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Future Lifestyle Fashions Ltd.

BSE: 536507 Sector: Industrials
NSE: FLFL ISIN Code: INE452O01016
BSE LIVE 15:26 | 18 Oct 360.30 16.55
(4.81%)
OPEN

357.70

HIGH

377.90

LOW

355.00

NSE 15:16 | 18 Oct 361.50 16.40
(4.75%)
OPEN

353.95

HIGH

378.45

LOW

353.35

OPEN 357.70
PREVIOUS CLOSE 343.75
VOLUME 65508
52-Week high 410.55
52-Week low 108.75
P/E 103.83
Mkt Cap.(Rs cr) 6,851
Buy Price 360.25
Buy Qty 234.00
Sell Price 360.30
Sell Qty 75.00
OPEN 357.70
CLOSE 343.75
VOLUME 65508
52-Week high 410.55
52-Week low 108.75
P/E 103.83
Mkt Cap.(Rs cr) 6,851
Buy Price 360.25
Buy Qty 234.00
Sell Price 360.30
Sell Qty 75.00

Future Lifestyle Fashions Ltd. (FLFL) - Auditors Report

Company auditors report

To the Members of

FUTURE LIFESTYLE FASHIONS LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of FUTURE LIFESTYLEFASHIONS LIMITED ("the Company") which comprise the Balance Sheet as at March31 2017 the Statement of Profit and Loss and the Statement of Cash Flow for the yearthen ended and a summary of significant accounting policies and other explanatoryinformation.

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 Companies Act 2013 read with relevant rules issuedthereunder.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrol that were operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' 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 accounting and auditingstandards and matters which are required to be included in the audit report under theprovision 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 standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone financial statements. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thestandalone financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the standalone financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of accounting policies used and the reasonablenessof the accounting estimates made by the Company Directors as well as evaluating theoverall presentation of the standalone financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on standalone financial statements.

Opinion

In our opinion and to the best of information and according to the explanation given tous the standalone financial statements give the information required by the Act in themanner so required and give true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at March31 2017 its profit and its cash flow 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 ofthe Act we give in the Annexure "A" a statement on the matters specified in theparagraph 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 thebest of 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 standalone financial statements comply with theAccounting Standards specified under section 133 of the Act read with relevant ruleissued thereunder;

e. On the basis of written representations received from the Directors as on March 312017 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2017 from being appointed as a director in terms of section 164 (2) ofthe Act.

f. With respect to the adequacy of Internal financial controls over financial reportingof the company and the operating effectiveness of such control refer to our separatereport in "Annexure B" 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 explanation given to us:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone financial statements - Refer Note 30 to the standalonefinancial statements.

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 standalone financialstatement as to holding as well as dealing in specified Bank Notes during the period fromNovember 8 2016 to December 30 2016 and these are in accordance with books of accountsmaintained by Company. Based on audit procedure and reliance on management representationwe report that the disclosures are in accordance with books of accounts and other recordsmaintained by the Company and as produced to us by the management of the Company. ReferNote 50 to the standalone financial statements.

For NGS & CO. LLP.
Chartered Accountants
Firm Registration No. : 119850W
Ashok A. Trivedi
Place: Mumbai Partner
Date : May 15 2017 Membership No. 042472

Annexure - A to the Auditors' Report

The Annexure referred to in Independent Auditors' Report to the members of the FUTURELIFESTYLE FASHIONS LIMITED on the standalone financial statements for the year ended March31 2017 we report that:

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

b. Some of the fixed assets were physically verified during the year by the Managementin accordance with a regular programme of verification which in our opinion providesfor physical verification of all the fixed assets at reasonable intervals. According tothe information and explanations given to us no material discrepancies were noticed onsuch verification.

c. The Company did not have any immovable properties of freehold or leasehold land andbuilding as at March 312017. Therefore paragraph 3(i)(c) of the Order is not applicable.

ii. a. As explained to us management has conducted physical verification of inventoryat regular intervals during the year.

b. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventory followed by the Management werereasonable and adequate in relation to the size of the Company and nature of its business.

c. In our opinion and according to the information and explanations given to us theCompany has maintained proper records of its inventories and no material discrepancieswere noticed on physical verification.

iii. The Company has not granted any loan secured or unsecured to companies firms orother parties covered in the register maintained under section 189 of the Companies Act2013 ("the Act"). Therefore paragraph 3 (iii) of the Order is not applicable.

iv. 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.

v. The Company has not accepted any deposits from the public.

vi. To the best of our knowledge and as explained the Central Government has notprescribed the maintenance of cost records under section 148(1) of the Act for any of theproducts of the Company.

vii. 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 Value Added Tax cess and othermaterial statutory dues as applicable have been regularly deposited during the year bythe Company with the appropriate authorities. As explained to us the Company did not haveany dues on account of custom duty. According to the information and explanations given tous no undisputed amounts payable in respect of provident fund employee's stateinsurance income tax service tax value added tax cess and other material statutorydues were in arrears as at March 312017 for a period of more than six months from thedate they became payable.

b According to the information and explanations given to us there are no material duesof income tax service tax which have not been deposited with the appropriate authoritieson account of any dispute.

However according to information and explanations given to us value added tax andstamp duty have not been deposited by the Company on account of disputes:

Name of the Statute Nature of the dues Amount (Rs in Crore) Period to which the amount relates Forum where dispute is pending
MP VAT Act 2002 Sales Tax 0.64 2013-14 Dy. Commissioner of Sales Tax
The Indian Stamp Act 1899 Stamp Duty 1.55 2008-09 Upper Collector Gaziabad

viii. Based on our audit procedures and on the basis of information and explanationsgiven by the management we are of the opinion that the Company has not defaulted inrepayment of loans or borrowings from banks and debenture holders. The Company has nottaken any loans from Government or any Financial Institution.

ix. Based on our audit procedures and on the basis of information and explanationsgiven by the management we are of the opinion that the money raised by the Company by wayof term loan have been applied for the purpose for which they were raised. The Company didnot raised any money by way of Initial Public offer or further public offer.

x. To the best of our knowledge and belief and according to the information andexplanations given to us no fraud by the Company was noticed or reported during the yearalthough there were some instances of fraud on the Company noticed by the Management theamounts whereof were not material in the context of the size of the Company and the natureof its business and the amounts were adequately provided for.

xi. 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.

xii. In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Therefore paragraph 3(xii) of the Order is notapplicable.

xiii. 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 standalone financial statements as required by theapplicable accounting standards.

xiv. According to the information and explanations 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

xv. 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 paragraph 3(xv) ofthe Order is not applicable.

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

For NGS & CO. LLP.
Chartered Accountants
Firm Registration No. : 119850W
Ashok A. Trivedi
Place: Mumbai Partner
Date : May 15 2017 Membership No. 042472

Annexure - B to the Auditors' Report

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 FUTURELIFESTYLE FASHIONS LIMITED ("the Company") as of March 31 2017 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended 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 ('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 standalone financial statements whether due to fraud orerror.

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 standalone 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 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 standalone financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorisations of management and directors of the Company; and

3. provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial effect on the standalone 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 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 the Institute of CharteredAccountants of India.

For NGS & CO. LLP.
Chartered Accountants
Firm Registration No. : 119850W
Ashok A. Trivedi
Place: Mumbai Partner
Date : May 15 2017 Membership No. 042472