To the Members of Asian Energy Services Limited
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
1. We have audited the accompanying standalone financial statements of Asian EnergyServices Limited (formerly known as Asian Oilfield Services Limited) ('the Company')which comprise the Balance Sheet as at 31 March 2021 the Statement of Profit and Loss(including Other Comprehensive Income) the Cash Flow Statement and the Statement ofChanges in Equity for the year then ended and a summary of the significant accountingpolicies and other explanatory information.
2. 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 ('Act') in the manner so required and give a true and fair viewin conformity with the accounting principles generally accepted in India including IndianAccounting Standards ('Ind AS') specified under section 133 of the Act of the state ofaffairs of the Company as at 31 March 2021 and its profit (including other comprehensiveincome) its cash flows and the changes in equity for the year ended on that date.
3. We conducted our audit in accordance with the Standards on Auditing specified undersection 143(10) of the Act. Our responsibilities under those standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India ('ICAI') together withthe ethical requirements that are relevant to our audit of the financial statements underthe provisions of the Act and the rules thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our opinion.
Emphasis of Matters
4. We draw attention to:
a) Note 41 to the accompanying standalone financial statements regarding recoverabilityof amounts withheld non-performance of obligations for certain projects awarded to theCompany. The Company's management has assessed the tenability of its claims andsubmissions made to these customers and based on the legal advise obtained management isof the view that the amounts withheld are recoverable and accordingly no adjustmentshave been made to the accompanying standalone financial statements.
b) Note 42 to the accompanying standalone financial statements which describes theimpact of COVID-19 pandemic on the Company's operations. In view of the uncertainties inthe economic environment due to the outbreak of COVID-19 pandemic the impact on thefinancial position and performance of the Company is dependent on the future developmentsas they evolve.
Our opinion is not modified in respect of above matters.
Key Audit Matters
5. Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone 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.
6. We have determined the matters described below to be the key audit matters to becommunicated in our report.
|Key audit matter ||How our audit addressed the key audit matter |
|Revenue recognition ||Our audit work included but was not restricted to the following: |
|Revenue for the Company consists primarily of oilfield services recognised as per the accounting policy described in Note 1(d) to the accompanying standalone financial statements. ||a) Obtaining the understanding of the revenue and receivable business cycle and assessed the appropriateness of the accounting policy adopted by the Company for revenue recognition. |
|Refer Note 21 and Note 43 for details of revenue recognized during the year. Ind AS 115 Revenue from Contracts with Customers requires management to make certain key judgements relating to identifying contracts with customers performance obligations involved in contracts and revisions thereto determining transaction price which involves variable consideration elements including levy of liquidated damages and/ or penalty by its customers allocation of the transaction price to such performance obligations and satisfaction of performance obligations. || |
|Basis the evaluation done by the management the Company recognizes revenue over a period of time as well as at a point in time based on the different performance obligations identified from oilfield service contracts. ||b) Evaluating design and implementation of the key controls around revenue recognition including controls around contract approvals invoice approval determining the amount of variable consideration and recording of receipt. |
|Considering the significance of management judgement involved as mentioned above and the materiality of amounts involved revenue recognition was identified as a key audit matter for the current year audit. ||c) Testing operating effectiveness of the above identified key controls over revenue recognition during the year and as at year end. |
| ||d) Assessing the appropriateness of the accounting policy for revenue recognition from oilfield services in accordance with Ind AS 115 'Revenue from Contracts with Customers'. |
| ||e) Selecting a sample of continuing and new contracts entered with customers and performed following procedures: |
| || Analyzing the contracts and identified distinct performance obligations in these contracts. |
| || Comparing these performance obligations with those identified and recorded by the Company. |
| || Considering the terms of the contracts to determine the transaction price and any variable consideration elements including levy of liquidated damages and penalty. |
| || Reviewing the allowance/ provision for expected liquidated damages and penalty created by the management on the invoicing done for the various projects from time-to-time where contract milestones were not met. |
| || Where projects are sub-contracted reviewing the terms of agreement between the Company and its sub- contractor which states that liquidated damages and penalty can be charged/ levied to the sub-contractor in case of any delay to the extent of work subcontracted. |
| || Reviewing legal experts' opinion where the same has been obtained by the management on contentious matters. |
| || Testing sample of revenue disaggregated by service offerings with reference to the performance obligations specified in the underlying contracts. |
| ||f) Performing test of details on a sample of revenue transactions recorded during the year including specific periods before and after the year-end. For the samples selected inspected supporting documents including contracts and related amendments for revisions to performance obligations or price terms daily progress reports and invoices. |
| ||g) Evaluating the appropriateness and adequacy of the disclosures made in the financial statements for revenue recorded during the year. |
Information other than the Financial Statements and
Auditor's Report thereon
7. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Board Report and ManagementDiscussion and Analysis Report but does not include the standalone financial statementsand our auditor's report thereon.
Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.
Responsibilities of Management and Those charged with Governance for the StandaloneFinancial Statements
8. The accompanying standalone financial statements have been approved by the Company'sBoard of Directors. The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including the IndAS specified under section 133 of the Act. This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act forsafeguarding 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 statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.
9. In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.
10. Those Board of Directors is also responsible for overseeing the Company's financialreporting process.
Auditor's Responsibilities for the Audit of the Financial
11. Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance withStandards on Auditing will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these financial statements.
12. As part of an audit in accordance with Standards on Auditing we exerciseprofessional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the 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 control relevant to the audit in order todesign 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 hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management;
Conclude on the appropriateness of management's use of the going concern basisof accounting 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 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'sreport. However future events or conditions may cause the Company to cease to continue asa going concern;
Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation;
13. We communicate with those charged with governance regarding among other mattersthe planned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
14. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards.
15. From the matters communicated with those charged with governance we determinethose matters that were of most significance in the audit of the financial statements ofthe current period and are therefore the key audit matters. We describe these matters inour auditor's report unless law or regulation precludes public disclosure about the matteror 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.
Report on Other Legal and Regulatory Requirements
16. As required by section 197(16) of the Act based on our audit we report that theCompany has paid remuneration to its directors during the year in accordance with theprovisions of and limits laid down under section 197 read with Schedule V to the Act.
17. As required by the Companies (Auditor's Report) Order 2016 ('the Order') issued bythe Central Government of India in terms of section 143(11) of the Act we give in theAnnexure I a statement on the matters specified in paragraphs 3 and 4 of the Order.
18. Further to our comments in Annexure I as required by section 143(3) of the Actbased on our audit we report to the extent applicable 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 of theaccompanying standalone financial statements;
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 standalone financial statements dealt with by this report are in agreement withthe books of account;
d) in our opinion the aforesaid standalone financial statements comply with Ind ASspecified under section 133 of the Act;
e) the matters described in paragraphs 4(a) and 4(b) under the Emphasis of Matterssection in our opinion may have an adverse effect on the functioning of the Company;
f) on the basis of the written representations received from the directors and taken onrecord by the Board of Directors none of the directors is disqualified as on 31 March2021 from being appointed as a director in terms of section 164(2) of the Act;
g) we have also audited the internal financial controls with reference to financialstatements of the Company as on 31 March 2021 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date and ourreport dated June 19 2021 as per Annexure II expressed an unmodified opinion; and
h) with respect to the other matters to be included in the Auditor's Report inaccordance with rule 11 of the Companies (Audit and Auditors) Rules 2014 (as amended) inour opinion and to the best of our information and according to the explanations given tous:
i. the Company as detailed in note 30(a) 30(b) and 41 to the standalone financialstatements has disclosed the impact of pending litigations on its financial position asat 31 March 2021;
ii. the Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses as at 31 March 2021;
iii. there were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended 31 March 2021; and
iv. the disclosure requirements relating to holdings as well as dealings in specifiedbank notes were applicable for the period from 8 November 2016 to 30 December 2016 whichare not relevant to these standalone financial statements. Hence reporting under thisclause is not applicable.
For Walker chandiok & co LLp
| ||Chartered Accountants Firm's Registration No.: 001076N/N500013 |
|Place: Mumbai ||Rakesh R. Agarwal |
|Date: 19 June 2021 ||Partner |
| ||Membership No.: 109632 |
| ||UDIN: 21109632AAAAGB8227 |
Annexure I to the Independent Auditor's Report of even date to the members of AsianEnergy Services Limited (formerly known as Asian Oilfield Services Limited) on thestandalone financial statements for the year ended 31 March 2021
Based on the audit procedures performed for the purpose of reporting a true and fairview on the financial statements of the Company and taking into consideration theinformation and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit and to the best of our knowledge and beliefwe report that:
(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.
(b) The Company has a regular program of physical verification of its property plantand equipment under which property plant and equipment are verified in a phased mannerover a period of three years which in our opinion is reasonable having regard to thesize of the Company and the nature of its assets. In accordance with this program certainproperty plant and equipment were verified during the year and no material discrepancieswere noticed on such verification.
(c) The title deeds of all the immovable properties (which are included under the head'Property plant and equipment') are held in the name of the Company.
(ii) In our opinion the management has conducted physical verification of inventory atreasonable intervals during the year and no material discrepancies between physicalinventory and book records were noticed on physical verification.
(iii) The Company has granted unsecured loans to two (2) companies covered in theregister maintained under Section 189 of the Act; and with respect to the same:
(a) in our opinion the terms and conditions of grant of such loans are not primafacie prejudicial to the Company's interest.
(b) the schedule of repayment of principal and payment of interest have been stipulatedwherein the principal amounts are repayable on demand and since the repayment of suchloans has not been demanded in our opinion repayment of the principal amount is regular.However the receipt of interest (fourteen cases) are not regular.
(c) the total amount which is overdue for more than 90 days in respect of loans grantedto such companies is as follows:
|particulars ||Amount (INR in lakhs) ||No. of cases |
|Principal ||Nil ||Nil |
|Interest ||18.28 ||14 |
|Total ||18.28 ||14 |
In our opinion reasonable steps have not been taken by the Company for recovery ofsuch interest.
(iv) In our opinion the Company has complied with the provisions of Section 186 inrespect of investments and loans. Further in our opinion the Company has not enteredinto any transaction covered under Section 185 and Section 186 of the Act in respect ofguarantees and security.
(v) In our opinion the Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules 2014 (asamended). Accordingly the provisions of clause 3(v) of the Order are not applicable.
(vi) The Central Government has not specified maintenance of cost records undersub-section (1) of Section 148 of the Act in respect of Company's services. Accordinglythe provisions of clause 3(vi) of the Order are not applicable.
(vii) (a) Undisputed statutory dues including provident fund employees' stateinsurance income-tax goods and service tax duty of custom duty of excise value addedtax cess and other material statutory dues as applicable have generally been regularlydeposited to the appropriate authorities though there has been a slight delay in a fewcases. Further no undisputed amounts payable in respect thereof were outstanding at theyear-end for a period of more than six months from the date they become payable.
(b) There are no dues in respect of income-tax sales- tax service tax duty ofcustoms duty of excise and value added tax that have not been deposited with theappropriate authorities on account of any dispute.
(viii) The Company has not defaulted in repayment of its loans or borrowings to afinancial institution during the year. The Company has no loans or borrowings payable tobank or government and no dues payable to debenture-holders during the year.
(ix) In our opinion the Company has applied moneys raised by way of term loan for thepurpose for which it was raised. The Company did not raised moneys by way of initialpublic offer or further public offer (including debt instruments) during the year.
(x) No fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the period covered by our audit.
(xi) Managerial remuneration has been paid and provided by the Company in accordancewith the requisite approvals mandated by the provisions of Section 197 of the Act readwith Schedule V to the Act.
(xii) In our opinion the Company is not a Nidhi Company. Accordingly provisions ofclause 3(xii) of the Order are not applicable.
(xiii) In our opinion all transactions with the related parties are in compliance withSections 177 and 188 of Act where applicable and the requisite details have beendisclosed in the financial statements etc. as required by the applicable Ind AS.
(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures.
(xv) In our opinion the Company has not entered into any non-cash transactions withthe directors or persons connected with them covered under Section 192 of the Act.
(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.
| ||For Walker Chandiok & Co LLP |
| ||Chartered Accountants Firm's Registration No.: 001076N/N500013 |
| ||Rakesh R. Agarwal |
|Place: Mumbai ||Partner |
|Date: 19 June 2021 ||Membership No.: 109632 |
| ||UDIN: 21109632AAAAGB8227 |
Annexure II to the Independent Auditor's Report of even date to the members of AsianEnergy Services Limited (formerly known as Asian Oilfield Services Limited) on thestandalone financial statements for the year ended 31 March 2021 Independent Auditor'sReport on the internal financial controls with reference to the standalone financialstatements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013(the Act')
1. In conjunction with our audit of the standalone financial statements of Asian EnergyServices Limited (formerly known as Asian Oilfield Services Limited) ('the Company') as atand for the year ended 31 March 2021 we have audited the internal financial controls withreference to financial statements of the Company as at that date.
Responsibilities of Management and Those charged with Governance for Internal Financialcontrols
2. The Company's Board of Directors is responsible for establishing and maintaininginternal financial controls based on the internal financial controls with reference tofinancial statements criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls over Financial Reporting ('the Guidance Note') issued by the Institute ofChartered Accountants of India ('ICAI'). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of the Company's businessincluding adherence to the 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 Act.
Auditor's Responsibility for the Audit of the Internal Financial controls withReference to Financial Statements
3. Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Standards on Auditing issued by the ICAI prescribed under Section143(10) of the Act to the extent applicable to an audit of internal financial controlswith reference to financial statements and the Guidance Note issued by the ICAI. 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 with reference to financial statements were established and maintainedand if such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements includes obtaining an understanding of such internal financialcontrols 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.
5. 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 withreference to financial statements.
meaning of Internal financial controls with Reference to Financial Statements
6. A company's internal financial controls with reference to financial statements 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 controlswith reference to financial statements include 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 authorisations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.
Inherent Limitations of Internal Financial Controls with
Reference to Financial Statements
7. Because of the inherent limitations of internal financial controls with reference tofinancial statements 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 withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.
8. In our opinion the Company has in all material respects adequate internalfinancial controls with reference to financial statements and such controls were operatingeffectively as at 31 March 2021 based on the internal financial controls with referenceto financial statements criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note issued by the ICAI.
For Walker Chandiok & Co LLP
| ||Chartered Accountants Firm's Registration No.: 001076N/N500013 |
|Place: Mumbai ||Rakesh R. Agarwal |
|Date: 19 June 2021 ||Partner |
| ||Membership No.: 109632 |
| ||UDIN: 21109632AAAAGB8227 |