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CSL Finance Ltd.

BSE: 530067 Sector: Financials
NSE: N.A. ISIN Code: INE718F01018
BSE LIVE 15:40 | 23 Nov 689.50 28.35
(4.29%)
OPEN

660.00

HIGH

694.15

LOW

640.00

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 660.00
PREVIOUS CLOSE 661.15
VOLUME 9143
52-Week high 694.15
52-Week low 150.00
P/E 28.42
Mkt Cap.(Rs cr) 407
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 660.00
CLOSE 661.15
VOLUME 9143
52-Week high 694.15
52-Week low 150.00
P/E 28.42
Mkt Cap.(Rs cr) 407
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

CSL Finance Ltd. (CSLFINANCE) - Auditors Report

Company auditors report

To the Members of CSL Finance Limited Report on the Financial Statements

We have audited the accompanying financial statements of CSL Finance Limited ("theCompany") which comprise the Balance Sheet as at 31st March 2017 theStatement of Profit and Loss and the Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information.

Management's Responsibility for the 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 financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified undersection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. 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 financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

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 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 but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the 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 on the financial statements.

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 of the state of affairs of the Company as at 31stMarch 2017 its profit 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 ("the Order")issued by the Central Government of

India in terms of sub-section 11 of section 143 of the Act we give in the"Annexure" a statement on the matters specified in paragraphs 3 and 4 of theOrder to the extent applicable.

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) 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 the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in termsof Section 164 (2) of the Act;

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"; and

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 21 (a) (A)(iii)(a) to the 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.

iv. The company has provided requisite disclosures in its financial statements as toholdings as well as dealings in Specified Bank Notes during the period from 8 November2016 to 30 December 2016 and these are in accordance with the books of accountsmaintained by the company- Refer Note 21 (l) to the financial statements

For R.MAHAJAN & ASSOCIATES

CHARTERED ACCOUNTANTS

FRN 011348N Sd/-

(RATNESH MAHAJAN)

Partner M. No. 085484

Place: New Delhi Date: 23.05.2017

ANNEXURE-I TO THE INDEPENDENT AUDITOR'S REPORT OF CSL FINANCE LIMITED

The Annexure referred to in our report to the members of CSL Finance Limited ('theCompany') for the year ended 31st March 2017.

We report that:

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

b) According to the information and explanations given to us the fixed assets arephysically verified by the management on annual basis which in our opinion is reasonablehaving regard to the size of the company and nature of its assets. As per information andexplanations given to us no material discrepancies were noticed on such verification.

c) The company does not have any immovable property as its fixed assets hence clause(i) (c) of paragraph 3 of the Order is not applicable to the Company.

2. The management has conducted physical verification of inventory of shares held asstock - in - trade at reasonable intervals and no material discrepancies were noticed onphysical verification.

3. The company has granted unsecured loan to Two companies covered in the registermaintained under Section 189 of the Companies Act 2013.

a) In our opinion the rate of interest and other terms and conditions on which the loanhas been granted to the body corporate covered in the register maintained under Section189 of the Companies Act 2013 were not prima facie prejudicial to the interest of thecompany.

b) In the case of loans granted to body corporate covered in the register maintainedunder Section 189 of the Companies Act 2013 the borrower has been regular in the paymentof interest. The terms of arrangement does not stipulate any repayment schedule and theloans were repayable on demand.

c) The principal and interest has been received in full and no amount is outstanding.

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

5. The Company has not accepted deposit from the public covered under Section 73 to 76or any other relevant provisions of the Companies Act 2013 and the Rules made thereunder.

6. The Central Government has not prescribed the maintenance of cost records undersub-section (1) of section 148 of the Companies Act 2013 for any of the activities ofthe company.

7. a). The company is regular in depositing undisputed statutory dues includingprovident fund employees' state insurance income tax sales tax service tax duty ofcustoms duty of excise value added tax cess and any other statutory dues to the extentapplicable to it with appropriate authorities. According to the information andexplanations given to us there are no undisputed statutory dues outstanding as at 31stMarch 2017 for a period of more than six months from the date they became payable.

b). According to the information and explanations given to us there are no dues ofIncome Tax Sales Tax Service Tax duty of Customs duty of Excise Value Added TaxIncome which have not been deposited on account of any dispute except the following:

Nature of the statute Nature of dues Amount (in Rs) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax 595782/- (Deposited under Protest) A. Year 2006-07 CIT(Appeal)
Income Tax Act 1961 Income Tax 1282942/- (Deposited under Protest) A. Year 2011-12 ITAT
Income Tax Act 1961 Income Tax 8819863/- (Rs 1322979/- has been Deposited under Protest) A.Year 2014-15 CIT(Appeal)

8. According to the information and explanations given to us the company has notdefaulted in repayment of loan or borrowings from any financial institution bankgovernment or dues to debenture holders.

9. The company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year hence clause(ix) of paragraph 3 of the Order regarding default is not applicable to the Company.

10. Based upon the audit procedures performed and information and explanations given tous no fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the year under audit.

11. According to the information and explanations given 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 hence clause (xii) of paragraph 3 of the Order is notapplicable to the Company.

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 the provisions of section 177 and 188 of the Act where applicable and thedetails of such transactions have been disclosed in the financial statements as requiredby the applicable accounting 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. Therefore provisions of clause(xv) of paragraph 3 of the Order are not applicable to the Company.

16. The company is a Non Banking Finance Company and is already registered undersection 45-IA of the Reserve Bank of India Act 1934.

For R. Mahajan & Associates
Chartered Accountants
FRN 011348N
Sd/-
Ratnesh Mahajan
Place: New Delhi Partner
Date: 23.05.2017 M. No.085484

ANNEXURE-II TO THE INDEPENDENT AUDITOR'S REPORT OF CSL FINANCE LIMITED

The Annexure referred to in our report to the members of CSL Finance Limited ('theCompany') for the year ended 31st March 2017.

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 CSL FinanceLimited ("the Company") as of 31 March 2017 in conjunction with our audit of thefinancial statements of the Company for the year ended on 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 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 company's policies the safeguarding of its assets theprevention 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.

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 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 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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures 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 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 31st March 2017based on the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.

For R. Mahajan & Associates
Chartered Accountants
FRN 011348N
Sd/-
Ratnesh Mahajan
Place: New Delhi Partner
Date: 23.05.2017 M. No.085484