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Hinduja Global Solutions

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« Mar 14
Auditor's Report (Hinduja Global Solutions) Year End : Mar '15
1.  We have audited the accompanying standalone financial statements of
 Hinduja Global Solutions Limited (the Company), which comprise the
 Balance Sheet as at March 31, 2015, the Statement of Profit and Loss,
 the Cash Flow Statement for the year then ended, and a summary of the
 significant accounting policies and other explanatory information, in
 which are incorporated the Returns for the year ended on that date
 audited by the branch auditors of the Company''s branches at Philippines
 and Mauritius.
 
 Management''s Responsibility for the Standalone Financial Statements
 
 2.  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 financial statements to
 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 and Accounting Standard
 30, Financial Instruments: Recognition and Measurement issued by the
 Institute of Chartered Accountants of India to the extent it does not
 contradict any other accounting standard referred to in Section 133 of
 the Act read with Rule 7 of 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
 
 3.  Our responsibility is to express an opinion on these standalone
 financial statements based on our audit.
 
 4.  We have taken into account the provisions of the Act and the Rules
 made there under including the accounting standards and matters which
 are required to be included in the audit report.
 
 5.  We conducted our audit in accordance with the Standards on Auditing
 specified under Section 143(10) of the Act and other applicable
 authoritative pronouncements issued by the Institute of Chartered
 Accountants of India. Those Standards and pronouncements 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.
 
 6.  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 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 Company''s Directors, as well as
 evaluating the overall presentation of the financial statements.
 
 7.  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
 
 8.  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, of the state of
 affairs of the Company as at March 31, 2015, and its profit and its
 cash flows for the year ended on that date.
 
 Other Matter
 
 9.  We did not audit the standalone financial statements of two branches
 included in the financial statements of the Company, which constitute
 total assets of Rs. 28,811.08 Lacs and net assets of Rs. 11,731.24 Lacs 
 as at March 31, 2015, total revenue of Rs. 47,868.96 Lacs, net loss of 
 Rs. 1,701.93 Lacs and net cash flows amounting to Rs. 1,081.80 Lacs for 
 the year then ended. These financial statements and other financial
 information have been audited by other auditors whose report has been
 furnished to us, and our opinion on the financial statements to the
 extent they have been derived from such standalone financial statements
 is based solely on the report of such other auditors.
 
 Our opinion is not qualified in respect of these matters.
 
 Report on Other Legal and Regulatory Requirements
 
 10.  As required by ''the Companies (Auditor''s Report) Order, 2015'',
 issued by the Central Government of India in terms of sub-section (11)
 of section 143 of the Act (hereinafter referred to as the Order), and
 on the basis of such checks of the books and records of the Company as
 we considered appropriate and according to the information and
 explanations given to us, we give in the Annexure a statement on the
 matters specified in paragraphs 3 and 4 of the Order.
 
 11.  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, and the Cash
 Flow Statement 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,
 read with Rule 7 of the Companies (Accounts) Rules, 2014 and Accounting
 Standard 30, Financial Instruments: Recognition and Measurement issued
 by the Institute of Chartered Accountants of India to the extent it
 does not contradict any other accounting standard referred to in
 Section 133 of the Act read with Rule 7 of Companies (Accounts) Rules,
 2014.
 
 (f) On the basis of the written representations received from the
 directors, except from one independent director who has resigned on May
 19, 2015, as on March 31, 2015 taken on record by the Board of
 Directors, none of the directors is disqualified as on March 31, 2015
 from being appointed as a director in terms of Section 164 (2) of the
 Act.
 
 (g) With respect to the other matters to be included in the Auditor''s
 Report in accordance with Rule 11 of the Companies (Audit and Auditors)
 Rules, 2014, in our opinion and to the best of our knowledge and belief
 and according to the information and explanations given to us:
 
 i The Company has disclosed the impact, if any, of pending litigations
 as at March 31, 2015 on its financial position in its standalone
 financial statements;
 
 ii.  The Company has long-term contracts as at March 31, 2015 for which
 there were no material foreseeable losses. The Company did not have any
 long-term derivative contracts as at March 31, 2015;
 
 iii.  There has been no delay in transferring amounts, required to be
 transferred, to the Investor Education and Protection Fund by the
 Company during the year ended March 31, 2015.
 
 ANNEXURE TO INDEPENDENT AUDITORS'' REPORT
 
 Referred to in paragraph 11 of the Independent Auditors'' Report of even
 date to the members of Hinduja Global Solutions Limited on the
 Standalone financial statements as of and for the year ended March 31,
 2015
 
 i. (a) The Company is maintaining proper records showing full
 particulars, including quantitative details and situation, of fixed
 assets.
 
 (b) The fixed assets are physically verified by the Management according
 to a phased programme 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 the nature of its assets. Pursuant to the
 programme, a portion of the fixed assets has been physically verified by
 the Management during the year and no material discrepancies have been
 noticed on such verification.
 
 ii. The Company is in the business of rendering services, and
 consequently, does not hold any inventory. Therefore, the provisions of
 Clause 3(ii) of the said Order are not applicable to the Company.
 
 iii. The Company has not granted any loans, secured or unsecured, to
 companies, firms or other parties covered in the register maintained
 under Section 189 of the Act. Therefore, the provisions of Clause
 (iii)(a) and (iii)(b) of the said Order are not applicable to the
 Company.
 
 iv 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 fixed assets and for the sale of services. Further, on the
 basis of our examination of the books and records of the Company, and
 according to the information and explanations given to us, we have
 neither come across, nor have been informed of, any continuing failure
 to correct major weaknesses in the aforesaid internal control system.
 
 v. The Company has not accepted any deposits from the public within the
 meaning of Sections 73, 74, 75 and 76 of the Act and the rules framed
 there under to the extent notified.
 
 vi. The Central Government of India has not specified the maintenance
 of cost records under sub-section (1) of Section 148 of the Act for any
 of the services of the Company.
 
 vii. (a) According to the information and explanations given to us and
 the records of the Company examined by us, in our opinion, the Company
 is regular in depositing the undisputed statutory dues, including
 provident fund, employees'' state insurance, income tax, sales tax,
 wealth tax, service tax, duty of customs, duty of excise, value added
 tax and other material statutory dues, as applicable, with the
 appropriate authorities.
 
 (b) According to the information and explanations given to us and the
 records of the Company examined by us, there are no dues of sales-tax,
 wealth tax, service tax, duty of customs, duty of excise or value added
 tax which have not been deposited on account of any dispute. The
 particulars of dues of income tax as at March 31, 2015 which have not
 been deposited on account of a dispute, are as follows:
 
 
 
 Name of the 
 statute      Nature of dues   Amount    Period to
                                         which        Forum where the
                                (Rs. In 
                                Lacs)    the amount
                                         relates      dispute is pending
 
 The Income 
 Tax Act,     Income Tax 
              liability        436.41    Assessment
                                         Year         Commissioner of
 1961         including 
              interest                   2008-2009    Income Tax Appeal
              and penalty, 
              where
              applicable       814.23    Assessment
                                         Year         The Income Tax
                                         2009-2010    Appellate Tribunal
 
                             2,237.62    Assessment 
                                         Year         Dispute 
                                                      Resolution
                                         2010-2011    Panel
 
                               161.00    Assessment 
                                         Year         The Income Tax
                                         2011-2012    Appellate 
                                                      Tribunal
 The Income 
 Tax Act 
 1961        Income Tax         77.68    Assesment    Deputy Commisioner
                                         Year 
                                         2011-2012    of Income Tax
             liability 
             including 
             interest and 
             Penalty, where
             applicable
 
 Also, refer Note 24(a)(A)(2) of the Financial Statement.
 
 (c) The amount required to be transferred to Investor Education and
 Protection Fund has been transferred within the stipulated time in
 accordance with the provisions of the Companies Act, 2013 and the rules
 made there under.
 
 viii. The Company has no accumulated losses as at the end of the
 financial year and it has not incurred any cash losses in the financial
 year ended on that date or in the immediately preceding financial year.
 
 ix. According to the records of the Company examined by us and the
 information and explanations given to us, the Company has not defaulted
 in repayment of dues to any financial institution or bank or debenture
 holders as at the balance sheet date.
 
 x. In our opinion, and 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 during the year.
 Accordingly, the provisions of Clause 3(x) of the Order are not
 applicable to the Company.
 
 xi. In our opinion, and according to the information and explanations
 given to us, the term loans have been applied for the purposes for
 which they were obtained.
 
 xii. 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
 material fraud on or by the Company, noticed or reported during the
 year, nor have we been informed of any such case by the Management.
 
                                   For Price Waterhouse
 
                                   Firm Registration Number: 301112E 
 
                                   Chartered Accountants
 
 
 
 Place : Mumbai                    Jeetendra Mirchandani
 
 Date : May 20, 2015               Partner
 
                                   Membership Number: 048125
Source : Dion Global Solutions Limited
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