TO THE MEMBERS OF A Infrastructure Limited Report on the Financial Statements
We have audited the accompanying financial statements of A Infrastructure LimitedftheCompany") which comprise the Balance Sheet as at31stMarch 2017 the Statement ofProfit and Loss the Cash Flow Statement for the year then ended and a summary of thesignificant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
Our responsibility is to express an opinion on these financial statements based on ouraudit.
We have taken into account the provisions of the Act the accounting and auditingstandards andmatters which are required to be included in the audit report under theprovisions of the Act and theRules made thereunder and the Order under section 143(11) ofthe Act.
We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10)of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform theauditto obtain reasonable assurance about whetherthefinancial statements are free from materialmisstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether dueto fraud or error. In making those risk assessments the auditorconsiders internal financial controlrelevant to the Company's preparation of the financialstatements that give a true and fair view in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluatingthe appropriateness ofthe accounting policies used and the reasonableness of the accounting estimatesmade by theCompany's Directors as well as evaluating the overall presentationofthefinancialstatements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis forour audit opinion on the financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner sorequired and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company asat31stMarch 2017 and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143 (3) of the Act we report that:
a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.
c) The Balance Sheet the Statement of Profit and Loss andthe Cash Flow Statement dealtwith by this report are in agreement with the books of account.
d) In our opinion the aforesaid financial statementscomply with the accountingstandards referred to in section 133 of the Companies Act 2013 read with rule 7 of theCompanies (Accounts) Rules 2014.
e) On the basis of written representation received from the directors as on 31stMarch2017 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31st March 2017 from being appointed as a directorin terms of sub section (2) ofsection 164 of the Companies Act 2013.
f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in 'Annexure A1. Our report expresses an unmodified opinion on theadequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.
g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to best of our information and according to the explanation given to us:
i. The company has disclosed the impact of pending litigation as at 31 stMarch 2017onits financial position in its financial statement-Refer Note 32 of Financial Statements.
ii. The company did not have any long term contracts including derivative contractsfor which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred tothe investor's education and protection fund by the company.
2. As required by the Companies (Auditor's Report) Order 2016 issued by the CentralGovernment of India in terms of sub section (11) of section 143 of the Act (hereinafterreferred to as the "Order") we give in" Annexure B" a statement onthe matters specified in paragraphs 3 and 4 of the Order to the extent applicable.
FOR AGIWAL & ASSOCIATES
Chartered Accountants Firm Registration No. 000181N
P. C. Agiwal Partner M.N.080475
Place: New Delhi Date : 30th May 2017
ANNEXURE 'A' TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to in paragraph 1 (f) under 'Report on Other Legal and RegulatoryRequirements' of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ('the Act')
We have audited the internal financial controls over financial reporting of AInfrastructure Limited (the Company) as of 31 March 2017 inconjunction with our audit ofthe financial statements of the Company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internalcontrol over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the 'Guidance Note') issued by the Institute of Chartered Accountants of India and theStandards on Auditing prescribed under Section-143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assuranceabout whether adequate internal financial controlsover financial reporting was established and maintained and if such controlsoperatedeffectively in all material respects.
Our audit involves performing procedures to obtain audit evidenceabout the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our auditof internal financial controls over financial reporting includedobtaining an understanding of internal financial controls overfinancial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operatingeffectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions . or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31 March 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
FOR AGIWAL & ASSOCIATES
Chartered Accountants Firm Registration No. 000181N
P. C. Agiwal
Place: New Delhi Date : 30th May 2017
ANNEXURE B' TO THE INDEPENDENT AUDITORS' REPORT
Re: A Infrastructure Limited
(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements'section of our report of even date)
(i) In respect of its fixed assets:
a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b) The fixed assets were physically verified during the year by the Management inaccordance with a regular programme of verification which in our opinion provides forphysical verification of all the fixed assets at reasonable intervals. According to theinformation and explanations given to us no material discrepancies were noticed on suchverification.
c) According to the information and explanations given to us and the records examinedby us and based on the examination of the registered sale deed / transfer deed /conveyance deed provided to us we report that the title deeds comprising all theimmovable properties of buildings which are freehold are held in the name of the Companyas at the Balance Sheet date. In respect of immovable properties of land that have beentaken on lease and disclosed as fixed asset in the financial statements the leaseagreements are in the name of the Company where the Company is the lessee in theagreement.
(ii) As explained to us inventories were physically verified during the year by themanagement at reasonable intervals exceptfor inventories lying with third parties whereconfirmations of inventories held by such third parties have been received and no materialdiscrepancies were noticed on physical verification.
(iii) The Company has granted loans secured or unsecured to Companies firms LimitedLiability Partnerships or other parties covered in the Register maintained under Section189 of the Companies Act 2013. In the opinion of the management the terms and conditionsfor the said loan is not prejudicial to the company's interest. Schedule of repayment ofprincipal and payment of interest is stipulated by the management as informed to us.
(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Sections 185 and 186 of the Companies Act2013 in respect of making investments as applicable.
(v) According to the information and explanations given to us the Company has notaccepted any deposit during the year. Therefore the provision of clause (v) of the Orderis not applicable.
vi) According to the information and explanations given tous in our opinion theCompany has prima facie madeand maintained the prescribed cost records pursuant totheCompanies (Cost Records and Audit) Rules 2014 asamended and prescribed by the CentralGovernment undersubsection (1) of Section 148 of the Companies Act 2013. Wehave howevernot made a detailed examination of the costrecords with a view to determine whether theyare accurate orcomplete.
(vii) According to the information and explanations given to us in respect of statutorydues:
(a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident fund Employees' State Insurance Income-tax Sales tax Service TaxCustoms duty Excise duty Value Added Tax cess and any other material statutory duesapplicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident fund Employees'State Insurance Incometax Sales-tax Service Tax Customs duty Excise duty Value AddedTax cess and any other material statutory dues in arrears as at 31 March 2017 for aperiod of more than six months from the date they became payable.
(c) Details of dues of Income Tax Sales Tax Customs Duty and Excise Duty which havenot been deposited as on 31 March 2017 on account of disputes. (Refer Annexure C)
(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of loans or borrowings to financialinstitutions banks and government. The Company has not issued any debentures.
(ix) In our opinion and according to the information and explanations given to us theterm loans have been applied by the Company for the purposes for which they were raised.The Company has not raised monies by way of initial public offer or further public offer(including debt instruments).
(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no material fraud on the Company by its officersor employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us theCompany has paid managerial remuneration in accordance with the requisite approvalsmandated by the provisions of section 197 read with Schedule V to the Companies Act 2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of theOrder is not applicable.
(xiii) In our opinion and according to the information and explanations given to us theCompany is in compliance with Section 188 and 177of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactionshave been disclosed in the financial statements etc. as required by theapplicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underclause (xiv) of the Order is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsdirectors or persons connected with him and hence provisions of section 192 of theCompanies Act 2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-I of the ReserveBank of India Act 1934.
FOR AGIWAL & ASSOCIATES
Firm Registration No. 000181N
P. C. Agiwal
Place : New Delhi Date : 30th May 2017
ANNEXURE - C
|Nature of Dues ||Amount ||Period to which the amount relates ||Authority where the dispute is pending |
|Excise Duty ||1102.00 ||December2003 to March 2006 ||CESTAT New Delhi |
|Excise Duty ||20.20 ||2001-2002 ||Rajasthan High Court Jodhpur |
|Excise Duty ||6.23 ||January 2012 to September 2012 ||Commissioner Appeals Jaipur |
|Excise Duty ||5.63 ||2013-2014 ||Commissioner Appeals Jaipur |
|Excise Duty ||9.48 ||November 2009 to February 2011 ||CESTAT New Delhi |
|Service Tax ||264.64 ||2013-2014 ||CESTAT New Delhi |
|Service Tax ||134.95 ||2013-2014 ||CommissionerC.E.Ahmedabad-ll |
|Service Tax ||25.57 ||April 2011 to March 2015 ||Commissioner Appeals Jaipur |
|Work Contract Tax ||34.60 ||2004-2005 ||Gujarat VAT Tribunal Ahmedabad |
|Work Contract Tax ||95.27 ||2005-2006 ||Gujarat VAT Tribunal Ahmedabad |
|Total ||1698.57 || || |
*Net of Tax deposited including the payment which will be made before filling of theReturn of Income