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Ace Software Exports Ltd.

BSE: 531525 Sector: IT
NSE: N.A. ISIN Code: INE849B01010
BSE 00:00 | 24 Apr Ace Software Exports Ltd
NSE 05:30 | 01 Jan Ace Software Exports Ltd
OPEN 11.85
PREVIOUS CLOSE 11.85
VOLUME 14
52-Week high 23.10
52-Week low 11.40
P/E 21.07
Mkt Cap.(Rs cr) 6
Buy Price 11.40
Buy Qty 98.00
Sell Price 12.95
Sell Qty 5.00
OPEN 11.85
CLOSE 11.85
VOLUME 14
52-Week high 23.10
52-Week low 11.40
P/E 21.07
Mkt Cap.(Rs cr) 6
Buy Price 11.40
Buy Qty 98.00
Sell Price 12.95
Sell Qty 5.00

Ace Software Exports Ltd. (ACESOFTEXP) - Auditors Report


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Company auditors report

To

The Members

ACE SOFTWARE EXPORTS LIMITED

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

OPINION

We have audited the accompanying standalone financial statements of ACE SOFTWAREEXPORTS LIMITED (“the Company”) which comprises the Balance Sheet as at 31stMarch 2019 the Statement of Profit and Loss (including other comprehensive income) CashFlow Statement and the Statement of Changes in Equity for the year ended on that date anda summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by theCompanies Act 2013 (“the Act”) in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended(“Ind AS”) and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at 31st March 2019 the profit andtotal comprehensive income changes in equity and its cash flows for the year ended onthat date.

BASIS FOR OPINION

We conducted our audit of financial statement in accordance with the Standards onAuditing (SAs) specified under Section 143(10) of the Act. Our responsibilities underthose Standards are further described in the ‘Auditor’s Responsibilities for theAudit of the Financial Statements’ section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India (ICAI) together with the ethical requirements that are relevant toour audit of the financial statements under the provisions of the Companies Act 2013 andthe Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidences we have obtained are sufficient and appropriate to provide a basis for ouropinion.

KEY AUDIT MATTERS

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters. Wehave determined the matters described below to be the key audit matters to be communicatedin our report. We have determined that there are no key audit matters to communicate inour report.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENT AND AUDITOR’S REPORTTHEREON

Management is responsible for the other information. The other information comprisesthe information included in the Annual Report but does not include the standalonefinancial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon. In connection with our audit of thefinancial statements our responsibility is to read the other information and in doingso consider whether the other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company’s Board of Directors is responsible for the matters stated in section134(5) of the Companies Act 2013 (“the Act”) with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance total comprehensive income changes in equity and cash flows of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards specified under Section 133 of the Act. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateimplementation and maintenance of accounting policies; making judgments and estimates thatare reasonable and prudent; and design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the financial statements management is responsible for assessing theCompany’s ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so. Those Board of Directors are also responsible for overseeing theCompany’s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor’s report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also: Identify and assess therisks of material misstatement of the financial statements whether due to fraud or errordesign and perform audit procedures responsive to those risks and obtain audit evidencethat is sufficient and appropriate to provide a basis for our opinion. The risk of notdetecting a material misstatement resulting from fraud is higher than for one resultingfrom error as fraud may involve collusion forgery intentional omissionsmisrepresentations or the override of internal control.

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

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management. Conclude on theappropriateness of management’s use of the going concern basis of accounting andbased on the audit evidence obtained whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the Company’s ability tocontinue as a going concern. If we conclude that a material uncertainty exists we arerequired to draw attention in our auditor’s report to the related disclosures in thefinancial statements or if such disclosures are inadequate to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of our auditor’sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

Evaluate the overall presentation structure and content of the financial statementsincluding the disclosures and whether the financial statements represent the underlyingtransactions and events in a manner that achieves fair presentation.

We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements. We communicate withthose charged with governance regarding among other matters the planned scope and timingof the audit and significant audit findings including any significant deficiencies ininternal control that we identify during our audit.

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

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

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor’s Report) Order 2016 (“theOrder”) issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2013 we give in the Annexure “A” a statementon the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by Section 143(3) of the Act we report that: a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit. b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books. c) The Balance Sheet the Statement of Profit and Lossincluding Other Comprehensive Income Statement of Changes in Equity and the Cash FlowStatement dealt with by this Report are in agreement with the books of account. d) In ouropinion the aforesaid financial statements comply with the Indian Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. e) On the basis of the written representations received from the directors ason 31st March 2019 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2019 from being appointed as adirector in terms of Section 164 (2) of the Act. f) With respect to the adequacy of theinternal financial controls over financial reporting of the Company and the operatingeffectiveness of such controls refer to our separate Report in “Annexure B”. g)With respect to the other matters to be included in the Auditor’s Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us: i. TheCompany does not have any pending litigations which would impact its financial position.ii.The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses. iii.There were no amounts which wererequired to be transferred to the Investor Education and Protection Fund by the Company.

3. With Respect to the other matters to be included in Auditors’ Report inaccordance with the requirements of Section 197(16) of the Act as amended: In our opinionand according to the information and explanation given to us the remuneration paid duringthe current year by the Company to its directors is in accordance with the provisions ofSection 197 of the Act.

For H. B. Kalaria & Associates
Chartered Accountants
(Firm Registration No. 104571W)
Hasmukh B. Kalaria
Partner
Rajkot Dated 30th May 2019 (Membership No. 042002)

Annexure A To The Independent Auditors’ Report

(Referred to in paragraph 1 under the heading of “Report on other Legal andRegulatory Requirements” of our report of even date)

Report on Companies (Auditor’s Report) Order 2016 (“the order”) issuedby the central government in terms of section 143(11) of the Companies Act 2013(‘the act’) of Ace Software Experts Limited (‘the company)

On the basis of the records produced to us for verification/perusal such checks as weconsidered appropriate and in terms of information and explanations given to us on ourenquiries we state that: (i) In respect of the Company’s fixed assets: (a) TheCompany has maintained proper records showing full particulars including quantitativedetails and situation of fixed assets.

(b) The fixed assets are physically verified by the Management according to a phasedprogramme designed to cover all the items over a period of two years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. Pursuant to the programme a portion of the fixed assets have been physicallyverified by the Management during the year and no material discrepancies have been noticedon such verification.

(c) The title deeds of immovable properties as disclosed in fixed assets to theFinancial Statements are held in the name of the Company except registration of officesnos. 803 to 810 located at 8th floor of Everest building Opp. Shashtri Maidan is keptpending due to pending documentation related to title search at relevant authorities (ii)The Company’s nature of operation is such that the inventories cannot be physicallyverified. Accordingly Clause (ii) of the Order is not applicable. (iii) According to theinformation and explanations given to us the Company has granted loans unsecured to oneof its subsidiary entity covered in the register maintained under section 189 of theCompanies Act 2013 in respect of which:

The terms and condition of the grant of such loans are in our opinion prima facienot prejudicial to the Company’s interest.

The terms of arrangement do not stipulate any repayment schedule and is repayable ondemand. Accordingly paragraph (iii)(b) of the Order is not applicable to the Company inrespect of repayment of the principal amount.

There is no overdue amount remaining outstandingas at the year-end.

(iv) In our opinion and according to the information and explanations given to us thecompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of loans and investments made and guarantees and security provided by it.

(v) The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 withregard to the deposits accepted from the public are not applicable.

(vi) Reporting under clause 3(vi) of the order is not applicable as the company’sbusiness activities are not covered by the companies (Cost Records and Audit) Rules 2014.

(vii) In respect of statutory dues;

(a) According to the information and explanations given to us the Company is generallyregular in depositing with appropriate authorities undisputed statutory dues includingEmployee Provident Fund ESIC Income Tax Goods and Service Tax Cess and other materialstatutory dues. There are no undisputed statutory dues outstanding as at 31stMarch 2019 for the period of more than six month from the date they become payable. (b)According to the information and explanations given to us there are no dues in respect ofProvident Fund ESIC Income Tax Goods and Service Tax cess and any other materialdues that have not been deposited with the appropriate authorities on account of anydispute.

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in repayment of dues to a bank. (ix) In our opinion andaccording to the information and explanations given to us the company has not raisedmoneys by way of initial public offer or further public offer including debt instrumentsand term Loans. Accordingly the provisions of clause 3 (ix) of the Order are notapplicable to the Company and hence not commented upon.

(x) In our opinion and according to the information and explanations given to us wereport that no fraud by the Company or on the company by its officers or employees hasbeen noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to usmanagerial remuneration has been paid in accordance with the requisite approvals mandatedby the provisions of Section 197 read with Schedule V to the Companies Act 2013.

(xii) In my opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 3 (xii) of the Order is not applicable to the Company. (xiii) In our opinion alltransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 and the details have been disclosed in the Financial Statements asrequired by the applicable accounting standards.

(xiv) In our opinion and according to the information and explanations given to us thecompany has not made any preferential allotment or private placement of shares or fully orpartly convertible debentures during the year under review and hence reporting underclause 3(xiv) of the order is not applicable to the company.

(xv) In our opinion and according to the information and explanations given to us thecompany has not entered into any non-cash transactions with directors or persons connectedwith him. Accordingly the provision of clause 3 (xv) of the Order is not applicable tothe Company.

(xvi) In our opinion the company is not required to be registered under section 45 IAof the Reserve Bank of India Act 1934 and accordingly the provision of clause 3 (xvi) ofthe Order is not applicable to the Company.

For H. B. Kalaria & Associates
Chartered Accountants
(Firm Registration No. 104571W)
Hasmukh B. Kalaria
Partner
Rajkot Dated 30th May 2019 (Membership No. 042002)

“Annexure B” to the Independent Auditor’s Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of ACESOFTWARE EXPORTS LIMITED (“the Company”) as of March 31 2019 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Control over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company’s policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financialcontrols over financial reporting based on our audit. We have conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the “Guidance Note”) and the Standards on Auditing issued by ICAIand deemed to be prescribed under section 143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor’s judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company’s internal financial controlssystem over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company’s internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany’s 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 financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2019 criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Control over Financial Reportingissued by the Institute of Chartered Accountants of India.

For H. B. Kalaria & Associates
Chartered Accountants
(Firm Registration No. 104571W)
Hasmukh B. Kalaria
Partner
Rajkot Dated 30th May 2019 (Membership No. 042002)