To the Members of
APOLLO SINDOORI HOTELS LTD REPORTONTHE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of Apollo Sindoori Hotels Limited("the company ") which comprise the Balance Sheet as at 31 st March 2017. theStatement of Profit and Loss the Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information which wehave signed under reference to this report.
MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The Company's Board of Directors is responsible for the matters in section 114(5) ofthe Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating 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 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 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 the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.
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 due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the
Company's preparation of the financial statements that give true and fair view in orderto design audit procedures that are appropriate in the circumstances but not for thepurpose of expressing an opinion on the effectiveness of the Entity's Internal control. Anaudit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by Company's Directors as well asevaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.
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 so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India;
a) in the case of the Balance Sheet of the state of affairs of the Company as at March312017;
b) in the case of the Statement of Profit and Loss of the Profit for the year ended onthat date; and
c) in the case of the Cash Flow Statement of the cash flows for the year ended on thatdate.
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 Section 143(11) of the Act we givein the Annexure A statement on the matters specified in paragraphs 3 and 4 of the Order.
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 purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by theCompany so far as 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 aforesaid financial statements comply with the AccountingStandards specified
under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.
e) On the basis of written representations received from the directors as on 31 March2017 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2017 from being appointed as a director in terms of Section 164(2) of theAct.
f) With respect the adequacy of internal financial controls over financial reporting ofthe Company and the operating effectiveness of such controls refer to our separate reportin Annexure "B".
g) With respect to the other matters included in the Auditor's Report in accordancewith rule 11 of the Companies (Audit and Auditors) Rules 2014 and to our best of ourinformation 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.
ii) The Company did not have any long-term contracts including derivatives contractsfor which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred to theinvestor education and protection fund by the company.
- The company had provided requisite disclosures in its financial statements asto holdings as well
as dealings in Specified Bank Notes during the period from 8th November 2016 to 30thDecember 2016 and the same were in accordance with the books of accounts maintained bythe company.
| ||For R. SUBRAMANIAM AND COMPANY |
| ||Chartered Accountants |
| ||FRN:004137S |
| || |
| ||R. RAJ ARAM |
|Place: Chennai ||Parmer |
|Date 11"'May 2017 ||Membership No:252I0 |
To Independent Auditors' Report of Even Date on The Standalone Financial Statements of
Apollo Sindoori Hotels Limited.
The Annexure referred to in paragraph 1 under the heading "Report on Other Legaland
Regulatory Requirements "of our report on even date.
1. (a) The company is maintaining proper records showing full particulars includingquantitative details and situation of its fixed assets.
(b) The fixed assets have been physically verified by the Management at reasonableintervals and no material discrepancy was noticed on such verification.
(c) The company has no immovable property.
2. According to the Information and explanation given to us physical verification ofinventory has been conducted at reasonable intervals by the management and no materialdiscrepancies were noticed.
3. According to the information and explanations given to us and on the basis of ourexamination of the books of account the Company has not granted any loans secured orunsecured to companies firms or other parties covered in the register maintained underSection 189 of the Companies Act 2013. Consequently the provisions of clauses 3 (a) and3(b) are not applicable.
4. The company has not provided any loan or investments or Guarantees or Securities toany company covered under the provisions ofSec 185 and Sec 186ofCompaniesAct2013.
5. According to the information and explanations given to us the Company has notaccepted any deposits from the public and consequently the directives issued by theReserve Bank of India and provisions of Section 73 to 76 or any other relevant provisionsof the Companies Act 2013 and Companies (Acceptance of Deposits) amended Rules 2015 arenot applicable.
6. According to the information and explanations given to us the Company is notrequired to maintain cost records pursuant to the rules prescribed by the CentralGovernment for maintenance of cost records under sub-section 1 of Section 148 of the Act.
7. (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted / accrued in the books ofaccount in respect of undisputed statutory dues including Provident Fund Employees' StateInsurance Tax Deducted at Source Service Tax and Value added Tax and other materialstatutory dues have been regularly deposited during the year by the Company with theappropriate authorities. According to the information and explanations given to us noundisputed amounts payable in respect of Provident Fund Employees' State Insurance TaxDeducted at Source Service Tax and Value added Tax and other material statutory dues werein arrears as at 31 March 2017 for a period of more than six months from the date theybecame payable except for WCT which is due to the extent of Rs.
(b) The company has no disputed dues of Income tax. Sales tax. Excise duty. Customsduty and value added tax which have not been deposited a son 31 st March 2017.
8. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of any dues to financial institutions banks anddebenture holders.
9. In our opinion and according to the information and explanations given to usthcCompany has not raised any money by the way of initial public otter (including debtinstruments) and hence this clause is not applicable.
10. According to the information and explanations given to us by the Company no fraudon or by the Company has been noticed or reported during the year.
11. The managerial remuneration paid by the company is as per the Sec 197 of TheCompanies Act 2013 and Schedule V of the Companies Act 2013.
12. The Company is not a Nidhi company hence the above clause is not applicable.
13. All transactions with related parties are in compliance of Sec 177 and Sec 188 ofthe Companies Act 2013 where applicable and details have been disclosed in FinancialStatements etc. as required by the applicable Accounting Standards.
14. The Company has not made any preferential allotment of Non-Convertible RedeemablePreference Shares and hence the question of compliance under Sec 42 of the Companies Act2013 will not arise.
15. The company has not entered into any non-cash transactions with the Directors orthe persons connected with him.
16. The Company is not a non-banking financial institution the clause regardingregistration under Reserve Bank of India Act will not apply.
| ||For R. SUBRAMANIAM AND COMPANY |
| ||Chartered Accountants |
| ||FRN:004137S |
|Place: Chennai ||R. RAJARAM |
|Date May 2017 ||Partner |
| ||Membership No:25210 |
To Independent Auditors' Report of Even Date on The Standalone Financial Statements ofApollo Sindoori Hotels Limited.
The Annexure referred to in paragraph 2 (f) under the heading "Report on OtherLegal and Regulatory Requirements" of our report on even date.
We have audited the internal financial controls over financial reporting of ApolloSindoori Hotels Limited ("the Company") as of 31 March 2017 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 ('ICAl'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to companys policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the 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") 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 judgment 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 companys internal financial control over financial reporting 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 companys internal financial control overfinancial reporting includes those policies and procedures that
(1) pertain 1o 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 authorizations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized 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.
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 31 March 2017 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 K. SUBRAMANIAM AND COMPANY |
| ||Chartered Accountants |
| ||FRN:004137S |
| || |
|Place: Chennai ||R. RAJARAM |
| ||Partner |
|Date 31 May 2017 ||Membership No:25210 |