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Consolidated Finvest & Holdings Ltd.

BSE: 500226 Sector: Financials
NSE: CONSOFINVT ISIN Code: INE025A01027
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Consolidated Finvest & Holdings Ltd. (CONSOFINVT) - Auditors Report

Company auditors report

To the Members of

Consolidated Finvest & Holdings Limited

Opinion

We have audited the accompanying standalone Ind AS financial statements of ConsolidatedFinvest & Holdings Limited ('the Company') which comprise the Balance Sheet as at 31March 2021 the Statement of Profit and Loss (including other comprehensive income) theStatement of Cash Flows and the Statement of Changes in Equity for the year then ended anda summary of the significant accounting policies and other explanatory information(hereinafter referred to as 'standalone Ind AS financial statements').

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone IND AS Financial Statements give the informationrequired by the Companies Act 2013 ("the Act") in the manner so required andgive a true and fair view in conformity with the accounting principles generally acceptedin India including Indian Accounting Standards ("Ind AS") specified underSection 133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015as amended(IND AS) and other accounting principles generally accepted in India of thestate of affairs (financial position) of the Company as at 31 March 2021 and its profit(financial performance including other comprehensive income) its cash flows and thechanges in equity for the year ended on that date. Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards onAuditing ("SA"s) specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India ("ICAI") together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules made thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements

Key Audit Matters

Key audit matters are those matters that in our professional judgement were of mostsignificance in our

audit of the standalone Ind AS financial statements for the financial year ended 31stMarch 2021. These matters were addressed in the context of our audit of the standalonefinancial statement as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report. We have fulfilled theresponsibilities described in the Auditor's Responsibility for the Audit of the StandaloneInd AS Financial Statements.

Accordingly our audit included the performance of procedures designed to respond toour assessment of the risks of the material misstatement of the Standalone Ind ASFinancial Statements. The results of our audit procedure provide the basis for our auditopinion on the accompanying Standalone Ind AS Financial Statements.

We have determined that there are no key audit matters to be communicated in ourreport.

Information Other than the Financial Statements and Auditor's Report thereon

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management Discussion and AnalysisBoard's Report including Annexures to Board's Report Business Responsibility reportCorporate Governance and shareholder's information but does not include the financialstatements and 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 during the course of our audit or otherwise appears to materially misstated.

When we read the Annual Report if we conclude that there is a material misstatementtherein we are required to communicate the matter to those charged with governance.

Responsibilities of Management and those Charged with Governance for the StandaloneFinancial 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 of these standalone Ind ASfinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income cash flows and changes in equity of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Actread with relevant rules issued thereunder.

This responsibility also includes the maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the standalone financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicable matters 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.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditors' Responsibility for the Audit of the Standalone Financial Statements

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

As part of an audit in accordance with SAs we exercise professional judgement andmaintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery international omissions misrepresentations or the override of internal control.

Obtain an understanding of internal financial control relevant to the audit in order todesign audit procedures that are appropriate in circumstances. Under Section 143(3)(i) ofthe Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and operating effectiveness of suchcontrols.

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by the management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe standalone financial statement or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the Company to cease tocontinue as a going concern.

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

Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the standalone financial statements may be influenced. Weconsider quantitative materiality and qualitative factors in (i) planning the scope of ouraudit work and (ii) to evaluate the effect of any identified misstatements in thestandalone financial statements.

We communicate with those charged with the 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.

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

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

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order 2016 ('the Order') issued bythe Central Government of India in terms of Section 143(11) of the Act we give in theAnnexure A a statement on the matters specified in the paragraph 3 and 4 of the Order.

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

a. We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

b. In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books;

c. The Balance Sheet the Statement of Profit and Loss the Statement of Cash Flows andthe Statement of Changes in Equity dealt with by this Report are in agreement with thebooks of account.

d. In our opinion the aforesaid standalone Ind AS financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rule issuedthereunder.

e. on the basis of the written representations received from the directors as on 31March 2021 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2021 from being appointed as a director in terms of Section164 (2) of the Act;

f. with respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended:

In our opinion and to the best of our information and according to the explanationsgiven to us remuneration paid by the Company to its directors during the year is inaccordance with the prov'sions of section 197 of the Act.

g. We have also audited the internal financial controls over financial reporting(IFCoFR) OF THE Company as on 31st March 2021 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date. In thisregard please refer our separate report in "Annexure-B" to this reportattached :

h. with respect to the other matters to be included in the Auditors' 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 has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements. Refer to Note Nil to thestandalone Ind AS financial statements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses if any on long-term contracts includingderivative contracts;

iii. There were no amounts which were required to be transferred to the InvestorEducation and protection Fund by the Company.

For P L Gupta & Co.
Chartered Accountants
FRN:011575 C
(Ashok Kumar Jain)
Partner
Place: New Delhi Membership no.: 013808
Date: 30th June 2021 UDIN: 21013808AAAAAT2573

ANNEXURE A TO THE AUDITORS' REPORT

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the standalone Ind AS financial statements for the year ended 31 March 2021 we reportthat:

i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.

(b) Property Plant and equipment have been physically verified by the managementduring the year and no material discrepancies were identified on such verification.

(c) According to the information and explanations given by the management the titledeeds of immovable properties included in property plant and equipment are held in thename of the Company. The Fixed Assets which are not presently in the name of the companywere acquired/ transferred/ taken over only through merger/demerger/amalgamation schemeapproved by the Hon'ble High Courts and are in the possession of the company and beingused by it. (Refer note no. 31 of the standalone financial statement.)

(ii) The nature of the Company's operations does not require it to hold inventories andas such the provisions of the order are not applicable.

(iii According to information and explanations given to us the Company has not grantedany loans secured or unsecured to companies firms limited liability partnership orother parties covered in register maintained under section 189 of the Companies Act 2013.Accordingly the provisions of clause 3(iii) (a)(b) and (c) of the order are notapplicable to the Company and hence commented upon;

(iv) In our opinion and according to the information and explanations given to usthere are no loans investments guarantees and securities granted in respect of whichprovisions of section 185 and 186 of the Companies Act 2013 are applicable and hence notcommented upon.

(v) The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 withregard to the deposits accepted from the public are not applicable

(vi) To the best of our knowledge and as explained the Central Government has notspecified the maintenance of cost records under Section 148(1) of the Companies Act 2013for the products of the Company.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of books of account and records the company has been generally regular indepositing Undisputed statutory dues including provident fund employees' state insuranceincome tax goods and service tax duty of customs cess and other material statutory dueswith the appropriate authorities. According to the information and explanations given tous no undisputed amounts payable in respect of provident fund ESI income tax good andservice tax duty of customs cess and other material statutory dues were in arrears as at31 March 2021 for a period of more than six months from the date they became payable.

(viii) According to the information and explanation given to us the company has nottaken any loans either from the Government or from the financial institution/banks andaccordingly has not defaulted in repayment of the dues. Further the Company has also notissued any debentures and hence no default with respect to repayment of the same.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3(ix) of the Order is not applicable.

(x) According to the information and explanations given by the management no materialfraud by the Company or on the Company by its officers and employees has been noticed orreported during the year.

(xi) According to the information and explanations given by the management theprovisions of section 197 read with Schedule V of the Act are not applicable to thecompany and hence reporting under clause 3(xi) is not applicable and hence not commentedupon.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(xiii) In our opinion and according to the information and explanations given by themanagement the company is in compliance w'th section 177 & section 188 of CompaniesAct 2013 where applicable for all transactions w'th related parties and the details ofthe related parties transactions have been disclosed in the notes to the Standalone Ind ASfinancial statements as required by the applicable accounting standard

(xiv) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions w'th directors or persons connected w'th him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

(xvi) The Company is registered under Section 45-IA of the Reserve Bank of India Act1934.

For P L Gupta & Co.
Chartered Accountants
FRN:011575 C
(Ashok Kumar Jain)
Partner
Place: New Delhi Membership no.: 013808
Date: 30th June 2021 UDIN: 21013808AAAAAT2573

ANNEXURE B TO THE AUDITORS' REPORT

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 ofConsolidated Finvest & Holdings Limited ('the Company') as of 31 March 2021 inconjunction with our audit of the standalone Ind AS financial statements of the Companyfor 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 Reportingissued by the Institute of Chartered Accountants of India ('ICAI'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to the Company's policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the

Company's internal financial controls over financial reporting based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls over Financial Reporting ('the Guidance Note') and the Standards on Auditingissued by ICAI and deemed to be prescribed under Section 143(10) of the Companies Act2013 to the extent applicable to an audit of internal financial controls both applicableto an audit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

An audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors' judgment including the assessment of the risks ofmaterial misstatement of the standalone Ind AS financial statements whether due to fraudor error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our qualified 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 a process designedto prov'de reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) prov'de reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations of themanagement 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 Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols

material misstatements due to error or fraud may occur and not be detected. Alsoprojections of any evaluation of the internal financial controls over financial reportingto future periods are subject to the risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has maintained in all material respects adequate internalfinancial controls over financial reporting and such internal financial controls overfinancial reporting were operating effectively as of March 31 2021 based on the internalcontrol over financial reporting criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial reporting issued by the Institute of CharteredAccountants of India.

For P L Gupta & Co.
Chartered Accountants
FRN: 011575 C
(Ashok Kumar Jain)
Partner
Place: New Delhi Membership no.: 013808
Date: 30th June 2021 UDIN: 21013808AAAAAT2573

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