| We have audited the accompanying financial statements of Intellvisions
Software 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 read
with the General Circular 15/2013 dated 13th September, 2013 of the
Ministry of Corporate Affairs in respect of Section 133 of the
companies Act, 2013. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment
of the risks of material misstatement of the financial statements,
whether due to fraud or error. In making those risk assessments, the
auditor considers internal control relevant to the Company's
preparation and fair presentation of the financial statements in order
to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness
of the entity's internal control. An audit also includes evaluating
the appropriateness of accounting policies used and the reasonableness
of the accounting estimates made by management, as well as evaluating
the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31,2014;
(b) in the case of the Statement of 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 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 notified under
the companies Act, 1956 read with the General Circular 15/2013 dated
13th September, 2013 of the Ministry of Corporate Affairs in respect of
Section 133 of the companies Act, 2013;
2. 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.
3. On the basis of written representations received from the directors
as on March 31,2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31,2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
4. Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
Intellvisions Software Limited - March 2014 Annexure Referred to in
paragraph 3 of our report of even date
1. Fixed Assets
a) The Company has maintained proper records showing full particulars
including the quantitative details and situation of fixed assets.
b) We have been informed that the Fixed Assets of the company have been
physically verified during the year by the management, and in respect
of items for which proper records have been maintained, no materiel
discrepancies have been noticed.
c) The assets discarded/sold during the year are not substantial and
are not affecting the operations of the company as a going concern.
2. Inventories
a) The management during the year under audit carried out the physical
verification of inventories at regular intervals.
b) Taking into consideration the nature of business, we are of the
opinion that the procedure of physical verification and frequency of
such verification is reasonable and adequate in relation to the size of
the company and the nature of its business.
c) The Company is maintaining proper stock of inventory. The
discrepancies noticed on verification between the physical stocks and
records were not material in relation to the operation of the company
and the same have been properly dealt with in the books of account.
3. Secured or Unsecured Loans Granted or Taken
a) The Company has granted unsecured loans to two parties being
subsidiary companies covered in the register maintained under section
301 of the Companies Act'1956. The maximum amount outstanding during
the year was Rs.392.19 lac and closing balance was Rs. 305.03 Lac.
b) In our opinion, the rate of interest and other terms and conditions
of such loans are not, prima facie, prejudicial to the interest of the
company. The company has not charged Interest on loan amounting to Rs.
305.03 lac given to wholly owned subsidiary.
c) The loan and interest was not receivable during the year as such
there is no overdue amount in excess of Rs. 1 lakh in respect of above
loan.
d) The company has taken loan from one of its subsidiary Intellvisions
Arabia (FZC). The maximum amount involved during the year was Rs. 10.15
lac and closing balance was Nil.
e) In our opinion and according to the information and explanation
given to us, terms and condition of the loans is not prima facie
prejudicial to the interest of the company.
4. Internal Control
According to the information and explanations given to us, there are
adequate internal control systems commensurate with the size of the
company and the nature of its business, with regard to purchase of
inventory, fixed assets and with regard to sales of goods and services.
5. Transactions under Section 301
According to the information and explanation given to us, there are no
contracts or arrangements entered during the year which needs to be
entered in the register required to be maintained under Section 301 of
the Companies Act, 1956.
6. Public Deposits
According to the information and explanation given to us, the Company
has not accepted any deposits from the public.
7. Internal Audit System
The Company has an internal audit system, which in general is
commensurate with the size of the company and nature of its business.
8. Cost Records
As explained to us, the maintenance of cost records has been prescribed
by the Central Government under Section 209 (1) (d) of the Companies
Act, 1956. We have broadly reviewed the books of account maintained by
the company pursuant to the rules made by the Central Government for
the maintenance of cost records under section 209(1)(d) of the
companies act, 1956 and are of the opinion that primafacie, the
prescribed accounts and records have been made and maintained.
9. Statutory Dues
The company has been generally regular in depositing its undisputed
statutory dues including Provident Fund, Employees State Insurance,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Sales Tax, Cess and
any other statutory dues as applicable with the appropriate authorities
during the year. According to the information and explanation given to
us, no undisputed amounts payable in respect of Provident Fund,
Employees State Insurance, Wealth Tax, Service Tax, Customs Duty,
Excise Duty, Sales Tax, Cess and any other statutory dues were in
arrears as at 31.3.2014 for a period of more than six months from the
date they became payable.
The detail of excise duty/ Income tax not deposited on account of
pending dispute along with the amounts involved and the forum where
dispute is pending is given as under:-
Nature Amount (Rs.in Lacs) Forum Where dispute
is pending
Excise Duty 228.83 CESTAT
10. The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to
financial institutions and banks.
12. As explained 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.
13. In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Therefore, the provisions of clause 13 of Para
4 of the Companies (Auditor's Report) Order are not applicable to the
Company.
14. As explained and verified, the Company is not dealing or trading in
shares, securities, debentures and other investments. The shares held
by the company are in its own name.
15. According to the information and explanation given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. The Company has not raised any new term loans during the year. The
term loans outstanding at the beginning of the year have been applied
for the purposes for which the same was raised.
17. On an overall examination of the balance sheet of the Company, we
report that funds raised on short-term basis have not been used for
long-term investment.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the Register maintained under Section
301 of the Companies Act, 1956.
19. According to the information and explanations given to us the
Company has not issued any Debentures during the year.
20. The company has not raised any money by way of public issues during
the year.
21. According to the information and explanation given to us, no fraud
on or by the Company has been noticed or reported during the year
For T.R Chadha & Co.
Chartered Accountants
Firm Regn. No: 006711N
Pramod Tilwani
Place: Mumbai (Partner)
Date : 27th May 2014 Membership Number: 76650
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