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Advani Hotels & Resorts (India) Ltd.

BSE: 523269 Sector: Services
NSE: ADVANIHOTR ISIN Code: INE199C01026
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NSE 00:00 | 25 Feb 54.10 -0.35
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OPEN 55.05
PREVIOUS CLOSE 55.05
VOLUME 200
52-Week high 73.10
52-Week low 48.10
P/E 18.85
Mkt Cap.(Rs cr) 254
Buy Price 55.05
Buy Qty 1000.00
Sell Price 60.00
Sell Qty 25.00
OPEN 55.05
CLOSE 55.05
VOLUME 200
52-Week high 73.10
52-Week low 48.10
P/E 18.85
Mkt Cap.(Rs cr) 254
Buy Price 55.05
Buy Qty 1000.00
Sell Price 60.00
Sell Qty 25.00

Advani Hotels & Resorts (India) Ltd. (ADVANIHOTR) - Auditors Report

Company auditors report

TO THE MEMBERS OF ADVANI HOTELS & RESORTS (INDIA) LIMITED

Report on the Audit of the Financial Statements Opinion

We have audited the financial statements of Advani Hotels & Resorts(India) Limited ("the Company") which comprise the Balance Sheet as at 31stMarch 2019 and the Statement of Profit and Loss Statement of Changes in Equity andStatement of Cash Flows for the year then ended and notes to the financial statementsincluding a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2019 and profit changes in equity and its cash flows for the yearended 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 Companies Act 2013. Our responsibilitiesunder those Standards are further described in the Auditor's Responsibilities for theAudit of the Financial Statements section of our report. We are independent of the Companyin accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

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

Key Audit Matter Response to Key Audit Matter
Refer Note 30 of the financial statements For legal regulatory and tax matters our procedures included examining external legal opinions obtained by management;
The Company has significant tax and other litigations against it. There is a high level of judgement required in estimating the level of provisioning required and appropriateness of disclosure of those litigations as contingent liabilities. Meeting and discussions with the management and examining relevant correspondence; discussing litigations with the Company's legal and tax consultants assessing management's conclusions through understanding precedents set in similar cases. We also involved our internal tax specialists to gain an understanding and to determine the level of exposure for direct and indirect tax litigations of the Company. In light of the above we examined the level of provisions recorded and assessed the adequacy of disclosures in financial statements.

Information Other than the Financial Statements and Auditor's ReportThereon

The Company's management and Board of Directors are responsible for theother information. The other information comprises the information included in theCompany's annual report but does not include the financial statements and our auditor'sreport thereon.

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

In connection with our audit of the financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management and those charged with Governance forthe Financial Statements

The Company's Board of Directors is responsible for the matters statedin Section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these financial statements that give a true and fair view of the financialposition financial performance changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards specified in the Companies (Indian Accounting Standards)Rules 2015 (as amended) under Section 133 of the Act. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments 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 statement that give a true and fair view andare free from material misstatement whether due to fraud or error.

In preparing the 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 is also responsible for overseeing the Company'sfinancial reporting process.

Auditor's Responsibilities for the Audit of the FinancialStatements

Our objectives are to obtain reasonable assurance about whether thefinancial 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 financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit.

We also:

• Identify and assess the risks of material misstatement of thefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. UnderSection 143(3)(i) of the Companies Act 2013 we are also responsible for expressing ouropinion on whether the Company has adequate internal financial controls system in placeand the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the financialstatements that individually or in aggregate makes it probable that the economicdecisions of reasonably knowledgeable user of the financial statements may be influenced.We consider quantitative materiality and qualitative factors in (i) planning the scope ofour audit work and in evaluating the results of our work: and (ii) to evaluate the effectof any identified misstatements in the financial statements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

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

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosureabout the matter or when in extremely rare circumstances we determine that a mattershould not be communicated in our report because the adverse consequences of doing sowould reasonably be expected to outweigh the public interest benefits of suchcommunication.

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 of the Companies Act 2013 we give in the "Annexure-A" astatement on the matters specified in paragraphs 3 and 4 of the Order to the extentapplicable.

2. In our opinion and according to the information and explanationsgiven to us the remuneration paid by the Company to its directors during the current yearis in accordance with the provisions of Section 197 of the Act. The remuneration paid toany director is not in excess of the limit laid down under Section 197 of the Act. TheMinistry of Corporate Affairs has not prescribed other details under Section 197(16) whichare required to be commented upon by us.

3. As required by Section 143(3) of the Act we report that:

(a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purpose of our audit.

(b) In our opinion proper books of account as required by law havebeen kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss the Statementof Changes in Equity and the Cash Flow Statement dealt with by this Report are inagreement with the books of account.

(d) In our opinion the aforesaid financial statements comply with theIndian Accounting Standards specified in the Companies (Indian Accounting Standards)Rules 2015 (as amended) under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

(e) On the basis of the written representations received from theDirectors as on 31st March 2019 taken on record by the Board of Directors none of theDirectors is disqualified as on 31st March 2019 from being appointed as a Director interms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B".

(g) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 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 itsfinancial position in its financial statements - Refer Note 30 to the financialstatements;

ii) The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

iii) There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company

ALIGN=RIGHT>Amar Bafna
For Amar Bafna & Associates
Chartered Accountants
(Registration No. 114854W)
Partner
Mumbai: 10th May 2019 Membership No. 048639

ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in paragraph 1 under 'Report on Other Legaland Regulatory Requirements' in our report of even date to the members of ADVANI HOTELS& RESORTS (INDIA) LIMITED for the year ended 31st March 2019. We report that:

1. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) Some of the fixed assets were physically verified during the yearby the management in accordance with a phased programme of verification which in ouropinion provides for physical verification of all the fixed assets at reasonableintervals. No material discrepancies between the book records and physical inventory havebeen noticed.

(c) According to the records of the Company examined by us and theinformation and explanations given to us the title deeds of immovable properties are heldin the name of the Company.

2 In our opinion physical verification of inventories has beenconducted by the management at reasonable intervals. The discrepancies noticed on suchverification by the management have been properly dealt with in the books of account.

3 The Company has not granted any loans secured or unsecured tocompanies firms limited liability partnerships or other parties covered in the Registermaintained under Section 189 of the Act hence clause 3 (iii) (a) 3 (iii) (b) and 3 (iii)(c) of the Order are not applicable to the Company.

4 In respect of investment made by the Company in acquisition of unitsof certain mutual funds it has complied with the provisions of Section 186 of the Act.The Company has not given any loans or issued any guarantee or provided any securitycovered under Section 185 and 186 of the Act during the year.

5 The Company has not accepted any deposits from the public within themeaning of Section 73 to 76 of the Act and the rules framed there under. We are informedthat the Company Law Board or National Company Law Tribunal or Reserve Bank of India orany court has not passed any Order.

6 The maintenance of cost records has not been prescribed for any ofthe products of the Company under sub-section (1) of Section 148 of the Act.

7. (a) According to the records of the Company the Company isgenerally regular in depositing with appropriate authorities undisputed statutory duesincluding provident fund employees' state insurance income-tax customs duty valueadded tax goods and service tax cess and other material statutory dues applicable to it.According to the information and explanations given to us there are no arrears ofundisputed amounts payable in respect of above statutory dues which were outstanding ason the last day of the financial year for a period of more than six months from the datethey became payable.

(b) According to the information and explanations given to us thereare no cases of non-deposit with appropriate authorities of disputed dues of income-taxcustoms duty goods and service tax value added tax or cess except the following:

Name of the statute Nature of dues Amount (' in lakhs) Period to which the amount relates Forum where the dispute is pending
Customs Act 1962 Differential duty on equipment imported under EPCG Scheme and Penalty 42.60 49.60 Plus Interest 2000 Customs Excise and Service Tax Appellate Tribunal
The Finance Act 1994 Service tax 32.63 Plus Interest 2011 to 2015 Customs Excise and Service Tax Appellate Tribunal
The Finance Act 1994 Service tax 9.03 Plus Interest 2015 to 2017 Customs Excise and Service Tax Commissioner (Appeals)

8. According to the records of the Company examined by us and theinformation and explanations given to us the Company has not defaulted in repayment ofloans or borrowings dues to banks. The Company has not taken any loan from any financialinstitution or from government and by way of issue of debentures.

9. In our opinion on an overall basis and according to the informationand explanations given to us the term loans were applied for the purpose for which theloans were obtained. The Company has not raised any money by way of initial public offeror further public offer (including debt instruments) during the year.

10. During the course of our examination of the books of account andrecords of the Company carried out in accordance with the generally accepted auditingpractices in India and according to the information and explanations given to us we haveneither come across any instances of fraud by the Company or any fraud on the Company byits officers and employees was noticed or reported during the year nor have we beeninformed of any such instance by the management.

11. According to the records of the Company examined by us and theinformation and explanations given to us managerial remuneration has been paid / providedby the Company in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

12. The Company is not a Nidhi Company hence our comments as requiredunder clause 3 (xii) of the Order are not given.

13. In our opinion and according to the records of the Company examinedby us and the information and explanations given to us the transactions entered into bythe Company during the year with related parties are in compliance with the provisions ofSection 177 and 188 of the Act where applicable and the details thereof have beendisclosed in the Financial Statements etc. as required by the accounting standards.

14. According to the information and explanations given to us theCompany has not made any preferential allotment or private placement of shares or fully orpartly convertible debentures during the year. Therefore clause 3 (xiv) of the Order isnot applicable to the Company.

15. According to the records of the Company examined by us and theinformation and explanations given to us the Company has not entered into any non-cashtransactions referred to in Section 192 of the Act with Directors of the Company orpersons connected with them during the year.

16. According to the information and explanations given to us theCompany is not required to be registered under Section 45-IA of the Reserve Bank of IndiaAct 1934.

For Amar Bafna & Associates
Chartered Accountants
(Registration No. 114854W)
Amar Bafna
Partner
Mumbai: 10th May 2019 Membership No. 048639

ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT

Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

The Annexure referred to in paragraph 2 (f) under "Report on OtherLegal and Regulatory Requirements" in our report of even date to the members of ADVANIHOTELS & RESORTS (INDIA) LIMITED for the year ended 31st March 2019. We reportthat:

We have audited the internal financial controls over financialreporting of Advani Hotels & Resorts (India) Limited ("the Company")as of 31st March 2019 in conjunction with our audit of the Ind AS financial statements ofthe Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting 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 including adherence to Company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") and the Standards on Auditing issued by ICAIand deemed to be prescribed under Section 143(10) of the Act to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgement including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A Company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditure 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 FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31st March 2019 basedon 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 Amar Bafna & Associates
Chartered Accountants
(Registration No. 114854W)
Amar Bafna
Partner
Mumbai: 10th May 2019 Membership No. 048639