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Omaxe Ltd.

BSE: 532880 Sector: Infrastructure
NSE: OMAXE ISIN Code: INE800H01010
BSE LIVE 15:49 | 15 Dec 216.50 12.25
(6.00%)
OPEN

204.40

HIGH

218.80

LOW

203.10

NSE 15:48 | 15 Dec 216.90 12.90
(6.32%)
OPEN

204.00

HIGH

221.00

LOW

202.85

OPEN 204.40
PREVIOUS CLOSE 204.25
VOLUME 187591
52-Week high 218.80
52-Week low 156.40
P/E 79.01
Mkt Cap.(Rs cr) 3,960
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 204.40
CLOSE 204.25
VOLUME 187591
52-Week high 218.80
52-Week low 156.40
P/E 79.01
Mkt Cap.(Rs cr) 3,960
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Omaxe Ltd. (OMAXE) - Auditors Report

Company auditors report

To the Members of Omaxe Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Omaxe Limited(“the Company”) which comprise the Balance Sheet as at 31st March2017 the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Cash Flow Statement for the year then ended and asummary of the significant information (hereinafter referred to as “Standalone Ind ASFinancial Statements”).

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act 2013 (“the Act”) with respect to the preparation andpresentation 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 Indian Accounting Standardsprescribed under Section 133 of the Act read with rule 3 of the Companies (IndianAccounting Standards) Rules 2015 and Companies (Indian Accounting Standards) amendmentRules 2016.

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 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.

Auditors' 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 accountingpolicies and other explanatory to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of theStandalone Ind AS 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 Board of Directors as well as evaluatingthe overall presentation of the standalone Ind AS 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.

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 of the state of affairs of theCompany as at 31 March 2017 and its profit(including other comprehensive income) itscash flows and the changes 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 of India in terms of sub-section (11) of Section 143 ofthe Act we give in the “Annexure I” a statement on the mattersspecified in paragraphs 3 and 4 of the Order 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 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 (including other comprehensiveincome) the Cash Flow Statement and the Statement of changes in Equity dealt with by thisReport are in agreement with the relevant books of account.

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards specified under Section 133 of the Act read with rule 3of the Companies (Indian Accounting Standards) Rules 2015 and Companies (IndianAccounting Standards) amendment Rules 2016.

(e) On the basis of the written representations received from the directors as on 31March 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31 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 II” 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 2014as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements Refer Note No. 363940 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.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

iv. The Company has provided requisite disclosures in the standalone Ind AS financialstatements as regards its holding and dealings in Specified Bank Notes as defined in theNotification S.O. 3407(E) dated the November 8 2016 of the Ministry of Finance duringthe period from November 8 2016 to December 30 2016. Based on audit procedures performedand the representations provided to us by the management we report that the disclosuresare in accordance with the books of account maintained by the Company and as produced tous by the Management- Refer Note No. 11 to the standalone Ind AS financial statements.

For Doogar & Associates

Chartered Accountants

Firm's Registration No: 000561N

Sd/-

M.K. Doogar

Partner

Membership No: 080077

Place of Signature: New Delhi

Date: 28th May 2017

Annexure I to Independent Auditors' Report (Referred to in our report of even date)

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

(b) The fixed assets have been physically verified the management at the reasonableintervals which in our opinion is considered reasonable having regard to the size of thecompany and the nature of its assets. No material discrepancies were noticed on suchverification.

(c) In our opinion and according to information and explanations given to us and on thebasis of an examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

ii. The inventory includes land completed real estate projects projects in progressconstruction material development and other rights in identified land. Physicalverification of inventory has been conducted at reasonable intervals by the management anddiscrepancies noticed which were not material in nature have been properly dealt with inthe books of accounts.

iii. The Company has granted loans (secured or unsecured) to companies covered in theregister maintained under Section 189 of the Act.

(a) The terms and conditions on which loan has been granted to the companies covered inthe register maintained under Section 189 of the Act are not prima facie prejudicial tothe interest of the Company.

(b) The companies covered in the register maintained under Section 189 of the Act areregular in payment of principal and interest amount as stipulated.

(c) There are no overdue amounts in respect of loan granted to the companies covered inthe register maintained under Section 189 of the Act.

iv. In our opinion and according to information and explanations given to us theCompany has complied with provisions of Section 185 and 186 of the Act in respect ofloans investments guarantees and security.

v. In our opinion and according to the information and explanations given to us theCompany has accepted by deposits in respect of which directives issued by the ReserveBank of India and the provisions of Section 73 to 76 or any other relevant provisions ofthe Companies Act 2013 and rules framed there under to the extent applicable have beencomplied with.

vi. We have broadly reviewed the books of accounts maintained by the Company pursuantto the Rules made by the Central Government for the maintenance of Cost Records undersection 148 of the Act and are of opinion that prima facie the prescribed accounts andrecords have been made and maintained however we have not made the detailed examinationof such cost records.

vii. (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company provident fund employees' state insuranceincome tax sales tax service tax value added tax duty of customs duty of excise cessand other applicable material undisputed statutory dues have generally been depositedregularly during the year with the appropriate authorities with delays in certain casesand there are no arrears of outstanding statutory dues as at the last day of the financialyear concerned 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 tax orother applicable material statutory dues which have not been deposited as on March

31 2017 on account of any dispute except the followings:-

Name of Statutes Nature of Dues Financial Year to which the matter pertains Forum where dispute is pending Amount Outstanding
(Rs. in mn)
Income Tax Act 1961 Income Tax 2006-07 Income Tax Appellate Tribunal New Delhi 41.95
Income Tax Act 1961 Income Tax 2009-10 Income Tax Appellate Tribunal New Delhi 31.52
Income Tax Act 1961 Income Tax 2010-11 Commissioner of Income Tax(A) New Delhi 45.67
Income Tax Act 1961 Income Tax 2011-12 Commissioner of Income Tax(A) New Delhi 55.81
Income Tax Act 1961 Income Tax 2012-13 Commissioner of Income Tax(A) New Delhi 65.91
Income Tax Act 1961 Income Tax penalty 2006-07 Commissioner of Income Tax(A) New Delhi 13.46
Income Tax Act 1961 Income Tax penalty 2008-09 Commissioner of Income Tax(A) New Delhi 12.09
Income Tax Act 1961 Income Tax penalty 2009-10 Commissioner of Income Tax(A) New Delhi 11.42
Income Tax Act 1961 Tax Deduction at Source 2012-13 Commissioner of Income Tax(A) New Delhi 0.77
U.P. VAT Act 2008 Sales Tax Jan 2007- March 2008 Commercial Tax Tribunal Noida 0.63
U.P. VAT Act 2008 Sales Tax 2010-11 Commercial Tax Tribunal Noida 0.38
U.P. VAT Act 2008 Sales Tax 2013-14 Addl. Commissioner – Grade-2 (Appeal)- IIINoida 0.14
U.P. VAT Act 2008 Sales Tax 2014-15 Addl. Commissioner – Grade-2 (Appeal)- IIINoida 0.56
Delhi VAT ACT 2005 Sales Tax 2005-06 Joint/ Deputy Commissioner of Trade & Taxes Delhi 43.94
Jammu & Kashmir General Sales Tax Act 1962 Sales Tax 2003-04 Appellate Authority of the Jammu & Kashmir General Sales Tax Act 1962 0.12
Jammu & Kashmir General Sales Tax Act 1962 Sales Tax 2004-05 Appellate Authority of the Jammu & Kashmir General Sales Tax Act 1962 0.45
Finance Act 1994 Service Tax 2003-04 to 2007-08 Customs Excise and Service Tax Appellate Tribunal New Delhi 29.17

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of dues to banks financial institutions anddebenture holders as at the balance sheet date.

ix. According to the information and explanations given to us the term loans weregenerally applied for the purpose for which those are raised. The Company has not raisedmoney by way of initial public offer or further public offer (including debt instruments)during the year.

x. According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

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 of

Section 197 read with Schedule V to the Act.

xii. According to the information and explanations given to us the Company is not aNidhi Company as prescribed under Section 406 of the Act. Accordingly paragraph 3(xii) ofthe Order is not applicable to the Company.

xiii. According to the information and explanations given to us all transactions withthe related parties are in compliance with Section 177 and 188 of Act where applicableand the details of related party transactions have been disclosed in the Standalone Ind ASFinancial Statements as required by the applicable 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. Accordingly paragraph 3(xv) ofthe Order is not applicable.

xvi. According to information and explanations given to us the Company is not requiredto be registered under Section 45 IA of the Reserve Bank of India Act 1934.

For Doogar & Associates

Chartered Accountants

Firm's Registration No: 000561N

Sd/-

M.K. Doogar

Partner

Membership No: 080077

Place of Signature: New Delhi

Date: 28th May 2017

Annexure II to Independent Auditors' Report — 31 March 2017 (Referred to in ourreport of even date) Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of OmaxeLimited (“the Company”) as at 31st March2017 in conjunction with our audit ofthe Standalone Ind AS Financial 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 responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding 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 on Audit of Internal Financial Controls Over

Financial Reporting (the “Guidance Note”) and the Standards on Auditingissued by ICAI and deemed to be prescribed under Section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively 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 judgement 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 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: (a) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (b) 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 (c) 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting but requires more strengthening and such internalfinancial controls over financial reporting were operating effectively as at 31stMarch 2017 based on the internal control over financial reporting criteria establishedby the Company consisting the essential components of internal control stated in theGuidance Note on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India.

For Doogar & Associates Chartered Accountants

Firm's Registration No: 000561N

Sd/-

M.K. Doogar

Partner M. No.: 080077

Place of Signature: New Delhi

Date: 28th May 2017