The Members of
ACTION FINANCIAL SERVICES (INDIA) LTD
Report on the Audit of the Standalone Financial Statements
We have audited the accompanying standalone financial statements of Action FinancialServices (India) Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2019 the Statement of Profit and Loss and the Statement of Cash Flows for theyear ended and notes to the financial statements including a summary of the significantaccounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 (the Act ) in the manner so required and give a true and fairview in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2019 and profit and its cash flows forthe year ended on that date.
2. Basis for Opinion
We conducted our audit of the standalone financial statements in accordance withStandards on Auditing (SAs) specified u/s 143(10) of the Companies Act 2013. Ourresponsibilities under those Standards are further described in the Auditor sResponsibilities for the Audit of the standalone Financial Statements section of ourreport. We are independent of the entity in accordance with the ethical requirements thatare relevant to our audit of the financial statements and we have fulfilled our otherresponsibilities in accordance with these requirements. We believe that the audit evidencewe have obtained is sufficient and appropriate to provide a basis for our opinion.
3. Information Other than the Standalone Financial Statements and Auditor's ReportThereon
The Company s Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board s Report including Annexures to Board s Report BusinessResponsibility Report Corporate Governance and Shareholder s Information but does notinclude the standalone financial statements and our auditor s report thereon. Our opinionon the standalone financial statements does not cover the other information and we do notexpress any form of assurance conclusion thereon. In connection with our audit of thestandalone financial statements our responsibility is to read the other information andin doing so consider whether the other information is materially inconsistent with thestandalone financial statements or our knowledge obtained during the course of our auditor otherwise appears to be materially misstated. If based on the work we have performedwe conclude that there is a material misstatement of this other information; we arerequired to report that fact. We have nothing to report in this regard.
4. Responsibilities of Management for Standalone Financial Statements
The Company s Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these financial statements that givea true and fair view of the financial position financial performance and cash flows ofthe Company in accordance with the Accounting Standards and other accounting principlesgenerally accepted in India. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the standalone financial statements that give a true and fair view and arefree from material misstatement whether due to fraud or error.
In preparing the standalone financial statements management is responsible forassessing the Company s ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company s financial reportingprocess.
5. Auditor's Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor s report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the standalone financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.
Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls. In the extant case the provisions of section 143(3)(i) isnot applicable to the Company and hence we will not express opinion on the same.
Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
Conclude on the appropriateness of management s use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor s report to the related disclosures inthe standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor s report. However future events or conditions may cause the Company to cease tocontinue as a going concern.
Evaluate the overall presentation structure and content of the consolidatedfinancial statements including the disclosures and whether the consolidated financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.
We communicate with those charged with governance of the Company of which we are theindependent auditors regarding among other matters the planned scope and timing of theaudit and significant audit findings including any significant deficiencies in internalcontrol that we identify during our audit.
We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor s report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
6. Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor s Report) Order 2016 ( the Order ) asamended issued by the Central Government of India in terms of subsection (11) of section143 of the Act we give in the "Annexure A" a statement on the matters specifiedin 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 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 the 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 financial statements comply with the AccountingStandards specified under section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.
e. On the basis of written representations received from the directors as on 31 March2019 taken on record by the Board of Directors none of the directors are disqualified ason March 31 2019 from being appointed as a director in terms of Section 164 (2) of theAct.
f. 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 2018 based oninternal 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. (Refer to our 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 opinion and to the best of our information and accordingto the explanations given to us:
i. The Company did not have any pending litigation as on 31 March 2019
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses during the year ending 31 March 2019;
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during year ended 31 March 2019;
For and on behalf of Jain Chowdhary & Co.
Date: 27th May 2019 Place: Mumbai
ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT
As referred to in Paragraph 5(1)(a) under the heading of "Report on Other Legaland Regulatory Requirements" of our report of even date to the members of ActionFinancial Services (India) Limited on the financial statements for the year ended 31 March2019.
i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets;
(b) The Company has a regular program of physical verification of its fixed assets bywhich all fixed assets are verified by the management during the year. In our opinion theperiodicity of physical verification is reasonable having regard to the size of thecompany and the nature of its assets. No discrepancies were noticed on such physicalverification.
(c) The company holds title deed of its immovable property namely office premises inits own name during the financial year ended 31 March 2019.
ii. The inventory consists of equity shares and is held in dematerialized form. TheCompany compares the Balances in Depository Participant Account with Books at regularinterval. The inventory quantity and value has been certified by the management which hasbeen relied upon by us. In our opinion the frequency of verification is reasonable. Onthe basis of our examination of the inventory records in our opinion the company ismaintaining proper records of inventory and there is no material discrepancies noticed.
iii. According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms limited liabilitypartnerships or other parties covered in the Register maintained under Section 189 of theAct.
iv. According to the information and explanations given to us the Company has notgranted any loan or given guarantees or provided any securities during the year as per theprovisions of Sections 185 and 186. In respect of investments made the Company hascomplied with the provisions of Section 186 of the Act.
v. The Company has not accepted any deposits from the public within the meaning ofSections 73 to 76 of the Act and the rules framed thereunder to the extent notified.
vi. The Central Government of India has not prescribed the maintenance of cost recordsunder subsection (1) of Section 148 of the Act for any of the services rendered by theCompany.
vii. According to the records of the Company examined by us and information andexplanations given to us: a) Undisputed statutory dues including Provident Fund EmployeesState Insurance Income-Tax Sales tax Service Tax Duty of Customs Duty of ExciseValue added Tax Cess and any other statutory dues with the appropriate authorities.According to the information and explanations given to us no undisputed amounts payablein respect of the above were in arrears as at March 31 2019 for a period of more than sixmonths from the date on when they become payable.
b) According to the information and explanations given to us and the records of theCompany examined by us there are no disputed dues of wealth tax service tax custom dutyand cess as at 31st March 2019 which has not been deposited on account of disputeexcept the following disputed income tax demand :
|Sr. ||Name of dues ||Forum where Dispute is pending ||Period to which amount relates ||Amount involved in Rs. |
|No. || || || || |
|1 ||Income Tax ||CIT (A) against the DCIT order ||A.Y. 2008-09 ||26189620 |
| || || || ||Paid (8751819) |
| || || || ||Net 17437801 |
|2 ||Income Tax ||CIT (A) against the DCIT Order ||A.Y. 2010-2011 ||1677670 |
|3 ||Income Tax ||CIT (A) against the DCIT Order ||A.Y. 2011-2012 ||709780 |
| || || || ||Paid (141956) |
| || || || ||Net 567824 |
|4 ||Income Tax ||CIT (A) against the DCIT Order ||A.Y. 2012-2013 ||1290000 |
| || || || ||Paid (143845) |
| || || || ||Net 1146155 |
|5 ||Income Tax ||CIT (A) against the DCIT Order ||A.Y. 2015-2016 ||3011520 |
| || || || ||Paid (192160) |
| || || || ||Net 2819360 |
viii.In our opinion and according to information and explanation given to us Companyhas not defaulted in repayment of its dues from bank. The company has not taken any loanfrom financial institution or Government nor issued any debentures.
ix. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year.
Accordingly paragraph 3 (ix) of the Order is not applicable.
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 records of the Company examined by us and information andexplanations given to us the provisions of Section 197 read with Schedule V to the Actare not applicable to the Company.
xii. In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 4 (xii) of the Order are not applicable to the Company.
xiii.According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act and details of such transactions have beendisclosed in the financial statements as required by the applicable accounting standards.
xiv. According to the information and explanations give 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.The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For and on behalf of
Jain Chowdhary & Co.
Date: 27th May 2019 Place: Mumbai
ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to in paragraph 8(f) under Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Action Financial Services (India)Limited of even date)
1. Report on the Internal Financial Controls Over Financial Reporting under Clause (i)of Subsection 3 of Section 143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of ACTIONFINANCIAL SERVICES (INDIA) LIMITED ( the Company ) as of March 31 2019 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat date.
2. Management's Responsibility for Internal Financial Controls
The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls over FinancialReporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.
3. Auditor's Responsibility
Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the Guidance Note ) issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013to the extent applicable to an audit of internal financial controls. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively 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 judgment including the assessment of the risks ofmaterial misstatement 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.
4. 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) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company s assets that could have amaterial effect on the financial statements.
5. 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 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 and such internal financial controls over financialreporting were operating effectively as at March 31 2019 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
For and on behalf of
Jain Chowdhary & Co.
Dated: 27th May 2019 Place: Mumbai