To the Members of
M/s SHIVOM INVESTMENT & CONSULTANCY LIMITED
1. Report on the Financial Statements
We have audited the accompanying financial statements of SHIVOM INVESTMENT &CONSULTANCY LIMITED ("the Company") which comprises the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss for the year ended March 31 2017 CashFlow Statement for the year ended March 31 2017 and a summary of significant accountingpolicies and other explanatory information.
2. Management's Responsibility for the Financial Statements
Management is responsible for the matters stated in Section 134(5) of the CompaniesAct 2013 (the Act') with respect to the preparation of these financial statementsthat give a true and fair view of the financial position financial performance of theCompany in accordance with the Accounting principles generally accepted in Indiaincluding the Accounting Standards specified under section 133 of the Act read with Rule7 of the Companies (Accounts) Rules 2014. This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act forsafeguarding the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgements 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 financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.
3. Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on ouraudit.
We have taken in to 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 a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's directors as well as evaluating the overall presentationof 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 financial statements
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 of the state of affairs of the Company as at 31stMarch 2017 and its profit/ loss and its cash flows for the year ended on that date.
5. Report on Other Legal and Regulatory Requirements
5.1 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 statement on the matters specified in paragraphs 3 and4 of the Order to the extent applicable.
5.2 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 purpose 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 and 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 the Section 133 of the Act read with rule 7 of theCompanies (Accounts) Rules 2014.
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 Companies Act 2013;
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 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 does not have any pending litigations as at 31st March 2017 which wouldimpact its financial position in its standalone financial statements;
(ii) The company did not have any long term contracts including derivative contractsfor which 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 financial statements as toholdings as well as dealings in specified bank notes during the period from 8th November2016 to 30th December 2016 and the same in accordance with the books of accountsmaintained by the company (Refer note 1.8).
For Surana Singh Rathi & Co. Chartered Accountants FRN : 317119E
Gaurav Rathi (Partner)
Membership No. : 067539
"Annexure A" to the Independent Auditor's Report
Referred to in paragraph 1 under the heading Report on Other Legal &Regulatory Requirement' of report of even date to the standalone financial statements ofthe company for the year ended March 31 2017; we report that:
3.1 Clause (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; whether any materialdiscrepancies were noticed on such verification and if so whether the same have beenproperly dealt with in the books of account; c) The title deeds of immovable propertiesare held in the name of the company.
3.2 Clause (ii):
The Company is an NBFC Company and consequently holds shares as its inventory. Theverification of the inventory has been conducted at reasonable intervals by the managementand no material discrepancies were noticed.
3.3 Clause (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 Companies Act 2013.
3.4 Clause (iv):
In respect of loans investments guarantees and security the provisions of section185 and 186 of the Companies Act 2013 have been complied with.
3.5 Clause (v):
According to the information and explanation given to us the company has not accepteddeposits from the public during the financial year under audit.
3.6 Clause (vi):
In our opinion and according to information and explanation given to us the companydoes not manufacturing any goods and as such the provision related to maintenance of costrecords by the company under sub section (1) of section 148 of Companies Act 2013 for anyof its products as prescribed by Central Government are not applicable.
3.7 Clause (vii):
(a) The company is regular in depositing undisputed statutory dues including providentfund employees' state insurance income-tax sales-tax duty of customs duty of excisevalue added tax cess and any other statutory dues to the appropriate authorities inIndia. (b) According to the information and explanations given to us there are no dues ofincome tax or sales tax or service tax or duty of customs or duty of excise or value addedtax which have not been deposited on account of any dispute
3.8 Clause (viii):
According to the records of the company examined by us and as per the information andexplanation given to us the company has not availed of any loans from any financialinstitution or banks and has not issued debentures.
3.9 Clause (ix):
In our opinion and according to information and explanations given to us the companyhas not raised money by way of initial public offer or further public offer (includingdebt instruments) and term loans.
3.10 Clause (x):
No fraud by the company or any fraud on the Company by its officers or employees hasbeen noticed or reported during the year.
3.11 Clause (xi):
Managerial remuneration has been paid or provided during the year in accordance withthe requisite approvals mandated by the provisions of section 197 read with Schedule V tothe Companies Act.
3.12 Clause (xii):
In our opinion and according to information and explanations given to us clause (xii)of para 3 to Companies (Auditor's Report) Order 2016 w.r.t. Nidhi Company is notapplicable to company.
3.13 Clause (xiii):
In our opinion all transactions with the related parties are in compliance withsections 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the Financial Statements etc. as required by the applicable accountingstandards.
3.14 Clause (xiv):
The company has not made any preferential allotment or private placement of shares orfully or partly convertible debentures during the year under review.
3.15 Clause (xv)
The company has not entered into any non-cash transactions with directors or personsconnected with him.
3.16 Clause (xvi):
The company is registered under section 45-IA of the Reserve Bank of India Act 1934.Accordingly the paragraph 3(xvi) of the order is applicable to the company and asrequired in terms of paragraph 13 of Non-Banking Financial (Non-Deposit Accepting orHolding)
Companies Prudential Norms (Reserve Bank) Directions 2007 is enclosed with this auditreport.
For Surana Singh Rathi & Co. Chartered Accountants FRN : 317119E
Gaurav Rathi (Partner)
Membership No. : 067539
Date: 30.05.2017 Place: Kolkata
"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 SHIVOMINVESTMENT & CONSULTANCY LIMITED ("the Company") as of March 31 2017 inconjunction with our audit of the standalone financial statements of the Company for theyear 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 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.
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 judgement 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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts 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 financialstatements.
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.
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 (ICAI).
For Surana Singh Rathi & Co.
Chartered Accountants FRN : 317119E
Membership No. : 067539