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Adani Enterprises Ltd.

BSE: 512599 Sector: Others
NSE: ADANIENT ISIN Code: INE423A01024
BSE LIVE 15:42 | 22 Sep 121.70 -5.90
(-4.62%)
OPEN

127.45

HIGH

127.45

LOW

121.15

NSE 15:55 | 22 Sep 121.75 -5.95
(-4.66%)
OPEN

126.85

HIGH

126.85

LOW

121.00

OPEN 127.45
PREVIOUS CLOSE 127.60
VOLUME 469986
52-Week high 160.60
52-Week low 58.35
P/E 283.02
Mkt Cap.(Rs cr) 13,385
Buy Price 121.70
Buy Qty 999.00
Sell Price 0.00
Sell Qty 0.00
OPEN 127.45
CLOSE 127.60
VOLUME 469986
52-Week high 160.60
52-Week low 58.35
P/E 283.02
Mkt Cap.(Rs cr) 13,385
Buy Price 121.70
Buy Qty 999.00
Sell Price 0.00
Sell Qty 0.00

Adani Enterprises Ltd. (ADANIENT) - Auditors Report

Company auditors report

To the Members of

ADANI ENTERPRISES LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying Standalone Ind AS Financial Statementsof Adani Enterprises Limited ("the Company") which comprise the Balance Sheetas at 31st

March 2017 the Statement of Profit and

Other Comprehensive Income) the Statement of Cash Flows and theStatement of Changes in Equity for the year then policies and ended and a summary ofsignificant other explanatory information (herein after referred to as "StandaloneInd AS Financial Statements").

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Companies Act 2013 ("the Act") with respect tothe preparation and presentation of these Standalone Ind AS Financial Statements that givea true and fair view of the financial position financial performance including othercomprehensive income cash flows and changes in equity of the Company in accordance withthe accounting principles generally accepted in India including the applicable IndianAccounting Standards (Ind AS) prescribed under Section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended.

This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of theCompany and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe Standalone Ind AS Financial Statements that give a true and fair view and are freefrom material misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Standalone Ind ASFinancial Statements based on our audit. We have taken into account the provisions of theAct the accounting and auditing standards and matters which are required to be includedin the audit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on

Auditing specified under Section 143(10) of the Act. Those

Standards require that we comply with ethical requirements and plan andperform the audit to obtain reasonable assurance (including about whether theStandalone Ind AS Financial Statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence aboutthe amounts and the disclosures in the Standalone Ind AS Financial Statements. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the Standalone Ind AS Financial Statements whether dueto fraud or error. In making those risk assessments the auditor considers internalfinancial control relevant to the

Company's preparation of the Standalone Ind AS FinancialStatements that give a true and fair view in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofthe accounting policies used and the reasonableness of the accounting estimates made bythe Company's Directors as well as evaluating the overall presentation of theStandalone Ind AS Financial Statements.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Standalone Ind AS FinancialStatements.

Opinion

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid Standalone Ind AS Financial Statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India including the IndAS of the financial position of the Company as at 31st March 2017 and its financialperformance including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Other Matter

The attached Standalone Ind AS Financial Statements includeCompany's share of net assets of H2.68 Crores in one unincorporated Joint Venture notoperated by the Company the unaudited accounts of which have been certified by themanagement and relied upon by us.

Report on Other Legal and Regulatory Requirements

1. 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 "Annexure A" statement on the mattersspecified in the paragraph 3 and 4 of the Order to the extent applicable.

2. As required by Section 143(3) of the Act we report that: a) we havesought and obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purposes of our audit; b) in our opinionproper books of account as required by law have been kept by the Company so far as itappears from our examination of those books; c) the Balance Sheet the Statement of Profitand Loss the Statement of Cash Flows and the Statement of Changes in Equity dealt with bythis Report are in agreement with the books of account; d) in our opinion the aforesaidStandalone Ind AS Financial Statements comply with the Accounting

Standards specified under Section 133 of the

Act read with the Companies (Indian Accounting Standards) Rules 2015as amended; e) on the basis of the written representations received from the directors ason 31st March 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in terms of Section164 (2) of the Act; f) With respect to the adequacy of the internal financial controlsover financial reporting of

Company and the operating effectiveness of such controls refer to ourseparate report in ‘Annexure B"; g) with respect to the other matters to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules 2014 in our opinion and to the best of our information and accordingto the explanations given to us: i. The Company has disclosed the impact of pendinglitigations on its financial position in its financial statements Refer Note 41(A) to thefinancial statements; ii. The Company has made provision as at 31st March 2017 asrequired under the applicable law or Accounting Standards for material foreseeablelosses if any on long term contracts including derivative contracts. - Refer Note 40 tothe financial statements iii. There were no amounts which were required to be transferredto the Investor Education and Protection Fund by the Company. iv. The Company has providedrequisite disclosures in its financialstatements (vide Note no. 16 to

Standalone Ind AS Financial Statements) as to holdings as well asdealings in Specified Bank Notes during the period from 8th November

2016 to 30th December 2016 and these are in accordance with the booksof accounts maintained by the Company. We have relied on the management representation fordisclosure of denomination wise details.

For DHARMESH PARIKH & CO.

Chartered Accountants

Firm Reg. No. 112054W

ANUJ JAIN

Partner

Membership No. 119140

Place: Ahmedabad

Date: 24th May 2017

Annexure "A" to the Independent Auditor's Report

RE: Adani Enterprises Limited

(Referred to in Paragraph 1 of our Report of even date)

The Annexure referred to in our Independent Auditor's Report tothe members of the Company on the Standalone Ind AS Financial Statements for the yearended 31st March 2017 we report that: (i) (a) The Company has maintained proper recordsshowing full particulars including quantitative details and situation of fixed assets.

(b) As explained to us fixed assets according to the practice of theCompany are physically verified by the management at reasonable intervals in a phasedour opinion is verification reasonable looking to the size of the Company and the natureof its business.

(c) The title deeds of immovable properties as disclosed in Note 4 onProperty Plant and Equipment to the statements are held in the name of the financial

Company except for leasehold land and immovable assets acquiredpursuant to the composite scheme of arrangement having a carrying value of H2.92 Crores asat 31st March 2017.

(ii) The inventory other than stocks lying with third parties hasbeen physically verified by the management during the year. In our opinion the frequencyof verification reasonable. In respect of stocks lying with third parties at the year-endwritten confirmations have been obtained. between theThe discrepancies noticed onverification physical stocks and the book records were not material and have been properlydealt with in the books of account.

(iii) (a) The Company has granted unsecured loans to

8 (Eight) Companies covered in the register maintained under Section189 of the Act. According to the information and explanation given to us and the recordsproduced to us the terms and conditions of the grant of such loan are not prejudicial tothe interest of the Company.

(b) The schedule of repayment of principal and payment of interest isstipulated and the receipt of the same is regular.

(c) There are no amounts of loan granted to such companies which areoverdue for more than ninety days.

(iv) According to the information and explanations given to us andrepresentations made by the Management the Company has complied with the provisions ofSection 185 and 186 of the Act in respect of the loans and investments made andguarantees and securities provided by it.

(v) The Company has not accepted any deposits from the public and hencethe directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76or any other relevant provisions of the Act and the Companies (Acceptance of Deposit)Rules 2015 with regard to the deposits accepted from the public are not applicable.

(vi) We have broadly reviewed the cost records maintained by theCompany pursuant to the Companies (Cost Records and Audit) Rules 2014 prescribed by theCentral Government under Section 148(1) of the Companies Act 2013 in respect of theCompany's products/ services to which the said rules are made applicable and are ofthe opinion that prima facie the prescribed cost records have is been made and maintained.However we have not made a detailed examination of the cost records with a view todetermine whether they are accurate or complete.

(vii) (a) According to the information and explanations given to us andon the basis of our examination of the records of the Company amounts deducted/ accruedin the books of account in respect of undisputed statutory dues including Provident FundEmployees State Insurance income tax sales tax service tax duty of customs valueadded tax cess and other material statutory dues have generally been deposited regularlyduring the year by the Company with the appropriate authorities. According to theinformation and explanations given to us no undisputed amounts payable in respect ofapplicable statutory dues as referred to above were in arrears as at 31st March 2017 fora period of more than six months from the date they became payable.

(b) According to the information and explanations given to us thereare no material dues of wealth tax which have not been deposited with the appropriateauthorities on account of any dispute. However according to information and explanationsgiven to us the following dues of Duty of Customs Cess Income Tax Sales Tax / ValueAdded Tax Service Tax Duty of Excise and FEMA have not been deposited by the Company onaccount of disputes.

Name of the Nature of Forum where Dispute Amount (*) Amount paid Period to which the
Statute Dues is Pending H ( in Crores) under protest amount relates
(H in Crores)
Income Tax Act to 2013-14 Income Tax Appellate Authority upto Commissioner's Level 44.99 3.99 2008-09 2010-11 to 2013-14
Appellate Tribunal 8.65 4.24 2003-04 2007-08 to 2010-11
High Court 0.02 - 1988-89
Finance Act 1994 Service Tax Appellate Authority upto Commissioner's Level 8.29 - 2012-13 to 2014-15
Appellate Tribunal 33.77 18.08 2004-05 to 2009- 10
Sales Tax Acts Sales Tax Appellate Authority upto Commissioner's Level 209.12 16.36 1999-2000 2002- 03 to 2015-16
Appellate Tribunal 4.60 1.98 2001-02 2004-05
2008-09 & 2013-14
High Court 5.74 0.34 2005-06 to 2010-11
Supreme Court 11.47 1.91 2006-07 to 2010-11
Excise Act Excise Duty High Court 0.61 0.15 1998-99 1999-
2000
Foreign Exchange Management Act Penalty Appellate Tribunal 4.10 - 2000-01
Foreign Exchange Penalty Appellate Authority 0.16 - 1997-98
Regulation Act upto Commissioner's Level
Customs Act Customs Duty Assessing Authority 521.38 152.53 1992-93 to 1995-96 1997-98 1999-2000 to 2000-01 2003- 04 to 2007-08 2012-13 & 2013-14
Appellate Authority upto Commissioner's Level 2.50 - 2000-01 to 2008- 09
Appellate Tribunal 409.77 228.21 1992-93 1993-94 1997-98 2005-06 2011-12 & 2012-13
Jt. Secretary Ministry of Finance 0.83 - 2006-07 to 2009-10
Supreme Court 3.56 0.87 1996-97 to 1999- 2000

* Amount as per Demand orders including interest and penalty whereverfigures available.

(viii) According to the information and explanations given to us and onthe basis of our examination of the records of the Company it has not defaulted inrepayment of loans or borrowings from Banks and Financial Institutions. The Company hasnot taken any loan from government and has not issued any debentures.

(ix) Based upon the audit procedures performed the Company has notraised moneys by way of initial public offer or further public offer. In our opinion andas per the information and explanations given by the management the Funds raised throughdebt instruments and term loans have been applied for the purpose they were raised.

(x) During the course of our examination of the books and records ofthe Company carried out in accordance with the generally accepted auditing practice inIndia and according to the information and explanation given to us we have neither comeacross any instance of material fraud by the Company or on the Company by its officers oremployees noticed or reported during the year nor have we been informed of any such caseby the management.

(xi) According to the information and explanations given to us and onthe basis of our examination of the records of the Company managerial remuneration hasbeen paid or provided in accordance with the requisite approvals mandated by theprovisions of Section 197 read with

Schedule V of the Act.

(xii) In our opinion the Company is not a nidhi Company. Accordinglythe provisions of Clauses 3 (xii) of the Order are not applicable.

(xiii) As per information and explanation given to us and on the basisof our examination of the records of the Company all the transaction with related partiesare in compliance with Section177 and 188 of Companies Act 2013 and all the details havebeen disclosed in Standalone Ind AS Financial Statements as required by the applicableAccounting Standards.

(xiv) According to the information and explanations given to us and onthe basis of our examination of the records the Company has not made any preferentialallotment or private placement or not issued any debenture during the year under review.Accordingly the provisions of paragraph 3(xiv) of the Order are not applicable. (xv)According to the information and explanations given to us and on the basis of ourexamination of the records the Company has not entered into any non-cash transactionswith any director or any person connected with him. Accordingly the provisions of Clauses3(xv) of the Order are not applicable to the Company.

(xvi) In our opinion the Company is not required to be registeredunder Section 45 IA of the Reserve Bank of India Act 1934 and accordingly the provisionsof clause 3(xvi) of the Order are not applicable.

For DHARMESH PARIKH & CO.

Chartered Accountants

Firm Reg. No. 112054W

ANUJ JAIN

Partner

Membership No. 119140

Place: Ahmedabad

Date: 24th May 2017

Annexure "B" to the Independent Auditor's Report

RE: Adani Enterprises Limited

(Referred to in paragraph 2 (f) of our Report of even date)

Report on the Internal Financial Controls under Clause i of sub-

We have audited the internal financial controls over financialreporting of the Company as of 31st March 2017 in conjunction with our audit of theStandalone Ind AS 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 andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls over financial reporting based on our audit. We conducted ouraudit in accordance with the

Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the Guidance Note) and the Standards on Auditing issued by ICAI and deemed tobe prescribed under Section 143(10) of the Companies Act 2013 to the extent applicableto an audit of internal financial controls both applicable to an audit of InternalFinancial Controls and both issued by the Institute of Chartered Accountants of

India. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the Standalone Ind AS Financial Statements whether dueto fraud or error. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internalfinancial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that: (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the Company are being made only in accordance with authorizations ofmanagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls periodsare subject to the risk that the internal financial control over financial reporting maybecome inadequate because of changes in conditions or that the degree of compliance withthe policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31st March 2017 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance

Note on Audit of Internal Financial Controls Over Financial

Reporting issued by the Institute of Chartered Accountants of India.

over financial reporting to future

For DHARMESH PARIKH & CO.

Chartered Accountants

Firm Reg. No. 112054W

ANUJ JAIN

Partner

Membership No. 119140

Place: Ahmedabad

Date: 24th May 2017