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PTL Enterprises Ltd.

BSE: 509220 Sector: Auto
NSE: PTL ISIN Code: INE034D01031
BSE LIVE 13:54 | 15 Dec 56.85 2.45
(4.50%)
OPEN

56.20

HIGH

57.00

LOW

53.55

NSE 13:42 | 15 Dec 56.95 2.70
(4.98%)
OPEN

52.75

HIGH

56.95

LOW

52.75

OPEN 56.20
PREVIOUS CLOSE 54.40
VOLUME 7325
52-Week high 177.25
52-Week low 38.20
P/E 10.32
Mkt Cap.(Rs cr) 376
Buy Price 56.35
Buy Qty 20.00
Sell Price 56.85
Sell Qty 32.00
OPEN 56.20
CLOSE 54.40
VOLUME 7325
52-Week high 177.25
52-Week low 38.20
P/E 10.32
Mkt Cap.(Rs cr) 376
Buy Price 56.35
Buy Qty 20.00
Sell Price 56.85
Sell Qty 32.00

PTL Enterprises Ltd. (PTL) - Auditors Report

Company auditors report

TO THE MEMBERS OF PTL ENTERPRISES LIMITED Report on the financial statements

We have audited the accompanying financial statements of PTL ENTERPRISES LIMITED("the company") which comprises the Balance Sheet as at 31 March 2017 theStatement of Profit and Loss the Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information.

Management's Responsibility for the 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 financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities selection and application ofappropriate accounting policies making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecordsrelevant to the preparation and presentation of the financial statements that givea true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit.

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 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 financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of thefinancial statements that give true and fair view in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India; a) in the case of the Balance Sheet of the stateof affairs of the Company as at March 31 2017; b) in the case of the Statement of Profitand Loss of the profit for the year ended on that date; and c) in the case of the CashFlow Statement of the cash flows for the year ended on that date.

Emphasis of Matters

We draw attention to the following matter in the Notes to the financial statements:

1. Note B-5 for higher depreciation of current year to the extent of Rs. 26.83 Lakhs onthe revalued part of Fixed Assets.

2. Note C-5 as regards Scheme of arrangement/ Demerger of Medicare and HealthcareServices Business undertaking.

3. Note C-13 to the financial statements which describes non-recognizing in accountsthe transaction on account of the uncertainty related to the outcome of the lawsuit filedby the Company against Govt. of Kerala vis--vis Kochi Metro Rail Project for 62.22 Ares(1.50 Acres) of land physically acquired with total stated compensation of Rs. 29.36 Crorededucting TDS but physically the amount is not yet paid.

4. Note C-14 to the financial statement which describes the detail of CSR expenditure.

Our opinion is not modified in respect of the matters to that extent for true &fair view.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order 2016 (‘the order')issued by the Ministry of Company Affairs Government of India in terms of sub-section(11) of section 143 of the Companies Act 2013; we give in the Annexure-A as perinformation & explanations provided by the management a statement on the mattersspecified in paragraphs 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 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 appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss and Cash Flow Statement dealtwith by this Report are in agreement with the books of account.

d) The company had provided requisite disclosures in its financial statements as toholdings as well as dealings in Specified Bank Notes during the period from 8thNovember 2016 to 30th December 2016 and these are in accordance with thebooks of accounts maintained by the company.

e) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

f) On the basis of written representations received from the directors as on year endtaken on record by the Board of Directors none of the directors is disqualified as onyear end from being appointed as a director in terms of Section 164(2) of the Act. g)With respect to the adequacy of the internal financial controls over financial reportingof the Company and the operating effectiveness of such controls refer to our separateReport in Annexure "B".

h) 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) Therehas been no delay in transferring amounts required to be transferred to the InvestorEducation and Protection Fund by the Company.

H.N. MEHTA ASSOCIATES
Chartered Accountants
Firm Reg. No. 106219W
(Kiran Pancholi)
Place : Gurgaon PARTNER
Dated : 4th May 2017 Membership No. 33218

Annexure-A referred to in the Auditors' Report to the members of PTL EnterprisesLimited on the accounts for the year ended 31st March 2017

(i) a) The company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets; (b) These fixed assets have beenphysically verified by the management at reasonable intervals. Material discrepanciesnoticed on such verification have been properly dealt with in the books of account; (c)The Title Deeds of the Immovable Assets are held in the name of the Company.

(ii) (a) The physical verification of inventory has been conducted at reasonableintervals by the management; (c) The material discrepancies noticed on physicalverification have been properly dealt with in the books of account; (iii) The company hasnot granted loans secured or unsecured to companies firms Limited Liability Partnershipor other parties covered in the register maintained under section 189 of the CompaniesAct 2013. (iv) In respect of Loans Investments Guarantees and Security the company hascomplied with provisions of Section 185 & 186 of The Companies Act 2013.

(v) The Company has not accepted deposits from public.

(vi) As discussed in Board of Directors' meeting Rule 3 of the Companies (Cost Recordsand Audit) Rules 2014 for the cost records maintenance are not applicable to the Company.(vii) a) The company is regular in depositing undisputed statutory dues includingprovident fund employees' state insurance income-tax sales-tax service tax duty ofcustoms duty of excise value added tax cess and any other statutory dues with theappropriate authorities.

(b) There are no dues of income tax or sales tax or service tax or duty of customs orduty of excise or value added tax or cess which has not been deposited on account ofdispute.

(viii) The company has not defaulted in repayment of loans or Borrowings to FinancialInstitution Bank Government or dues to Debenture Holders.

(ix) The Company has no Term loans and accordingly the requirement of they were appliedfor the purpose for which they were obtained does not arise; (x) Based upon the auditprocedures performed along with information & explanations given by the Management wereport that no fraud on or by the company has been noticed or reported during the year.

(xi) The Managerial Remuneration has not been paid or provided and accordingly therequisite approvals mandated by the Provisions of Section 197 read with Schedule V of TheCompany's Act are not required.

(xii) The Company is not a Nidhi Company as such clause (xii) of the CARO 2016 is notapplicable to the Company. (xiii) All transactions with the related parties are incompliance with Section 177 & 188 of the Company's Act 2013 and details have beendisclosed in the Financial Statements as required. (xiv) The Company has not made anypreferential allotment or private placement of shares or of convertible Debenture underreview.

(xv) As informed the Company had not entered into any non-cash transactions withDirectors or person connected with them. (xvi) As informed the Company is not required tobe registered under section 45- IA of The Reserve Bank of India Act 1934.

H.N. MEHTA ASSOCIATES
Chartered Accountants
Firm Reg. No. 106219W
(Kiran Pancholi)
Place : Gurgaon PARTNER
Dated : 4th May 2017 Membership No. 33218

Annexure "B" To the Independent Auditor's 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 PTLEnterprises Limited ("the Company") as of March 31 2017 in conjunction withour audit of the 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". 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 auditinvolves performing procedures to obtain audit evidence about the adequacy of the internalfinancial controls system over financial reporting and their operating effectiveness. Ouraudit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or 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: (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) 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 authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized 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 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"the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India".

FOR AND ON BEHALF OF
H.N. MEHTA ASSOCIATES
Chartered Accountants
Firm Reg. No. 106219W
(Kiran Pancholi)
Place : Gurgaon PARTNER
Dated : 4th May 2017 Membership No. 33218