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Adani Green Energy Ltd.

BSE: 541450 Sector: Infrastructure
NSE: ADANIGREEN ISIN Code: INE364U01010
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NSE 00:00 | 23 Jun 1166.15 -1.25
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OPEN 1189.00
PREVIOUS CLOSE 1171.15
VOLUME 41648
52-Week high 1394.00
52-Week low 306.10
P/E 697.47
Mkt Cap.(Rs cr) 181,081
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 1189.00
CLOSE 1171.15
VOLUME 41648
52-Week high 1394.00
52-Week low 306.10
P/E 697.47
Mkt Cap.(Rs cr) 181,081
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Adani Green Energy Ltd. (ADANIGREEN) - Auditors Report

Company auditors report

To

The Members of

Adani Green Energy Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Adani Green Energy Limited (the Company) which comprise the Standalone Balance Sheet as at 31 March 2020 the Standalone Statement of Profit and Loss (including other comprehensive income) Standalone Statement of Changes in Equity and Standalone Statement of Cash Flows for the year then ended and notes to the standalone financial statements including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as standalone financial statements).

In our opinion and to the best of our information and according to the explanations given to us the aforesaid standalone financial statements give the information required by the Companies Act 2013 (the Act) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31 March 2020 and profit and other comprehensive income changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole and in forming our opinion thereon and we do not provide a separate opinion on these matters.

Description of Key Audit Matters

1. Recognition and measurement of Deferred Tax Assets

(Refer Note 3(n) and 7 to the standalone financial statements)

The key audit matterHow the matter was addressed in our audit
Under Ind AS the Company is required to reassess recognition of deferred tax asset at each reporting date. The Company has deferred tax assets in respect of brought forward losses as set out in note 7 to the standalone financial statements.Our procedures included:
The Company has recognized deferred tax assets in respect of brought forward business losses to the extent it is probable that the future taxable profits will be available against which such carried forward tax losses can be utilized before they expire. The recognition is based on the projected profitability. Evaluating the design implementation and operating effectiveness of the relevant internal controls over recognition and measurement of current and deferred tax and underlying data;
 Obtaining the projected profitability statements for the existing projects;
 Challenging the key underlying assumptions used in forecasting future taxable profits and the expected timing of utilization of the carried forward tax losses;
There is significant judgment and complexity involved in preparing forecasts of future taxable profits which will result in utilization of the recognized deferred tax assets. Therefore we have identified recognition and measurement of deferred tax assets as key audit matter. The assessment process is based on assumptions affected by expected future market or economic conditions. Evaluating the projections of future taxable profits and performing sensitivity analysis. Testing the underlying data and assumptions used and other convincing evidence like operating business model of the Company and contractual arrangements in place. This includes Power Purchase Agreement with an external customer;
 Assessing the Company's ability to avail deduction of the carried forward tax losses before the expiry of carried forward tax losses by evaluating the projected future taxable profits;
 Focusing on the adequacy of the Company's disclosures on deferred tax and assumptions used.

2. Change in method of charging depreciation and amortization expense for Property Plant & Equipment and Intangible Assets

(Refer Note 3(a) and 42 to the standalone financial statements)

The key audit matterHow the matter was addressed in our audit
Effective 1 April 2019 method of providing depreciation and amortization for Property Plant & Equipment and Intangible Assets by the Company has been changed to Straight Line Method from Written Down Value Method. This change is aligned with the change in Company's expectation of the pattern of consumption of the economic benefits arising from these assets in future as against the past and technical evaluation.Our procedures included the following:
 Challenging the Company's assessment underlying the change in expected pattern of consumption of the future economic benefits arising from Property Plant & Equipment and Intangible assets;
The Company has accounted for this change in estimate prospectively i.e. the carrying value of Property Plant & Equipment and Intangible Assets as at 1 April 2019 will be depreciated/amortised over the remaining useful life of each such asset. Comparing method of depreciation applied by the Company with other companies in the same industry;
The audit of change in method of charging depreciation and amortization required our significant attention to evaluate Company's expectation of change in the pattern of consumption of the economic benefits arising from these assets. Therefore we have identified change in the method of charging depreciation and amortization as a key audit matter. Checking the accuracy and completeness of Company's accounting entry of depreciation and amortization in accordance with the revised estimate;
 Assessing whether the accounting treatment and underlying working pursuant to the change in this estimate was in accordance with the relevant guidance under the Indian Accounting Standards.

Other Information

The Company's management and Board of Directors are responsible for the other information. The other information comprises the information included in the

Company's annual report but does not include the financial statements and our auditors' report thereon.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibility is to read the other information and in doing so consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If based on the work we have performed we conclude that there is a material misstatement of this other information we are required to report that fact. We have nothing to report in this regard.

Management's and Board of Directors' Responsibility for the Standalone Financial Statements

The Company's management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the state of affairs profit and other comprehensive income changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring accuracy and completeness of the accounting records relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement whether due to fraud or error. In preparing the standalone financial statements the management and Board of Directors are responsible for assessing the Company's ability to continue as a going concern disclosing as applicable matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditors' Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement whether due to fraud or error and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if individually or in the aggregate they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the standalone financial statements whether due to fraud or error design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion forgery intentional omissions misrepresentations or the override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures in the standalone financial statements made by management and Board of Directors.

 Conclude on the appropriateness of the management and Board of Directors use of the going concern basis of accounting and based on the audit evidence obtained whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists we are required to draw attention in our auditor's report to the related disclosures in the standalone financial statements or if such disclosures are inadequate to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However future events or conditions may cause the Company to cease to continue as a going concern.

 Evaluate the overall presentation structure and content of the standalone financial statements including the disclosures and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters the planned scope and timing of the audit and significant audit findings including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors' report unless law or regulation precludes public disclosure about the matter or when in extremely rare circumstances we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1) As required by the Companies (Auditors' Report)

Order 2016 (the Order) issued by the Central Government in terms of Section 143 (11) of the Act we give in the Annexure-A a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.

A) 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 best of 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 the Company so far as it appears from our examination of those books.

c) The Standalone Balance Sheet the Standalone Statement of Profit and Loss (including other comprehensive income) the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on 31 March 2020 taken on record by the Board of Directors none of the directors is disqualified as on 31 March 2020 from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls refer to our separate Report in Annexure-B.

B) With respect to the other matters to be included in the Auditors' Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial position.

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

iv. The disclosures in the standalone financial statements regarding holdings as well as dealings in specified bank notes during the period from 8 November 2016 to 30 December 2016 have not been made in these financial statements since they do not pertain to the financial year ended 31 March 2020.

C) With respect to the matter to be included in the Auditors' Report under Section 197(16):

In our opinion and according to the information and explanations given to us the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

For B S R & Co. LLPFor Dharmesh Parikh & Co.
Chartered AccountantsChartered Accountants
Firm's RegistrationFirm's Registration
No. 101248W/W-100022No. 112054W
Rupen ShahAnuj Jain
PartnerPartner
Membership No. 116240Membership No. 119140
Place: MumbaiPlace: Ahmedabad
Date: 4 May 2020Date: 4 May 2020
ICAI UDIN:ICAI UDIN:
20116240AAAABK388320119140AAAAMI3981

Annexure A to the Independent Auditors' Report - 31 March 2020

(Referred to in paragraph 1 under `Report on Other Legal and Regulatory Requirements' section of our report of even date)

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

(b) The Company has a regular programme of physical verification of its fixed assets by which all fixed assets are verified by the management in a phased manner over a period of three years.

In accordance with this programme certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed / transfer deed / conveyance deed provided to us we report that the title deeds of immovable properties are held in the name of the Company.

ii. The inventory has been physically verified by the management during the year. In our opinion the frequency of verification is reasonable. The discrepancies noticed on verification between the physical stock and the book records were not material and have been appropriately dealt with in the books of accounts.

iii. According to the information and explanations given to us the Company has not granted any loans secured or unsecured to companies firms limited liability partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly paragraphs 3 (iii) (a) (b) and (c) of the Order are not applicable to the Company.

iv. In our opinion and according to the information and explanations given to us the Company has not granted any loans given any guarantees or provided any securities to the parties covered under Section 185 of the Act. Accordingly compliance under Section 185 of the Act is not applicable to the Company. According to the information and explanations given to us the Company is engaged in the business of providing infrastructural facilities and accordingly the provisions of Section 186 (except subsection (1) of Section 186) of the Act are not applicable to the Company. In our opinion and according to the information and explanations given to us the Company has made investment referred in Section 186(1) of the Act and have complied with the provisions of Section 186 of the Act.

v. In our opinion and according to the information and explanations given to us the Company has not accepted deposits as per the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under. Accordingly paragraph 3(v) of the Order is not applicable to the Company.

vi. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules 2014 as amended prescribed by the Central Government under Section 148 (1) of the Act and are of the opinion that prima facie the prescribed cost records have been made and maintained. However we have not made a detailed examination of such records with a view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including Provident fund Employees' state insurance Income-Tax Service Tax Goods and Service Tax duty of customs cess and other material statutory dues have generally been regularly deposited during the year by the Company with the appropriate authorities. As explained to us Company did not have any dues on account of Sales tax Value added tax and duty of excise during the current year.

According to the information and explanations given to us no undisputed amounts payable in respect of Employees' state insurance Income-Tax Service Tax Goods and Service Tax and other material statutory dues were in arrears as at 31 March 2020 for a period of more than six months from the date they became payable. In respect of Provident Fund as explained in Note 34 to the standalone financial statements the management has not accounted any additional liability with respect to Supreme Court's judgement over Provident Fund considering uncertainty around the timing manner and extent in which the judgment will be interpreted and applied by the regulatory authorities.

Accordingly we are unable to comment on such Provident Fund arrears if any with respect to outstanding as at 31 March 2020 for a period of more than six months from the date they become payable.

(b) According to the information and explanations given to us there are no dues of Income-tax Sales tax Service tax Goods and Service tax duty of customs duty of excise and Value added tax as at 31 March 2020 which have not been deposited with the appropriate authorities on account of any dispute.

viii. In our opinion and according to the information and explanations given to us the Company has not defaulted in repayment of dues to banks. The Company did not have any outstanding debentures or dues to a financial institution or to government during the year.

ix. According to the information and explanations given to us and based on our examination of the records of the Company the Company did not raise moneys by way of initial public offer or further public offer (including debt instruments) or term loans. Accordingly paragraph 3(ix) of the Order is not applicable to the Company.

x. During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India and according to the information and explanations given to us we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees noticed or reported during the year nor have we been informed of any such case by the management.

xi. According to the information and explanations given to us and based on our examination of the records of the Company the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provision of Section 197 read with Schedule V of the Act.

xii. In our opinion and according to the information and explanations given to us the Company is not a Nidhi company as prescribed under Section 406 of the Act. Accordingly paragraph 3(xii) of the Order is not applicable to the Company.

xiii. According to the information and explanations given to us and based on our examination of the records of the Company transactions with the related parties are in compliance with the provisions of Sections 177 and 188 of the Act where applicable. The details of such related party transactions have been disclosed in the standalone financial statements as required by the applicable Indian Accounting Standards.

xiv. According to the information and explanations given to us and based on the examination of the records of the Company the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly paragraph 3 (xiv) of the order is not applicable to the Company.

xv. According to the information and explanations given to us and based on our examination of the records of the Company the Company has not entered into any non-cash transactions within the meaning of Section 192 of the Act with directors or persons connected with them. Accordingly paragraph 3(xv) of the Order is not applicable to the Company.

xvi. In our opinion and according to the information and explanations given to us the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934. Accordingly paragraph 3(xvi) of the Order is not applicable to the Company.

For B S R & Co. LLPFor Dharmesh Parikh & Co.
Chartered AccountantsChartered Accountants
Firm's RegistrationFirm's Registration
No. 101248W/W-100022No. 112054W
Rupen ShahAnuj Jain
PartnerPartner
Membership No. 116240Membership No. 119140
Place: MumbaiPlace: Ahmedabad
Date: 4th May 2020Date: 4th May 2020
ICAI UDIN:ICAI UDIN:
20116240AAAABK388320119140AAAAMI3981

Annexure B to the Independent Auditors' Report - 31 March 2020

Report on the internal financial controls with reference to the aforesaid standalone financial under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013

(Referred to in paragraph 1 (A) (f) under `Report on Other Legal and Regulatory Requirements' section of our report of even date)

Opinion

We have audited the internal financial reference to standalone financial statements Green Energy Company Limited (the Company) as of 31 March 2020 in conjunction with our audit of the standalone financial statements of the year ended on that date.

In our opinion the Company has in all material respects adequate internal financial controls with financial statements and such internal financial were operating effectively as at 31 March 2020 based on the internal financial controls with financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the Guidance Note).

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishing and maintaining internal financial controls based on the internal financial with reference to financial statements criteria by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business including adherence to company's policies the safeguarding of its assets the prevention and detection of frauds and errors the accuracy and completeness of the accounting records and the timely preparation of reliable financial information as required under the Companies Act 2013 (hereinafter referred to as the Act).

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing specified under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls with reference to financial statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit with to obtain reasonable assurance about whether adequate of Adani internal financial controls with reference to financial statements were established and maintained and whether such controls operated effectively in all material respects. for the Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to financial statements and their reference to operating effectiveness. Our audit of internal financial controls controls with reference to financial statements obtaining an understanding of such internal financial reference to controls assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement including the assessment of the risks of material misstatement of the standalone financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls with reference to standalone financial statements.

Meaning of Internal Financial controls with Reference to Standalone Financial Statements

A company's internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial controls with reference to standalone financial statements include those policies and procedures that (1) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition use or disposition of the company's assets that could have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial controls with Reference to Standalone Financial Statements

Because of the inherent limitations of internal financial controls with reference to financial statements including the possibility of collusion or improper management override of controls material misstatements due to error or fraud may occur and not be detected. Also projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

For B S R & Co. LLPFor Dharmesh Parikh & Co.
Chartered AccountantsChartered Accountants
Firm's RegistrationFirm's Registration
No. 101248W/W-100022No. 112054W
Rupen ShahAnuj Jain
PartnerPartner
Membership No. 116240Membership No. 119140
Place: MumbaiPlace: Ahmedabad
Date: 4 May 2020Date: 4 May 2020
ICAI UDIN:ICAI UDIN:
20116240AAAABK388320119140AAAAMI3981