to us, the company has complied with the provisions of section 185 and I86 of the Act, with respect to the loans and investments made.
5) 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.
6) The Central Government has not prescribed the maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the company.
7) (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 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 disputes as prescribed in Note No. 28 of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax outstanding on account of any dispute.
8) 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 taken any loan either from financial institutions or from the government and has not issued any debentures.
9) 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.
10) In our opinion and according to 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.
11) 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. However, due to unexpected fall in the Net Profit of the Company, the managerial remuneration has exceed by Rs. 34.61 Lakhs from the limit prescribed in the Act. The company has taken necessary steps and holds the disbursement of Rs. 20 Lakhs and taken refund of balance amount Rs. 14.61 Lakhs from director.
12) 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.
13) 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.
14) 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.
15) 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.
16) 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.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Optiemus Infracom Limited (âthe Companyâ) as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls 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. 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 companyâs 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.
Auditorsâ 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 âGuidance Noteâ) 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 system 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 auditorâs 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 Companyâs internal financial controls system 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 RMA & ASSOCIATES
Chartered Accountants
Firm Registration No: 000978N
Rajiv Bajpai
Partner
Membership No. 405219
Place : New Delhi
Dated : May 30, 2016
Mar 31, 2015
We have audited the accompanying financial statements of OPTIEMUS
INFRACOM LIMITED, 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 provision 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 control, 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.
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 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 true and fair view 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 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;
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2015;
b) in the case of the Statement of Profit and Loss, of the Profit for the
year ended on that date; and
c) in the case of the Cash Flow Statement, of the cash fows for the
year ended on that date.
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 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 31 March, 2015, taken on record by the Board of Directors, none
of the directors is disqualified as on 31 March, 2015, from being
appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the other matters included in the Auditor's Report
and to our best of our information and according to the explanations
given to us :
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements.
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 were no amounts which required to be transferred to the
Investor Education and Protection Fund.
ANNEXURE TO AUDITOR'S REPORT
Referred to in Paragraph 1 of our report of even date on this statement
of Account of Optiemus Infracom Limited as at and for the year ended
31st March 2015:
On the basis of such checks as we considered appropriate and in terms
of the information and explanations given to us, we state that:- i) In
respect of Fixed Assets :
(a) The Company is maintaining proper records showing full particulars
including quantitative details and situation of its fixed assets.
(b) The Company has conducted physical verification at a reasonable
interval of its fixed assets during the period covered under our audit.
We are informed that no material discrepancies were noticed on such
verification.
(c) The Company has not disposed off any substantial part of it's fixed
assets so as to affect its going concern status.
ii) In respect of Inventories :
(a) As explained to us, inventory has been physically verified by the
management during the year. In our opinion, the frequency of
verification is reasonable in relation to the size of the company.
(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 are reasonable and adequate in relation to
the size of the company and the nature of it's business.
(c) On the basis of our examination of the records of the company, we
are of the opinion that company has maintained proper records of it's
inventory. Discrepancies noticed on physical verification between
physical stock records were not material and have been adequately dealt
within the books of accounts.
iii) (a) According to the information and explanation given to us, the
Company has made/ taken loans to the parties covered under register
maintained section 189 of company Act, 2013.
(b) The receipt of principal amount and interest are also regular.
iv) In our opinion and according to the information and explanation
given to us, there is an 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, no major weakness has been
noticed in the internal control system in respect of these areas.
During the course of Audit, we have not observed any continuing failure
to correct major weakness in internal system of the company.
v) The Company has not accepted any deposit from the public pursuant to
sections 73 to 76 or any other provision of Companies Act 2013 and rules
framed there under apply.
vi) As per information and explanation given to us, Central Government
has not prescribed the maintenance of Cost Records under subsection (1) of
section 148 of the Companies Act, 2013 in respect of the good manufactured
by the company.
vii) In respect of statutory dues:
(a) According to the information and explanations given to us and on
the basis of our examination of 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 and other
statutory dues have generally been regularly deposited with the
appropriate authorities during the year though there has been slightly
delay in few cases. According to the information and explanations
given to us, in respect of the aforesaid dues were outstanding as at
March 31, 2015 for a period of more than six months from the date of
becoming payable.
(b) According to the records of the company, the dues outstanding of
income tax, sales tax, wealth tax, service tax, custom duty, provident
fund and cess not deposited on account of dispute are as per note
no.28.
(c) Company is not required to transferred to investor education and
protection fund in accordance with the relevant provisions of the
Companies Act.
viii) The Company does not have accumulated loss of not less than 50%
of its net worth at the end of the financial year and it has not
incurred any cash losses during the financial year under audit and also
in the immediately preceding financial year.
ix) According to the information and explanations given to us and based
on the documents and records produced to us, company has not defaulted
in repayment of dues to a financial institution or bank.
x) According to the information and explanations given to us and based
on the documents and records produced to us, company has not given any
guarantee for loans taken by others from bank or financial institutions.
xi) According to the information and explanations given to us and based
on the documents and records produced to us, company has applied for
term loans for the purpose for which the loans were obtained.
xii) According to the information and explanations given to us and
based on the documents and records produced to us, no fraud on or by
the company has been noticed or reported during the year.
For RMA & ASSOCIATES
Chartered Accountants
Firm Registration No: 000978N
Rajiv Bajpai
Partner
Membership No. 405219
Place : New Delhi
Dated : 30.05.2015
Mar 31, 2014
We have audited the accompanying financial statements of Optiemus
Infracom Limited ("the Company"), which comprise the Balance Sheet as
at March 31, 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.
MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards notified under the companies act 1956 (the
act) read with the General Circular 15/2013 Dated 13 Sep 2013 of the
ministry of corporate affairs in respect of section 133 of the
Companies Act, 2013. 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 and not for the
purpose of expressing an opinion on the effectiveness of the entities''
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 March 31, 2014;
b) In the case of the Profit and Loss Account, of the profit for the
year ended on that date; and
c) In the case of 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, 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 as notified
under the Companies Act 1956 read with the General Circular 15/2013
Dated 13 September 2013 of the Ministry of Corporate Affairs in respect
of section 133 of the Companies Act 2013.
e. On the basis of the written representations received from the
directors as on 31st March, 2014 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.
ANNEXURE TO AUDITOR''S REPORT
Referred to in Paragraph 1 of our report of even date on this statement
of Account of Optiemus Infracom
Limited as at and for the year ended 31st March 2014:
On the basis of such checks as we considered appropriate and in terms
of the information and explanations given to us, we state that:-
i) In respect of Fixed Assets :
(a) The Company is maintaining proper records showing full particulars
including quantitative details and situation of its fixed assets.
(b) The Company has conducted physical verification at a reasonable
interval of its fixed assets during the period covered under our audit.
We are informed that no material discrepancies were noticed on such
verification.
(c) The Company has not disposed off any substantial part of it''s fixed
assets so as to affect its going concern status.
ii) In respect of Inventories :
(a) As explained to us, inventory has been physically verified by the
management during the year. In our opinion, the frequency of
verification is reasonable in relation to the size of the company.
(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 are reasonable and adequate in relation to
the size of the company and the nature of it''s business.
(c) On the basis of our examination of the records of the company, we
are of the opinion that company has maintained proper records of it''s
inventory. Discrepancies noticed on physical verification between
physical stock records were not material and have been adequately dealt
within the books of accounts.
iii) (a) According to the information and explanation given to us, the
Company hasmade/ taken loans to the parties covered under register
maintained section 301 of company Act, 1956.
(b) The rates of interest and other terms and condition of loans given
by the company are not prima facie prejudicial to the interest of the
company and receipt of principal amount and interest are also regular.
iv) Purchase of inventory and the major portion of the traded goods
including mobile hand sets are stated to be of proprietary nature,and
hence, in such cases , the comparison of prices with the market rates
or with purchases with other parties cannot be made. Read with the
above , in our opinion and according to the information and explanation
given to us, there is an 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, no major weakness has been
noticed in the internal control system in respect of these areas.
During the course of Audit, we have not observed any continuing failure
to correct major weakness in internal system of the company.
v) In respect of the contracts or arrangements referred to in Section
301 of the Companies Act, 1956.
(a) In our opinion and according to the information and explanation
given to us, the particulars of transaction made in pursuance of
contracts or arrangements referred to in section 301 of the companies
Act, 1956 has been entered in the register required to be maintained
under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts have been
made at the prices which are reasonable having regards to the prevalent
market prices at the relevant time.
vi) The Company has not accepted any deposit from the public pursuant
to sections 58A, 58AA or any other relevant provisions of the Companies
Act 1956 and rules framed there under apply.
vii) In our opinion, the company has internal audit system commensurate
with the size and nature of its business.
viii) As per information and explanation given to us, Central
Government has not prescribed the maintenance of Cost Records under
section 209(1)(d) of the Companies Act, 1956 in respect of the good
manufactured by the company.
ix) In respect of statutory dues:
(a) According to the information and explanations given to us and on
the basis of our examination of 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 and other
statutory dues have generally been regularly deposited with the
appropriate authorities during the year though there has been slightly
delay in few cases. According to the information and explanations given
to us, in respect of the aforesaid dues were outstanding as at March
31, 2014 for a period of more than six months from the date of becoming
payable.
(b) According to the records of the company, the dues outstanding of
income tax, sales tax, wealth tax, service tax, custom duty, provident
fund and cess not deposited on account of dispute are as per note
no.31.
x) The Company does not have accumulated loss of not less than 50% of
its net worth at the end of the financial year and it has not incurred
any cash losses during the financial year under audit and also in the
immediately preceding financial year.
xi) According to the information and explanations given to us and based
on the documents and records produced to us, the company has not
defaulted in repayment of dues to their Bankers or Financial
Institutions and debenture holders.
xii) The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
xiii) The company is not a chit fund / nidhi / mutual benefit fund /
society. Therefore, clause 4(xiii) of the companies (Auditor''s report)
order 2003 is not applicable to the company.
xiv) In our opinion, the company is not dealing in or trading in
shares, securities, debentures and other investments.
xv) As per the information and explanation given to us, the company has
not given any guarantee for loan taken by others from banks or
financial institution during the year.
xvi) As per the information and explanation given to us, the terms
loans has been applied for the purpose for which they were raised.
xvii) According to the information and explanations given to us and on
an overall examination of the Financial Statements of the Company as at
March 31, 2014, we report that no funds raised on short term basis were
utilized for long term investment.
xviii) During the year, the company has not made preferential allotment
of shares to parties and companies covered in the register maintained
under Section 301 of the Companies Act, 1956.
xix) On the basis of the records and documents examined by us, the
Company has not issued any debentures during the year, Accordingly,
clause 4(xix) of the companies (Auditor''s report) order 2003 is not
applicable to the company.
xx) Company has not raised any money by way of public issue during the
year.
xxi) During the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in India and according to the information and
explanations given to us,we have neither come across any instance of
fraud on or by the Company, noticed or reported during the year, nor we
have been informed of such case by the management.
For RMA & ASSOCIATES
Chartered Accountants
Firm Registration No: 000978N
Sd/-
Vishal Gupta
Partner
Membership No-524194
Place : New Delhi
Dated : 30.05.2014
Mar 31, 2013
We have audited the attached Balance Sheet of Optiemus Infracom Limited
(''the company'') as at March 31, 2013, the Proft & Loss Account of the
company and cash fow statement of the company for the year ended on
that date annexed thereto. These fnancial statements are the
responsibility of the Company''s management. Our responsibility is to
express an opinion on these fnancial statements based on our audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those standard required that we plan and perform the
audit to obtain reasonable assurance about whether the fnancial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting, the amounts and
disclosures in the fnancial statements. An audit also includes
assessing the accounting principles used and signifcant estimates made
by management, as well as evaluating the overall fnancial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
We report that:
1. As required by the Companies (Auditor''s Report) Order, 2003 (''the
order''), as amended, issued by the Central Government in terms of
Section 227 (4A) of the Companies Act, 1956 (''the Act''), we enclose in
the annexure a Statement on the matters specifed in the paragraphs 4
and 5 of the said Order.
2. Further to our comments in the Annexure referred 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 purposes of our
audit.
ii) In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books.
iii) The Balance Sheet, the Proft & Loss Account of the company and the
cash fow statement dealt with by this report are in agreement with the
books of Accounts.
iv) In our opinion, the Balance Sheet, the Proft & Loss Account and
cash fow statement dealt with by this report comply with the accounting
standards as referred to in Section 211 (3C) of the Companies Act,
1956.
v) We have no observation or comments that have adverse affect on the
functioning of the company.
vi) On the basis of written representation received from the Directors
as at 31 March 2013 and taken on record by the Board of Directors, we
report that none of the Directors of the company are disqualifed from
being appointed as Director of the company under section 274 (1) (g) of
the companies act 1956.
vii) Subject to our observation in para (v) above, In our opinion and
to the best of our information and according to the explanations given
to us, the accounts read together with notes on Accounts 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 the case of Balance Sheet, of the state of affairs of the Company
as at March 31, 2013;
b) In the case of Proft & Loss Account, of the proft of the Company for
the year ended on that date; and
c) In the case of cash fow statement, of the cash fows for the year
ended on that date.
(Referred to in paragraph (1) of our report of even date to the members
of OPTIEMUS INFRACOM LIMITED)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fxed
assets..
(b) Fixed assets have been physically verifed by the management during
the year and no discrepancy was found on such verifcation.
(c) There was no substantial disposal of fxed assets during the year
(ii) (a) The management has conducted physical verifcation of inventory
at reasonable intervals during the year.
(b) The procedures of physical verifcation 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 verifcation.
(iii) (a) According to the information and explanations provided by the
management, the company has made/taken loans to the parties covered
under the register maintained under section 301.
(b) The rates of interest and other terms and conditions of loans given
by the company are not prima facie prejudicial to the interest of the
company and receipt of principal amount and interest are also regular.
(iv) Purchase of inventory and the major portion of the traded goods
including mobile hand sets are stated to be of proprietary nature, and
hence, in such cases, the comparison of prices with the market rates or
with purchases with other parties cannot be made. Read with the above,
in our opinion and according to the information and explanations given
to us, there is an adequate internal control system commensurate with
the size of the Company and the nature of its business for the purchase
of inventory and fxed assets and for the sale of goods and services.
During the course of our audit, no major weakness has been noticed in
the internal control system in respect of these areas. During the
course of our audit, we have not observed any continuing failure to
correct major weakness in internal control system of the Company.
(v) (a) We are of the opinion that the particulars of contracts or
arrangements referred to in Section 301 of the Act that need to be
entered into the register maintained under Section 301 have been so
entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements exceeding value of Rupees fve lakhs have been entered into
during the fnancial year at prices which are reasonable having regard
to the prevailing market prices at the relevant time.
(vi) In our opinion and according to the information and explanation
given to us , the company has not been taken deposit under section 58A
and 58AA of the companies act 1956 and the companies (Acceptance of
deposits) Rules 1975 with regard to the deposits accepted from the
public , no order has been passed by the company law board or national
company law tribunal or reserve bank of India or any other tribunal on
the company in respect of the above said deposits.
(vii) In our opinion, the Company has an internal audit system which is
adequate and commensurate with the size and nature of its business.
(viii) (a) Undisputed statutory dues including provident fund,
employees'' state insurance, income-tax, sales-tax, wealth-tax, service
tax, customs duty generally been regularly deposited with the
appropriate authorities though there has been a slight delay in a few
cases.
(b) According to the information and explanations given to us, no
undisputed dues in respect of provident fund, employees'' state
insurance, income-tax, wealth-tax, service tax, sales-tax, customs
duty, excise duty, cess and other statutory dues were outstanding at
the year end for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, and cess
on account of any dispute, are as follows:
Name Nature of Dues Amounts (Rs.)
of the
status
Sales tax Sales Tax on cash Rs. 41,435/-
card & recharge
coupons
Interest U/s 27(2) Rs. 28,544/-
Sales Tax Sales Tax on cash Rs. 1,32,665/-
card & recharge
coupons
Interest U/s 27(2) Rs. 35,819/-
Sales Tax Sales Tax on cash Rs. 2,23,568/-
card & recharge
coupons
Penalty U/s 56 Rs. 1,000/-
Sales Tax Sale Tax on Wrongly Rs. 2,039/-
Input Credit taken
Interest/Penalty Rs. 4,079/-
Sales Tax Entry tax on zero Rs. 62,513/-
value Goods
Interest/Penalty Rs.1,25,025/-
Sales tax Sale tax Rs. 33,34,677/-
Interest Rs. 8,26,350/-
Penalty Rs.33,34,677/-
Sales Tax Sales Tax Rs. 16,31,864
Sale tax payable Rs. 82,09,003/-
Interest u/s 30 Rs. 37,76,141/-
Penalty U/s 29 Rs.82,09,003/-
Amount Fortifed any Rs.1,000/-
Sales Tax Purchase Tax Payable Rs. 37,544/-
Income Demand of Tax Rs. 23,34,071/-
Tax
Name of Status Period to Forum where dispute is
which the pending
amount
relates
Sales Tax 1999-2000 Deputy Commissioner Appeal-
IV Sales tax
Sales Tax 2000-2001 Deputy Commissioner
(Appeal) Sales tax
Sales Tax 2001-2002 Deputy Commissioner
(Appeal) Sales tax
Sales Tax 2007-2008 Asst. Commissioner of sale
Tax Orissa
Sales Tax 2008-2009 Asst. Commissioner of sales
tax Orissa
Sales Tax Asst. Commissioner of Trade
& Taxes (objection by hearing
2008-2009 Authority)
Sales Tax 2006-2007 ETO-cum-Assessing Authority,
Gurgaon
Sales Tax 2008-2009 Asst. Commissioner of Sales
Tax, Refund and Refund Audit,
Mumbai
Sales Tax 2008-2009 Sr. Joint Commissioner,
Central Audit Unit, CT, WB
Income Tax 2010-2011 DCIT-Circle 13(1), New Delhi
(ix) The Company has no accumulated losses at the end of the fnancial
year and it has not incurred cash losses in the current year and
immediately preceding fnancial year.
(x) 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 banks. The Company
did not have any outstanding debentures during the year.
(xi) According to the information and explanations given to us and
based on the documents and records produced before us, the Company has
not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
(xii) In our opinion, the Company is not a chit fund or a nidhi /
mutual beneft fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor''s Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiii) 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 (as amended) are not applicable to the Company.
(xiv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or fnancial institutions.
(xv) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xvi) 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.
(xvii) According to information and explanation given to us, the
company has not made preferential allotment of shares to parties and
companies covered in the register maintained under section 301 0f the
act .
(xvii) According to information and explanations given to us during the
period the company has not issued any Debentures.
(xviii) The Company has not raised money by way of public issue during
the year.
(xix) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the fnancial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
For RMA & ASSoCIATES
Firm Registration
No: 000978N
Chartered Accountants
Ajay Kumar ojha
Partner
Membership No-522642
Place : New Delhi
Dated : 27th May, 2013
Mar 31, 2012
We have audited the attached Balance Sheet of optiemus Infracom Limited
('the company') as at March 31, 2012, the Profit & Loss Account of the
company and cash flow statement of the company for the year ended on
that date annexed thereto. 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 standard required that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting, the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
We report that:
1. As required by the Companies (Auditor's Report) Order, 2003 ('the
order'), as amended, issued by the Central Government in terms of
Section 227 (4A) of the Companies Act, 1956 ('the Act'), we enclose in
the annexure a Statement on the matters specified in the paragraphs 4
and 5 of the said Order.
2. Further to our comments in the Annexure referred 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 purposes of our
audit.
ii) In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books.
iii) The Balance Sheet, the Profit & Loss Account of the company and the
cash flow statement dealt with by this report are in agreement with the
books of Accounts.
iv) In our opinion, the Balance Sheet, the Profit & Loss Account and
cash flow statement dealt with by this report comply with the accounting
standards as referred to in Section 211 (3C) of the Companies Act 1956.
v) We have no observation or comments that have adverse affect on the
functioning of the company.
vi) On the basis of written representation received from the Directors
as at 31 March 2012 and taken on record by the Board of Directors, we
report that none of the Directors of the company are disqualifed from
being appointed as Director of the company under section 274 (1) (g) of
the companies act 1956.
vii) In our opinion and to the best of our information and according to
the explanations given to us, the accounts read together with notes on
Accounts 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 the case of Balance Sheet, of the state of affairs of the Company
as at March 31, 2012;
b) In the case of Profit & Loss Account, of the Profit of the Company 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 Auditor's Report (Referred to in paragraph (1) of our
report of even date to the members of optiemus INFRACOM LIMITED)
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) Fixed assets have been physically verified by the management during
the year and no material discrepancies were identified on such
verification and same have been properly dealt with in the books of
accounts.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (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.
(iii) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in Section 301 of the Act that need to be
entered into the register maintained under Section 301 have been so
entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements exceeding value of Rupees five lakhs have been entered into
during the financial year at prices which are reasonable having regard
to the prevailing market prices at the relevant time.
(iv) Purchase of inventory and the major portion of the traded goods
including mobile handsets are stated to be of proprietary nature, and
hence, in such cases, the comparison of prices with the market rates or
with purchases with other parties cannot be made. Read with the above,
in our opinion and according to the information and explanations given
to us, there is an 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 our audit, no major weakness has been noticed in
the internal control system in respect of these areas. During the
course of our audit, we have not observed any continuing failure to
correct major weakness in internal control system of the Company.
(v) In our opinion and according to the information and explanation
given to us , the company has not been taken deposit under section 58A
and 58AA of the companies act 1956 and the companies (Acceptance of
deposits) Rules 1975 with regard to the deposits accepted from the
public , no order has been passed by the company law board or national
company law tribunal or reserve bank of India or any other tribunal on
the company in respect of the above said deposits.
(vi) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(vii) (a) Undisputed statutory dues including provident fund,
employees' state insurance, income-tax, sales-tax, wealth-tax, service
tax, customs duty generally been regularly deposited with the
appropriate authorities though there has been a slight delay in a few
cases.
(b) According to the information and explanations given to us, no
undisputed dues in respect of provident fund, employees' state
insurance, income-tax, wealth-tax, service tax, sales-tax, customs
duty, excise duty, cess and other statutory dues were outstanding at
the year end for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, and cess
on account of any dispute, are as follows:
Name Nature of Dues Amounts Period to Forum where
dispute is
of the (Rs.) which the pending
status amount
relates
Sales tax Sales Tax on
cash card Rs. 41435/- 1999-2000 Deputy Commissioner
Appeal-
& recharge
coupons IV Sales tax
Interest U/s
27(2) Rs 28544/-
Sales Tax Sales Tax on
cash card Rs 132665/- 2000-2001 Deputy Commissioner
(Appeal)
& recharge
coupons Sales tax
Interest U/s
27(2) Rs 35819/-
Sales Tax Sales Tax on
cash card Rs 223568/- 2001-2002 Deputy Commissioner
(Appeal)
& recharge
coupons Sales tax
Penalty U/s 56 Rs. 1000/-
Sales Tax Sale Tax on
Wrongly Rs. 2039/- 2007-2008 Asst.Commissioner
of sale
Input Credit
taken Tax Orissa
Interest/
Penalty Rs 4079/-
Sales Tax Entry tax on
zero value Rs.62513/- 2008-2009 Asst.Commissioner
of sales
Goods tax Orissa
Interest/
Penalty Rs.125025/-
Sales tax Sale tax Rs.3334677/- Asst.Commissioner
of Trade &
Taxes
Interest Rs. 826350/-
2008-2009
Penalty Rs.3334677/- (objection by
hearing Authority)
Sales Tax Sales Tax Rs.1631864 2006-2007 ETO-cum-Assessing
Authority,
Gurgaon
(viii) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current year and
immediately preceding financial year.
(ix) 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 banks. The Company
did not have any outstanding debentures during the year.
(x) According to the information and explanations given to us and based
on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xi) In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditor's Report) Order, 2003 (as amended) are not
applicable to the Company.
(xii) 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 (as amended) are not applicable to the Company.
(xiii) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xiv) In our opinion the term loans have been applied for the purpose
for which they were raised.
(xv) 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.
(xvi) According to information and explanation given to us, the company
has not been made preferential allotment of shares to parties and
companies covered in the register maintained under section 301 0f the
act .
(xvii) According to information and explanations given to us during the
period the company has not issued any Debentures.
(xviii) The Company has not raised money by way of public issue during
the year.
(xix) Based upon the audit procedures performed for the purpose of
reporting 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 on or by the Company has been noticed or reported during
the course of our audit.
For RMA & ASSOCIATES
Firm Registration No: 000978N
Chartered Accountants
Pankaj Chander
Partner
Membership No-089065
Place : New Delhi
Dated : August 14, 2012
Mar 31, 2011
We have audited the attached Balance Sheet of Optiemus Infracom Limited
(Formerly Akanksha Cellular Limited) ('the company') as at March 31,
2011, the Profit & Loss Account of the company and cash flow statement
of the company for the year ended on that date annexed thereto. 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 required that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting, the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
We report that:
1. As required by the Companies (Auditor's Report) Order, 2003 ('the
order'), as amended, issued by the Central Government in terms of
Section 227 (4A) of the Companies Act, 1956 ('the Act'), we enclose in
the annexure a Statement on the matters specified in the paragraphs 4
and 5 of the said Order.
2. Further to our comments in the Annexure referred 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 purposes of our
audit.
ii) In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books.
iii) The Balance Sheet, the Profit & Loss Account of the company and
the cash flow statement dealt with by this report are in agreement with
the books of Accounts.
iv) In our opinion, the Balance Sheet, the Profit & Loss Account and
cash flow statement dealt with by this report comply with the
accounting standards as referred to in Section 211 (3C) of the
Companies Act 1956.
v) We have no observation or comments that have adverse affect on the
functioning of the company.
vi) On the basis of written representation received from the Directors
as at 31 March 2011 and taken on record by the Board of Directors, we
report that none of the Directors of the company are disqualified from
being appointed as Director of the company under section 274 (1) (g) of
the companies act 1956.
vii) In our opinion and to the best of our information and according to
the explanations given to us, the accounts read together with notes on
Accounts 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 the case of Balance Sheet, of the state of affairs of the Company
as at March 31, 2011;
b) In the case of Profit & Loss Account, of the profit of the Company
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 Auditor's Report
(Referred to in paragraph (1) of our report of even date to the members
of OPTIEMUS INFRACOM LIMITED (FORMELY AKANKSHA CELLULAR LIMITED for the
year ended 31.3.2011.)
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) Fixed assets have been physically verified by the management during
the year and no material discrepancies were identified on such
verification and same have been properly dealt with in the books of
accounts.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (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.
(iii) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in Section 301 of the Act that need to be
entered into the register maintained under Section 301 have been so
entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements exceeding value of Rupees five lakhs have been entered
into during the financial year at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
(iv) Purchase of inventory and the major portion of the traded goods
including mobile handsets are stated to be of proprietary nature, and
hence, in such cases, the comparison of prices with the market rates or
with purchases with other parties cannot be made. Read with the above,
in our opinion and according to the information and explanations given
to us, there is an 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 our audit, no major weakness has been noticed in
the internal control system in respect of these areas. During the
course of our audit, we have not observed any continuing failure to
correct major weakness in internal control system of the Company.
(v) In our opinion and according to the information and explanation
given to us, the company has not been taken deposit of section 58A and
58AA of the companies act 1956 and the companies (Acceptance of
deposits) Rules 1975 with regard to the deposits accepted from the
public , no order has been passed by the Company Law Board or National
Company Law Tribunal or Reserve Bank of India or any other tribunal on
the company in respect of the above said deposits.
(vi) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(vii) (a) Undisputed statutory dues including provident fund,
employees' state insurance, income-tax, sales- tax, wealth-tax, service
tax, customs duty generally been regularly deposited with the
appropriate authorities though there has been a slight delay in a few
cases.
(b) According to the information and explanations given to us, no
undisputed dues in respect of provident fund, employees' state
insurance, income-tax, wealth-tax, service tax, sales-tax, customs
duty, excise duty, cess and other statutory dues were outstanding at
the year end for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth- tax, service tax, customs duty, and cess
on account of any dispute, are as follows:
Name Nature of Dues Amounts Period to Forum where
dispute is
of the (Rs.) which the pending
status amount
relates
Sales tax Sales Tax on
cash card Rs. 41435/- 1999-2000 Deputy Commissioner
Appeal-
& recharge
coupons IV Sales tax
Interest U/s
27(2) Rs 28544/-
Sales Tax Sales Tax on
cash card Rs 132665/- 2000-2001 Deputy Commissioner
(Appeal)
& recharge
coupons Sales tax
Interest U/s
27(2) Rs 35819/-
Sales Tax Sales Tax on
cash card Rs 223568/- 2001-2002 Deputy Commissioner
(Appeal)
& recharge
coupons Sales tax
Penalty U/s 56 Rs. 1000/-
Sales Tax Sale Tax on
Wrongly Rs. 2039/- 2007-2008 Asst. Commissioner
of sale
Input Credit
taken Tax Orissa
Interest/
Penalty Rs 4079/-
Sales Tax Entry tax on
zero value Rs. 62513/- 2008-2009 Asst. Commissioner
of sales
Goods tax Orissa
Interest/
Penalty Rs.125025/-
Sales tax Sale tax Rs. 3334677/- Asst. Commissioner
of Trade & Taxes
Interest Rs. 826350/-
2008-2009
(objection by
hearing
Penalty Rs.3334677/- Authority)
Sales Tax Sales Tax Rs. 1631864 2006-2007 ETO-cum-Assessing
Authority,
Gurgaon
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred cash losses in the current year
and immediately preceding financial year.
(ix) 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 banks. The Company
did not have outstanding dues to any financial institutions and did not
have any outstanding debentures during the year.
(x) According to the information and explanations given to us and based
on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xi) In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditor's Report) Order, 2003 (as amended) are not
applicable to the Company.
(xii) 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 (as amended) are not applicable to the Company.
(xiii) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xiv) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xv) 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.
(xvi) According to information and explanation given to us, the company
has not made preferential allotment of shares to parties and companies
covered in the register maintained under section 301 of the act .
(xvii) According to information and explanations given to us during the
period the company has not issued any Debentures.
(xviii) The Company has not raised money by way of public issue during
the year.
(xix) Based upon the audit procedures performed for the purpose of
reporting 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 on or by the Company has been noticed or reported during
the course of our audit.
For RMA & ASSOCIATES
Firm Registration No: 000978N
Chartered Accountants
Pankaj Chander
Partner
Membership No-089065
Place : New Delhi
Dated : August 12, 2011
Mar 31, 2010
We have audited the attached Balance Sheet of Akanksha Cellular Limited
as at March 31, 2010 and also the Profit & Loss Account and cash flow
statement for the year ended 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 concluded our audit in accordance with auditing standards generally
accepted in India. Those standard required that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting, the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
We report that:
1. As required by the Companies (Auditors Report) Order, 2003
(amended) issued by the Central Government in terms of Section 227 (4A)
of the Companies Act, 1956, we enclose annexure a Statement on the
matters specified in the paragraphs 4 and 5 of the said Order.
2. Further to our comments in the Annexure referred 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 purposes of our
audit.
ii) In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books.
iii) The Balance Sheet and Profit & Loss Account and cash flow
statement referred to by this report are in agreement with the books of
Accounts.
iv) In our opinion, the Balance Sheet and Profit & Loss Account and
cash flow statement comply with the Accounting Standards as referred to
in Section 211 (3C) of the Companies Act 1956.
v) We have no observation or comments that have adverse affect on the
functioning of the company.
vi) On the basis of written representation received from the Directors
and taken on record by the Board of Directors, we report that none of
the Directors of the company are disqualified from being appointed as
Director of the company under section 274 (1) (g) of the companies act
1956.
vii) In our opinion and to the best of our information and according to
the explanations given to us, the accounts read together with notes on
Accounts 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 case of Balance Sheet, of the state of affairs of the Company as
at March 31, 2010;
b) In the case of Profit & Loss Account, of the profit of the Company
for the year ended on that date.
c) In the case of cash flow statement, of the cash flows for the year
ended on that date.
Annexure to the Auditors Report
(Referred to in paragraph (1) of our report of even date to the members
of AKANKSHA CELLULAR LIMITED for the year ended 31.3.2010.)
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) Fixed assets have been physically verified by the management during
the year and no material discrepancies were identified on such
verification and same have been properly dealt with in the books of
accounts
(c) There was no substantial disposal of fixed assets during the year.
(ii) (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.
(iii) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in Section 301 of the Act that need to be
entered into the register maintained under Section 301 have been so
entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements exceeding value of Rupees five lakhs have been entered
into during the financial year at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
(iv) Purchase of inventory and the major portion of the traded goods
including mobile handsets are stated to be of proprietary nature, and
hence, in such cases, the comparison of prices with the market rates or
with purchases with other parties cannot be made. Read with the above,
in our opinion and according to the information and explanations given
to us, there is an 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 our audit, no major weakness has been noticed in
the internal control system in respect of these areas. During the
course of our audit, we have not observed any continuing failure to
correct major weakness in internal control system of the Company.
(v) In our opinion and according to the information and explanation
given to us , the company has not been taken deposit of section 58A and
58AA of the companies act 1956 and the companies (Acceptance of
deposits) Rules 1975 with regard to the deposits accepted from the
public , no order has been passed by the company law board or national
company law tribunal or reserve bank of India or any other tribunal on
the company in respect of the above said deposits.
(vi) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(vii) (a) Undisputed statutory dues including provident fund,
employees state insurance, income-tax, sales-tax, wealth- tax, service
tax, customs duty generally been regularly deposited with the
appropriate authorities though there has been a slight delay in a few
cases.
(b) According to the information and explanations given to us, no
undisputed dues in respect of provident fund, employees state
insurance, income-tax, wealth-tax, service tax, sales-tax, customs
duty, excise duty, cess and other statutory dues were outstanding at
the year end for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, and cess
on account of any dispute, are as follows:
Name of the Nature of Dues Amounts (Rs.)
status
Sales tax Sales Tax on cash card & Rs 41435/-
recharge coupons
Interest U/s 27(2) Rs 28544/-
Sales Tax Sales Tax on cash card & Rs 132665/-
recharge coupons
Interest U/s 27(2) Rs 35819/-
Sales Tax Sales Tax on cash card & Rs 223568/-
recharge coupons
Penalty U/s 56 Rs 1000/-
Sales Tax Sale Tax on Wrongly Rs 2039/-
Input Credit taken
Interest/Penalty Rs 4079/-
Sales Tax Entry tax on zero value Rs 62513/-
Goods
Interest/Penalty Rs 125025/-
Sales tax Sale tax Rs 3334677/-
Interest Rs 826350/-
Penalty Rs 3334677/-
Name of the Period to which Forum where
status the amount dispute is
relates pending
Sales Tax 1999-2000 Deputy
Commissioner
Appeal-IV Sales
tax
Sales Tax 2000-2001 Deputy
Commissioner
(Appeal) Sales tax
Sales Tax 2001-2002 Deputy
Commissioner
(Appeal) Sales tax
Sales Tax 2007-2008 Asst.
Commissioner of
sale Tax Orissa
Sales Tax 2007-2008 Asst.
Commissioner of
sales tax Orissa
Asst. Commissioner
Sale Tax 2008-2009 of Trade & Taxes
(objection by
hearing Authority)
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred cash losses in the current year
However it was incurred cash loss in immediately preceding financial
period of Rs 200041/-
(ix) 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 banks. The Company
did not have outstanding dues to any financial institutions and did not
have any outstanding debentures during the year.
(x) According to the information and explanations given to us and based
on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xi) In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditors Report) Order, 2003 (as amended) are not
applicable to the Company.
(xii) 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 (Auditors Report) Order,
2003 (as amended) are not applicable to the Company.
(xiii) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xiv) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xv) 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.
(xvi) According to information and explanation given to us, the company
has not been made preferential alotment of shares to parties and
companies covered in the register maintained under section 301 Of the
act.
(xvii) According to information and explanations given to us during the
period the company has not issued any Debentures.
(xviii) The Company has not raised money by way of public issue during
the year.
(xix) Based upon the audit procedures performed for the purpose of
reporting 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 on or by the Company has been noticed or reported during
the course of our audit.
For RMA & ASSOCIATES
Firm Registration No: 000978N
Chartered Accountants
Pankaj Chander
Partner
Membership No-089065
Place : New Delhi
Dated : 15th March2011