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Capital First Ltd.

BSE: 532938 Sector: Financials
NSE: CAPF ISIN Code: INE688I01017
BSE 00:00 | 15 Jun 581.00 -12.10
(-2.04%)
OPEN

589.85

HIGH

598.65

LOW

578.55

NSE 00:00 | 15 Jun 579.95 -12.45
(-2.10%)
OPEN

592.00

HIGH

598.65

LOW

578.00

OPEN 589.85
PREVIOUS CLOSE 593.10
VOLUME 39719
52-Week high 902.00
52-Week low 527.40
P/E 18.65
Mkt Cap.(Rs cr) 5,750
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 589.85
CLOSE 593.10
VOLUME 39719
52-Week high 902.00
52-Week low 527.40
P/E 18.65
Mkt Cap.(Rs cr) 5,750
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Capital First Ltd. (CAPF) - Auditors Report

Company auditors report

INDEPENDENT AUDITOR'S REPORT

To the Members of Capital First Limited

Report on the standalone financial statements

We have audited the accompanying standalone financial statements of Capital FirstLimited (the "Company") which comprise the Balance Sheet as at 31 March 2018the Statement of Profit and Loss the Cash Flow Statement for the year then ended andnotes to the standalone financial statementsincluding significantaccounting policiesand other explanatory information. summaryofthe

Management's responsibility for the standalone financial statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 (the "Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the state ofaffairs profit/loss and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards prescribedunder Section 133 of the Act read with relevant rules issued thereunder. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone financialstatements that give a true and fair view and are free from material misstatement whetherdue 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.

Auditor's responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone financial statements are free frommaterial misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone financial statements. The procedures selected depend onthe auditor's judgment including the assessment of the risks of material misstatement ofthe standalone financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the standalone financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's

Directors as well as evaluating the overall presentation of the standalone financialstatements.

We are also responsible to conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in the auditor's report tothe related disclosures in the standalone financial statements or if such disclosures areinadequate to modify the opinion. Our conclusions are based on the audit evidenceobtained up to the date of the auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

Opinion

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 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 31 March 2018 its profit and its cash flows for the year ended on that date.

Other matter

The comparative financial information of the Company for the year ended 31 March 2017as included in these standalone financial statements have been audited by the predecessorauditor who had audited the standalone financial statements for the year ended 31 March2017. The report of the predecessor auditor on the comparative financial information dated10 May 2017 expressed an unmodified opinion. Our opinion is not modified in respect ofthis matter.

Report on other legal and regulatory requirements

As required by the Companies (Auditor's Report) Order 2016 (the "Order")issued by the Central Government of India in terms of sub section (11) of Section 143 ofthe Act we give in "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

As required by Section 143 (3) of the Act we report that: a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit; b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books; c) The Balance Sheet the Statement of Profit and Loss and theCash Flow Statement dealt with by this Report are in agreement with the books of account;d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rulesissued thereunder; e) On the basis of the written representations received from thedirectors as on 31 March 2018 taken on record by the Board of Directors none of thedirectors is disqualified as on 31 March 2018 from being appointed as a director in termsof Section 164 (2) of the Act; f) With respect to the adequacy of the internal financialcontrols over financial reporting of the Company and the operating effectiveness of suchcontrols refer to our separate report in "Annexure B"; and g) With respect tothe other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules 2014 in our opinion and to the best of ourinformation and according to the explanations given to us: i. The Company has disclosedthe impact of pending litigations on its financial position in its standalone financialstatements Refer Note 39 to the standalone financial statements; ii. The Company did nothave any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses - Refer Note 40 to the standalone financial statements; iii.During the year there were no amounts which were required to be transferred by theCompany to the Investor Education and Protection Fund; and iv. The disclosures in thestandalone financial statements regarding holdings as well as dealings in specified banknotes during the period from 8 November 2016 to 30 December 2016 have not been made sincethey do not pertain to the financial year ended 31 March 2018. However amounts asappearing in the audited standalone financial statements for the year ended 31 March 2017have been disclosed.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Manoj Kumar Vijai
Place : Mumbai Partner
Date : May 04 2018 Membership No: 046882

ANNEXURE TO AUDITOR'S REPORT

"Annexure A" to the Independent Auditor's Report - 31 March 2018

(Referred to under ‘Report on Other Legal and Regulatory Requirements' section ofour report of even date) i. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets have not been physically verified by management during the year.The Company has a regular programme of physical verificationof its fixed assets by whichall the fixed assets are verified in a phased manner over a period of three years. In ouropinion this periodicity of physical verificationis reasonable having regard to the sizeof the Company and the nature of itsassets.Nomaterialdiscrepancieswerenoticedonsuchverification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company. ii. The Company is in the business of lending andconsequently does not hold any inventory. Accordingly paragraph 3(ii) of the Order is notapplicable to the Company. iii. According to the information and explanations given to usthe Company has not granted any loans secured or unsecured to parties covered in theregister maintained under Section 189 of the Act.companiesfirms Accordingly paragraph3(iii) of the Order is not applicable to the Company. iv. In our opinion and according tothe information and explanations given to us the Company has complied with the provisionsof Sections 185 and 186 of the Act in respect of loans investments guarantees andsecurities granted. v. According to the information and explanations given to us theCompany has not accepted any deposits from the public within the meaning of Sections 7374 75 and 76 of the Act and the Rules framed thereunder to the extent notified.Therefore paragraph 3(v) of the Order is not applicable to the Company. vi. The CentralGovernment has not prescribed the maintenance of cost records under Section 148(1) of theAct in respect of the services rendered by the Company. vii. (a) According to theinformation and explanations given to us and on the basis of our examination of therecords of the Company amounts deducted / accrued in the books of account in respect ofundisputed statutory dues including provident fund income-tax service tax good andservices tax employee state insurance sales tax value added tax and other materialstatutory dues have been generally regularly deposited during the year by the Company withthe appropriate authorities. As explained to us the Company did not have any dues onaccount of customs duty excise duty and cess. According to the information andexplanations given to us no undisputed amounts payable in respect of provident fundincome-tax service tax good and services tax employee state insurance sales tax valueadded tax and other material statutory dues were in arrears as at 31 March 2018 for aperiod of more than six months from the date they became payable.

(b) According to the information and explanations given to us the following dues havenot been deposited by the Company on account of any disputes.

Name of the statute Nature of dues Amount ( Rs. In Lakh) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax 31.26 AY 2008-09 CIT(A)
Income Tax Act 1961 Income Tax 160.54 AY 2009-10 CIT(A)
Income Tax Act 1961 Income Tax 111.72 AY 2010-11 CIT(A)

viii. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not defaulted in the repaymentof outstanding dues to financial institution bank government or debenture holder duringthe year. ix. According to the information and explanations given to us and based on ourexamination of records of the Company the term loans taken by the Company have beenapplied for the purpose for which they were raised. During the year there were no moneyraised by way of initial public offer or further public offer. x. According to theinformation and explanations given to us and based on our examination of the records ofthe Company no material fraud by the Company or on the Company by its officers oremployees has been noticed or reported during the course of our audit. xi. According tothe information and explanations given to us and based on our examination of the recordsof the Company the Company has paid/provided for managerial remuneration in accordancewith the requisite approvals mandated by the provisions of Section 197 read with ScheduleV to the Act. xii. In our opinion and according to the information and explanations givento us the Company is not a nidhi company. Accordingly paragraph 3(xii) of the Order isnot applicable to the Company. xiii. According to the information and explanations givento us and on the basis of our examination of the records of the Company transactions withthe related parties are in compliance with Sections 177 and 188 of the Act whereapplicable and the details have been disclosed in the financial statements as required bythe applicable accounting standards. xiv. According to the information and explanationsgiven to us and based on our examination of the records of the Company the

Company has not made preferential allotment or private placement of shares or fully orpartly convertible debentures during the year and accordingly paragraph 3(xiv) of theOrder is not applicable. xv. According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not entered intoany non-cash transactions with directors or persons connected with him. Accordinglyparagraph 3(xv) of the Order is not applicable. xvi. According to the information andexplanation given to us the Company is registered as required under Section 45-IA ofthe Reserve Bank of India Act 1934.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Manoj Kumar Vijai
Place : Mumbai Partner
Date : May 04 2018 Membership No: 046882

"Annexure B" to the Independent Auditor's Report 31 March 2018

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 (the "Act")

We have audited the internal financial controls over financial reporting of CapitalFirst Limited (the "Company") as of 31 March 2018 in conjunction with our auditof the standalone financial statements of the Company for the year ended on that date.

Management's responsibility for internal financial controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India (the"ICAI"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence to theCompany's policies safeguarding of its assets prevention and detection of frauds anderrors accuracy and completeness of the accounting records and timely preparation ofreliable financial information as required under the Act.

Auditor's responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note and the Standards on Auditing issued by the ICAI and deemed to beprescribed under Section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the ICAI. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects. Our audit involves performing procedures to obtain audit evidence about theadequacy 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 judgment including the assessment of therisks of material misstatement of the standalone financial statements whether due tofraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of internal financial controls over financial reporting

A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of standalone financial statements for external purposes in accordance withgenerally 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 expenditures 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 standalone financial statements.

Inherent limitations of internal financial controls over financial reporting

Because of the inherent limitations of internal financial controls over financialimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols over financial internal financial control over financial reporting may becomecompliance with the policies or procedures may deteriorate.

Opinion

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 31 March 2018 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note issued by theICAI.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Manoj Kumar Vijai
Place : Mumbai Partner
Date : May 04 2018 Membership No: 046882