Redcore (India) Private Limited Godrej & Boyce Complex, Plant No. 3, L B S
Marg, Vikhroli (W), Mumbai, Maharashtra, India, 400079
CIN: U74900MH2012FTC321399
NOTICE
Notice is hereby given that the 7th Annual General Meeting of Redcore (India) Private Limited will be held on August 26, 2019 at 12.00 noon at the Registered Office of the Company at Plant
3, Godrej & Boyce Complex, LBS Marg, Vikhroli (West), Mumbai - 400079 to transact the following business:
Ordinary Business:
I. To receive, consider and adopt the Audited Profit and Loss Account for the year ended March 31; 2019 and the Balance Sheet as at that date together with the Reports of the Board of Directors and the Auditors thereon.
2. To appoint Statutory Auditors to hold office from the conclusion of this Annual General Meeting up to the conclusion of the Annual General Meeting to be held in the year 2024 and to authorize the Board to fix their remuneration.
Notes:
I) A MEMBER ENTITLED TO ATTEND AND VOTE AT A MEETING IS ALSO ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY.
The instrument appointing the proxy should be deposited at the Registered office of the Company not less than forty-eight hours before the commencement of the Meeting.
Corporate Members are requested to send a duly Certified Copy of the Board Resolution, pursuant to Section 113 of the Companies Act, 2013 authorizing their representative to attend and vote at the Annual General Meeting (AGM).
The Notice of the AGM along with the Annual Report for the Financial year 2018-19 is being sent by electronic mode to the Members at the e-mail address registered with the Company.
By Order of the Board Place: Bangalore For Redcore (India) Private Limited
Date: June 17, 2019
Registered Office: Godrej & Boyce Complex, Plant No. 3, L B S Marg, Vikhroli (W), Mumbai, Maharashtra, India, 400 079
Arvind Palaniapp1
n Director DIN: 03479690
ROUTE MAP TO AGM VENUE
ILA Yea. fril'HOU NAGAR NAGAR •
inuNwted Solid vVesno Nieringnment P,ojeet 01.-
. - AM WAR
AGAR II.' PM1.0.1
OSNL COLONY
f H AR 10 M NAGAR
- GAN
I t JAY SZINRA NG
r
SOC E TY
S A N T H KR IRA SOC I ET
n-Win0 A . VI
Ltr-
' if RODREJ t_SiDr COLON./ ' VIKHROL
wi(HROLI
NM Pt. SURYA NAGA
VIPCI-IRot VW. A at-
fit AA ns
RNA w AR
RAN 11-11,:k NAGAR
KANNAIAWAR NAGAR
Redcore (India) Private Limited Godrej & Boyce Complex, Plant No. 3, 1. B S Marg, Vikhroli (W), Mumbai, Maharashtra, India, 400079 CIN: 1J74900MH2012FTC321399
DIRECTORS' REPORT To
THE MEMBERS OF REDCORE (INDIA) PRIVATE LIMITED
Your Directors present the 7th Annual Report of your Company with the Audited Accounts for the Financial Year ended March 31, 2019.
1. PERFORMANCE OF THE COMPANY
A summary of the Company's financial performance for Financial Year 2018-19 is produced below. Fi ures in Indian Ru ees
Particulars For the year ended on March 31, 2019
For the year ended on March 31, 2018
Revenue from Operations (Net) and other income
111,785 -
Total Expenses 317,630 662,877
Profit/Loss Before Tax (PBT) (205,845) (662,877)
Current Tax - -
Differed Tax - -
Tax Adjustment in respect of earlier period
- -
Profit (Loss) After Tax (PAT) (205,845) (662,877)
TRANSFER TO RESERVES
The Company has not transferred any amount to reserves.
DIVIDEND
The Directors do not recommend any dividend for the financial year 2018-19.
STATE OF THE COMPANY'S AFFAIRS
This is the Seventh operational year and Company has incurred loss of Rs. 205,845/- after tax for the financial year ended March 31, 2019 as against loss of Rs. 662,877/- during the previous Financial Year. Subsequent to the Business Transfer Agreement (BTA) dated March 1, 2017 entered into with Aceenture Solutions Private Limited, the Company did not have any business operations.
DIRECTORS
Mr. Andrew Murray McLauchlan (DIN 05348368) resigned as a Director w.e.f. August 10, 2018. Mr. / Arvind Palaniappan (DIN 03479690), Mr. Kaushal Mahesh Mody (DIN 07294772) Mr. Dhir
Pratap Singh (DIN 07294772) continued as Directors of the Company during the financial year 2018-19.
6. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to the requirement under Section 134(3)(c) of the Companies Act, 2013, with respect to Directors Responsibility Statement, it is hereby confirmed:
that in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
that the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;
that the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
that the directors had prepared the annual accounts on a going concern basis; and
that the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
7. MATERIAL ORDERS OF REGULATORS/COURTS/TRIBUNALS:
The Registered Office of the Company was shifted from the Jurisdiction of the Registrar of Companies, Bangalore to that of the Registrar of Companies, Mumbai, vide order dated November 30, 2018 passed by the Ministry of Corporate Affairs, Office of the Regional Director, South East Region, Hyderabad.
The Company has filed a joint application before National Company Law Tribunal (NCLT), Mumbai, along with the Scheme of Merger by Absorption for merging the Company along with few other Group Companies with Accenture Solutions Private Limited, the Parent Company in February, 2019.
The matter is pending before NCLT, Mumbai for further directions.
8. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
There are no material changes and commitments affecting the financial position of the Company from the year ended March 31, 2019 to the date of the Director's Report.
PERFORMANCE AND FINANCIAL POSITION OF SUBSIDIARIES
As on March 31, 2019, the Company did not have any subsidiary.
PERSONNEL.
Particulars of employees as required under Section 134(3) of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, which forms part of the Directors' Report, is not applicable to the Company.
STATUTORY AUDITORS
M/s Sudit K. Parelch 8c Co., Chartered Accountants, statutory auditors of the Company, hold office till the conclusion of the Seventh Annual General Meeting of the Company.
As required by the provisions of the Companies Act, 2013, M/s Sudit K. Parekh & Co. need to be appointed for a further term of five years upto the conclusion of the annual general meeting to be held in the year 2024. Accordingly, requisite resolution forms part of the notice convening the annual general meeting.
AUDITORS' REPORT
The Auditor's Report for the year ended 31' March 2019 does not contain any qualification, reservation, adverse remark or disclaimer.
EXTRACT OF THE ANNUAL RETURN
The extract of Annual Return pursuant to Section 92(3), as prescribed in Form MGT - 9 of the rules under Chapter 7 (Management and Administration) Rules, 2014 of the Companies Act, 2013, is appended as Annexure I.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
Energy Conservation and Technology Absorption:
The requirements of disclosure of particulars with respect to conservation of energy and technology absorption are not applicable to the Company and hence the same is not been provided.
Foreign Exchange Earnings and outgo:
There were no Foreign Exchange Earnings and outgo during the year under review March 31, 2019.
15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
During the year 4 (Four) Board Meetings were convened and held, the details of which are given below. The intervening gap between the Meetings was within the time limit prescribed under the Companies Act, 2013.
Dates of Board meetings
June 6,2018 September 20, 2018 November 30, 2018 January 25, 2019
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
The particulars of contracts or arrangements with related parties referred to in Section 1880), as prescribed in Form AOC - 2 of the rules under Chapter 9 relating to Accounts of Companies under the Companies Act, 2013, is appended as Annexure II.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
The Company did not grant any Loans or provided any guarantees and has not made any Investments u/s 186 of Companies Act 2013.
MANAGERIAL REMUNERATION
The provisions of Section 197 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is not applicable to any Director of the Company as of March 31, 2019.
RISK MANAGEMENT POLICY
Based on the assessment of the management, there are no risks that may threaten the existence of the Company
DISCLOSURE AS PER SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:
Since the Company did not have any employees during the year under review, requirement of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 read with the rules is not applicable to Company.
21. ACKNOWLEDGEMENT
We thank our investors and bankers for their continued support during the year.
We also thank the Government of India, the Income Tax Department, the Ministry of Commerce, the Ministry of Finance and look forward to their continued support in the future.
For and on behalf of the Board of REDCORE (INDIA) PRIVATE LIMITED
ki ig-16-141.--, Mr. Dhirendra Pratap Singh Mr. Arvind Pala appan (DIN 07294772) (DIN 03479690) Director Director
Place: Bangalore Date: June 17, 2019
Registered Office: Godrej & Boyce Complex, Plant 3, LBS Marg, Vikhroli (West) Mumbai - 400 079
An nexure Ito the Directors Report of Redcore (India) Private Limited for the Financial Year 2018-19
FormNo.MGT-9
EXTRACT OF ANNUAL RETURN of REDCORE (INDIA) PRIVATE LIMITED
For the financial year ended on March 31,2019
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12 (1) of the Companies (Management and Administration) Rules,2014]
I. REGISTRATION AND OTHER DETAILS:
CIN: U74900MH2012FTC321399 Registration Date: August 23, 2012 Name of the Company: Redcore (India) Private Limited Category/ Sub-Category of the Company: Private Limited Company Address of the Registered office and contact details: Godrej & Boyce Complex, Plant No. 3, L B S Marg, Vikhroli (W), Mumbai, 400079 Whether listed company: No Name Address and Contact details of Registrar and Transfer Agent, if any: NA
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing to 10% or more of the total turnover of the company shall be stated:-
Sr. No,
Name and Description of main products /services
NIC Code of the Product/ service
% to total turnover of the company
1 NIL NIL NIL
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES-
Sr. No
Name and Address of the Company
CIN/GLN Holding/ Subsidiary / Associate
% Of Shares Held
Applica ble Section
1 ccenture Solutions PrivateU72400MH1990PTC057492 united — Plant 3, Godrej &
it oyce Complex, LBS Marg, ikhroli (W), Mumbai — 400
179
Holding 100% 2(46)
ri .. —
,
IV. SHAREHOLDING PATTERN (Equity Share Capital Break-up as percentage of Total equity)
i)Categoty-wise Share Holding
Category of Shareholders
No. of Shares held at the beginning of the year
No. of Shares held at the end of the year
04
change during the year
Demat Physical Total
€1/0 of total shares Demat Physical Total
% of total shares
A. PROMOTERS (1) Indian - - - - - - -
Individual / HUF - - - - - - - - Central Govt. or
State Govt. - - - - - - - Bodies
Corporates - 98,992 98,992 99.999% - 98,992 98,992 99.999% 0 BanldFI - - - - - - - - - Any other - - - - - - - - -
SUB TOTAL: (A)
- - - - - - - - - Foreign - _ - - - - - - -
NRI - Individual - - - - - - - - - Other individuals - - - - - - - - -
Bodies Corporates - - - - - - - -
Banks/FI - - - - - - - - - Any other - - - - - - - - -
SUB TOTAL (A) (2) - 98,992 98,992 99.999% - 98,992 98,992 99.999% 0 Total Shareholding of Promoters (A) = (A)(1) + (A)(2) - 98,992 98,992 99.999% - 98,992 98,992 99.999% 0 B. PUBLIC SHAREHOLDING (1) Institutions
Mutual Funds - - - - - .- Banks/FT - - - - - - ,
Central Govt - - - - - - - _ _
State Govt - - - - - - - _
Venture Capital Funds - - - - - - _ _
Insurance Companies - - - - - - _
FIIS - - - - - - - - -
Ii) Foreign Venture Capital Funds - - - -
i) Others (specify) - - - - - -
SUB TOTAL
IBM) - - - - - - - - (2) Non Institutions a) Bodies Corporates - - - - - - - -
Indian - - - - - - - - -
Overseas - 1 1 0.001% - 1 1 0.001% 0
b) Individuals - - - - - - - -
Individual shareholders holding nominal share capital upto Rs. I lalchs - - - - - - - - -
Individual shareholders holding nominal
- - - - - - - - - share capital in excess of Rs. I lath s c) Others (specify) - - - - - - - - -
SUB TOTAL (B)(2) - 1 1 0.001% - 1 1 0.001% 0 Total Public Shareholding (B)=(B)(I) + (B)(2) - - - - - - - - -
C. Shares held by Custodian for GDRs & ADRs - - - - - - - - -
Grand Total (A+B+C) - 98,993 98,993 100- 98,993 98,993 100
.
(ii)Shareholding of Promoters:
Sr. No
Shareholders Name
Shareholding at the beginning of the year
Shareholding at the end of the year
% change in share- holding during the year
No. of Shares
°A, of total shares of the Company
oh. of shares pledged encumber ed to total shares
No. of Shares
To of total shares of the Company
% of shares pledged encumbered to total shares
I
Accenture Solutions Private Limited 98,992 99.999% - 98,992 99.999% - -
Total 98,992 99.999% - 98,992 99.999% - -
(iii) Change in Promoters' Shareholding (please specify, if there is no change): No Change
Sr. No.
Shareholding at the beginning of the year
Cumulative Shareholding during the year
Accenture Solutions Private Limited
No. of shares % of total shares of the company
No. of shares To of total shares of the company
At the beginning of the year 98,992 99.999% 98,992 99.999%
Date wise Increase/ DecreaseinPromotersSharehol dingduringtheyearspecifyingt hereasonsfor increase / decrease (e.g. allotment / transfer / bonus/sweat equity etc
NIL NIL NIL
NIL
At the End of the year 98,992 99.999% 98,992 99.999%
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs): No Change
Sr.
No.
Shareholding at the beginning of
the year
Cumulative Shareholding during the year
Accenture Minority 1 BY (as a
Nominee of Accenture Solutions
Private Limited)
No. of shares %of total
shares of the company
No. of shares %of total
shares of the company
At the beginning of the year 1 0.001 1 0.001
Date wise Increase/ Decrease in
Shareholding during the year
specifying the reason for increase!
decrease (e.g.allotment / transfer / bonus / sweat equity etc):
NIL NIL NIL NIL
At the End of the year 1 0.001 1 0.001
(v)Shareholding of Directors and Key Managerial Personnel: Not Applicable
Sr. No.
Shareholding at the beginning of the year
Cumulative Shareholding during the year
No. of shares %of total shares of the company
No. of shares %of total shares of the company
At the beginning of the year NIL NIL NIL NIL
Date wise Increase/ Decrease in Shareholding during the year specifying the reasons for
increase/decrease •(e.g.
allotment/transfer /bonus/sweat
equity etc):
NIL NIL NIL NIL
At the End of the year NIL NIL NIL NIL
INDEBTEDNESS IndebtednessoftheCompanyincludinginterestoutstanding/accruedbutnotdueforpayment
Secured Loans excluding
Unsecured Loans
Deposits Total
Indebtedne ss
Indebtedness at the beginning of the financial year i)Principal Amount
ii)Interest due but not paid iii)Interest accrued but not due
NIL NIL NIL NIL
Total(i+ii+iii) Change in Indebtedness during the financial year
Addition• Reduction
Net Change Indebtedness at the end of the financial year
i)Principal Amount ii)Interest due but not paid iii)Interest accrued but not due
NIL NIL NIL NIL
Total (i+ii+iii) NIL NIL NIL NIL
REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager: Not Applicable
Sr. No
Particulars of Remuneration Name of MD / WTD / Manager
Total Amount
- -- ---- Gross salary
(a)Salary as per provisions contained insection17(1) of the Income-
taxAct,1961
(b)Value of perquisites u/s17(2)
Income-tax Act,1961
(c)Profits in lieu of salary under
section 17(3) Income-taxAct,1961
Cicr\‘ja Stock Option
Sweat Equity
Commission
-as% of profit
-others, specify...
Others, please specify Total (A) Ceiling as per the Act
B. Remuneration to other directors: Not Applicable
Sr. No
Particulars of Remuneration Name of Directors Total Amount
NA NA NA NA NA Independent Directors Fee for attending board /committee
meetings Commission Others, please specify
Total (1)
• Other Non-Executive Directors
Fee for attending board /committee meetings
Commission Others, please specify
NIL NIL NIL NIL NIL
Total (2) Total (B)=(l+2) Total Managerial Remuneration Overall Ceiling as per the Act
C. REMUNERATION TO KEYMANAGERIAL PERSONNEL OTHER THAN MD /MANAGER /WTD: Not Applicable
Sr. No
Particulars of Remuneratio
Key Managerial Personnel
CEO Company Secretary CFO Total
XVh-r) Mr. Dhirendra Pratap Singh
Mr. Arvind P11 niappa
(DIN 07294772) (DIN 03479690) Director Director
Gross salary (a)Salary as per provisions
contained insection17(1) of
theIncome-taxAct,1961
(b)Value of perquisites
u/s17(2) Income-
taxAct,1961 (c)Profits in lieu of salary
under section 17 (3) Income-
NA NA NA
,
NA
Stock Option
Sweat Equity
Commission -as % of profit -others, specify...
Others, please specify Total
VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES: Not Applicable
Type Section of The Companies Act
Brief Description
Details of Penalty / Punishment / Compounding fees imposed
Authority [RD / NCLT / COURT]
Appeal made, if any (give Details)
Penalty NA NA NA NA NA Punishment NA NA NA NA NA Compounding NA NA NA NA NA OTHER OFFICERS IN DEFAULT Penalty NA NA NA NA NA Punishment NA NA NA NA NA Compounding NA NA NA NA NA
For and on behalf of the Board REDCORE (INDIA) PRIVATE LIMITED
Place: Bangalore Date: June 17, 2019
ANNE:KURE — II to the Directors Report of Redcore (India) Private Limited
for Financial Year ended March 31, 2019
Form No. AOC —2 (Pursuant to clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and
Rule 8(2) of the Companies (Accounts) Rules, 2014)
Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm's length transactions under third proviso thereto.
1. Details of contracts or arrangements or transactions not at arm's length basis: NIL
Sr. No.
Name of the Related Party and Nature of Relationship
Nature, duration and salient terms of contracts or arrangements or transactions, including the value, if any
Justification for entering into such contracts or arrangements or transactions
Date of Approval by the Board
Amount paid as Advances, if any
Date on which the special resolution was passed in the general meeting
-- -- -- -- --
2. Details of material contracts or arrangement or transactions at arm's length basis: NIL
Sr. No.
Name of the Related Party and Nature of Relationship
Nature, duration and salient terms of contracts or arrangements or transactions, including the value, if any
Salient terms of the contracts or arrangements or transaction including the value, if any
Date of Approval by Board, if any
Amount paid as advances, if any
. --
For and on behalf of the Board REDCORE (INDIA) PRIVATE LIMITED
‘,.. x Oic,41,__ Mr. Dhirendra Pratap Singh Mr. Arvind Paiania (DIN 07294772) (DIN 03479690) Director Director
Place: Bangalore Date: June 17,2019
Sudit K. Parekh & Co. LLP Chartered Accountants
INDEPENDENT AUDITOR'S REPORT
To the Members of Redcore (India) Private Limited
Report on the Audit of the Ind AS Financial Statements
Opinion
We have audited the Ind AS financial statements of Redcore (India) Private Limited (the Company"), which comprise the balance sheet as at 31 March, 2019, and the statement of profit and loss, statement of changes in equity and statement of cash flows for the year then ended, and notes to the Ind AS 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, the aforesaid Ind AS financial statements give the information required by the Companies Act, 2013 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 31 March, 2019, and its loss, changes in equity and its cash flows for the year ended on that date.
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 Auditor's Responsibilities for the Audit of the Ind AS 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 Ind AS financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audil: evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Other Information
The Company's Board of Directors is responsible for the other information. The other information comprises the informatibn included in the director report and the chairman Statement, but does not include the Ind AS financial statements and our auditor's report thereon.
Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Ind AS financial statements or our knowledge obtained in the 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.
Responsibilities of Management for the Ind AS Financial Statements
The Company's 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 Ind AS 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 Indian accounting Standards (Ind AS) 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 Ind AS financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the Ind AS financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concem basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those Board of Directors are also responsible for overseeing the company's financial reporting process.
6-3-249/3/1 SSK. Building, Ranga Raju Lane, Road No. 1, Banjara Hills, Hyderabad - 500 034, India T +91 40 2325 1800 I W www.suditkparekh.com Mumbai I Pune I New Delhi I Bengaluru I Hyderabad I Chennai
Sudit K. Parekh & Co. le partnership firm with Registration No. B-124243) converted to Sudit K. Parekh & Co. LLP (a Limited Liability Partnership with LLP identification No. AA0-8539) with effect from April 11, 2019
Sudit K. Parekh Et Co. LLP Chartered Accountants
Auditor's Responsibilities for the Audit of the Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's 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 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 Ind AS financial statements.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order, 2016 ('the Order'), issued by the Central Government of India, in terms of sub-section (11) of section 143 of the Act, we give in the Annexure 'A' a statement on the matters specified in paragraphs 3 and 4 of the Order.
As required by Section 143(3) of the Act, we report that:
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;
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;
The Balance Sheet, the Statement of Profit and Loss, the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
In our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, and rules made thereunder, as applicable.
On the basis of the written representations received from the directors as on 31 March, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2019 from being appointed as a director in terms of Section 164 (2) of the Act.
In terms of notification G.S.R. 583(E) dated 13 June 2017, issued by the Ministry of Corporate Affairs, reporting as required under section 143(3)0) of the Act is not applicable to the Company
With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its Ind AS financial statements - Refer Note 17 to the Ind AS financial statements;
H The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
Di. There were no amounts due to be transferred to the Investor Education and Protection Fund by the Company.
For Sudit K. Parekh & Co. LLP Chartered Accountants Firm Registration No. 110512W/W100378
Nv.go Ch. Soma Raju Partner Membership No: 200354 Place: Hyderabad Dated:
19 JUN 2019
Sudit K. Parekh & Co. LLP Chartered Accountants
ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT
(Referred to in our Report of even date) Re: Redcore (India) Private Limited
The Annexure referred to in our Independent Auditors' Report to the members of the Company on the Ind AS financial statements for the year ended 31 March, 2019, we report that:
In respect of fixed assets; according to the information and explanations given to us and based on the examination of records and documents produced to us, the company does not hold any fixed assets and immovable property as such, paragraph 3(i) (a) to 3(i) (c) of the Order is not applicable to the Company
ii. According to the information and explanations given to us, does not maintain any inventory. Accordingly, paragraph 3 (ii) of the Order is not applicable to the Company.
iii. According to the information and explanations provided to us, the Company has not granted 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. Accordingly, the requirements of paragraph 3(iii)(a), 3(iii)(b) and 3(iii) (c) of the Order are not applicable to the Company.
iv. According to the information and explanations provided to us, the Company has not granted any loan or provided any security or guarantee to any of its directors, or to any other person in whom the director is interested during the year. Further the Company has not made any investments and has not provided any loan or guarantee or security in connection therewith to any person or body corporate during the year. Hence, provisions of section 185 and 186 of the Companies Act, 2013 are not applicable to the Company. Accordingly paragraph 3 (iv) of the Order is not applicable to the Company.
v. According to the information and explanations provided to us, the Company has not accepted any deposits from the public. Accordingly paragraph 3 (v) of the Order is not applicable to the Company.
vi. According to the information and explanations provided to us, the Central Government has not specified the maintenance of cost records under section 1480) of the Companies Act, 2013, for any of the products or services of the Company. Accordingly, paragraph 3(vi) of the Order is not applicable to the Company.
vii. In respect of statutory dues:
According to the information and explanations provided to us and as per the records maintained by the Company, the Company is generally regular in depositing with appropriate authorities, undisputed statutory dues in respect of income-tax, cess and other material statutory dues applicable to the Company. As per the records of the Company, as at 31 March, 2019, the Company does not have any undisputed statutory dues which are outstanding for a period of more than six months from the date they became payable.
According to the information and explanations given to us, there are no dues of income-tax, and cess as at 31 March, 2019 which have not been deposited to appropriate authorities on account of any dispute
viii. Based on records of the Company and according to the information and explanations provided to us, the Company does not have any loans / borrowings outstanding at the beginning of the year towards financial institution or bank or government or debenture holders. The Company has not taken any loans / borrowings during the year from financial institution or bank or government or debenture holders. Accordingly, paragraph 3 (viii) of the Order is not applicable to the Company.
ix. As per the records of the Company and according to the information and explanations provided to us, the Company has not raised any money by way of initial public offer or further public offer or debt instruments or term loans during the year. Accordingly paragraph 3 (ix) of the Order is not applicable to the Company.
x. Based on audit procedures performed by us for the purpose of reporting the true and fair view of the Ind AS financial statements of the Company and based on records produced to us and according to information and explanations provided to us, we have not come across any instance of material fraud by the Company or any fraud on the Company by its officers or employees.
Sudit K. Parekh & Co. LLP Chartered Accountants
According to the information and explanations provided to us, the provisions of section 197 read with schedule V to the Companies Act, 2013 are not applicable to the Company being a private limited Company and hence, paragraph 3 (xi) of the Order is not applicable to the Company.
In our opinion, the Company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable.
Based on records of the Company and according to the information and explanations provided to us, transactions undertaken by the Company during the year with the related parties are in accordance with the provisions of section 188 of Companies Act, 2013 to the extent applicable. To the best of our knowledge, the provisions of section 177 of the Companies Act, 2013 are not applicable to the Company. The details in respect of such transactions to the extent required have been disclosed in the Ind AS financial statements, as per the applicable accounting standard.
According to the information and explanations given to us, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year covered by our audit and hence paragraph 3 (xiv) of the Order is not applicable to the Company.
According to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with him and hence paragraph 3 (xv) of the Order is not applicable to the Company.
According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company and hence paragraph 3 (xvi) of the Order is not applicable to the Company.
For Sudit K. Parekh & Co. LLP Chartered Accountants Firm Registration No. 110512W/VV100378
c-eir.ArAiv-a) Ch. Soma Raju Partner Membership No: 200354 Place: Hyderabad Dated:
19 JUN 2019
14 Director
DIN :0003479690
Place: Bangalore
Dated: June 17, 2019
As per our report of even date
For Sudit K. Parekh & Co. LIP
Chartered Accountants
Firm registration number:
SOW•61/4) Ch. Soma Raju
Partner
Membership No. 200354
Place: Hyderabad
Dated:
19 JUN 2019
For and on behalf of the Board of Directors of
Redcore (India) Private Limited
LL Dhirendra Pratap Singh Arvind Palaniapa n
Director
DIN : 07294772
Place: Bangalore
Dated: June 17, 2019
Redcore (India) Private Limited
Balance sheet as at 31 March 2019 (Currency: Indian Rupees)
Note As at
31 Mar 2019
As at
31 Mar 2018
Assets
Non-current assets
Income tax assets (net) 2 1,873,324 1,792,152
(a) 1,873,324 1,792,152
Current assets
Financial assets
Cash and cash equivalents 3 115,399 913,768
Other financial asset 4 8,360,743 8,360,743
Other current assets 5 240,642 169,092
(b) 8,716,784 9,443,603
Total assets (a+b) 10,590,108 11,235,755
Equity and liabilities
Equity
Equity share capital 6 989,930 989,930
Other equity 6 9,450,178 9,656,023
(a) 10,440,108 10,645,953
Liabilities
Financial liabilities
Trade payables 7
- dues to micro and small enterprise
- dues to others 285,908
Other financial liabilities 8 135,000 270,000
Other current liabilities 9 15,000 33,894
(b) 150,000 589,802
Total Equity and Liabilities (a+b) 10,590,108 11,235,755
Significant accounting policies 1
The accompanying notes from 2 to 22 form an integral part of financial statements.
Redcore (India) Private Limited
Statement of profit and loss for the year ended 31 March 2019 (Currency: Indian Rupees)
Note Year ended
31st March, 2019
Year ended
31st March, 2018
Income
Other income (net) /0 111,785
Total Income (I) 111,785
Expenses
Other expenses 11 317,630 662,877
Total Expenses (II) 317,630 662,877
Profit/(Loss) for the year before tax (I-11) (205,845) (662,877)
Current tax
Deferred tax
Income tax expenses
Profit/(Loss) for the period (a) (205,845) (662,877)
Other comprehensive income/(loss) for the year (b)
Total comprehensive income/(Ioss) for the year (a+b) (205,845) (662,877)
Earnings per equity share of face value Rs 10 each
Weighted average number of equity shares outstanding during the year for basic and
diluted
98,993 98,993
Earning per equity share Basic and diluted earning per share (Rs per share) 15 (2.08) (6.70)
Summary of significant accounting policies 1
The accompanying notes from 2 to 22 form an integral part of financial statements.
As per our report of even date For and on behalf of the Board of Directors of
For Sudit K. Parekh & Co. LLP Redcore (India) Private Limited
Chartered Accountants
Firm registration number: 1105
Ch. Soma Raju
Partner
Membership No. 200354
Place: Hyderabad
Dated
19 JUN 2019
r-- .1, Dated: June 17, 2019 .......)
c2N.
A Dhirendra Pratap Singh
Director
DIN :07294772
Place: Bangalore
V c Allee/rtb. Arvind Palaniap; n
Director
DIN : 0003479690
Place:
Dated: June 17, 2019
As per our report of even date
For Sudit K. Parekh & Co. LLP
Chartered Accountants
Firm registration number: 1105
4Q9A.: TO\-A-P-PQ
Ch. Soma Raju Partner
Membership No. 200354
Place: Hyderabad
Dated:
Redcore (India) Private Limited
Statement of Cash flows for the year ended 31 March 2019 (Currency: Indian Rupees)
For the year ended
31st March, 2019
For the year ended 31st March, 2018
Cash flow from operating activities
Net profit/(loss) before tax (205,845) (662,877)
Adjustments for Unrealized loss on foreign exchange due to revaluation
Operating cash flow before working capital changes (20,845) (662,877)
(Increase) / Decrease in other financial asset - (8,360743)
(Increase) / Decrease in loans and advances and other assets (71,550) (39,840)
Increase / (Decrease) in trade payable, other liabilities and provisions (439,802) (511,352) (4,917,012) (13,317,595)
Operating cash flow after working capital changes (717,197) (13,980,472)
Income taxes paid (net of interest on refund of tax) 81,172 -
Net cash (used) in / generated from operating activities (798,369) (13,980,472)
Cash flows from investing activities Purchase of fixed assets
Cash (used) in / generated from investing activities
Net cash (used) in / generated from investing activities
Cash flows from financing activities
Payment of dividend
Payment of corporate dividend tax
Net cash used in / generated from financing activities
Net Increase/(Decrease) In Cash And Cash Equivalents (798,369) (13,980,472)
Net foreign exchange difference
Cash and cash equivalents at the beginning of the year 913,768 14,894,240
Cash and cash equivalents at the end of the year 115,399 913,768
Notes: 1. The statement of cash flow has been prepared under the indirect method as set out in Ind AS 7 - 'Statement of Cash Flows'.
2.:Cash and cash equivalent represent Cash and cash equivalents (refer note 3)
The accompanying notes from 2 to 22 form an integral part of financial statements.
For and on behalf of the Board of Directors of
Redcore (India) Private Limited
.17* Aci-tv-4 Dhirendra Pratap Singh Arvind Palaniappaq
Director Director
DIN : 07294772 DIN :0003479690
Place: Bangalore Place: Bangalore
Dated: June 17, 2019 Dated: June 17, 2019
Director
DIN : 07294772
Place: Bangalore
Dated: June 17, 2019 19 JUN 2019
For and on behalf of the Board of Directors of
Redcore (India) Private Limited
r Dhirendra Pratap Singh Arvind Palaniappa
x4,„ ik Director
DIN : 0003479690 Place: Bangalore
Dated: June 17, 2019
As per our report of even date For Sudit K. Parekh & Co. LIP
Chartered Accountants
Firm registration number: 1105
‘41‘1\(..(6...M•5-)
Ch. Soma Raju
Partner
Membership No. 200354
Place: Hyderabad
Dated
Redcore (India) Private Limited
Statement of Changes in Equity for the year ended 31 March 2019
(Currency: Indian Rupees)
Equity share
capital
Other equity Total equity attributable to
equity shareholders of the
Company Reserve and Surplus
Balance as at 01 April 2017 989,930 10,318,900 11,308,830
Profit or (loss) for the year (662,877) (662,877)
Dividends -
Total contributions by and distributions to owners (662,877) (662,877)
Balance as at 31 March 2018 989,930 9,656,023 10,645,953
Balance as at 01 April 2018 989,930 9,656,023 10,645,953
Profit or (loss) for the year (205,845) (205,845)
Dividends - -
Total contributions by and distributions to owners (205,845) (205,845)
Balance as at 31 March 2019 989,930 9,450,178 10,440,108
Summary of significant accounting policies 1
The accompanying notes from 2 to 22 form an integral part of financial statements.
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
1.1 Corporate Information
Redcore (India) Private Limited (the Company) is domiciled in India and incorporated under the Companies Act, 1956 having registerred
office. at Plant 3, Godrej & Boyce Complex, LBS Ma rg, Vikhroli (W), Mumbai — 400 079. The Company is engaged in the business of
providing software related services and related manpower supply services to clients in India. The Company is a wholly owned subsidiary
of Accenture Solutions Private Limited.
12 Basis Of Preparation
Going concern assumption
On 1 March 2017 based on share purchase agreement (SPA), Accenture Solutions Private Limited (ASPL) acquired 100% stake in the
Company (Including the beneficial interest). The Company became a wholly-owned subsidiary of the (ASPL). Further, on same day, the
Company through a business transfer agreement (BTA) including subsequent addendum to the agreement, sold all rights, title and
interest in and to the business, as a going concern i.e. All the employees had been transferred to ASPL, entire premises had been vacated
and all the assets and liabilities were taken over by ASPL as on 1 March 2017. In the current year the company did not carried out any
commercial activity and as mentioned in the Note No 19 the company has applied to National Company Law Tribunal for merger with
ASPL and proceedings are in process.
In view of the above, the appropriateness of going concern assumption was tested and it was opined by the management that, as
mentioned in the scheme of the merger, the company will be merged into ASPL as going concern, all the obligations/assets of the
company stand transferred to ASPL from effective date and ASPL will be able to meet its obligations as they fall due. Further the
management is confident of obtaining the requisite approval from the NCLT and other statutory authorities. Hence, the financial
statements have been prepared on a going concern basis and accordingly no adjustments have been carried out on the assets and
liabilities as at the balance sheet date.
Compliance with Ind AS
The financial statements of the Company have been prepared in accordance with Indian Accounting Standards ("Ind AS") as notified by
Ministry of Corporate affairs pursuant to section 133 of the Companies Act, 2013 read with rule 3 of the Companies (Indian Accounting
Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016.
The financial statements have been prepared on accural and going concern basis.
The financial statements are presented in Indian rupees, except where mentioned otherwise.
C. Current / non current classification
All assets and liabilities have been classified and disclosed as current or non current as per the Company's normal operating cycle and
other criteria set out in division II of Schedule Ill of the Companies Act, 2013. Based on the nature of products and the time between the
acquisition of assets for processing and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as
up to twelve months for the purpose of current or non current classification of assets and liabilities.
O. Basis of measurement
The financial statements have been prepared on a historical cost basis, except for the assets and liabilities that require measurement at
fair value in accordance with Ind AS.
e. Key accounting estimates and judgements
The preparation and presentation of financial statements in conformity with IND AS requires management to make judgements,
estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities on the date of
the financial statements and reported amounts of revenue and expenses during the period.
Although these estimates are based on the management's best knowledge of current events and actions, uncertainty about. these
assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in
future periods. Accounting estimates could change from period to period. Any revision to accounting estimates is recognized
prospectively in the current and future periods, and if material, their effects are disclosed in the financial statements. Actual results could
differ from the estimates. Any difference between the actual results and estimates are recognized in the period in which the results are
known/materialize.
Information about critical judgements in applying accounting policies, as well as estimates and assumptions that have the most significant
effect to the carrying amounts of assets and liabilities within the next financial year, are included in the following notes:
- Property, plant and equipment
The charge in respect of periodic depreciation is derived after determining an estimate of an asset's expected useful life and the expected
residual value at the end of its life. The useful lives and residual values of the Company's assets are determined by management at the
time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on historical experience with
similar assets as well as anticipation of future events which may impact their life, such as changes in technology
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
- Taxes
The Company's major tax jurisdiction is India. Judgments are involved in determining the provision for income taxes, including the
amount expected to be paid or recovered for uncertain tax positions.
The Company reviews the carrying amount of deferred tax assets at the end of each reporting period
- Revenue recognition • The contracts where revenue recognition is based on the percentage-of-completion method, the Company estimates the efforts or costs
expended to date as a proportion of the total efforts lor costs to be expended. Efforts or costs expended have been used to measure
progress towards completion as there is a direct relationship between input and productivity.
Provision for foreseeable losses are determined to be the amount by which the estimated total cost of the contract exceeds the
estimated total revenue that will be generated by the contract
- Provisions and contingencies
Recognition and measurement of provisions and contingencies involves key assumptions about the likelihood and magnitude of an
outflow of resources.
1.3 Summary Of Significant Accounting Policies
a. Cash and cash equivalents
Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of
three months or less from the date of acquisition, which are subject to an insignificant risk of changes in value. Cash and cash equivalents
consist of balances with banks which are unrestricted for withdrawal and usage.
b Cash flow statement
Cash flows are reported using the indirect method, whereby profit for the period is adjusted for the effects of transactions of a non-cash
nature, any deferrals or accruals of past or future operating cash receipts or payments and item of income or expenses associated with
investing or financing cash flows. The cash flows from operating, investing and financing activities of the Company are segregated based
on the available information.
c. Taxes
- Current income tax
Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities.
The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.
Current income tax relating to items recognised directly in equity is recognised in equity and not in the statement of profit and loss.
Management periodically-evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are
subject to interpretation and establishes provisions where appropriate.
- Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their
carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognised for all taxable temporary differences, except when the deferred tax liability arises from the initial
'recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax credits and any unused tax
losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the
deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised, except when the
.deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction
thatis not a businesscombination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that' it is no longer probable that
sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are
re-assessed at each reporting date and are recognised to the extent that it has become probable that future taxable profits will allow the
-deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised or the
liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss.
Deferred tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax
liabilities and the deferred taxes relate to the same taxation authority.
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
Property, plant and equipment
Property, plant and equipment are stated at historical cost less accumulated depreciation and impairment losses, if any. Cost comprises
of purchase price net of trade discounts and rebates, non-refundable duties and taxes, any directly attributable cost of bringing the asset
to its working condition for its intended use. Cost also includes borrowing cost directly attributable to acquisition / construction of a
qualifying asset UP to the date the asset is ready for its intended use. Subsequent expenditure on fixed assets is capitalised only if such expenditure results into an increase in the future benefits from such
asset beyond its previously assessed standard of performance.
An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future
economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the
difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement when the asset
is derecognised.
Capital work-in-progress comprises the cost of property ,plant and equipment that are yet not ready for their intended use at the balance
sheet date.
The depreciable amount of a depreciable fixed asset is allocated on a systematic basis to each accounting period over the useful life of the
asset. Management's estimate of useful life, which is as stipulated in Schedule Ito the Companies Act, 2013.
The useful life is for whole of the asset, except where cost of a part of the asset is significant to total cost of the asset and useful life of
that part is different from the useful life of the remaining asset, useful life of that significant part ("component") is determined separately
and the depreciable amount of the said component is depreciated and allocated on a systematic basis to each accounting period during
the useful life of the asset.
In arriving at the depreciable amount, residual value in case of certain assets are considered to be more than 5% of the original cost, this
estimate of residual value is duly supported by technical advice.
Depreciation on assets acquired during the year is calculated on a pro-rath basis from the date of addition. Similarly, depreciation on
assets sold, discarded, demolished or destroyed during the year is also calculated on a pro rata basis up to the date on which such asset
has been sold, discarded, demolished or destroyed. Depreciable assets costing up to Rupees 5,000/- are depreciated fully in the year of
acquisition.
The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end
and adjusted prospectively, if appropriate.
Employee benefits
Short term employee benefits
All employee benefits which fall due wholly within twelve months after the end of the period in which employee renders the related
service are classified as short-term employee benefits. Undiscounted value of short term benefits such as salaries, wages, bonus and ex-
gratia are recognized in the period in which the employee renders the related service.
Foreign currency transactions other than derivatives
- Transactions and balances
Income and expenses in foreign currencies are translated at the exchange rates prevailing on the date of the transaction Net exchange
gain or loss resulting in respect of foreign exchange transactions settled during the year is recognised in the Statement of profit and loss
for the year.
Monetary assets and liabilities denominated in foreign currencies are translated at functional currency spot rates of exchange at the
reporting crate. Differences arising on settlement or translation of monetary items are recognised in profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the
dates of the initial transactions.
- Functional currency
The Company's financial statements are presented in Indian Rupees, which is also the Company's functional currency. Items included in
the financial statements of the Company are recorded using the currency of the primary economic environment in which the Company
operates (the "functional currency").
e. Leases
The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of
the lease. The arrangement is, or contains, a lease, if fulfilment of the arrangement is dependent on the use of a specific asset or assets
and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.
- Company osb lessee
A lease is classified at the inception date as a finance lease or an operating lease. A lease that transfers substantially all the risks and
rewards incidental to ownership to the Company is classified as a finance lease.
Operating lease payments are recognised as an expense in the statement of profit and loss on a straight-line basis over the lease term.
h. Earning Per Share
Basic earnings per share is calculated by dividing the net profit for the period attributable to equity shareholders by weighted average
number of equity shares outstanding during the year.
To calculate thEfor discontinued operation, the weighted average number of Equity shares used for the basic EPS is used.
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be
reliably measured, regardless of when the payment is being made. Revenue is measured at the fair value of the consideration received or
receivable, taking into account contractually defined terms of payment and excluding taxes or duties collected on behalf of the
government.
- Rendering of services • The Company derives revenue primarily from providing software related services and related manpower supply services and other
products. Revenues and costs relating to time and materials contracts are recognized as the related services are rendered. Revenues from
fixed-price contracts, including system development and implementation contracts are recognized using the "percentage-of-completion"
methOd. Percentage of completion is determined based on project costs incurred to date as a percentage of total estimated project costs
required to complete the project. If the Company does not have a sufficient basis to measure the progress of completion or to estimate
the total contract revenues and costs, revenue is recognized only to the extent of contract cost incurred for which recoverability is
probable. When total cost estimates exceed revenues in an arrangement, the estimated losses are recognized in the Statement of profit
and loss in the period in which such losses become probable based on the current contracnown/material
The Company has applied the revenue recognition criteria for each separately identifiable component of a single transaction. The
Company has measured revenue in respect of each separable component of a transaction at its fair value as per Ind AS 18— Revenue.
- Revenues from the sale
Revenues from the sale of equipment are recognised when the significant risks and rewards of ownership have been transferred to the
buyer, continuing managerial involvement usually associated with ownership and effective control have ceased, the amount of revenue
can be measured reliably, it is probable that economic benefits associated with the transaction will flow to the Company and the costs
incurred or to be incurred in respect of the transaction can be measured reliably.
'Unbilled revenues' represent earnings in excess of billings as at the end of the reporting period. 'Advance billing' represent billing in
excess of revenue recognized. Advance payments received from customers for which no services have been rendered are presented as
'Advance from customers'.
- Interest income
For all debt instruments measured either at amortised cost or at fair value through other comprehensive income, interest income is
recorded using the effective interest rate (El R), based on the underlying interest rates. FIR is the rate that exactly discounts the estimated
future cash payments or receipts over the expected life of the financial instrument or a shorter period, where appropriate, to the gross
carrying amount of the financial asset or to the amortised cast of a financial liability. When calculating the EIR, the Company estimates
the expected cash flows by considering all the contractual terms of the financial instrument but does not consider the expected credit
losses. Interest income is included in finance income in the statement of profit and loss.
Provisions and contingent liabilities
The Company creates a provision when there is a present (legal or constructive) obligation as a result of a past event that probably
requires an outflow of resources embodying economic benefits and a reliable estimate can be made of the amount of-the obligation.
A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not,
require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow
of resources is remote, no provision or disclosure is made. Provisions are reviewed at each Balance sheet date and adjusted to reflect the
current best estimate.
If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate,
the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a
finance cost.
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
k. Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of
another entity.
- Initial recognition and measurement
The Company recognizes financiar assets and liabilities when it becomes a party to the contractual provisions of the instrument. All
financial assets and liabilities are recognised at fair value on initial recognition, except for trade receivables which are initially measured at
transaction price.
- Subsequent measurement
-Non-derivative financial instruments
-Financial assets carried at amortised cost
A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset to
collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely
payments of principal and interest on the principal amount outstanding.
-Financial assets at fair value through other comprehensive income ('FVOCF)
Financial assets that are held within a business model whose objective is achieved by both, selling financial assets and collecting
contractual cash flows that are solely payments of principal and interest, are subsequently measured at fair value through other
comprehensive income.
-Financial assets at fair value through profit or loss
A financial asset which is not classified in the above categories are subsequently fair valued through Statement of profit or loss.
-Financial liabilities
Financial liabilities are subsequently carried at amortised cost using the effective interest method. for trade and other payable maturing
within one year of Balance Sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments.
-De-recognition of financial instrument
The Company derecognises a financial asset when the contractual rights to the cash flow from the financial asset expires or get
transferred. A financial liability is derecognised when the obligation specified in the contract is discharged or cancelled or expires.
In determining the fair value of its financial instruments, the Company uses a variety of methods and assumptions that are based on
market conditions and risks existing at each reporting date.
I. Impairment
- Financial assets Expected credit loss ('ECL') are recognised for the financial assets which are not fair valued through profit or loss. Loss allowance for trade
receivables with no significant financing component is measured at an amount equal to lifetime [CL. For all other financial assets, ECL are
measured at an amount equal to the twelve month expected credit losses for all originated or acquired financial assets in case as on the
reporting date the credit risk of the financial asset has not increased significantly since its initial recognition. However ECL are measured
at an amount equal to the life time expected credit losses if as on the reporting date the credit risk on the financial asset has increased
significantly since its initial recognition.
- Property, plant and equipment
Property, plant and equipment are evaluated for recoverability whenever events or changes in circumstances indicate that their carrying
amounts may not be recoverable. The Company for the purpose of impairment testing, determines the recoverable amount (i.e. the
higher of the fair value less cost to sell and the value-in-use) on an individual asset basis unless the asset does not generate cash flows
that are largely independent of those from other assets. In such cases, the recoverable amount is determined for the cash generating unit
()CGU') to which the asset belongs.
If such assets are considered to be impaired, the impairment to be recognised in the Statement of profit and loss is measured by the
amount by which the carrying value of the assets exceeds the estimated recoverable amount of the asset. An impairment loss is reversed
in the Statement of profit and loss if there has been a change in the estimates used to determine the recoverable amount. The carrying
amount of the asset is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that
would have been determined (net of any accumulated amortisation or depreciation) had no impairment loss been recognised for the
asset in prior years.
m. Discontinued Operation
On 1 March 2017 based on share purchase agreement (SPA), Accenture Solutions Private Limited acquired 98,992 equity shares from
Redcore (Asia) Pte Limited and 1 equity share from Redcore Pty Limited, thus acquiring 100% stake in the Company. The Company
became a wholly-owned subsidiary of the Accenture Solutions Private Limited (ASPL). Accordingly, all the figures reported in the financial
statements for the year ended 31 March 2018 and for the year ended 31 March 2019 are from discontinued operations and are
exceptional in nature.
* Hyderabad *
-red Act 0`)St...
Redcore (India) Private limited
Notes to the financial statements as at 31 March 2019 (Currency: Indian Rupees)
As at
As at
31 Mar 2019
31 Mar 2018
2 Income tax assets (net)
Non-current
Prepaid taxes (Refer note 2.1) 99,33,508 98,52,336
Provisions (80,60,184) (80,60,184)
Total
18,73,324 17,92,152
Prepaid taxes include Rs 1,801,500/- (2017:- 513,000) paid to Income tax authorites as payment under protest
3 Cash and cash equivalents
Bank balance
- Current accounts 1,15,399 9,13,768
Total 1,15,399 9,13,768
4 Other financial asset
Current
To related parties 83,60,743 83,60,743
Total 83,60,743 83,60,743
Financial assets carried at amortised cost 83,60,743 83,60,743
5 Other assets (Refer Note no 5.1)
Current
Recoverable from statutory authorities 2,40,642 1,69,092
Total 2,40,642 1,69,092
5.1 Other Assets pertain to GST Credit of Rs 240,642 (March'18: 169,092) would be utilised on merger by the acquiring
Company, Accenture Solutions Private Limited
31 March 2019 31 March 2018
Nos. Amount Nos. Amoun
Equity shares
Balance as at the beginning of the year 98,993 9,89,930 98,993
Issued during the year
Balance as at the end of the year 98,993 9,89,930 98,993
9,89,930
9,89,930
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019 (Currency: Indian Rupees)
6 Share capital
As at
31 Mar 2019
As at
31 Mar 2018
Authorised
Equity Share Capital
100,000 (Previous Year: 100,000) Equity Shares of Rs.10/- each
Issued, Subscribed and Fully Paid Up
Equity Share Capital
98,993 (Previous year: 98,993) equity shares of Rs. 10/- each
Reconciliation of shares outstanding at the beginning and at the end of the reporting year
10,00,000 10,00,000
9,89,930 9,89,930
Rights, preferences and restrictions attached to equity shares
Equity shares having a par value of Rs 10/- each
As to dividend
The Company has only one class of equity shares. The shareholders are entitled to receive dividend in proportion to amount
of paid-up share capital held by them, as declared from time to time. The dividend proposed by the Board of Directors is
subject to an approval of the shareholders in the ensuing Annual General Meeting, except in case of an interim dividend.
As to voting
Each shareholder is entitled to vote in proportion to his share of paid up equity share capital of the Company, except in case
of voting by show of hands where each shareholder present in person shall have one vote only. Voting rights cannot be
exercised in respect of shares on which any call or other sums presently payable have not been paid.
As to repayment of capital
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining
assets of the Company after distribution of all preferential amounts. The distribution will be in proportion to paid up capital.
31 March 2019 31 March 2018
Shares held by the holding company is as below :
Nos. Amount
Nos. Amount
98,992 9,89,920
98,992 9,89,920
1 10 1 10
98,993 9,89,930 98,993 9 89 930
Accenture Solutions Private Limited
Ultimate Holding Company
Accenture Minority I BV
(as a nominee of Accenture Solutions Private Limited)
31 March 2019
Number
of Shares
31 March 2018
Number of
Shares % of Holding % of Holding
Equity shares
Accenture Solutions Private Limited
98 992 99.999% 98 992 99.999%
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019
(Currency: Indian Rupees)
6 Share capital (Continued)
Shares held by the holding company / fellow subsidiaries
Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company
There are no shares reserved for issue under options or contracts/commitments for the sale of shares/ disinvestment as at
31 March 2019 and 31 March 2018
0 The Company was incorporated on 23 August 2012. The Company has neither allotted any shares as fully paid up pursuant
to contracts without payments being received in cash or by way of bonus shares nor bought back any shares from the date
of incorporation till 31 March 2019 and 31 March 2018.
6 Other Equity
Retained earnings
31 March 2019 31 March 2018
94,50,178 96,56,023
Total 94,50,178 96,56,023
i. Retained earnings
Opening balance
Add: Profit/(loss) for the year
Closing balance
31 March 2019 31 March 2018
96,56,023 1,03,18,900
(2,05,845) (6,62,877)
Total 94,50,178 96,56,023
Redcore (India) Private Limited
Notes to the financial statements as at 31 March 2019 (Currency: Indian Rupees)
As at
As at
31 Mar 2019
31 Mar 2018
7 Trade payables
Current
Total outstanding dues of Micro enterprises and small enterprises
(MSW')
Total outstanding dues of creditors other than MSME
8
- Other trade payable
Other financial liability
Current
2,85,908
Total 2,85,908
Other financial liability 1,35,000 2,70,000
Total 1,35,000 2,70,000
Financial liabilites carried at amortised cost 1,35,000 2,70,000
9 Other liabilities
Current
Statutory dues payable* 15,000 33,894
Total 15,000 33,894
*Statutory dues payable includes
- Tax deducted at source ('105') 15,000 33,894
Redcore (India) Private limited
Notes to the financial statements for the year ended 31 March 2019 (Currency: Indian Rupees)
Year ended
31 March 2019
Year ended
31 March 2018
10 Other Income
Interest on income tax refund 1,11,785
1,11,785
11 Other expenses
Legal and professional fees 82,500 1,60,565
Payment to auditors * 1,65,000 3,00,000
Rates and taxes 33,301 7,000
Others 36,829 1,95,312
Total 3,17,630 6,62,877
* Payment to auditors
As auditor
Statutory audit fees 1,50,000 3,00,000
Reimbursement of expenses 15,000
Total 1,65,000 3,00,000
Redcore (India) Private Limited
Notes to the financial statements for the year ended 31 March 2019
(Currency: Indian Rupees)
12 Financial Instruments
The carrying value and fair value of financial instruments by categories as of 31 March 2019 were as follows:
Particulars Amortised cost Financial assets/liabilities at fair Total carrying Total fair value Fair vale measuremen
value throueh
value at the end of the
Designated upon Mandatory Level 1 Level 2 Level 3
initial recognition Assets:
Other financial asset
8,360,743
8,360,743 8,360,743
Cash and cash equivalents
115,399
115,399 115,399
Total 8,476,142 8,476,142 8,476,142
Liabilities:
Other financial liability
135,000
135,000 135,000
Trade payables
Total 135,000 135,000 135,000
The carrying value and fair value of financial instruments by categories as of 31 March 2018 were as follows:
Particula Amortised cost Financial assets/liabilities at fair
value through
profit or loss
Total carrying
value
Total fair value Fair vale measurement
at the end of the
reporting period/year
Designated upon Mandatory
initial recognition
Level 1 Level 2 Level 3
Assets:
Other financial asset
Cash and cash equivalents
Liabilities:
Trade payables
Other financial liability
8360743
913,768
8,360,743
913,768
8,360,743
913,768
Total 9,274,511
285,908
270,000
9,274,511
285,908
270,000
9,274,511
285,908
270,000
Total 555,908 555,908 555,908
Fair value hierarchy Level 1 --Quoted prices (unadjusted) in active markets for identical assets and liabilities
Level 2- Inputs other than quoted prices included with Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived
from prices) Level 3- Inputsior the assets and liabilities-that are not based on observable marked data (unobservable inputs)
Redcore (India) Private Limited
Notes to the financial statements for the year.ended 31 March 2019
(Currency: Indian Rupees )
13 Financial Risk Management
Financial risk factors
This note presents information about tile Company's exposure to financial risks, the Company's objectives, policies and processes for measuring and managing
these risks and the Company's management of capital.
The Company's financial instruments consist primarily of cash and cash equivalents, trade and other receivables and payables. In the normal course of business,
the Company is exposed to credit and liquidity.
The Board has overall responsibility for the establishmPnt and oversight of the Company's risk management framework.
Credit risk
Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. Credit risk
primarily relates to trade and other receivables, cash and cash equivalents.
The Company's exposure to credit risk with regards to trade and other receivables is influenced mainly by the individual characteristics of each customer and
there is no significant concentration of risk related to industry segments. The granting of credit is controlled by well-established criteria that are reviewed on a
regular basis. The terms granted to trade debtors are determined by the respectivecredit policies of each operating segment. The maximum exposure to credit
risk at the reporting date is the carrying amount of each li trade receivable
The credit risk surrounding trade receivables is assessed as low.
Other receivables consist primarily of receivable from the business transfer agreement.
The risk of default is assessed as low.
Credit risk on cash and cash equivalents is assessed as low risk as the Company deposits cash with bank.
Liquidity risk
The Company actively monitors its cash flows to ensure there is sufficient cash available to meet its working capital requirements.
The Company's current trade and other payables are all due within one year.
The table below summarizes the maturity profile of the Company's financial liabilities as at 31 March 2019 based on contractual undiscounted payments:
Particulars
Trade payables
Other financial liabilities
Less than 1 year Total
135,000 135,000
Total 135,000 135,000
Transactions with parties where control exist
2019
2018
Balances outstanding 1 Other financial asset
Accenture Solutions Private Limited 83,60,743 83,60,743
Transactions during the year
1 Amount paid as per clauses of Business Transfer Agreement Accenture Solutions Private Limited 1,48,94,240
2 Payment of Trade Receivable collected on Behalf Accenture Solutions Private Limited 45,36,937
3 Amount received on account of Business Transfer Agreement Accenture Solutions Private Limited 20,00,000
Redcore (India) Private Limited
Notes to the financial statements for the year ended 31 March 2019 (Currency: Indian Rupees)
14 Related party disclosure
i) Parties where control exist
Holding company
Accenture Solutions Private Limited
Ultimate holding company
Accenture Plc
iii) Key managerial personnel
Name Relation
Mr. Andrew Murray McLauchlan (Resigned w.e.f. Aug 10, 2018)
Director
Mr. Dhirendra Pratap Singh
Director
Mr. Kaushal Mody
Director
Mr. Arvind Palaniappan
Director
The particulars given in the note no 14 above have been identified on the basis of information available with the
Company.
Redcore (India) Private Limited
Notes to the financial statements for the period ended 31 March 2019
(currency: Indian Rupees)
Year ended Year ended
31 March 2019 31 March 2018
15 Income tax
A Amounts recognised in profit or loss
Current tax
Current period (a)
Changes in estimates related to prior years (b)
Deferred tax (c)
Attributable to—
Origination and reversal of temporary differences
Tax expense of continuing operations (a)t(b)t(c)
8 Reconciliation of income tax expense to the amount computed by applying statutory income tax rate to the profit before tax
Profit/loss before tax (2,05,845) (6,62,877)
Enacted tax rates in India 25.75% 25.75%
Computed tax expense
Tax adjustment in respect of estimates
Tax adjustment in respect of earlier period
Effect of non-deductible expense (permanent differences)
Income tax expense
16 Earning per share
Basic and diluted earnings per share
Profit (loss) for the year attributable to equity shareholders (2,05,845) (6,62,877)
Weighted average number of equity shares (basic and diluted)
Opening balance 98,993 98,993
Less :Shares cancelled pursuant to scheme of amalgamation
Weighted average number of equity shares for the year 98,993 98,993
Basic and diluted earnings per share (Rs per share) (2.08) (6.70)
17 Contingent liabilities:
Claims against the Company not acknowledged as debt
Income Tax demands
32,86,925
In December 2016, the Company has received a Demand Notice of Rs.34,14,090 from Income tax Department, Bengaluru, for
disallowance of Management fee ( payment with out TDS), delay in payment of Employee contribution to PF and trade payable balance in
the period from 2013 to 2014.
In October 2017 CIT (A) passed order in our favour on one ground "delay in payment of Employee contribution to PF" thereby reducing
the liability to Rs. 32,86,925. The remaining two ground is further appealed in Income Tax Appelate Tribunal.
Further on 24 April 2019, the company has received the favourable order from ITAT in respect of allowing management fee and in relation
to addition with regard to trade payable balance, the Horible ITAT has given direction to Assessing Officer to verify the fact that the
amount is offered to tax in AY 2016-17 and accordingly, delete the addition made in AY 2014-15. The final confirmation order from the
assessing officer is yet to be received.
In the opinion of the management, this demand is not sustainable and hence no provision is made for the same
The Company is subject to legal proceedings and claims, which have arisen during the ordinary course of business. The Company's
management does not reasonably expect that these legal actions, when ultimately concluded and determined.
18 Capital management
The Company objective while managing capital is to safeguard their ability to continue as a going concern, so that they can continue to
provide returns for shareholders and benefits for other stakeholders, and by maintain an optimal capital structure to reduce the cost of
capital. The Company has not availed any borrowings and mainly funded through equity. The Company is subsidiary of Accenture
Solutions Private Limited, the existing surplus funds along with the cash generated by the Company are sufficient to meet its current/non-
current obligation and working capital requirements.
77. r Dhirendra Pratap Singh
Director
N : 07294772
lace: Bangalore
ated: June 17, 2019
Al "hrse---ej Arvind Palaniappan
Director
DIN :0003419690
Place: Bangalore
Dated: June 17, 2019
As per our report of even date For Sudit K. Parekh & Co. LLP
Chartered Account
Firm registration
For and on behalf of the Board of Directors of
Redcore (India) Private Limited
Ch. Soma Raju
Partner
Membership No. 2003
Place: Hyderabad
Dated 1 9 JUN 2019
Redcore (India) Private Limited
Notes to the financial statements for the year ended 31 March 2019 (Currency: Indian Rupees)
19 Merger of the company with holding company Accenture Solutions Private Limited
The Board of Directors of the Company at its meeting held on 25 January 2019, has approved 'the scheme of merger by
absorption' with holding company Accenture Solutions Private Limited (ASPL) as a going concern subject to requisite approval
of members, creditors and other regulatory approvals. In this regard, on 26 February 2019, the company had filed application
with the National Company Law Tribunal (NCLT) under section 230-233 of the companies Act for approval of the merger.As on
year end, the proceedings in NCLT is in progress and company is awating for the order.
20 Previous period figures have been regrouped, recast/rearranged wherever necessary in order to conform to the current year's
presentation.
21 The Board of Directors, in it's board meeting on June 17, 2019, approved the financial statement for issue and the financial
statements does not include any events after this date.
22 Other notes as required by Schedule III of the Act are either nil or not applicable, and hence not disclosed
Top Related