| We have audited the accompanying financial statements of VirtualSoft
Systems Limited('the Company') which comprise the balance sheet as at
31 March 2015, the statement of profit and loss and the cash flow
statement for the year then ended and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these standalone financialstatements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding 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 financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made 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 financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial control system over financial reporting and the operating
effectiveness of such controls.An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, except for the effects of matter described in
the Basis for Qualified Opinion paragraph,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 Indiaof the state of
affairs of the Company as at 31 March 2015 and its loss and its cash
flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order"), issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as 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. except for the matter described in the Basis for Qualified Opinion
paragraph, in our opinion, the aforesaid standalone financial
statements comply with the Accounting Standards specified under Section
133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014;
e. on the basis of written representations received from the directors
as on 31 March 2015, and 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; and
f. with respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
a. the Company does not have any pending litigations which would
impact its financial position in its financial statements .
b. The Company does not have any long term contracts including
derivate contracts for which there would be any material foreseeable
losses in future therefore no provision under the applicable law or
accounting standard is required.]
c. Following are the instances of delay in transferring amounts
required to be transferred, to the Investor Education and Protection
Fund by the Company :
Year Amount(Rs)
1997-1998 43850
1996-1997 27390
ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to our report of even date)
i) In respect of its fixed assets:
(a) In our opinion and on the basis of the information and explanation
given to us, the Company has not maintained Fixed Assets Register
showing necessary particulars.
(b) As explained to us, the physical verification of fixed assets was
conducted by the management at reasonable intervals and the
discrepancies noticed on such verification are properly dealt within
the books of accounts. However we were not provided with any records.
In our opinion, we are unable to comment on the frequency of physical
verification having regard to the size of the Company and the nature of
assets.
ii) In respect of its inventories:
(a) The clause related to inventory is not applicable as there is no
inventory held by the company.
iii) The Company has granted unsecured loans and advances amounting to
Rs 41,11,611to Companies,firms or other parties covered in the register
maintained under section 189 of the Companies Act and according to the
information and explanation given to us:-
(a) No Interest is charge on the and there is no fixed repayment
schedule.
(b) The overdue amount is more than Rs 100000/ - and we cannot comment
whether reasonable steps have been taken by the Company for the
recovery of the said amount.
iv) In our opinion and according to the information and explanations
given to us, the internal control system commensurate with the size of
the company and nature of its business with regard to purchases of
inventory, fixed assets and for the sale of goods & services are
proper.
v) In our opinion and according to the information and explanations
given to us, the company has not accepted deposits from the public
during the year. Therefore, the directives issued by the Reserve Bank
of India and provisions of section 73 to 76 or any other relevant
provision provisions of the Companies Act are not applicable.
vi) According to the information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under section 148(1) of the Act.
vii) (a)According to the information and explanations given to us and
on the basis of our examination of the books of accounts, the company
isnot regular in depositing undisputed statutory dues.
Following are the instances of arrears of outstanding statutory dues as
on the last day of financial year concerned for a period of more than 6
months from the date they became payable :-
S.No Particulars Amount
1 TDS 2,48,289/-
2. Service Tax 6,23,226/-
According to the records of the company, there are no dues of sale tax,
VAT, income tax, custom duty, wealth tax which have not been deposited
on account of any dispute.
As explained to us, the provisions of Employees' State Insurance Act,
1948, are not applicable to the Company.
(b) According to the records of company the company has not transferred
any sum to investor education and protection fund in accordance with
the relevant provisions of Companies Act 1956 and Rules made
thereunder.
viii) In our opinion the accumulated losses of the company amounting to
Rs 14.81Crore ismore than 50% of its net worth Rs. (-) 4.51 Crore. The
company has a cash loss of Rs. 41,93,057/- in the current yearand there
was no cash loss in the preceding year.
ix) According to the information and explanations given to us, the
company has not defaulted in repayment of dues to financial
institutions or banks or bond holders.
x) According to the information and explanations given by the
management, the company has not given any guarantee for loans taken by
others from bank or financial institution.
xi) According to the records of the company, the company has applied
the term loans for the purpose for which the loans were obtained.
xii) During the course of our examination of the books of account,
carried out in accordance with generally accepted auditing practices in
India, and according to the information and explanations given to us,
we have neither come across any instances of fraud on or by the
company, noticed or reported during the year, nor have we been informed
of such cases by the management.
For Nath Ahuja & Co.
Chartered Accountants
Firm's registration number: 001083N
Narinder Nath Ahuja
Proprietor
Membership No. 80178
New Delhi
30th May, 2015
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