NARAYAN NIWAS, 63, AAREY ROAD, GOREGAON (W), MUMBAI TEL.: / CIN No. AAC2949

Transcription

1 To The Members of CYBERSCAPE MULTIMEDIA LIMITED Report on Financial Statements INDEPENDENT AUDITOR S REPORT We have audited the accompanying standalone financial statements of CYBERSCAPE MULTIMEDIA LIMITED ( the Company ), and its associates (the company and its associates constitute the Group ) which comprises the standalone Balance Sheet as at 31 st March, 2017, the Statement of standalone Profit & Loss and the standalone cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information. Management s Responsibility for the Standalone Financial Statements The Company s Management is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ( the Act ) with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the standalone financial position, standalone financial performance of the company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 are operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatements, whether due to fraud or error. Auditors Responsibility Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the Accounting and Auditing standards and matters which are required to be included in the audit report under the provisions of the Act and Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143 (10) of the Act. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the standalone financial statements are free from material misstatements. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatements of the standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company s presentation of the standalone financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial control system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the NARAYAN NIWAS, 63, AAREY ROAD, GOREGAON (W), MUMBAI TEL.: / CIN No. AAC2949 shabbir.rita@snrllp.com

2 reasonableness of the accounting estimates made by Company s Directors, as well as evaluating the overall presentation of the standalone financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion and to the best of our information and according to the explanations given to us, the 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, in the case of the Standalone Balance sheet of the state of affairs of the Company as at 31st March, 2017 and In the case of the Standalone Statement of Profit and loss, of the loss of the Company for the year ended on that date; and In the case of the Standalone Cash Flow Statement, of the cash flows of the Company of the year ended on that date. For Shabbir & Rita Associates LLP Chartered Accountants Firm Registration No W Shabbir S Bagasrawala Partner Membership No. : Bangalore, May 30, 2017 NARAYAN NIWAS, 63, AAREY ROAD, GOREGAON (W), MUMBAI TEL.: / CIN No. AAC2949 shabbir.rita@snrllp.com

3 CYBERSCAPE MULTIMEDIA LIMITED BALANCE SHEET AS AT 31st MARCH, 2017 Note AS AT Amount in Rs. AS AT I. EQUITY AND LIABILITIES (1) Shareholder's Funds (a) Share Capital 2 10,10,25,000 10,10,25,000 (b) Reserves and Surplus 3 (10,16,72,026) (10,14,34,753) (2) Current Liabilities (a) Short -Term Borrowings 4 7,81,616 6,41,616 (b) Other Current Liabilities 5 4,15,011 3,27,716 Total Equity & Liabilities 5,49,602 5,59,579 II.ASSETS (1) Non-Current Assets (a) Fixed Assets (b) Non- Current Investment (c) Long term loans and advances 8 2,62,000 2,42,000 (2) Current Assets (a) Cash and Bank Balances 9 2,87,603 2,78,380 (b) Short-term loans and advances 10-39,200 Significant Accounting Policies 1 Total Assets 5,49,602 5,59,579 The notes referred to above for an integral part of the balance sheet As per our Report of even date For and on behalf of the Board For Shabbir & Rita Associates LLP Chartered Accountants Anand S K Managing Director DIN: Shabbir Bagasrawala Partner Membership No: Bangalore, May 30, 2017 M S Sridhar Joint Managing Director DIN:

4 CYBERSCAPE MULTIMEDIA LIMITED Statement of Profit & Loss for the year ended 31st March 2017 Amount in Rs. Note Year Ended Year Ended Income: Revenue from operations 11 2,36,242 4,40,185 Other Income 12 1,414 - Total Revenue 2,37,656 4,40,185 Expenses: Employee Benefit Expenses 13 1,200 2,045 Financial Costs 14 9,309 20,967 Depreciation and Amortization Expenses 15-64,908 Other Expenses 16 4,65,684 5,61,97,045 Total Expenses 4,76,194 5,62,84,965 Loss before tax (2,38,538) (5,58,44,780) Tax expense: Deferred Tax Assets - (4,18,847) Loss for the year (2,38,538) (5,54,25,933) Earning per equity share of face value of Rs. 10 each Basic and Diluted (in Rs.) (0.02) (5.49) Significant Accounting Policies 1 The notes referred to above for an integral part of the balance sheet As per our Report of even date For Shabbir & Rita Associates LLP Chartered Accountants For and on behalf of the Board Anand S K Managing Director DIN: Shabbir Bagasrawala Partner Membership No: Bangalore, May 30, 2017 M S Sridhar Joint Managing Director DIN:

5 CYBERSCAPE MULTIMEDIA LIMITED STANDALONE CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017 Amount in Rs A CASH FLOW FROM OPERATING ACTIVITIES: Net Profit before Tax and extraordinary items (2,38,538) (5,58,44,780) Adjustments for: Depreciation/ Amortisation - - 3,86,70,612 Operating Profit Before Working Capital Changes (2,38,538) (1,71,74,168) Adjustments For: (Increase)/decrease in Trade & Other Receivables - 1,68,93,723 (Increase)/decrease in Loan & Advances and Other Assets - 3,67,345 Increase/(decrease) Trade Payables and Other Liabilities 87,295 87,295 (6,96,509) Cash Generated from Operations (1,51,243) (6,09,608) Income Tax Paid - (67,253) Income Tax Refund 40,466 40,466 18,900 Net Cash from Operating Activities (1,10,777) (6,57,961) B. CASH FLOW FROM INVESTING ACTIVITIES: (Increase)/decrease in Long Term Advances (Assets) (20,000) (20,000) - Net Cash Used in Investing Activities (20,000) - C. CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from long Term / short term borrowings Unsecured 1,40,000 1,40,000 3,33,500 Net Cash from Financing Activities 1,40,000 3,33,500 Net Increase/Decrease in Cash & Cash Equivalents 9,223 (3,24,461) Cash and Cash Equivalents as at 1st April ,78,380 6,02,840 Cash and Cash Equivalents as at 31st March ,87,603 2,78,380 As per our Report of even dated attached For Shabbir & Rita Associates LLP Chartered Accountants Firm Registration No: W For and on behalf of the Board Anand S.K. Managing Director Shabbir S Bagasrawala Partner Membership No: Bangalore, May 30, 2017 M S Sridhar Joint Managing Director

6 Cyberscape Multimedia Limited Notes forming part of the Standalone Financial Statements for the year ended ) STATEMENT ON SIGNIFICANT ACCOUNTING POLICIES: 1.1 Basis of Preparation of Financial Statement: These financial statements are prepared and presented under the historical cost conventions, on accrual basis of accounting to comply in all material respects, with the mandatory Accounting Standards as notified by the Companies (Accounts) Rules, 2014 ( the Rules ) and other relevant provisions of the Companies Act, 2013 ( the Act ). The accounting policies have been consistently applied by the Company and the Accounting Policies not referred to otherwise are in conformity with Generally Accepted Accounting Principles in India ( India GAAP ). The preparation of financial statements in conformity with GAAP requires that the management of the Company make estimates and assumptions that affect the reported amounts of income and expenses of the period, the reported balances of assets and liabilities and the disclosures relating to contingent liabilities as of the date of financial statements. Although these estimates are based upon management s best knowledge of current events and actions, actual results could differ from these estimates. Difference between the actual results and estimates are recognized in the year in which the results are known / materialized. Wherever changes in presentation are made, comparative figures of the previous year are regrouped accordingly. 1.2 Revenue Recognition: i) Sales of Goods: Revenue is recognized only when the significant risks and rewards in respect of ownership of products are transferred by the company. Sales are recorded net of returns, Value Added Tax and applicable trade discount and allowances but included central sales tax. ii) Interest: Interest income is recognized on time proportionate basis taking into account the amount outstanding and rate applicable. 1.3 Employee Benefits: i) Provident Fund: Employees receive benefits from a provident fund. The employee and employer each make monthly contributions to the plan. A portion of the contribution is made to the provident fund trust managed by the Company, while the remainder of the contribution is made to the Government s provident fund. ii) Gratuity: In accordance with the Payment of Gratuity Act, 1972, the Company provides for a lump sum payment to eligible employees, at retirement or termination of employment based on the last drawn salary and years of employment with the Company. 1.4 Taxes on Income: i) Tax on income for the current period is determined on the basis of estimated taxable income and tax credits computed in accordance with the provisions of the Income Tax Act, 1961, and based on expected outcome of assessment / appeals. ii) Deferred Tax is quantified using the tax rates and laws enacted or substantively enacted as on the balance sheet date. iii) Minimum Alternative Tax (MAT) credit is recognized as an asset only when and to the extent there is convincing evidence that company will pay income tax higher than that computed under MAT, during the period that MAT is permitted to be set off under the Income Tax Act, 1961 (specified period). In the year, in which the MAT credit becomes eligible to be recognized as an asset in accordance with the recommendations contained in the guidance not issued by the Institute of Chartered Accountants of India (ICAI), the said asset is created by way of credit to the profit and loss account and show as MAT Credit Entitlement. The Company review the same at each balance

7 sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that the company will pay income tax higher than MAT during the specified period. 1.5 Provisions, Contingent Liabilities and Contingent Assets: Provisions involving substantial degree of estimation in measurement are recognized when there is present obligation as a result of past event and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financial statement except where virtual certainty is there. 1.6 Events occurring after the date of Balance Sheet: Where material, events occurring after the date of the Balance Sheet are considered upto the date of approval of accounts by the Board of Directors. 1.7 Cash Flow Statement: The Cash Flow Statement is prepared by the Indirect Method set out in Accounting Standard 3 on Cash Flow Statement and presents the cash flows by Operating, Investing and Financing activities of the Company.

8 Cyberscape Multimedia Limited Notes forming part of financial statement for the year ended 31 st March Contingent liabilities: There are no known contingent liabilities not provided for including claims against the company acknowledged as debts. 1.9 Auditors Remuneration: (Amount in Rs.) Auditor s Remuneration Audit Fees 29,500 28,625 Total 28,625 28, Managerial Remuneration: Director s Remuneration Salary Perquisites PF Contribution Total 1.11 Disclosure of related parties transactions: i) List of related Parties: Sr. No. Names Nature of Relationship (a) Key Management Personnel 1) Anand S K Managing Director 2) M S Sridhar Joint Managing Director 3) Swarupa Hunsur Satyanarayana Key Management Personnel (b) 4) Usha Sridhar Key Management Personnel Others 1) Sridhar Securities Pvt Ltd Enterprises over which 2) Smart Solutions key Managerial 3) Forethought Technologies Pvt. Personnel are able to Ltd. exercise Significant 4) Aristodic Dealers Pvt Ltd. Influence. 5) Vencap Technologies Pvt Ltd

9 ii) Name of the Related Parties with whom transactions were carried out during the year and description of Relationship Sr. No. Names Nature of Relationship (a) Key Management Personnel 1) Anand S K Managing Director 2) M S Sridhar Joint Managing Director 3) Swarupa Hunsur Satyanarayana Key Management Personnel 4) Usha Sridhar Key Management Personnel (b) Others 1) Sridhar Securities Pvt Ltd Enterprises over which 2) Smart Solutions key Managerial Personnel are able to exercise Significant Influence. i) Disclosure of Related Party Transaction: Sr. No. Nature of Transaction (a) Remuneration & Perquisites / Salary to Key Management Personnel (b) (c) (d) Anand S K M S Sridhar Swarupa H S Usha Sridhar Loan taken from related party Anand S K M S Sridhar 2,00,000 70,000 Loan repaid to related party Anand S K M S Sridhar 1,30,000 Intercorporate Deposits Repaid Sridhar Securities Pvt Ltd (Amount in Rs.) 1,55,000 2,10,000 27,000 4,500

10 1.13 Earnings Per Share: The amount considered in ascertaining the Company s earnings per share constitutes the profit/ (loss) after tax. The number of shares used in computing basic earnings per share is the weighted average number of shares outstanding during the year Loss After Taxation (2,38,538) (5,54,25,933) Weighted Average Number of Shares EPS (Basic & Diluted) (Face Value of Rs. 10/- per Share) (0.02) (5.49) 1.14 Note on Specified Bank Notes (SBN): During the year, the Company held Specified Bank Notes (SBNs) or other denomination notes as defined in the MCA Notification, G.S.R. 308(E), dated March 30, The details of SBNs held and transacted during the period from November 8, 2016 to December 30, 2016, are as follows: SBNs (1) Other Denominations Notes Total Closing cash in hand as on NIL 1816/- 1816/- (+) Permitted receipts / Withdrawals NIL 44,000/- 44,000/- (-) Permitted payments NIL 27,860/- 27,860/- (-) Amount deposited in Banks during the NIL NIL NIL aforesaid period Closing cash in hand as on NIL 17,956/- 17,956/- (1) For the purpose of this clause, the term Specified Bank Notes shall have the same meaning provided in the notification of the Government of India, In the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated November 8, Previous year figures have been regrouped /recast wherever necessary.

11 Cyberscape Multimedia Limited Note forming part of the Financial Statements as at 31st March Share Capital As at 31 st March 2017 As at 31 st March 2016 AUTHORIZED CAPITAL 1,10,00,000 (1,10,00,000) Equity Shares of Rs 10/- each 11,00,00,000 11,00,00,000 11,00,00,000 11,00,00,000 ISSUED, SUBSCRIBED & PAID UP CAPITAL 1,01,02,500 (1,01,02,500) Equity shares of Rs 10/- each Fully paid 10,10,25,000 10,10,25,000 Total 10,10,25,000 10,10,25, The Reconciliation of the number of shares outstanding is set out below: March 2017 No of Shares March 2016 No of Shares Equity Shares at the beginning of the year Add: Fresh issue 0 0 Equity Shares at the end of the year The Details of Shareholders holding more than 5% shares: Name of the Shareholer March 2017 March 2016 No of Shares % held No of Shares % held Micro Capital Private Limited Madurai Somasubramanian Sridhar Anand Shankara Kanakanahalli Terms/ Rights attached to equity shares The Company has only one class of shares having at par value at Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share.

12 3 Reserve & Surplus Amount in Rs. Profit & Loss Account March 2017 March 2016 As per last Balance Sheet (10,14,34,754) (4,59,99,670) Add: Profit for the year (2,38,538) (5,54,25,933) Less: Appropriation Income Tax Earlier Year 1,266 (9,151) - Total (10,16,72,026) (10,14,34,754) 4 Short Term Borrowings Unsecured Loan March 2017 March 2016 From Directors 7,81,616 6,41,616 Total 7,81,616 6,41, Unsecured Loan from related parties are interest free and repayable on demand. 5 Other Current Liabilities March 2017 March 2016 Expenses Payable 4,14,911 3,15,061 Other Payables ,655 Total 4,15,011 3,27,716

13 Cyberscape Multimedia Limited NOTE: 6 CONSOLIDATED FIXED ASSETS STATEMENT AS AT 31st MARCH 2017 GROSS BLOCK DEPRECIATION BLOCK NET BLOCK Description Rate of as on Additions Sold/ as on as on During the Sold/ as on as on Depreciation Adjusted Year Adjusted Tangible Assets Computer Peripherals 40.00% 64,66, ,66,325 64,66, ,66,324 - Portals & Websites 16.21% 1,20,00, ,20,00,000 1,20,00, ,20,00,000 - Office Equipments 13.91% 10, ,500 10, ,500 - Vehicles 25.89% 15,94, ,94,614 15,94, ,94,614 - Total of Tangible Assets (A) 2,00,71, ,00,71,439 2,00,71, ,00,71,438 - Intangible Assets Computer Software 16.21% 4,97,36, ,97,36,789 4,97,36, ,97,36,790 - Development Work In Progress 16.21% 60,24, ,24,000 60,24, ,24,000 - Total of Intangible Assets (B) 5,57,60, ,57,60,789 5,57,60, ,57,60,790 - Total (A+B) 7,58,32, ,58,32,228 7,58,32, ,58,32,228 - Previous Year 7,58,32, ,58,32,228 3,71,61,617 64,908-3,86,05,703 7,58,32,228 -

14 Cyberscape Multimedia Limited Note forming part of the Financial Statements as at 31st March Non- Current Investment Non - Trade Investments In Equity Shares - Unquoted fully Paid - up 2,00,000 (2,00,000) Equity Shares of Micro Associates March 2017 March 2016 Consultancy (I) Pvt Ltd of Rs.10/- each fully paid 20,00,000 20,00,000 40,000 (40,000) Equity Shares of Forethought Technologies Pvt Ltd of Rs.10/- each fully paid 22,52,800 22,52,800 Less: Provision for Diminishing of Investment (42,52,800) (42,52,800) Total Long Term Loans and Advances (Unsecured and Considered Good) March 2017 March 2016 Security Deposits 2,57,500 2,37,500 Loans & Advances 4,500 4,500 Total 2,62,000 2,42,000 9 Cash and Bank Balance March 2017 March 2016 Balances with Banks In Current Accounts 2,60,183 2,50,715 In Deposits Accounts 25,000 25,000 Cash in Hand 2,420 2,665 Total 2,87,603 2,78, The deposits with banks comprise time deposits, which can be withdrawn at any time without prior notice and without any penalty on the principal. 10 Short Terms Loans and Advances (Unsecured and Considered Good) March 2017 March 2016 Balance with Income Tax Authorities - 39,200 Total - 39,200

15 Cyberscape Multimedia Limited Note forming part of Standalone Financial Statements for the year ended 31st March 11 Revenue from Operations Sales of Products 2,36,242 4,40,185 Total 2,36,242 4,40, Other Income Interest on Income tax refund 1,414 - Total 1, Employment Benefit Expenses Contribution to Provident and Other Funds 1, Staff Welfare Expenses - 1,152 Total 1,200 2, Financial Cost Bank Charges 9,309 20,967 Total 9,309 20, Depreciation & Amortised Cost Depreciation - 64,908 Total - 64, Other Expenses Conveyance Charges 31,402 28,627 Vehicle Running Expenses 12,975 60,620 Postage, Telegram & Courier Charges - 2,136 Telephone & Mobile Charges 12,903 21,123 Printing & Stationery Charges - 3,69,750 Auditors Remuneration 29,500 28,625 Membership, Fees & Subscription - 25,000 Office Expenses 38,271 38,473 Rent, Rates & Taxes 1,17,509 1,44,795 Repairs & Maintenance - 55,724 Insurance Charges - 13,732 Professional & Consultancy Charges 1,00,816 1,07,361 Commission 2,869 18,083 Listing Fees 95,205 1,61,318 Miscellaneous Expenses 24,234 82,624 Balances Written Off - 5,50,39,053 Total 4,65,684 5,61,97,045

16 NARAYAN NIWAS, 63, AAREY ROAD, GOREGAON (W), MUMBAI TEL.: / CIN No. AAC2949 shabbir.r7 Tf[<0@[<0snri.

17 auditor s judgment, including the assessment of the risks of material misstatements of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company s presentation of the consolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial control system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company s Directors, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion and to the best of our information and according to the explanations given to us, the consolidated 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, In the case of the consolidate Balance sheet of the state of affairs of the Company as at 31st March, 2017 and In the case of the Consolidate Statement of Profit and loss, of the loss of the Company for the year ended on that date; and In the case of the Consolidate Cash Flow Statement, of the cash flows of the Company of the year ended on that date. For Shabbir & Rita Associates LLP Chartered Accountants Firm Registration No W Shabbir S Bagasrawala Partner Membership No. : Bangalore, May 30, 2017 NARAYAN NIWAS, 63, AAREY ROAD, GOREGAON (W), MUMBAI TEL.: / CIN No. AAC2949 shabbir.rita@snrllp.com

18 CYBERSCAPE MULTIMEDIA LIMITED CONSOLIDATED BALANCE SHEET AS AT 31st MARCH, 2017 Amount in Rs. Note AS AT AS AT I. EQUITY AND LIABILITIES (1) Shareholder's Funds (a) Share Capital 2 10,10,25,000 10,10,25,000 (b) Reserves and Surplus 3 (10,17,60,637) (10,15,23,530) (2) Current Liabilities (a) Short -Term Borrowings 4 9,11,906 7,63,906 (b) Other Current Liabilities 5 4,20,411 3,35,716 ( c) Deferred tax liabilities (net) 63,200 63,200 (d) Short Term Provisions Total Equity & Liabilities 6,60,680 6,64,293 II.ASSETS (1) Non-Current Assets (a) Fixed Assets (b) Non- Current Investment (c) Long term loans and advances 8 2,62,000 2,42,000 (d) Other Non-Current Assets 68,684 68,684 (2) Current Assets (a) Cash and Bank Balances 9 3,27,520 3,11,933 (b) Short-term loans and advances 10 2,476 41,676 Significant Accounting Policies 1 Total Assets 6,60,680 6,64,293 The notes referred to above for an integral part of the balance sheet As per our Report of even date For and on behalf of the Board For Shabbir & Rita Associates LLP Chartered Accountants Anand S K Managing Director DIN: Shabbir Bagasrawala Partner Membership No: Bangalore, May 30,2017 M S Sridhar Joint Managing Director DIN:

19 CYBERSCAPE MULTIMEDIA LIMITED Consolidated Statement of Profit & Loss for the year ended 31st March 2017 Amount in Rs. Note Year Ended Year Ended Income: Revenue from operations 11 2,36,242 4,40,185 Other Income 12 8,614 7,680 Total Revenue 2,44,856 4,47,865 Expenses: Employee Benefit Expenses 13 1,200 2,045 Financial Costs 14 9,385 21,032 Depreciation and Amortization Expenses 15-64,908 Other Expenses 16 4,71,844 5,62,03,165 Total Expenses 4,82,429 5,62,91,150 Loss before tax (2,37,573) (5,58,43,285) Tax expense: Current tax 800 Deferred Tax Assets - (4,18,847) Loss for the year (2,38,373) (5,54,24,438) Earning per equity share of face value of Rs. 10 each Basic and Diluted (in Rs.) Significant Accounting Policies 1 The notes referred to above for an integral part of the balance sheet As per our Report of even date For and on behalf of the Board For Shabbir & Rita Associates LLP Chartered Accountants Anand S K Managing Director DIN: Shabbir Bagasrawala Partner Membership No: Bangalore, May 30, 2017 M S Sridhar Joint Managing Director DIN:

20 CYBERSCAPE MULTIMEDIA LIMITED CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH 2017 Amount in Rs A CASH FLOW FROM OPERATING ACTIVITIES : Net Profit before Tax and extraordinary items (2,38,373) (5,58,43,285) Adjustments for : Depreciation/ Amortisation - - 3,86,70,612 Operating Profit Before Working Capital Changes (2,38,373) (1,71,72,672) Adjustments For : (Increase)/decrease in Trade & Other Receivables - (Increase)/decrease in Loan & Advances and Other Assets - Increase/(decrease) Trade Payables and Other Liabilities 85,495 85,495 1,65,68,560 Cash Generated From Operations (1,52,878) (6,04,112) Income Tax Paid - (67,253) Income Tax Refund 40,466 40,466 18,900 Net Cash From Operating Activities (1,12,412) (6,52,465) B. CASH FLOW FROM INVESTING ACTIVITIES : (Increase)/decrease in Long Term Advances (Assets) (20,000) (20,000) - Net Cash Used In Investing Activities (20,000) - C. CASH FLOW FROM FINANCING ACTIVITIES : Proceeds from long Term / short term borrowings - Unsecured 1,48,000 1,48,000 3,35,500 Net Cash From Financing Activities 1,48,000 3,35,500 Net Increase/Decrease in Cash & Cash Equivalents 15,588 (3,16,965) Cash and Cash Equivalents as at 1st April ,11,932 6,28,897 Cash and Cash Equivalents as at 31st March ,27,520 3,11,932 As per our Report of even dated attached For Shabbir & Rita Associates LLP Chartered Accountants Firm Registration No: W For and on behalf of the Board Anand S.K. Managing Director Shabbir S Bagasrawala Partner Membership No: Bangalore, May 30, 2017 M S Sridhar Joint Managing Director

21 Cyberscape Multimedia Limited Notes forming part of the Consolidated Financial Statements for the year ended ) STATEMENT ON SIGNIFICANT ACCOUNTING POLICIES: 1.1 Basis of Preparation of Financial Statement: These financial statements are prepared and presented under the historical cost conventions, on accrual basis of accounting to comply in all material respects, with the mandatory Accounting Standards as notified by the Companies (Accounts) Rules, 2014 ( the Rules ) and other relevant provisions of the Companies Act, 2013 ( the Act ). The accounting policies have been consistently applied by the Company and the Accounting Policies not referred to otherwise are in conformity with Generally Accepted Accounting Principles in India ( India GAAP ). The preparation of financial statements in conformity with GAAP requires that the management of the Company make estimates and assumptions that affect the reported amounts of income and expenses of the period, the reported balances of assets and liabilities and the disclosures relating to contingent liabilities as of the date of financial statements. Although these estimates are based upon management s best knowledge of current events and actions, actual results could differ from these estimates. Difference between the actual results and estimates are recognized in the year in which the results are known / materialized. Wherever changes in presentation are made, comparative figures of the previous year are regrouped accordingly. 1.2 Revenue Recognition: i) Sales of Goods: Revenue is recognized only when the significant risks and rewards in respect of ownership of products are transferred by the company. Sales are recorded net of returns, Value Added Tax and applicable trade discount and allowances but included central sales tax. ii) Interest: Interest income is recognized on time proportionate basis taking into account the amount outstanding and rate applicable. 1.3 Employee Benefits: i) Provident Fund: Employees receive benefits from a provident fund. The employee and employer each make monthly contributions to the plan. A portion of the contribution is made to the provident fund trust managed by the Company, while the remainder of the contribution is made to the Government s provident fund. ii) Gratuity: In accordance with the Payment of Gratuity Act, 1972, the Company provides for a lump sum payment to eligible employees, at retirement or termination of employment based on the last drawn salary and years of employment with the Company.

22 1.4 Taxes on Income: i) Tax on income for the current period is determined on the basis of estimated taxable income and tax credits computed in accordance with the provisions of the Income Tax Act, 1961, and based on expected outcome of assessment / appeals. ii) Deferred Tax is quantified using the tax rates and laws enacted or substantively enacted as on the balance sheet date. iii) Minimum Alternative Tax (MAT) credit is recognized as an assets only when and to the extent there is convincing evidence that company will pay income tax higher than that computed under MAT, during the period that MAT is permitted to be set off under the Income Tax Act, 1961 (specified period). In the year, in which the MAT credit becomes eligible to be recognized as an assets in accordance with the recommendations contained in the guidance not issued by the Institute of Chartered Accountants of India (ICAI), the said asset is created by way of credit to the profit and loss account and show as MAT Credit Entitlement. The Company review the same at each balance sheet date and writes down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that the company will pay income tax higher than MAT during the specified period. 1.5 Provisions, Contingent Liabilities and Contingent Assets: Provisions involving substantial degree of estimation in measurement are recognized when there is present obligation as a result of past event and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent Assets are neither recognized nor disclosed in the financial statement except where virtual certainty is there. 1.6 Events occurring after the date of Balance Sheet: Where material, events occurring after the date of the Balance Sheet are considered upto the date of approval of accounts by the Board of Directors. 1.7 Cash Flow Statement: The Cash Flow Statement is prepared by the Indirect Method set out in Accounting Standard 3 on Cash Flow Statement and presents the cash flows by Operating, Investing and Financing activities of the Company.

23 Cyberscape Multimedia Limited Notes forming part of the Consolidated Financial Statements for the year ended 31 st March Contingent liabilities: There are no known contingent liabilities not provided for including claims against the company acknowledged as debts. 1.9 Auditors Remuneration: (Amount in Rs.) Auditor s Remuneration Audit Fees 29,500 28,625 Total 28,625 28, Managerial Remuneration: Director s Remuneration Salary Perquisites PF Contribution Total 1.11 Disclosure of related parties transactions: i) List of related Parties: Sr. No. Names Nature of Relationship (a) Key Management Personnel 1) Anand S K Managing Director 2) M S Sridhar Joint Managing Director 3) Swarupa Hunsur Satyanarayana Key Management Personnel (b) 4) Usha Sridhar Key Management Personnel Others 1) Sridhar Securities Pvt Ltd Enterprises over which 2) Smart Solutions key Managerial 3) Forethought Technologies Pvt. Personnel are able to Ltd. exercise Significant 4) Aristodic Dealers Pvt Ltd. Influence. 5) Vencap Technologies Pvt Ltd

24 ii) Name of the Related Parties with whom transactions were carried out during the year and description of Relationship Sr. No. Names Nature of Relationship (a) Key Management Personnel 1) Anand S K Managing Director 2) M S Sridhar Joint Managing Director 3) Swarupa Hunsur Satyanarayana Key Management Personnel 4) Usha Sridhar Key Management Personnel (b) Others 1) Sridhar Securities Pvt Ltd Enterprises over which 2) Smart Solutions key Managerial Personnel are able to exercise Significant Influence. i) Disclosure of Related Party Transaction: (Amount in Rs.) Sr. No. Nature of Transaction (a) Remuneration & Perquisites / Salary to Key Management Personnel (b) Anand S K M S Sridhar Swarupa H S Usha Sridhar Loan taken from related party (c) Anand S K M S Sridhar Loan repaid to related party 2,00,000 70,000 1,55,000 2,10,000 (d) Anand S K M S Sridhar Intercorporate Deposits Repaid 1,30,000 27,000 4,500 Sridhar Securities Pvt Ltd 1.12 Accounting for Taxes on Income Tax Income Tax expenses comprises of current tax being amount of tax determined in accordance with Income Tax law. A provision is made for income tax annually, based on the tax liability computed after considering tax allowances and exemptions. i) No provision for current tax is made during the financial year as the company has incurred loss.

25 1.13 Earning Per Share: The amount considered in ascertaining the Company s earnings per share constitutes the profit/ (loss) after tax. The number of shares used in computing basic earning per share is the weighted average number of shares outstanding during the year Loss After Taxation (2,38,538) (5,54,25,933) Weighted Average Number of Shares EPS (Basic & Diluted) (0.02) (5.49) (Face Value of Rs. 10/- per Share) 1.14 Note on Specified Bank Notes (SBN): During the year, the Company held Specified Bank Notes (SBNs) or other denomination notes as defined in the MCA Notification, G.S.R. 308(E), dated March 30, The details of SBNs held and transacted during the period from November 8, 2016 to December 30, 2016, are as follows: SBNs (1) Other Denominations Notes Total Closing cash in hand as on NIL 1816/- 1816/- (+) Permitted receipts / Withdrawals NIL 44,000/- 44,000/- (-) Permitted payments NIL 27,860/- 27,860/- (-) Amount deposited in Banks during the aforesaid period NIL NIL NIL Closing cash in hand as on NIL 17,956/- 17,956/- (1) For the purpose of this clause, the term Specified Bank Notes shall have the same meaning provided in the notification of the Government of India, In the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated November 8, Previous year figures have been regrouped /recast wherever necessary.

26 Cyberscape Multimedia Limited Note forming part of the Consolidated Financial Statements as at 31st March Share Capital Amount in Rs. March 2017 March 2016 AUTHORIZED CAPITAL 1,10,00,000 (1,10,00,000) Equity Shares of Rs 10/- each 11,00,00,000 11,00,00,000 ISSUED, SUBSCRIBED & PAID UP CAPITAL 11,00,00,000 11,00,00,000 1,01,02,500 (1,01,02,500) Equity shares of Rs 10/- each Fully paid 10,10,25,000 10,10,25,000 Total 10,10,25,000 10,10,25, The Reconciliation of the number of shares outstanding is set out below: March 2017 No of Shares March 2016 No of Shares Equity Shares at the beginning of the year Add: Fresh issue 0 0 Equity Shares at the end of the year The Details of Shareholders holding more than 5% shares: Name of the Shareholer March 2017 March 2016 No of Shares % held No of Shares % held Micro Capital Private Limited Madurai Somasubramanian Sridhar Anand Shankara Kanakanahalli Terms/ Rights attached to equity shares The Company has only one class of shares having at par value at Rs. 10/- per share. Each holder of equity shares is entitled to one vote per share. 3 Reserve & Surplus Amount in Rs. March 2017 March 2016 Profit & Loss Account As per last Balance Sheet (10,15,23,530) (4,60,89,942) Add: Profit for the year (2,38,373) (5,54,24,438) Less: Appropriation Income Tax Earlier Year 1,266 (9,151) Total (10,17,60,638) (10,15,23,530) 4 Short Term Borrowings Amount in Rs. March 2017 March 2016 Unsecured Loan From Directors 8,87,306 7,39,306 From Others 24,600 24,600 Total 9,11,906 7,63, Unsecured Loan from related parties are interest free and repayble on demand. 5 Other Current Liabilities Amount in Rs. March 2017 March 2016 Expenses Payable 4,20,311 3,23,061 Other Payables ,655 Total 4,20,411 3,35,716

27 Cyberscape Multimedia Limited NOTE: 6 CONSOLIDATED FIXED ASSETS STATEMENT AS AT 31st MARCH 2017 Amount in Rs. GROSS BLOCK DEPRECIATION BLOCK NET BLOCK Description Rate of as on Additions Sold/ as on as on During the Sold/ as on as on Depreciation Adjusted Year Adjusted Tangible Assets Computer Peripherals 40.00% 64,66, ,66,325 64,66, ,66,324 - Portals & Websites 16.21% 1,20,00, ,20,00,000 1,20,00, ,20,00,000 - Office Equipments 13.91% 10, ,500 10, ,500 - Vehicles 25.89% 15,94, ,94,614 15,94, ,94,614 - Total of Tangible Assets (A) 2,00,71, ,00,71,439 2,00,71, ,00,71,438 - Intangible Assets Computer Software 16.21% 4,97,36, ,97,36,789 4,97,36, ,97,36,790 - Development Work In Progress 16.21% 60,24, ,24,000 60,24, ,24,000 - Total of Intangible Assets (B) 5,57,60, ,57,60,789 5,57,60, ,57,60,790 - Total (A+B) 7,58,32, ,58,32,228 7,58,32, ,58,32,228 - Previous Year 7,58,32, ,58,32,228 3,71,61,617 64,908-3,86,05,703 7,58,32,228 -

28 Cyberscape Multimedia Limited Note forming part of the Consolidated Financial Statements as at 31st March Non- Current Investment Non - Trade Investments In Equity Shares - Unquoted fully Paid - up March 2017 March ,00,000(2,00,000) Equity Shares of Micro Associates Consultancy (I) Pvt Ltd of Rs.10/- each fully paid 20,00,000 20,00,000 40,000(40,000) Equity Shares of Forethought Technologies Pvt Ltd of Rs.10/- each fully paid 22,52,800 22,52,800 Less: Provision for Diminishing of Investment (42,52,800) (42,52,800) Total Long Term Loans and Advances (Unsecured and Considered Good) March 2017 March 2016 Security Deposits 2,57,500 2,37,500 Loans & Advances 4,500 4,500 Total 2,62,000 2,42,000 9 Cash and Bank Balance Balances with Banks March 2017 March 2016 In Current Accounts 2,65,229 2,54,916 In Deposits Accounts 25,000 25,000 Cash in Hand 37,292 32,017 Total 3,27,521 3,11, The deposits with banks comprise time deposits, which can be withdrawn at any time without prior notice and without any penalty on the principal. 10 Short Terms Loans and Advances (Unsecured and Considered Good) March 2017 March 2016 Balance with Income Tax Authorities 2,476 41,676 Total 2,476 41,676

29 Cyberscape Multimedia Limited Note forming part of the Consolidated Financial Statements for the year ended 31st March 11 Revenue from Operations Sales of Products 2,36,242 4,40,185 Total 2,36,242 4,40, Other Income Interest on Income tax refund 1,414 - Other Income 7,200 7,680 Total 8,614 7, Employement Benefit Expenses Contribution to Provident and Other Funds 1, Staff Welfare Expenses - 1,152 Total 1,200 2, Financial Cost Bank Charges 9,385 21,032 Total 9,385 21, Depreciation & Amortised Cost Depreciation - 64,908 Total - 64, Other Expenses Conveyance Charges 31,402 28,627 Vehicle Running Expenses 12,975 60,620 Postage,Telegram & Courier Charges - 2,136 Telephone & Mobile Charges 12,903 21,123 Printing & Stationery Charges - 3,69,750 Auditors Remuneration 33,500 32,625 Membership, Fees & Subscription - 25,000 Office Expenses 38,271 38,473 Rent, Rates & Taxes 1,17,509 1,44,795 Repairs & Maintenence - 55,724 Insurance Charges - 13,732 Professional & Consultancy Charges 1,02,496 1,09,001 Commission 2,869 18,083 Listing Fees 95,205 1,61,318 Misecellanous Expenses 24,714 83,104 Balances Written Off - 5,50,39,053 Total 4,71,844 5,62,03,165