1. We have audited the attached Balance Sheet of SHYAMA INFOSYS
LIMITED as at 31st March, 2011, and also the Profit & Loss Account of
the Company for the year ended as on that date annexed thereto and cash
flow statement for the year ended on that date. These financial
statements are the responsibility of the Company''s management. Our
responsibility is to express an opinion on this financial statement
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 statement. 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 audit provides a reasonable basis for
3. As required by the Companies (Auditors'' Report) Order, 2003, as
amended by the Companies (Auditors'' Report) (Amendment) Order, 2004
(together the ''Order'') issued by the Central Government of India in
terms of sub-section (4A) of Section 227 of the Companies Act, 1956,
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 4 & 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph
(3) above, 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
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 the
c) the Balance Sheet, the Profit & Loss account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
d) in our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement comply with the Accounting Standards referred
to in sub-section (3C) of section 211 of the Companies Act 1956;
e) on the basis of the written representations received from the
directors as on March 31, 2011, and taken on record by the Board of
Directors, we report that none of the directors of the Company is
disqualified as on March 31, 2011, from being appointed as director, in
terms of clause (g) of sub- section (1) of Section 274 of the Companies
f) in our opinion, and to the best of our information and according to
the explanations given to us, the said accounts read together with
other Notes as given in Schedule 13 thereon 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 the case of the Balance Sheet, of
the state of affairs of Company as at March 31, 2011; and (ii) in the
case of the Profit & loss Account, of the loss of the Company for the
year ended on that date. (iii) in the case of cash flow statement, of
the cash flows for the year ended on that date.
ANNEXURE TO THE AUDITORS'' REPORT
(Referred to in paragraph 7 of our Report of even date on Accounts of
Shyama Infosys Ltd. as on 31.03.2011)
1. The Company has maintained proper records of fixed assets showing
full particulars, including quantitative details and situation thereof
2. (a) As explained to us, the inventory of securities has been
physically verified during the year by the
management. In our opinion, the frequency of verification is
(b) In our opinion and according to the information and explanations
given to us, the procedure of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanation
given to us, and on the basis of our examination of the records of
inventory. The Company is maintaining proper records of inventory. The
discrepancies noticed in physical verification of inventory as compared
to the books records were not material and have been properly dealt
with in the books of account.
3. The Company has not granted nor taken any loan, secured or
unsecured, to/from Companies firms or other parties listed in the
register maintained u/s 301 of the Companies Act, 1956.Accordinglt sub
clauses (b), (c),(d) are not applicable
4. In our opinion and according to the information and explanation
given to us, there are adequate internal control systems commensurate
with the size of the Company and nature of its business has with regard
to purchases of inventory, Fixed Assets and with regard to the sale of
goods. During the course of our audit, no major weakness has been
noticed in the internal controls.
5. In respect of transactions entered in the registered maintained in
pursuance of section 301 of the Companies Act, 1956 :- (a) Based on
audit procedures applied by us, to the best of our knowledge and belief
to the information and explanation given to us, we are of the opinion
that the transactions that needed to be entered into the register
maintained under Section 301 have been so entered.
(b) According to the information and explanations given to us and
excluding certain transactions of purchase of goods and materials of
special nature for which alternate quotations are not available, in our
opinion, the transactions have made at prices which are prima facie
reasonable having regard to the prevailing market prices at the
6. In our opinion and according to the information and explanations
given to us, the Company has not accepted deposits from public and
therefore, the provisions of the Section 58A and 58AA or any other
relevant provisions of the Companies Act, 1956 and rules there under are
not applicable to the Company.
7. In absence of any Internal Audit Report, we are not in a position
to state whether internal audit system commensurate with the size and
nature of its business.
8. To the best our knowledge and as explained, the Central Government
has not prescribed maintenance of cost records under section 209(1)(d)
of the Companies Act, 1956 for any of the products of the Company.
9 According to the records of the Company and information and
explanations given to us, the Company has been regular in deposit
undisputed statutory dues including Provident Fund, Investor Education
and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and Other
Statutory Dues with the appropriate authorities during the year.
According to the information and explanations given to us, except for
the cases stated in notes there are no undisputed amounts payable in
respect of Income tax, Wealth tax, Sales tax,
Custom duty and Excise duty which were outstanding, at the year end for
a period of more than six months from the date they become payable:-
10. The Company accumulated losses at the end of the financial year
are less than fifty percent of its net worth. The company has incurred
cash losses during the financial year covered by our audit. However, it
did not incur cash losses in the immediately preceding financial year.
11. According to the information and explanation given to us, the
Company has not taken any loan form any financial institution, bank or
debenture holders. Therefore, the provisions for the clause 4(xi) are
not applicable to the Company.
12. According to the information and explanations given 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, and according to the information and explanations
given to us, the nature of activities of the Company does not attract
any special statue applicable to chit fund and nidhi/ mutual benefit
14. a) Based on the records examined by us and according to the
information and explanations given to
us, we are of the opinion that the Company is maintaining proper
records of the transactions and contracts of dealing in shares,
securities, debentures and other investments and that timely entries
have been made in these records.
b) Based on our audit procedures and to the best of our knowledge and
belief and according to the information and explanations given to us,
the shares and securities have been held by the Company in its own name
except to the extent of the exemption, if any under section 49of the
15. According to the information and explanations given to us, the
company has not given any guarantee for loan taken by other banks or
16. To the best of our knowledge and belief and according to the
information and explanations given to us, there are no terms loans
outstanding as at end of the year.
17. We have been informed by the management that no funds have been
raised and used and hence clause (xvii) is not applicable.
18. The Company has not made any preferential allotment of shares to
parties or companies covered in the register maintained under section
301 of the Companies of the Act, 1956 during the year .
19. The Company did not have any outstanding debentures during the
20. The Company has not raised any money through a public issue during
21. Based on information and explanations furnished by the management,
which have been relied upon by us, there were no frauds on or by the
Company noticed or reported during the year.
For S. K. DAS & ASSOCIATES
T. K . DATTA
Place : Kolkata
M. No. 51814
Dated : 10th May, 2011 FRN No. 313040E