To the Members of
Apple Finance Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of Apple FinanceLimited ("the Company") which comprise the Balance Sheet as at March 31 2017the
Statement of Profit and Loss and the Cash Flow Statement for accounting theyearthenended and a summary of significant policies and other explanatory information(hereinafter referred to as "the standalone financial statements").
Managements Responsibility for the Standalone Financial Statements
The Companys 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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting
Standards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 ("the Rules"). 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 standalone financial statements that give a true andfair view and are free from material misstatement whether due to fraud or error.
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 thereunder. We conducted our audit in accordancewith the Standards on
Auditing specified under Section 143(10) of the Act. Those
Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on theauditors judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the
Companys preparation of the financial statements that give a true and fair viewin order to design audit procedures that are appropriate in the circumstances. An auditalso includes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Companys Directors as wellas evaluating 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 on the standalone financial statements.
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 of the state of affairs of the Companyas at March
31 2017 and its profit and cash flows for the year ended on that date subject to:-a)Point No.1 of Note 19 regarding going concern assumption of the Company. b)Point No.10 of Note 19 regarding non-consideration of Deferred Tax Assets(Net) amounting to Rs 92466286.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order 2016 ("theOrder") issued by the Central Government of India in exercise of powers conferred bysub-section (11) of Section 143 of the Act we give in the Annexure A astatement 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 andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit; b. In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books; c. The Balance Sheet the Statement of Profit
Loss and the Cash Flow Statement dealt with by this Report are in agreement with thebooks of account; d. In our opinion the aforesaid standalone financial statements complywith the Accounting Standards specified under Section 133 of the Act read with Rule 7 ofthe Companies (Accounts) Rules 2014; e. On the basis of the written representationsreceived from the Directors as on March 31 2017 taken on record by the Board ofDirectors none of the
Directors is disqualified as on March 31 2017 from being appointed as a Director interms of Section 164(2) of the Act; f. With respect to the adequacy of the internalfinancial controls over financial reporting of the Company and the operating effectivenessof such controls refer to our separate report in Annexure B; and g. Withrespect to the other matters to be included in the Auditors Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and according to the explanations given to us: i. The Company hasdisclosed the impact of pending litigations on its financial position in its standalonefinancial statements; ii. The Company did not have any long-term contracts includingderivative contracts and as such the question of commenting on any material foreseeablelosses thereon does not arise; iii. There has not been an occasion in case of the Companyduring the year under report to transfer any sums to the Investor Education andProtection Fund. Therefore the question of delay in transferring such sums does notarise. iv. The Company has provided requisite disclosure in the standalone financialstatements as to holding as well as dealing in Specified Bank
Notes during the period from November 8 2016 to December 30 2016. Based on auditprocedures and relying on management representation we report that the disclosure is inaccordance with the books of account maintained by the Company and produced to us by themanagement. Refer Point No.12 of Schedule 19.
For Mahendra Kumbhat and Associates
Firm Regn. No.105770W
Amar Chand Bagrecha
Date: May 30 2017
ANNEXTURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under Report on Other Legal and RegulatoryRequirements of our report of even date)
1. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets. (b) The fixed assets are physicallyverified by management according to a phased programme designed to cover all the itemsover a period of three years which in our opinion is reasonable having regard to thesize of the Company and nature of its assets. Pursuant to the programme a portion of thefixed assets has been physically verified by the management during the year and nomaterial discrepancies have been noticed on such verification.
(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 properties asdisclosed in Note 8 to the standalone financial statements are held in the name of theCompany.
2. The inventory has been physically verified at reasonable interval by the managementduring the year. The discrepancies noticed on physical verification as compared to thebook records were not material and have been properly dealt with in the books of account.
3. In our opinion and according to the information and explanation given to us theCompany has not granted any loans secured or unsecured to companies firms limitedliability partnerships or other parties covered in the Register maintained under Section189 of the Act. Hence the question of reporting under sub-clauses (a) (b) and (c) of theClause 3(iii) of the Order does not arise.
4. According to the information and explanations given to us the Company has notgranted any loans or provided any guarantees or security to the parties covered underSection 185 of the Act. The Company has complied with the provisions of Section 186 of Actin respect of investments made or loans or guarantee or security provided to the partiescovered under Section 186.
5. The Company has not accepted deposits from public within the meaning of Sections 7374 75 and 76 of the Act and the Rules framed thereunder to the extent notified.
6. We have been informed that the Central Government has not prescribed the maintenanceof Cost records under Section 148(1) of the Act.
7. (a) We have been informed that during the year under review the Company hasregularly deposited all undisputed statutory dues including the Provident FundEmployees State Insurance Scheme Income Tax Sales Tax Wealth Tax Service TaxCustom Duty Excise Duty Value Added Tax Cess and any other statutory dues whereverapplicable. There were no arrears as at March 31 2017 for a period of more than sixmonths from the date they became payable.
(b) According to the information and explanations given to us and based on the recordsof the Company examined by us there are no dues of Income Tax or Wealth Tax or ServiceTax or Sales Tax or Customs Duty or Excise Duty or Cess which have not been deposited onaccount of any disputes.
8. According to the information and explanations given to us the Company has neitherissued any debentures nor has any borrowings from any financial institutions and banks.Accordingly the reporting under Clause 3 (viii) of the Order is not applicable to theCompany.
9. The Company has not raised any monies by way of initial public offer or furtherpublic offer (including debt instruments) and term-loans during the year. Accordingly theprovisions of Clause 3(ix) of the Order are not applicable to the Company.
10. According to the information and explanation given to us no fraud by the Companyor any fraud on the
Company by its officersor employees has been noticed or reported during the year.
11. According to the information and explanation given to us and based on ourexamination of the records of the Company managerial remuneration has been paid orprovided in accordance with the requisite approvals mandated by the provisions of Section197 read with Schedule V to the Act.
12. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly the reporting under Clause 3(xii) of theOrder is not applicable to the Company.
13. According to the information and explanation given to us in our opinion alltransactions with related parties are in compliance with Sections 177 and 188 of the Actwherever applicable and the details have been disclosed in Notes to Accounts of FinancialStatements as per Accounting Standard 18 "Related Parties Disclosures". 14.According to the information and explanation given to us and based on our examination ofthe records the Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.
15. According to the information and explanation given to us the Company has notentered into non-cash transactions with Directors or persons connected with them.Accordingly the reporting under Clause 3(xv) of the Order is not applicable to theCompany.
16. According to the information and explanation given to us the Company is notrequired to be registered under Section 45-IA of the Reserve Bank of India Act 1934.
For Mahendra Kumbhat & Associates
Chartered Accountants Firm Regn. No.105770W
Amar Chand Bagrecha
Partner Membership No.56605
Place: Mumbai Date: May 30 2017
ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT ON THE STANDALONEFINANCIAL STATEMENTS
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of AppleFinance Limited ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone financial statement of the Company for the year ended on thatdate.
Managements Responsibility for Internal Financial Controls
The Companys 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 (ICAI). 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 the Companys policies the safeguarding of itsassets the prevention and detection of frauds and errors the accuracy and completenessof the accounting records and the timely preparation of reliable financial informationas required under the Act.
Our responsibility is to express an opinion on the Companys 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 Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of internal financial controlsand both issued by
ICAI. 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 auditors 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 Companys internal financial controlssystem over 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 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 the generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the companys assets that could have a material effect on thefinancial 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 March 31 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 ICAI.
For Mahendra Kumbhat & Associates
Firm Regn. No.105770W
Amar Chand Bagrecha
Date: May 30 2017