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Adani Power Ltd.

BSE: 533096 Sector: Infrastructure
NSE: ADANIPOWER ISIN Code: INE814H01011
BSE LIVE 15:47 | 20 Nov 35.05 0.85
(2.49%)
OPEN

34.25

HIGH

35.35

LOW

33.70

NSE 15:59 | 20 Nov 35.05 0.80
(2.34%)
OPEN

34.30

HIGH

35.35

LOW

33.70

OPEN 34.25
PREVIOUS CLOSE 34.20
VOLUME 1529724
52-Week high 46.30
52-Week low 23.60
P/E
Mkt Cap.(Rs cr) 13,519
Buy Price 0.00
Buy Qty 0.00
Sell Price 35.05
Sell Qty 1691.00
OPEN 34.25
CLOSE 34.20
VOLUME 1529724
52-Week high 46.30
52-Week low 23.60
P/E
Mkt Cap.(Rs cr) 13,519
Buy Price 0.00
Buy Qty 0.00
Sell Price 35.05
Sell Qty 1691.00

Adani Power Ltd. (ADANIPOWER) - Auditors Report

Company auditors report

TO THE MEMBERS OF ADANI POWER LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of ADANIPOWER LIMITED ("the Company") which comprise the Balance Sheet as at 31stMarch 2017 and the Statement of Profit and Loss (including other comprehensive income)the Cash Flow Statement the Statement of Changes in Equity for the year then ended andand other asummary of the significant explanatory information (hereinafter referred to as"the standalone Ind AS financial

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors are responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone that give a true and fair view of Ind AS financial financial otherfinancial comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) prescribed under section 133 of the Act. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding 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 standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind-AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The . selected depend onthe auditor's judgment including the assessment of the risks of material misstatement ofthe standalone Ind AS financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial Company's preparation of thestandalone Ind AS financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the standalone Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us and read with our comments in the Emphasis of Matters paragraph below theaforesaid standalone Ind AS financial information required by the Act in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at 31stMarch 2017 and its loss total comprehensive loss its cash flows and the changes inequity for the year ended on that date.

Emphasis of Matters

We draw attention to:

(i) Note 40 to the standalone Ind AS financial statements which describe the keysources of estimation uncertainties as at 31st March 2017 relating to therecoverability of the carrying amount of Property Plant and Equipment of the Company.

(ii) Note 39 to the standalone Ind AS financial statements. During the financial yearended 31st March 2017 the Company has incurred a loss (including exceptionalitems) of Rs.6054.34 crores and its current liabilities exceed its current assets byRs.12688.48 crores as at 31st March 2017. However for the reasons stated inthe note the standalone Ind AS financialstatements are prepared on going concern basis.

Our opinion is not modified in respect of these matters.

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 relating to preparationof the aforesaid statements have been standaloneInd AS financial kept so far as it appearsfrom our examination of those books and the reports of the other auditors.

(c) The Balance Sheet the Statement of Profit (including Other Comprehensive Income)the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Reportare in agreement with the relevant books of account maintained for the purpose ofpreparation of the standalone Ind AS financial statements.

(d) In our opinion the aforesaid standalone Ind AS comply with financial the IndianAccounting Standards prescribed under Section 133 of the Act.

(e) The matter described in the Emphasis of Matter paragraph (i) above in our opinionmay have an adverse effect on the functioning of the Company.

(f) On the basis of the written representations received from the directors of theCompany as on 31st March 2017 taken on record by the Board of Directors of theCompany none of the directors is disqualified as on 31st March 2017 from beingappointed as a director in terms of Section 164 (2) of the Act.

(g) With respect to the adequacy of the internal financial and the operating controlsover financial effectiveness of such controls refer to our separate

Report in "Annexure A". Our report expresses an unmodified opinion on theadequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

(h) 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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements;

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the andLoss Company.

iv. The Company has provided requisite disclosures in the standalone Ind ASfinancialstatements as regards its holding and dealings in Specified Bank Notes as definedin the Notification S.O. 3407(E) dated the 8th November 2016 of the Ministry of Financeduring the period from 8th November 2016 to 30th December 2016. Based on audit proceduresperformed and the representations provided to us by the management we report that thedisclosures are in accordance with the books of account maintained by the Company and asproduced to us.

For Deloitte Haskins & Sells
CHARTERED ACCOUNTANTS
Firm's Registration No 117365W
Kartikeya Raval
Place: Ahmedabad PARTNER
Date: 27th May 2017 Membership No. 106189

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph (g) 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 Adani PowerLimited ("the Company") as of 31st March 2017 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal controlsstated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting 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 efficientto respective company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand information as the timely preparation of reliable financial required under theCompanies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial financialreporting of the Company controls based on our audit. We conducted our audit in accordancewith 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 assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting internalfinancial controls over financial the risk that a material weakness exists and testingand evaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toopinion on the Company's internal financial controls system over 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 preparation offinancial accordance with generally accepted accounting principles. A company's internalfinancial includes those policies and procedures that

(1) pertain to the over maintenance of records that in reasonable detail accuratelyand fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations reporting were operating effectively as of Internal FinancialControls 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 financial internal financial periods aresubject 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 to the best of our information and according to the explanations givento us the Company has maintained control inall material respects an adequate internalfinancial over financial reporting and such internal financial controls of 31 overfinancial st March 2017 based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note.

For Deloitte Haskins & Sells
CHARTERED ACCOUNTANTS
Firm's Registration No 117365W
Kartikeya Raval
Place: Ahmedabad PARTNER
Date: 27th May 2017 Membership No. 106189

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

(i) In respect of fixed assets:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) Some of the fixed assets were physically verified during the year by the Managementin accordance with a programme of verification which in our of all the opinion providesfor physical verification 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 land and acquired buildings are held in the name of the Companyas at the balance sheet date.

(ii) As explained to us the inventories were physically verified during the year bythe Management at reasonable intervals and no material discrepancies were noticed onphysicalverification

(iii) The Company has not granted any loans secured or unsecured to companies firmsPartnerships or other parties covered in the register maintained under section 189 of theCompanies Act 2013.

(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 grant of loans making investments and providing guarantees andsecurities as applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposits from the public to which the directives issued by the Reserve Bankof India and the provisions of section 73 to 76 or any other relevant provisions of theAct and the Companies (Acceptance of Deposit) Rules 2014 as amended would apply.Accordingly paragraph 3(v) of the Order is not applicable to the Company.

(vi) The maintenance of cost records has been specified by the Central Government undersection 148(1) of the Companies Act 2013. We have broadly reviewed the cost recordsmaintained by the Company pursuant to the Companies (Cost Records and Audit) Rules 2014as amended prescribed by the Central Government under sub-section (1) of Section 148 ofthe Companies Act 2013 and are of the opinion that prima facie the prescribed costrecords have been made and maintained. We have however not made a detailed examinationof the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us in respect ofstatutory dues:

(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 Limited Liability Added Tax cess and other materialstatutory dues applicable to it to the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Provident Fund Employees'State Insurance Income-tax Sales Tax Service Tax Custom Duty Excise Duty Value AddedTax cess and other material statutory dues in arrears as at 31st March 2017for a period of more than six months from the date they became payable.

(c) Details of dues of Income Tax Service Tax and Customs Duty which have not beendeposited as on 31st March 2017 on account of disputes are given below:

Name of the Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount Involved (Rs. in crores) Amount Unpaid (Rs. in crores)
Finance Act 1994 Service Tax Customs Excise Service Tax Appellate Tribunal 2008-09 5.12 5.12
Customs Act 1962 Custom Duty High Court of Gujarat July 2015 to February 2016 54.95* 54.95
Income Tax Act 1961 Income Tax Commissioner Income Tax (Appeals) Assessment Year 2012-13 2.32 2.32

* Pursuant to the Order of the Hon'ble High Court of Gujarat dated 11th February 2016the recovery of this amount has been stayed.

There are no dues of Excise Duty Sales Tax or Value Added Tax that have not beendeposited as at 31st March 2017 on account of disputes.

(viii) In our opinion and according to the information and explanations given to us asat the reporting date the

Company has not defaulted in the repayment of loans or borrowings to financialinstitutions banks and dues to debenture holders. The Company has not taken any loansfrom the government.

(ix) In our opinion and according to the information and explanations given to usmoney raised by way of term loans have been applied by the Company during the year for thepurposes for which they were raised other than temporary deployment pending applicationof proceeds. The Company has not raised moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year.

(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no fraud on the Company by its officers oremployees has been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us theCompany has not paid any managerial remuneration to its directors including managingdirector and whole-time director and its manager.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) ofparagraph 3 of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to usthe Company is in compliance with Section 188 and 177 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the standalone Ind AS financial statements as requiredby the applicable accounting standards.

(xiv) According to the information and explanations given to us the Company has madepreferential allotment of shares during the year. In respect of the above issue wefurther report that: (a) the requirement of Section 42 of the Companies Act 2013 asapplicable have been complied with; and

(b) the amounts raised have been applied by the Company during the year for thepurposes for which the funds were raised other than temporary deployment pendingapplication.

(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-IA of the ReserveBank of India Act 1934.

For Deloitte Haskins & Sells
CHARTERED ACCOUNTANTS
Firm's Registration No 117365W
Kartikeya Raval
Place: Ahmedabad PARTNER
Date: 27th May 2017 Membership No. 106189