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B A G Films & Media Ltd.

BSE: 532507 Sector: Media
NSE: BAGFILMS ISIN Code: INE116D01028
BSE LIVE 15:40 | 23 Jun 4.10 -0.08
(-1.91%)
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4.07

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4.14

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NSE 15:31 | 23 Jun 4.10 -0.05
(-1.20%)
OPEN

4.10

HIGH

4.15

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OPEN 4.07
PREVIOUS CLOSE 4.18
VOLUME 40297
52-Week high 7.29
52-Week low 3.81
P/E
Mkt Cap.(Rs cr) 77
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 4.07
CLOSE 4.18
VOLUME 40297
52-Week high 7.29
52-Week low 3.81
P/E
Mkt Cap.(Rs cr) 77
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

B A G Films & Media Ltd. (BAGFILMS) - Auditors Report

Company auditors report

To

The Members of B.A.G. Films and Media Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of B.A.G. Films andMedia Limited ("the Company") which comprise the Balance Sheet as at 31 March2016 the Statement of Profit and Loss and the Cash Flow Statement for the year thenended and a summary of 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 preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor’s 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 accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing issued by the Institute of CharteredAccountants of India as 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 theamounts and disclosures in the financial statements. The procedures selected depend on theauditor’s 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 Company’spreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances but not for the purpose ofexpressing an opinion on whether the Company has in place an adequate internal financialcontrols system over financial reporting and the operating effectiveness of such controls.An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by the Company’s Directors as wellas evaluating the overall presentation of the financial statements. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for ouraudit 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 of the state of affairs of the Companyas at 31 March 2016 its loss and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the Annexure A a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

2. As required by section 143 (3) of the Act we report to the extent applicablethat: (a) We have sought and obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purpose of our audit; (b) In ouropinion proper books of account as required by law have been kept by the Company so faras it appears from our examination of those books; (c) The Balance Sheet the Statement ofProfit and Loss and the Cash Flow Statement dealt with by this Report are in agreementwith the books of account; (d) In our opinion the aforesaid standalone financialstatements comply with the Accounting Standards specified under section 133 of the Actread with Rule 7 of the Companies (Accounts) Rules 2014; (e) On the basis of the writtenrepresentations received from the directors as on 31 March 2016 and taken on record bythe Board of Directors none of the directors is disqualified as on 31 March 2016 frombeing appointed as a director in terms of section 164(2) of the Act; (f) With respect tothe adequacy of the internal financial controls over financial reporting of the Companyand the operating effectiveness of such controls refer to our separate Report in"Annexure B" which is based on the Auditors’ Reports of the Company. Ourreport expresses an unmodified opinion on the adequacy and operating effectiveness of theinternal financial controls over financial reporting of the Company.

(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. TheCompany has disclosed the impact of pending litigations on its financial position in itsfinancial statements; ii. The Company has made provision as required under the applicablelaw or accounting standards for material foreseeable losses if any on long-termcontracts including derivative contracts; iii. There has been no delay in transferringamounts required to be transferred to the Investor Education and Protection Fund by theCompany.

For Joy Mukherjee & Associates
Chartered Accountants
Firm Registration No. 006792C
Joy Mukherjee
Place : Noida Partner
Dated : May 30 2016 Membership No.074602

ANNEXURE A TO THE INDEPENDENT AUDITORS’ REPORT

In respect of the Annexure referred to in paragraph 1 of our report to Members of B.A.GFilms and Media Limited ("the Company") for the year ended March 31 2016 wereport that:

1. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets. (b) The Company has a regularprogramme of physical verification of fixed assets which in our opinion is reasonablehaving regard to the size of the Company and the nature of its assets. In accordance withthis programme certain fixed assets has been physically verified by the management duringthe year and no material discrepancies have been noticed on such verification. (c )According to the information and explanations given to us and on the basis of ourexamination of the records of the Company title deeds of immovable properties are held inthe name of the Company.

2. (a) The inventory of video tapes and films have been physically verified by themanagement during the year and no material discrepancies were noticed on physicalverification. In our opinion the frequency of verification is reasonable.

(b) In our opinion the procedures of physical verification of inventory of video tapesand films followed by the management are reasonable and adequate in relation to the sizeof the Company and the nature of its business.

(c) On the basis of our examination of the inventory records in our opinion theCompany is maintaining proper records of inventory. As explained to us there were nomaterial discrepancies noticed on physical verification of inventory as compared to thebooks of accounts.

3. According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under section 189 of theCompanies Act 2013. Accordingly the provisions of clause 3(iii)(a) (b)and (c) of theOrder are not applicable to the Company and hence not commented upon.

4. In our opinion and according to the information and explanations given to us theCompany does not have any transactions to which the provisions of Section 185 apply. TheCompany has complied with the provisions of Section 186 of the Act with respect to theloans investments guarantees and security.

5. The Company has not accepted deposits during the year and does not have anyunclaimed deposits as at March 31 2016 and therefore the provisions of the clause 3 (v)of the Order are not applicable to the Company.

6. To the best of our knowledge and as explained the Central Government has notspecified the maintenance of cost records under clause 148(1) of the Companies Act 2013for the products/ services of the Company.

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’state insurance income-tax sales-tax service tax duty of customs duty of excisevalue added tax cess and other material statutory dues have generally been regularlydeposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees’ state insurance income taxsales-tax service tax duty of customs duty of excise value added tax cess and othermaterial statutory dues were in arrears as at March 31 2016 for a period of more than sixmonths from the date they became payable. (b) According to the information andexplanations given to us there are no dues of Income Tax Wealth Tax Service Tax SalesTax Customs Duty Excise Duty and Cess on account of any dispute which have not beendeposited.

8. In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of loans or borrowings to banks. The Companydoes not have any loans or borrowings from financial institutions or government and hasnot issued any debentures.

9. The Company did not raise any moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year. In our opinion and according tothe information and explanations given to us the term loans taken by the Company havebeen applied for the purposes for which they were raised.

10. According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during thecourse of our audit.

11. According to the information and explanations give to us and based on ourexamination 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. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company and hence reporting under clause 3(xii) of the Order is notapplicable.

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 Sections 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 explanations given to us the company has madepreferential allotment of shares during the year under review.

In respect of the above issue we further report that:

(a) the requirement of section 42 of the companies Act 2013 as applicable have beencomplied with; and (b) the amount raised has been applied by the company during the yearfor the purpose for which the funds were raised.

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 and hence provisions of Section192 of the Act are not applicable.

16. According to the information and explanations given to us the Company is notrequired to be registered under Section 45 IA of the Reserve Bank of India Act 1934.

For Joy Mukherjee & Associates
Chartered Accountants
Firm Registration No. 006792C
Joy Mukherjee
Place : Noida Partner
Dated : May 30 2016 Membership No.074602

ANNEXURE ‘B’

TO THE INDEPENDENT AUDITORS’ REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements’ section 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 B.A.G Filmsand Media Limited (‘the Company’) as of March 31 2016 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended and as onthat 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 control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India (the ‘Guidance Note’).These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to Company’s policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditors’ Responsibility

Our responsibility is to express on opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted over audit inaccordance with the standards on auditing issue by the Institute of Chartered Accountantof India (ICAI) and deemed to be prescribed under section 143 (10) of the Act to theextent applicable to an audit Internal financial controls over financial reporting(IFCoFR) and Guidance Note on Audit of Internal Financial Control Over Financial Reporting(the "Guidance Note") issue by the ICAI. Those Standards and the Guidance Noterequire that we comply with the ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively in all material respects. Our audit involves performing procedures to obtainaudit evidence about the adequacy of the internal financial controls system over financialreporting and their operating effectiveness. Our audit of internal financial controls overfinancial reporting included obtaining an understanding of internal financial controlsover financial reporting assessing 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 auditors’ judgment includingthe assessment of the risks of material misstatement of the standalone financialstatements 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s 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 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 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 controlsover 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2016 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Joy Mukherjee & Associates
Chartered Accountants
Firm Registration No. 006792C
Joy Mukherjee
Place : Noida Partner
Dated : May 30 2016 Membership No.074602