We have audited the attached Balance Sheet of INDIAN INFOTECH AND
SOFTWARE LIMITED as at 31st March, 2012, the Statement of Profit and
Loss and the Cash Flow Statement 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.
2. We conducted our audit in accordance with auditing standards
generally accepted in India Those Standards require 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 audrt provides a reasonable basis for
3. As required by the Companies (Auditors Report) Order, 2003 issued
by the Central Government of India in terms of subsection (4A) of
section 227 of the Companies Act., 1956, we enclose in the Annexure a
statement on the matters specified in paragraph 4 of the said Order:
4. Further to our comments on the Annexure referred to above, we
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
(b) 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 the
books of accounts;
(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
(d) In our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement dealt with by this report comply with the
Accounting Standards as referred in Sub-Section (3C) of Section 211 of
the Companies Act, 1956, to the extent applicable;
(e) On the basis of written representations received from the Directors
as on 31st March, 2012 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 a director under clause (g) of Sub-Section (1)
of Section 274 of the Companies Act, 1956; ;.
(f) In our opinion and to the best of our information and according to
explanations given to us, the said accounts read together with
Significant Accounting Policies and Notes forming part of 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,
(i) in case of Balance Sheet, of the state of the affairs of the
company as at 31st March 2012,
(ii) in case of the Statement of Profit and Loss Account, of the Profit
for the year ended on that date,
(iii) in case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS'' REPORT
1. In respect of Fixed assets:
(a) The Company has maintained proper records showing full particulars
including quantitative details and situation of fixed assets.
(b) As informed to us, the assets have been physically verified by the
management during the year, there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. No material
discrepancies were noticed on such verification.
(c) There was no disposal of a substantial part of fixed assets during
2. In respect of Inventories
As the Company is an service provider, it does not have any inventory.
3. (a) In our opinion and according to the information and explanation
given to us the rate of interest and other terms and conditions on
which the loan have been granted are not prima facie prejudicial to the
interest of the company.
(b) The Company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest. The parties
had repaid principal and interest amounts wherever stipulated.
(c) There is no overdue amount of loan granted to companies, Firms or
other parties listed in the register maintained under section 301 of
the Companies Act, 1956.
(d) The Company has not taken any loan from the companies, Firm, Party,
covered in the register maintained under section 301 of the Companies
4. In our opinion and according to the information and explanations
given to us, the Company has adequate internal control procedure
commensurate with the size of the Company and nature of its Business
with regard to Fixed assets. We have not come across any major weakness
in internal control.
5. In respect of Transaction
(a) According to the information and explanations provided by the
management, we are of the opinion that the particular of contract or
arrangement referred to in section 301 of the Companies Act, 1956, 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 contract or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding rupees five lakhs each have been
made at prices, which are reasonable having regard to prevailing market
prices at the relevant time.
6. The Company has not accepted / invited any deposits falling within
the preview of Section 58A 58AA of the Companies Act, 1956 and rules
framed there under.
7. The company does does not have an internal audit system.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the Made by the central government for the
maintenance of cost record under section 209(1) (d) Of the companies
act 1956, and are of the opinion that prima facie, the prescribed
accounts And records have been made maintained.
9. In respect of statutory dues
(a) As informed to us the Provident fund and Employees'' State Insurance
Act are not applicable to the Company.
(b) According to the information and explanations given to us, no
undisputed amount payable in respect of Income Tax, Wealth Tax, Sales
Tax, Customs Duty, Excise Duty and Cess were in arrears, as of 31st
March, 2012 for a period of more than six months from the date they
(c) According to the information and explanation given to us, there are
no dues of Income Tax, Customs duty, Wealth Tax, Excise duty and Cess
which have not deposited on Account of any dispute.
10. The Company has accumulated losses at the end of the financial
year and it has not incurred cash losses in the current financial year.
11. Based on the audit procedures and as per the information and
explanations given to us we are of the opinion that the Company has not
defaulted in repayment of dues to financial Institutions, Banks or
12. According to the information and explanations given to us, the
Company has not granted any loans and advance on the basis of security
by way of pledge of shares, debentures and other securities.
13. In our opinion, the Company is not chit fund or a nidhi I Mutual
benefit fund / Society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
14. The Company has maintained proper records with regards to its
transactions and contracts in respects of investments in shares and
other securities and timely entries have been made therein. All these
shares and other securities have been held by the company in its own
name, except to the extent of exemption granted under Section 49 of the
Companies Act, 1956 and for certain shares which are lodged for
transfer or held with valid transfer forms.
15. In our opinion and according to the information and explanations
given to us, the Company has not given guarantees for loans taken by
others from Bank or financial institutions.
16. According to the information and explanations given to us, the
Company has not taken any term loans during the year;
17. According to the information and explanations given to us and on an
overall examination of the S ~H Bal^l&a Sheet of the Company, we report
that the no funds raised on short - term basis have been used for
18. According to the information and explanations given to us, the
Company had not made any preferential allotment of shares to parties
and companies covered in the register maintained under Section 301 of
19. The Company has not issued any debentures during the year and
therefore the question of creating security in respect thereof does not
20. The Company has not made any Public Issue during the year and
therefore the question of disclosing the end use of money does not
21. According to the information and explanations given to us, based
upon the audit procedures performed and representations made 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 Sanjay N. Shah & Co.
FRN : 124897W
Date : August 27, 2012
Place : Mumbai CA. Sanjay Shah,
M. No. 116251