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Eros International Media Ltd.

BSE: 533261 Sector: Media
NSE: EROSMEDIA ISIN Code: INE416L01017
BSE LIVE 19:40 | 19 Oct 215.50 -2.00
(-0.92%)
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219.80

HIGH

219.80

LOW

213.50

NSE 19:43 | 19 Oct 215.30 -2.00
(-0.92%)
OPEN

217.00

HIGH

218.60

LOW

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OPEN 219.80
PREVIOUS CLOSE 217.50
VOLUME 42675
52-Week high 308.40
52-Week low 150.15
P/E 17.13
Mkt Cap.(Rs cr) 2,036
Buy Price 0.00
Buy Qty 0.00
Sell Price 215.00
Sell Qty 139.00
OPEN 219.80
CLOSE 217.50
VOLUME 42675
52-Week high 308.40
52-Week low 150.15
P/E 17.13
Mkt Cap.(Rs cr) 2,036
Buy Price 0.00
Buy Qty 0.00
Sell Price 215.00
Sell Qty 139.00

Eros International Media Ltd. (EROSMEDIA) - Auditors Report

Company auditors report

To the Members of Eros International Media Limited

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

1. We have audited the accompanying standalone financial statements of ErosInternational Media Limited ("the Company") which comprise the Balance Sheet asat 31 March 2016 the Statement of Profit and Loss the Cash Flow Statement for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation.

MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

2. The Company’s Board of Directors is responsible for the matters stated inSection 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements that give a true and fair view ofthe financial position financial performance and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014 (as amended). This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act; safeguarding theassets of the Company; preventing and detecting frauds and other irregularities; selectionand application of appropriate accounting policies; making judgments and estimates thatare reasonable and prudent; and 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

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

4. 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.

5. 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 ethical requirementsand plan and perform the audit to obtain reasonable assurance about whether the standalonefinancial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amountsand the 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 controls 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. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company’s Directors as well as evaluating theoverall presentation of the financial statements.

7. 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

8. 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 and its profit and its cash flows for the year ended on thatdate.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

9. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of Section 143(11) of theAct we give in the Annexure A a statement on the matters specified in paragraphs 3 and 4of the Order.

10. Further to our comments in annexure A as required by Section 143(3) of the Act wereport 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 it appears from our examination of those books;

c. the standalone financial statements dealt with by this report are in agreement withthe books of account;

d. in our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014 (as amended);

e. on the basis of the written representations received from the directors as on 31March 2016 and taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2016 from being appointed as a director in terms ofSection 164(2) of the Act;

f. we have also audited the internal financial controls over financial reporting(IFCoFR) of the Company as of 31 March 2016 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date and ourreport dated 27 May 2016 as per annexure B expressed an unqualified opinion.

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. as detailed in Note 21 to the standalone financial statements the Company hasdisclosed the impact of pending litigations on its standalone financial position;

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 Walker Chandiok & Co LLP
(Formerly Walker Chandiok & Co)
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
per Adi P. Sethna
Place : Mumbai Partner
Date : 27 May 2016 Membership No.: 108840

Annexure A to the Independent Auditor’s Report of even date to the members ofEros International Media Limited on the financial statements for the year ended 31 March2016

Based on the audit procedures performed for the purpose of reporting a true and fairview on the financial statements of the Company and taking into consideration theinformation and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit and to the best of our knowledge and beliefwe report that:

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

(b) The fixed assets have been physically verified by the management during the yearand no material discrepancies were noticed on such verification. In our opinion thefrequency of verification of the fixed assets is reasonable having regard to the size ofthe Company and the nature of its assets.

(c) The title deeds of all the immovable properties are held in the name of theCompany.

(ii) In our opinion the management has conducted physical verification of inventoryduring the year and no material discrepancies between physical inventory and book recordswere noticed on physical verification.

(iii) The Company has granted unsecured loans to companies and firms covered in theregister maintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not primafacie prejudicial to the Company’s interest;

(b) the schedule of repayment of principal has been stipulated wherein the principalamounts are repayable on demand and since the repayment of such loans has not beendemanded in our opinion repayment of the principal amount is regular;

(c) there is no overdue amount in respect of loans granted to such companies firms orother parties.

(iv) In our opinion Company has complied with the provisions of Sections 185 and 186of the Act in respect of loans investments guarantees and security.

(v) In our opinion the Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules 2014 (asamended). Accordingly the provisions of clause 3(v) of the Order are not applicable.

(vi) The Central Government has not specified maintenance of cost records undersub-section (1) of Section 148 of the Act in respect of Company’s products/services. Accordingly the provisions of clause 3(vi) of the Order are not applicable.

(vii) (a) Undisputed statutory dues including provident fund employees’ stateinsurance income-tax sales-tax service tax duty of customs duty of excise valueadded tax cess and other material statutory dues as applicable have not been regularlydeposited to the appropriate authorities and there have been significant delays in a largenumber of cases. Undisputed amounts payable in respect thereof which were outstanding atthe year-end for a period of more than six months from the date they became payable are asfollows:

Statement of arrears of statutory dues outstanding for more than six months

Name of the statute Nature of the dues Amount ( in lakhs) Period to which the amount relates Due Date Date of Payment
Income Tax Act 1961 Self-assessment Tax 1567.44 Assessment Year 2015-2016 30 November 2015 Unpaid
Income Tax Act 1961 Advance Income Tax 723.91 Assessment Year 2016-2017 15 September 2015 Unpaid

(b) The dues outstanding in respect of income-tax sales-tax service tax duty ofcustoms duty of excise and value added tax on account of any dispute are as follows:Statement of Disputed Dues

Name of the statute Nature of dues Amount ( in lakhs) Amount paid under Protest Period to which the amount relates Forum where dispute is pending
( in lakhs)
Central Sales Tax Act 1944 Sales tax 12.37 - Financial Year 2005-06 Joint Commissioner of sales tax (Appeals)
Maharashtra Value Added Tax 2002 Sales tax 0.70 - Financial Year 2005-06 Joint Commissioner of sales tax (Appeals)
Central Sales Tax Act 1944 Sales tax 7.28 - Financial Year 2007-08 Deputy Commissioner of sales tax (Appeals)
Maharashtra Value Added Tax 2002 Sales tax 776.64 - Financial Year 2007-08 Deputy Commissioner of sales tax (Appeals)
Central Sales Tax Act 1944 Sales tax 16.26 2.00 Financial Year 2008-09 Joint Commissioner of sales tax (Appeals)
Maharashtra Value Added Tax 2002 Sales tax 284.62 15.00 Financial Year 2008-09 Joint Commissioner of sales tax (Appeals)
Maharashtra Value Added Tax 2002 Sales tax 455.70 - Financial Year 2009-10 Deputy Commissioner of sales tax (Appeals)
Central Sales Tax Act 1944 Sales tax 15.56 - Financial Year 2009-10 Deputy Commissioner of sales tax (Appeals)
Income tax Act 1961 Income tax 2.35 - Assessment Year 2002-03 Commissioner of Income Tax (Appeals)
Income tax Act 1961 Income tax 3.41 - Assessment Year 2003-04 Commissioner of Income Tax (Appeals)
Income tax Act 1961 Income tax 37.64 - Assessment Year 2004-05 High Court
Income tax Act 1961 Income tax 17.11 - Assessment Year 2012-13 Commissioner of Income Tax (Appeals)
Finance Act1994 Service Tax penalties and interest 31350.04 1000.00 Financial Year 2009-10 to 2013-14 CESTAT

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank orfinancial institution or government during the year. The Company did not have anyoutstanding debentures during the year.

(ix) The Company did not raise moneys by way of initial public offer or further publicoffer (including debt instruments). In our opinion the term loans were applied for thepurpose for which the loans were obtained.

(x) No fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the period covered by our audit.

(xi) Managerial remuneration has been provided by the Company in accordance with therequisite approvals mandated by the provisions of Section 197 of the Act read withSchedule V to the Act.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly provisions ofclause 3(xii) of the Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance withSections 177 and 188 of Act where applicable and the requisite details have beendisclosed in the financial statements as required by the applicable accounting standards.

(xiv) During the year the Company has made preferential allotment. In respect of thesame in our opinion the Company has complied with the requirement of Section 42 of theAct and the Rules framed thereunder.

(xv) In our opinion the Company has not entered into any non-cash transactions withthe directors or persons connected with them covered under Section 192 of the Act.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

For Walker Chandiok & Co LLP
(Formerly Walker Chandiok & Co)
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
per Adi P. Sethna
Place : Mumbai Partner
Date : 27 May 2016 Membership No.: 108840

Annexure B to the Independent Auditor’s report on the Internal FinancialControls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013("the Act")

1. In conjunction with our audit of the standalone financial statements of ErosInternational Media Limited ("the Company") as of and for the year ended 31March 2016 we have audited the internal financial controls over financial reporting(IFCoFR) of the company as of that date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

2. The Company’s Board of Directors is responsible for establishing andmaintaining internal financial controls based on the criteria established by the Companyconsidering the essential components of internal control as stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting (the "GuidanceNote") issued by the Institute of Chartered Accountants of India (ICAI). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of the company’s business including adherence to company’s policiesthe safeguarding 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 Act.

AUDITORS’ RESPONSIBILITY

3. Our responsibility is to express an opinion on the Company’s IFCoFR based onour audit. We conducted our audit in accordance with the Standards on Auditing issued bythe ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of IFCoFR and the Guidance Note issued by the ICAI. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate IFCoFR wereestablished and maintained and if such controls operated effectively in all materialrespects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining anunderstanding of IFCoFR 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 auditor’s judgement includingthe assessment of the risks of material misstatement of the financial statements whetherdue to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company’s IFCoFR.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

6. A company’s IFCoFR is a process designed to provide reasonable assuranceregarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accountingprinciples. A company’s IFCoFR includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the company’s assets that could have a material effect on thefinancial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

7. Because of the inherent limitations of IFCoFR including the possibility ofcollusion or improper management override of controls material misstatements due to erroror fraud may occur and not be detected. Also projections of any evaluation of the IFCoFRto future periods are subject to the risk that IFCoFR may become inadequate because ofchanges in conditions or that the degree of compliance with the policies or proceduresmay deteriorate.

OPINION

8. In our opinion the Company has in all material respects adequate internalfinancial controls over financial reporting and such internal financial controls overfinancial reporting were operating effectively as at 31 March 2016 based on the 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.

For Walker Chandiok & Co LLP
(Formerly Walker Chandiok & Co)
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
per Adi P. Sethna
Place : Mumbai Partner
Date : 27 May 2016 Membership No.: 108840