S.S. Infrastructure Development Consultants Ltd Directors Report.

To

The Members

S.S. Infrastructure Development Consultants Limited

(formerly known as SS Infrastructure Development Consultants Pvt. Ltd.)

Hyderabad.

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the Standalone Financial Statements of S.S. Infrastructure Development Consultants Limited (formerly known as SS Infrastructure Development Consultants Pvt. Ltd.) ("the Company)"), which comprise the Balance sheet as at 31st March 2020, the Statement of Profit and Loss and Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matters described and attention to which was drawn in the Emphasis of Matter 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 India, of the state of affairs of the Company as at March 31, 2020, the profit and its cash flows for the year ended on that date

IMPACT OF THE COVID PANDEMIC ON THE OPERATIONS

Due to the COVID pandemic the whole country is under lockdown subject to different type of restrictions since March 24,2020 and most of the industrial and commercial activity in the Country has been affected due to the lockdown restrictions imposed.

The COVID-19 pandemic has rapidly spread across the world as well as In India and has caused shutdown of all offices and factories from March 24, 2020. The Company has resumed its operations in a phased manner In line with the directives of the Government of India. The Companys management has made initial assessment of likely adverse Impact on business and believes that the impact is likely to be from short to medium term in nature. The management does not see long term risks in the Companys ability to continue as a going concern and meeting its liabilities as and when they fall due. The Management has also evaluated the recoverability of receivables and realisability of inventory on hand based on subsequent realisations and customer orders respectively. However, given the uncertainties associated with the eventual outcome, nature and duration of the pandemic, the impact may be different from that estimated as on the date of approval of these financial statements

Emphasis of Matter

01. Overdue Receivables

We refer to Note No. 22(a) dealing with Collection of Trade Receivables. Out of the total receivables of Rs. 27,98,19,406 about Rs. 946 Lacs are due and outstanding for more than one year. The Company has not made any provision for the overdue outstanding based on the justification as provided in Note No. 22(a).

02. Loans and Advances

The Short Term Loans and Advances include a total amount of Rs.6,75,87,509/- towards Works Contracts, Salary and other Advances to staff etc. which are outstanding for more than one year. The Company represents that the amounts are recoverable in the normal course against services in progress or by way of refund and hence the Company has not made any provision for the balances.

Our opinion is not modified on the above matters.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules there-under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Information other than the financial statements and auditors report thereon

The companys board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Boards report including Annexure to Boards report, Business responsibility report but does not include Financial statements and our auditors report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is it to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Accuracy of revenues and obligations in respect of fixed price contracts involves critical estimates

The company is engaged in the business of Engineering Consultancy and Structural Engineering Services to various entities including Government

Agencies, Public Sector Enterprises and earns revenues from such business operations. It recognises its revenue in any financial year based on certain estimates made with reference to scope of agreement, stage of completion of work based on the relevant agreements with its clients. Consequently, the balances of receivables depend on such estimates.

Estimated effort is a critical estimate to determine revenues, receivables and liability for obligations. This estimate has a high inherent uncertainty as it requires consideration of progress of the contract, efforts incurred till date, efforts required to complete the remaining contract performance obligations.

Response to Key Audit Matters Principal Audit Procedures

Our audit approach was a combination of test of internal controls and substantive procedures which included, after taking into account the size of the company, evaluation of the design of internal controls on test check basis and review of a sample of contracts.

Conclusion

Our procedures did not identify any material exceptions

Managements Responsibility for the Standalone Financial Statements

The Companys 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 that give a true and fair view of the financial position, financial performance, changes in equity 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. 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.

In preparing the financial statements, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards of Auditing (SAs) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors Report) Order, 2016 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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

(c) 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

(d) 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 2020, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2020, from being appointed as a director in terms of Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure B.

(g) With respect to the other matters to be included in the Auditors 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:

I The Company does not have any pending litigations which would impact its financial position;

ii The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

(h) In our opinion and according to the information provided and explanations offered to us, the remuneration paid to the directors of the company is in accordance with the provisions of sec.197. The remuneration paid to any director is not in excess of the limits laid down u/s.197. The Ministry of Corporate Affairs has not prescribed other details u/s.197(16) which required to be commented upon by us.

AnnexureA

ANNEXURE TO THE AUDITORS REPORT

S.S. Infrastructure Development Consultants Limited

(formerly known as SS Infrastructure Development Consultants Pvt. Ltd.)

(Of even date referred to in Para 1 of our Report)

(i) a) Based on information provided by us, the Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b) All the Fixed Assets have not been physically verified by the management during the year but there is a regular program of verification which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets and, to the best of our knowledge, no material discrepancies were noticed on such verification;

c) Based on the information given to us, the Company does not have any immovable properties and hence clause 3(i)(c) is not applicable to the Company for the year.

(ii) As explained and information given to us, physical verification of inventories has been conducted by the Management at reasonable intervals and no material discrepancies were noticed on physical verification of inventory.

(iii) Based on the information provided to us, the Company has granted not any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013 hence, in our opinion, the Clause 3(iii)(a), 3(iii)(b) and 3(iii)(c) are not applicable to the Company for the year.

(iv) Based on the information provided to us, the Company has not given any loan, guarantee, not provided any security in connection with a loan and not acquired any security during the year and hence, in our opinion, the clause 3(iv) is not applicable to the Company during the year.

(v) Based on the information provided to us, the Company has not accepted any deposits during the year and hence, in our opinion, the Clause 3(v) is not applicable to the Company for the year.

(vi) Based on the explanations given to us, the Central Government has not specified maintenance of Cost Records under Section 148 of the Companies Act, 2013 and hence clause 3(vi) is not applicable to the Company during the year.

(vii) (a) According to the records of the Company, the Company is not generally regular and there have been delays in depositing the undisputed statutory dues including provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess with the appropriate authorities;

According to the information and explanations given to us, no undisputed amounts payable in respect of 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 were in arrears as at 31 March 2020 for a period of more than six months from the date they became payable except to the extent mentioned hereunder:

Enactment Duties & Taxes Amount Period for which dues relate Due Date Remarks
Income Tax Act Dividend Tax Payable 9,46,863 April 2019 to September 2019 Within 14 days of declaration of dividend or payment of dividend Paid as of 31.07.2020
Employees Provident Fund Act EPF Payable 9,15,351 April 2019 to September 2019 15th of the Succeeding Month Paid as of 31.07.2020
Central GST Act GST Payable 59,24,383 April 2019 to September 2019 20th of the Succeeding Month Paid as of 31.07.2020
Telangana Professional Tax Act PT Employees Payable 3,92,950 April 2019 to September 2019 15th of the Succeeding Month Outstanding to be paid
Income Tax Act TDS Payable- Contractors 56,251 April 2019 to September 2019 7th of the Succeeding month Paid as of 31.07.2020
Income Tax Act TDS Payable- Professional 15,64,700 April 2019 to September 2019 7th of the Succeeding month Paid as of 31.07.2020
Income Tax Act TDS Payable Remuneration 46,41,197 April 2019 to September 2019 7th of the Succeeding month Paid as of 31.07.2020

(b) According to the information and explanations given to us, there are no dues of VAT, income tax, customs duty, excise duty, service tax, cess to be deposited on account of any dispute and hence, clause 3(vii)(b) is not applicable to the Company during the year.

(viii) Based on the information provided and explanation given to us, we are of the opinion that the Company has not defaulted in repayment of dues to Banks, Financial Institutions and hence clause 3(viii) is not applicable to the Company during the period.

ix) In our opinion and according to the information and explanations given to us, the Company has utilized the money raised by way of initial public offer/ further public offer (including debt instruments) and the term loans during the year for the purposes for which they were raised, except for

Nature of the Fund Raised Details of Default Amount Rs. Subsequently Rectified
Initial Public Officer Expenditure on Project at Dubai not incurred 49.14 Lacs As the project at Dubai is not feasible the expenditure was not incurred

(x) In our opinion and according to the information provided and explanations offered to us, no fraud on or by the Company has been noticed or reported during the year.

(xi) In our opinion, and according to the information provided and explanations offered to us, the managerial remuneration has been paid / provided in accordance with the provisions of section 197 read with Schedule V to the Companies Act.

(xii) Based on the explanations given to us, in our opinion, the Company is not a Nidhi Company as per section 406 of the Companies Act,2013 and hence clause 3(xii) is not applicable to the Company.

(xiii) Based on the information provided and explanation given to us, in our opinion, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards;

(xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, clause 3(xiv) is not applicable to the Company during the year.

(xv) As per the information given to us, the Company has not entered into any non-cash transactions with directors or persons connected with them during the year under review and so, clause 3(xv) is not applicable to the Company during the year.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and so, clause (xvi) is not applicable to this Company.

Place : Hyderabad For M/s A Ramachandra Rao & Co
Date: 31st July 2020 Chartered Accountants
ICAI Firm Regn No. 002857S
Sd/-
P S R V V Surya Rao
Partner
Membership No.202367
UDIN : 202367AAABWA1154

Annexure B

ANNEXURE TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF

S.S. Infrastructure Development Consultants Limited

(formerly known as SS Infrastructure Development Consultants Pvt. Ltd.)

[Re : Clause 2(f) of the independent auditors report]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of S.S. Infrastructure Development Consultants Limited (formerly known as SS Infrastructure Development Consultants Pvt. Ltd.) as of March 31, 2020 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on, the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial control over financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, considering its size and the nature of its business, the Company requires to strengthen the internal controls with regard to recognition of income and recording of expenditure based on appropriate documents, monitoring and timely payment of Statutory dues, obtaining confirmation of balances and review and reconciliation of account balances. Subject to this, the Company has an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2020, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

Place : Hyderabad For M/s A Ramachandra Rao & Co
Date: 31st July 2020 Chartered Accountants
ICAI Firm Regn No. 002857S
Sd/-
P S R V V Surya Rao
Partner
Membership No.202367
UDIN : 202367AAABWA1154