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Godrej Properties Ltd.

BSE: 533150 Sector: Infrastructure
NSE: GODREJPROP ISIN Code: INE484J01027
BSE LIVE 15:40 | 15 Dec 708.25 8.65
(1.24%)
OPEN

700.45

HIGH

721.40

LOW

700.00

NSE 15:41 | 15 Dec 708.10 6.80
(0.97%)
OPEN

702.00

HIGH

722.00

LOW

699.90

OPEN 700.45
PREVIOUS CLOSE 699.60
VOLUME 8682
52-Week high 747.00
52-Week low 286.90
P/E 104.31
Mkt Cap.(Rs cr) 15,332
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 700.45
CLOSE 699.60
VOLUME 8682
52-Week high 747.00
52-Week low 286.90
P/E 104.31
Mkt Cap.(Rs cr) 15,332
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Godrej Properties Ltd. (GODREJPROP) - Auditors Report

Company auditors report

TO THE MEMBERS OF GODREJ PROPERTIES LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of GODREJPROPERTIES LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Cash Flows and the Statement of Changes in Equity for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.

Management's Responsibility for the Standalone Ind AS 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 Ind AS financial statements that give a true and fair view of the stateof affairs (financial position) profit (financial performance including othercomprehensive income) cash flows and the changes in equity of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) prescribed under section 133 of the Act.

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 defecting 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 financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalone IndAS 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 Ind AS financialstatements based 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 of the standalone Ind AS financial statements in accordance withthe Standards on Auditing 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 standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including the Ind AS of thestate of affairs (financial position) of the Company as at March 31 2017 and its profit(financial performance including other comprehensive income) its cash flows and thechanges in equity 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 in terms of Section 143(11) of the Act we give in the"Annexure A" a statement on the matters specified in the paragraph 3 and 4 ofthe 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 the bestof our knowledge and belief were necessary for the purposes of our audit.

b) In our opinion proper books of account as required by law have been kept by theCompany so tar as if appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss the Statement of Cash Flows andthe Statement of Changes in Equity dealt with by this Report are in agreement with thebooks of account.

d) In our opinion the aforesaid standalone Ind AS financial statements comply with theIndian Accounting Standards specified under section 133 of the Act.

e) On the basis of the written representations received from the directors as on March31 2017 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) of theAct.

t) 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 B".

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 standalone Ind AS financial statements - Refer Note 43 (a) (I) to thestandalone Ind AS financial statements;

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts;

iii. There are 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 the standalone Ind AS financialstatements as to its holdings as well as dealings in Specified Bank Notes as specified inthe Notification G.S.R. 308(E) dated March 30 2017 of the Ministry of Corporate Affairsduring the period from November 08 2016 to December 30 2016. Based on audit proceduresperformed and relying on the management representation we report that the disclosures arein accordance with the relevant books of account maintained by the Company and as producedto us by the Management of the Company - Refer Note 51 to the standalone Ind AS financialstatements.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

FARHAD M. BHESANIA

PARTNER

Membership Number 127355

Place: Mumbai

Dated: May 04 2017

Referred to in Para 1 ‘Report on Other Legal and Regulatory Requirements' in ourIndependent Auditors' Report to the members of the Company on the standalone Ind ASfinancial statements for the year ended March 31 2017.

Statement on Matters specified in paragraphs 3&4of the Companies (Auditor's Report)Order 2016:

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

(b) As explained to us the Company has a programme for physical verification of fixedassets at periodic intervals. In our opinion the period of verification is reasonablehaving regard to the size of the company and nature of its assets. No materialdiscrepancies were 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 the title deeds of immovable properties areheld in the name of the Company.

ii. The inventory includes construction work in progress and cost of development rightsin identified land. Physical verification of inventory has been conducted at reasonableintervals by the Management. No material discrepancies were noticed on such verification.

iii. The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Act. Therefore the provisions of sub-clauses (a) (b) and (c) ofparagraph 3(iii) of the Order are not applicable.

iv. In our opinion and according to the information and explanations given to usprovisions of Section 186 of the Act in respect of loans and guarantees given andinvestments made have been complied with by the Company. In our opinion and according tothe information and explanations given to us the Company has not advanced any loans tothe persons covered under Section 185 or granted securities under Section 186 of the Act.

v. In our opinion and according to the information and explanations given to us theCompany has complied with the directives issued by the Reserve Bank of India and theprovisions of Sections 73 to 76 or any other relevant provisions of the Act and the rulesframed thereunder with regard to deposits accepted from the public.

vi. We have broadly reviewed the books of account maintained by the Company pursuant tothe Rules made by the Central Government of India for maintenance of cost records undersub-section (1) of section 148 of the Act and are of the opinion that prima facie theprescribed accounts and records have generally been made and maintained. We have nothowever made a detailed examination of the records with a view to examine whether theyare accurate and complete.

vii. (a) According to the information and explanations given to us and the recordsexamined by us the Company is generally regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Income Tax Sales Tax Service TaxDuty of Customs Duty of Excise Value Added Tax Cess and any other statutory dues withthe appropriate authorities wherever applicable and there are no such outstanding dues asat March 31 2017 for a period of more than six months from the date they became payable.

(b) According to the information and explanation given to us there are no duesoutstanding of Income Tax Sales Tax Service Tax Duty of Customs Duty of Excise andValue Added Tax on account of any dispute other than the following:

Sr. No. Name of the statute Amount (INR in crore) Financial Year (F.Y.) to which the amount relates Forum where dispute is pending
1. Income Tax Act 1961 0.38 2006-07 Commissioner of Income Tax (Appeals)
2. Income Tax Act 1961 19.21 2011-12 Commissioner of Income Tax (Appeals)
3. Income Tax Act 1961 0.04 2011-12 Income Tax Appellate Tribunal (ITAT)
4. Income Tax Act 1961 1.48 2012-13 Commissioner of Income Tax (Appeals)
5. Income Tax Act 1961 18.43 2013-14 Commissioner of Income Tax (Appeals)
6. MVAT Act 2002 9.12 2007-08 The Joint Commissioner of Sales Tax (Appeals) - V
7. MVAT Act 2002 0.62 2008-09 The Deputy Commissioner of Sales Taxes (Appeals) -IV
8. MVAT Act 2002 9.67 2009-10 The Joint Commissioner of Sales Tax (Appeals) - V
9. MVAT Act 2002 1.16 2010-11 The Joint Commissioner of Sales Tax (Appeals) - V
10. Finance Act 1994 40.65 2005-2011 Customs Excise & Service Tax Appellate Tribunal Bangalore

viii. According to the information and explanations given to us and based on thedocuments and records produced to us the Company has not defaulted in repayment ofborrowings to banks and Financial Institutions. The Company does not have loans orborrowings from government or debenture holders.

ix. According to the information and explanations given to us the Company has neitherraised any money by way of initial public offer or further public offer (including debtinstruments) and term loans during the year.

x. During the course of our examination of the books of account and records of theCompany and according to the information and explanation given to us and representationsmade by the Management no material fraud by or on the Company by its officers oremployees has been noticed or reported during the year.

xi. According to the information and explanations given to us and the records examinedby us the managerial remuneration paid/ provided by the Company is in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theAct.

xii. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company hence the provisions of paragraph 3(xii) of the Order arenot applicable.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with related parties are incompliance with Section 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the standalone Ind AS Financial Statements as requiredby the applicable accounting standards.

xiv. According to the information and explanations given to us and based on ourexamination of the records the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year.

xv. According to the information and explanations given to us and based on ourexamination of the records the Company has not entered into non-cash transactions withthe directors or persons connected with him. Hence the provisions of Section 192 of theAct are not applicable.

xvi. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934 hence the provisions of paragraph 3 (xvi) of the Order are notapplicable.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

FARHAD M. BHESANIA

PARTNER

Membership Number 127355

Place: Mumbai

Dated: May 04 2017

Referred to in Para 2 (f) ‘Report on Other Legal and Regulatory Requirements' inour Independent Auditor's Report to the members of the Company on the standalone Ind ASfinancial statements for the year ended March 31 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 GODREJPROPERTIES LIMITED ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone Ind AS 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 Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India(ICAI). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its 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

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 and the Standards on Auditing issued by ICAI and deemed to beprescribed 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 the ICAI. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 Ind AS financial statements whether due to fraudor 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 standalone Ind AS financial statements for external purposes in accordancewith generally 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 standaloneInd AS financial statements in accordance with generally accepted accounting principlesand that receipts 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 the standaloneInd AS 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 ofChartered Accountants of India.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

FARHAD M. BHESANIA

PARTNER

Membership Number 127355

Place: Mumbai

Dated: May 04 2017