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Adlabs Entertainment Ltd.

BSE: 539056 Sector: Services
NSE: ADLABS ISIN Code: INE172N01012
BSE LIVE 15:40 | 02 Dec 83.45 -2.40
(-2.80%)
OPEN

84.30

HIGH

85.40

LOW

83.10

NSE LIVE 15:30 | 02 Dec 83.50 -2.20
(-2.57%)
OPEN

85.65

HIGH

85.65

LOW

83.10

OPEN 84.30
PREVIOUS CLOSE 85.85
VOLUME 10040
52-Week high 145.40
52-Week low 68.00
P/E
Mkt Cap.(Rs cr) 666.77
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 84.30
CLOSE 85.85
VOLUME 10040
52-Week high 145.40
52-Week low 68.00
P/E
Mkt Cap.(Rs cr) 666.77
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Adlabs Entertainment Ltd. (ADLABS) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

ADLABS ENTERTAINMENT LIMITED

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

We have audited the accompanying standalone financial statements of AdlabsEntertainment Limited (the Company) which comprise the Balance Sheet as at March 312016 the Statement of Profit and Loss the Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE 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 preparationand presentation of these standalone financial statements that give a true and fair viewof the financial position financial performance and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theAccounting Standards specified under Section 133 of the Act read with Rule 3(2) of theCompanies (Indian Accounting Standards) Rules 2015. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

auditors' responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under. We conducted our audit in accordancewith the 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 financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

OPINION

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India:

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 31 2016;

(b) I n the case of the Statement of Profit and Loss of the loss of the Company forthe year ended on that date; and

(c) I n the case of the Cash Flow Statement of the cash flows of the Company for theyear ended on that date.

REPORT ON Other LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor's Report) Order 2016 (the Order) issued bythe Central Government of India in terms of subsection (11) of Section 143 of the Act wegive in the Annexure A a statement on the matters specified in paragraphs 3 and 4 of theOrder.

2. 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 purpose of our audit;

b. I n 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 and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.

d. In our opinion the Balance Sheet the Statement of Profit and Loss and the CashFlow Statement comply with Accounting Standards specified under section 133 of the Actread with rule 3(2) of the Companies (Indian Accounting Standards) Rules 2015.

e. On the basis of the written representations received from the directors as on March31 2016 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of Section 164(2) of theAct.

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 B".

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 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 financialposition in its financial statements - Refer Note 2.7 to the standalone financialstatements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

for A.T. Jain & Co.
Chartered Accountants
(Firm Registration No. 103886W)
Sushil T Jain
Place : Mumbai Partner
Date : 24th May 2016 Membership No.: 33809

independent Auditor's Report

Annexure A to the Independent Auditor's Report of even date on the Standalone FinancialStatements of Adlabs Entertainment Limited

We report that

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

b) As per the information and explanations given to us Fixed Assets were physicallyverified during the year by the management as per its programme. The frequency ofverification is reasonable and no material discrepancies have been noticed on suchverification.

c) According to the information and explanation given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable property are heldin the name of the company.

2. As explained to us inventories have been physically verified during the year by themanagement at reasonable intervals. Stock of Food Items Merchandise stores and spareparts are reported to be physically verified in accordance with the procedure followed bythe management. No material discrepancy was noticed on physical verification of stocks bythe management as compared to book records.

3. The company has granted loan to one party covered in the register maintained underSection 189 of the Act.

a) In our opinion the rate of interest and other terms and conditions on which theloans had been granted to the party were not prima facie prejudicial to the interest ofthe Company.

b) The loan was repayable on demand and has been squared off during the year thereforereporting under clause (iii)(b) & (iii)(c) of paragraph 3 of the Order is notapplicable.

4. In our opinion and according to the information and explanation given to us theCompany has complied with the provisions of Section 185 and 186 of the Act with respectto the loans given and investment made.

5. As per the information's and explanations given to us the company has not acceptedany deposits from the public during the year. Therefore the provisions of paragraph 3(v)of the Order are not applicable to the Company.

6. According to the information and explanations given to us the Central Governmenthas not prescribed the maintenance of cost records under Section 148(1) of the CompaniesAct 2013.

7. a) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including provident fund income taxsales tax service tax duty of customs duty of excise value added tax cess and otherstatutory dues have been regularly deposited during the year by the Company with theappropriate authorities. As explained to us the Company did not have any dues on accountof employees' state insurance. According to the information and explanations given to usno undisputed amounts payable in respect of provident fund income tax sales tax servicetax duty of customs duty of excise value added tax cess and other statutory dues werein arrears as at 31 March 2016 for a period of more than six months from the date theybecame payable.

b) According to the information and explanations given to us there are no materialdues of income tax sales tax service tax duty of excise value added tax which have notbeen deposited with the appropriate authorities on account of any dispute. Howeveraccording to information and explanations given to us the following dues of Customs Dutyhave not been deposited by the Company on account of disputes:

Name of Statute Nature of Dues Amount (Rs. In million) Period to which it Relates Forum where dispute is Pending
Custom Act 1962 Special Additional Duty (SAD) 7.75* June - 2012 to September -2013 CESTAT
Custom Act 1962 Penalty 111.85 June - 2012 to September -2013 CESTAT

[* Total demand ' 111.85 million less amount deposited ' 104.10 million.]

8. According to the information and explanation given to us and based on the documentsand records examined by us in our opinion the company has not defaulted in repayment ofloans due to banks and financial institutions.

9. In our opinion and on the basis of information and explanations given to us moneyraised by way of initial public offer and the term loans were applied for the purposes forwhich they were raised.

10. According to the information and explanations given to us no fraud on or by thecompany was noticed or reported during the course of our audit.

11. According to the information and explanations given to us and based on theexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.

12. I n our opinion and according to the explanations given to us the Company is not aNidhi company. Accordingly paragraph 3(xii) of the order is not applicable.

13. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Section 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

14. According to the information and explanation given to us and based on ourexamination of the records of the company the company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

15. According to the information and explanations given to us and based on ourexamination of the records of the company the company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe order is not applicable.

16. The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

for A.T. Jain & Co.
Chartered Accountants
(Firm Registration No. 103886W)
sushil T Jain
Place : Mumbai Partner
Date : 24th May 2016 Membership No.: 33809

independent Auditor's Report

Annexure B to the Independent Auditor's Report of even date on the Standalone FinancialStatements of Adlabs Entertainment Limited Report on the internal Financial Controls underClause (i) of Sub-section 3 of section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financial reporting of AdlabsEntertainment Limited ("the Company") as of March 31 2016 in conjunction withour audit of the standalone financial statements of the Company for the year ended on thatdate.

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 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.

Auditors' Responsibility

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") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively 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 includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness 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 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 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 of records that in reasonable detail accurately andfairly 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 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.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2016 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For A.T. Jain & Co.
Chartered Accountants
(Firm Registration No. 103886W)
Sushil T Jain
Place : Mumbai Partner
Date : 24th May 2016 Membership No.: 33809

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