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Tanla Platforms Ltd. Auditor Report
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You can view full text of the latest Auditor's Report for the company.
Market Cap. (Rs.) 11021.67 Cr. P/BV 7.26 Book Value (Rs.) 112.86
52 Week High/Low (Rs.) 1318/516 FV/ML 1/1 P/E(X) 24.62
Bookclosure 05/02/2024 EPS (Rs.) 33.29 Div Yield (%) 1.22
Year End :2023-03 

To The Members of Tanla Platforms Limited (formerly known as Tanla Solutions Limited)

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Tanla Platforms Limited (“the Company"), which comprise the Balance Sheet as at March 31, 2023, and the Statement of Profit and Loss (Including Other Comprehensive Income), Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information in which are included the Returns for the year ended on that date audited by the branch auditor of the Company's branch located at Dubai - United Arab Emirates (“Dubai Branch").

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of report of branch auditor on separate financial information of Dubai Branch, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (“the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015 (“Ind AS"), as amended and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, the profit, other comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and with the consideration of report of the branch auditor referred to in the “Other Matters" section below is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the year ended March 31, 2023 (current year). These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Sr.No Key Audit Matters

How the Key Audit Matter was addressed in our audit

1 Revenue Recognition:

Our audit procedures in respect of this area included:

Refer to the disclosures related to Revenue Recognition in Note 2.10 to the Standalone Financial Statements.

The Company provides mobile messaging and payment solutions for application to Peer (A2P) messaging

1.

Assessed the Company's revenue recognition accounting policies are in compliance with IND AS 115 - Revenue from Contracts with Customers (Ind AS 115).

services. The messaging platform has advanced security, reliability, analytics, service levels along with the proven ability to process the largest volume of messages per second.

2.

Understood and evaluated the integrity of the general information and technology control environment and performed test on mitigating manual controls as applicable.

Considering the nature of business in which Company operates, there is complexity of the IT systems, significance of volumes of data processed by the IT systems, the impact of changing pricing models and

3.

Tested the design, implementation and operating effectiveness of relevant controls in respect of revenue recognition and measurement.

inherent risk in relation to accuracy and completeness of revenue recognition.

4.

Performed substantive testing on test check basis and verified supporting documentation for revenue

Hence due to the above complexities, significant volume of data processed through operations in a highly competitive marketplace coupled with the impact of changing pricing models, we have considered this as a key audit matter.

transactions recorded during the year which included sales invoices, customer contracts and bank statements; apart from that performed analytical procedures.

5.

Evaluated contracts (on a test check basis) including management discussion with an objective to ascertain whether the same are onerous in nature.

6.

Tested inter se reconciliations between relevant IT systems reports with general ledger, and performed verification of revenue recognised, deferred and unbilled revenue.

7.

Assessed disclosures in standalone financial statements in respect of revenue, as specified in Ind AS 115.

2 Assessment for impairment of investments

Our audit procedures in respect of this area included:

Refer note 2.8 to the accompanying standalone financial statements for accounting policies and note 6 for financial disclosures with respect to carrying value of investments in subsidiaries.

1.

2.

Assessed the Company's impairment accounting policies are in compliance line with IND AS 36 -Impairment of Assets (Ind AS 36).

Obtained an understanding from the management

The Company has non-current investments in unlisted subsidiaries amounting to Rs. 32,742.44 lakhs as at March 31, 2023 which is 36.87% of the total assets of the Company. We considered the valuation of such

with respect to process and controls followed by the Company to perform impairment test related to investments.

investments to be significant to the audit, because of the

3.

Assessed the Company's internal controls over

materiality of the investments to the standalone financial

preparation of annual budgets and future forecasts

statements of the Company and the sensitivity thereof

for the subsidiaries and the approach followed for

to the various unobservable valuation inputs, uncertain future cash flows and assumptions that require

impairment test and key assumptions applied.

considerable judgement.

4.

Assessed the appropriateness of the valuation

The management assesses at least annually the existence of impairment indicators of each unlisted investment. The determination of recoverable amounts

methodology applied and reasonableness of the assumptions used i.e., the discount rate and longterm growth rates used in the forecast including

of the unlisted investments relies on management's

comparison to economic and industry forecasts

estimates of future cash flows and their judgement with

where appropriate.

respect to the investees' performance.

5.

Assessed the reasonableness of the revenue and

Hence, due to the materiality of the impairment amount

margin projections, the historical accuracy of the

in the context of the standalone financial statements

Company's estimates and its ability to produce

and significant degree of judgement and subjectivity involved in the estimates and key assumptions used as

accurate long-term forecasts.

above, this is considered to be the area which requires

6.

Verified the arithmetical / mathematical accuracy of

significant audit focus and accordingly, the matter is

the management computations.

determined as a key audit matter.

7.

Assessed and validated the adequacy and appropriateness of the disclosures made by the management in the standalone financial statements.

8.

Ensured the compliance of Ind AS 36 with respect to disclosures.

The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report but does not include the standalone financial statements and our auditor's report thereon.

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

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, changes in equity 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. 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.

In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

We give in "Annexure A" a detailed description of Auditor's responsibilities for Audit of the Standalone Financial Statements.

Other Matters

A Branch is located outside India whose financial statements has been prepared in accordance with the accounting principles generally accepted in its respective country and which has been audited by branch auditor under generally accepted auditing standards applicable in its respective country. The Company's Management has converted the financial statements of such branch located outside India from accounting principles generally accepted in its respective country to accounting principles generally accepted in India.

We have audited these conversion adjustments made by the Company's Management. Our opinion on the standalone financial statements, in so far as it relates to the financial statements of such branch located outside India is based on the report of the branch auditor and conversion adjustments prepared by the Management of the Company and audited by us.

Our opinion is not modified in respect of this matters.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

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

b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from the branches not visited by us.

c. The reports on the accounts of the branch offices of the Company audited under Section 143(8) of the Act by branch auditors have been sent to us and have been properly dealt with by us in preparing this report.

d. The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the books of account and with the returns received from the branches not visited by us.

e. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act.

f. On the basis of the written representations received from the directors as on March 31, 2023 taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2023 from being appointed as a director in terms of Section 164 (2) of the Act.

g. With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure C".

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

I. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements - Refer Note 43 to the standalone financial statements;

II. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

III. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

IV.

i. The Management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

ii. The Management has represented, that, to the best of its knowledge and belief, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, as on the date of this audit report, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

iii. Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, and according to the information and explanations provided to us by the Management in this regard nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) as provided under (1) and (2) above, contain any material mis-statement.

i. The interim dividend declared and paid by the Company during the year and until the date of this audit report is in accordance with section 123 of the Companies Act 2013.

ii. The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Companies Act 2013 to the extent it applies to payment of dividend.

The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with section 123 of the Act to the extent it applies to declaration of dividend. (Refer Note 38 to the Standalone financial statements).

VI. As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the company only w.e.f. April 1, 2023, reporting under this clause is not applicable.

3. In our opinion, according to information, explanations given to us, the remuneration paid by the Company to its directors is within the limits laid prescribed under Section 197 of the Act and the rules thereunder.


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