On Standalone IND AS Financial Statements
To the Members of LEEL Electricals Limited
(Formerly known as Lloyd Electric & Engineering Limited)
Report on the Standalone Indian Accounting Standards (IND AS) Financial Statements
We have audited the accompanying standalone IND AS financial statements of LEELElectricals Limited (Formerly known as Lloyd Electric & Engineering Limited) ('theCompany') which comprise the balance sheet as at 31st March 2017 the statement ofprofit and loss (including other comprehensive income) the statement of cash flows andthe statement of changes in equity for the year then ended and a summary of significantaccounting policies and other explanatory information.
Management's Responsibility for the IND AS 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 preparationand presentation of these standalone IND AS financial statements that give a true and fairview of the financial position financial performance including other comprehensiveincome cash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the (IND AS) prescribed under Section133 of the Act read with the Companies (Accounts) Rules 2014 and the Companies (IndianAccounting Standard) Rules 2015 as amended. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone IND AS financial statements that give atrue and fair view and are free from material misstatement whether due to fraud or error.
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 theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.
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 IND AS financial statements are free from 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 financial 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.
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 IND AS of thefinancial position of the Company as at 31st March 2017 and its financial performanceincluding other comprehensive income its cash flows and the changes in equity for theyear ended on that date.
Emphasis of Matter
The Company had with the approval of Board of Directors in its Board Meeting held onFebruary 18 2017 and shareholders' approval by way of postal ballot the result of whichwas declared on March 24 2017 sold its Consumer Durables Business alongwith its Brand'LLOYD' as a going concern on a slump sale basis to Havells India Limited. The aforesaidtransaction was concluded on May 8 2017 for a consideration of Rs.1550 Crores subject toclosing adjustments. The sale of the Consumer Durables Business will not have any impacton the Company's existing B2B air conditioning business. Our opinion is not modified inrespect of the matter.
Pursuant to aforesaid sale the Company has also changed its name from 'Lloyd Electric& Engineering Ltd.' to 'LEEL Electricals Ltd.' with the approval of Central Governmenton May 23 2017.
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 the paragraph3 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 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 far as it appears from our examination of those books;
(c) The balance sheet the statement of profit and loss and the statement of cash flowsand the 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 withthe Accounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;
(e) On the basis of the written representations received from the Directors as on 31stMarch 2017 and 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 terms of Section164 (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 B"; and
(g) With respect to the other matters to be included in the Auditors' 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 standalone IND AS financial statements have disclosed the impact of pendinglitigations on the financial position of the Company as referred to in Note No. 36;
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;
iii. The Company was not required to transfer funds to the Investor Education andProtection Fund during the financial year under review.
iv. The Company has provided requisite disclosures in its standalone IND AS financialstatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom 8th November 2016 to 30th December 2016 and those are in accordance with the booksof accounts maintained by the Company. Refer Note 48 of the standalone IND AS financialstatements.
| ||For Suresh C. Mathur & Co. |
| ||Chartered Accountants |
| ||Firm Regn. No. 000891N |
| ||(Brijesh C. Mathur) |
|Place: New Delhi || |
|Dated: May 30 2017 ||M. No. 083540 |