prithvi information solutions ltd Auditors report


INDEPENDENT AUDITOR

To,

The Members,

PRITHVI INFORMATION SOLUTIONS LIMITED.

Report on the Financial Statements:

We have audited the accompanying financial statements of PRITHVI INFORMATION SOLUTIONS LIMITED, which comprise the Balance Sheet as at March 31, 2013, 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.

Managements 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 referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). 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.

Auditors 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 auditors 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 Companys preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. 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.

We further report that

(i) In respect of a creditor to whom payables amounting to Rs. 331.60 crores were under dispute/ litigation, the Company has entered into an agreement for settlement which is under progress as per information and explanations given to us.(Please refer to note number 43 to notes to financial statements)

(ii) With respect to FCCB the Company entered into an agreement with the bond holders to redeem the bonds by issue of share warrants on preferential basis. However it is rejected by FIPB.(Please refer to note number 34 to notes to financial statements)

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, 2013;

(b) In the case of the Profit and Loss Account, of the profit/ loss 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 the Companies (Auditors 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.

2. 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 and proper returns adequate for the purposes of our audit have been received from branches not visited by us

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 and with the returns received from branches not visited by us

d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e) On the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

For P. MURALI & CO.,
Chartered Accountants
FRN: 007257S
PLACE : HYDERABAD P. MURALI MOHANA RAO
Partner
DATE : 30-05-2013 Membership No. 23412

ANNEXURE TO THE AUDITORS REPORT

I. (a) The Company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

(b) As explained to us, the fixed assets have been physically verified by the management at reasonable intervals and no material discrepancies between the book records and the physical inventory have been noticed on such verification.

(c) The Company has not disposed off substantial part of the Fixed Assets during the year.

II. (a) There is no inventory at the year end.

(b) The Company has established procedures for physical verification of inventory.

(c) The Company has maintained proper records for inventory.

III. (a) The Company has granted interest free unsecured advances to Companies covered in the register maintained under section 301 of the Companies Act, 1956. The year end balance of advances granted to such parties was Rs. 243.26 crores.

(b) In our opinion and according to the information and explanation given to us, the rate of interest & other terms and conditions on which loans have been granted to parties, including advances to a wholly owned subsidiary, are not prima facie prejudicial to the interest of the Company except in case of Bastusilpi Constructions Pvt Ltd where interest free advances of Rs. 30 crores have been given.

(c) There are no covenants with regard to repayment of loan, other business advances given to private limited company/ other entities.

(d) There is no overdue amount in respect of advances granted to Companies, other parties listed in the register maintained under section 301 of the Companies Act, 1956.

(e) As informed, the Company has not taken any loans, secured or unsecured from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956. Accordingly, the provisions of clause 4(iii) (f) and (g) of the Companies (Auditors Report) order, 2003 (as amended) are not applicable to the Company.

(f) As the Company has not taken any loans, the clause of whether the rate of interest and other terms and conditions on which loans have been taken from parties listed in the register maintained under section 301 is prejudicial to the interest of company, is not applicable.

(g) As no loans are taken by the company, the clause of repayment of interest & principal amount to parties is not applicable to the company.

IV. In our opinion and according to the information and explanations given to us, there are generally adequate internal control systems commensurate with the size of the company and the nature of its business with regard to purchase of inventory and fixed assets and for sale of goods and services. There is no continuing failure by the company to correct any major weaknesses in internal control.

V. (a) According to the information and explanation given to us, we are of the opinion that the particulars of contracts or arrangements referred to in section 301 of the Companies Act, 1956 that need to be entered into the register maintain U/s.301 of the Companies Act, 1956 has been so entered.

(b) In our opinion and according to the information and explanations given to us, the sale of services made in pursuance of such contracts or arrangements exceeding value of rupees five lakhs have been entered into during the financial year at prices which are reasonable having regard to the prevailing market prices at the relevant time.

VI. The Company has not accepted any deposits from the public and hence the applicability of the clause of directives issued by the Reserve Bank of India and provisions of section 58A, 58AA or any other relevant provisions of the Act and the rules framed there under does not arise. As per information and explanations given to us the order from the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal has not been received by the Company.

VII. In our opinion, the company is having internal audit system, commensurate with its size and the nature of its business and the internal audit is carried out by external firm of chartered accountants.

VIII. In respect of the Company, the Central Government has not prescribed maintenance of Cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956.

IX. (a) Undisputed statutory dues including PF, ESI, Tax Deducted at source (TDS), Central sales Tax(CST) as applicable have not generally been regularly deposited with appropriate authorities and there had been significant delays in few cases.

(b) According to the information and explanations given to us, undisputed amounts are payable in respect of PF, ESI, TDS, CST, Works Contract Tax(WCT) at the year end, for a period more than six months from the date they became payable.

Name of the Statue Nature of Dues Amount Rs. Period to which the Amount Relates
Provident Fund Act, 1952 Provident Fund 81,20,236 2011-12
53,00,223 2012-13
Employees State Insurance Act, 1948 ESI 12,52,109 2011-12
11,57,753 2012-13
Commercial Taxes Department Professional Tax 5,58,070 2011-12
6,15,340 2012-13
Income Tax Act, 1961 TDS 9,40,844 2010-11
60,12,458 2011-12
89,84,162 2012-13
Central Sales Tax Act, 1946 CST 27,37,395 2011-12&2012-13
Works Contract Tax WCT 18,79,581 2011-12&2012-13
Income Tax Act, 1961 Income Tax 21,28,968 2008-09

(c) According to the information and explanations given to us, there are no dues of Sales Tax, Wealth Tax, Custom Duty, Excise Duty and Cess which have fallen due on before 31st March 2013 and not been deposited with appropriate authorities on account of any dispute except for the following:

Name of Statute Nature of Dues Amount (Rs. In Lakhs) Period to which amount relates Forum where dispute is pending
Customs duty Difference in Tariff Classification Income Tax 2667.00 Financial Year 2009-10 CESTAT, Bangalore
Income Tax Act, 1961 1360.4256 Assessment Year 2008-2009 Income Tax Appellate Tribunal, Hyderabad.

X. The Company has been registered for a period of not less than 5 years, and the company has no accumulated losses at the end of the financial year and the company has not incurred cash losses in this financial year and in the immediately preceding financial year.

XI. Based on our audit procedures and as per the information and explanations given to us, the company did not have any overdue loans as at the end of the year except crystallized liability of Rs. 1761 lakhs on discounted bills that were over due at the year end.

XII. According to the information and explanations given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities and hence the applicability of the clause regarding maintenance of adequate documents in respect of loans does not arise.

XIII. This clause is not applicable to this Company as the Company is not covered by the provisions of

special statute applicable to Chit Fund in respect of Nidhi/Mutual Benefit Fund/Societies.

XIV. According to the information and explanations given to us, the company is not dealing or trading in shares, securities, Debentures and other investments and hence the provisions of clause 4(xiv) of the Companies (Auditors Report) Order 2003, are not applicable to the Company.

XV. 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, and hence the applicability of this clause regarding terms and conditions which are prejudicial to the interest of the company.

XVI. According to the information and explanations given to us, the Term Loans obtained by the company were applied for the purpose for which such loans were obtained by the Company.

XVII. According to the information and explanations given to us and on overall examination of the balance sheet of the Company, we report that no funds raised by the Company on short-term have been use for long term Investments.

XVIII. According to the information and explanations given to us, 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 and hence the applicability of the clause regarding the price at which shares have been issued and whether the same is prejudicial to the interest of the Company does not arise.

XIX. According to the information and explanations given to us, the company does not have any debentures and hence the applicability of the clause regarding the creation of security or charge in respect of debentures issued does not arise.

XX. According to information and explanations given to us, the company has not raised money by way of public issues during the year, hence the clause regarding the disclosure by the management on the end use of money raised by public issue is not applicable.

XXI. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year under audit.

For P. MURALI & CO.,
Chartered Accountants
FRN: 007257S
P. MURALI MOHANA RAO
PLACE : HYDERABAD Partner
DATE : 30-05-2013 Membership No. 23412