Divinus Fabrics Ltd.
|BSE: 538432||Sector: Others|
|NSE: N.A.||ISIN Code: INE478P01018|
|BSE 00:00 | 13 Dec||Divinus Fabrics Ltd|
|NSE 05:30 | 01 Jan||Divinus Fabrics Ltd|
|BSE: 538432||Sector: Others|
|NSE: N.A.||ISIN Code: INE478P01018|
|BSE 00:00 | 13 Dec||Divinus Fabrics Ltd|
|NSE 05:30 | 01 Jan||Divinus Fabrics Ltd|
INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF DIVINUS FABRICS LIMITED
Report on the Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of DivinusFabrics Limited ("the Company") which comprises the Balance Sheet as at 31stMarch 2019 and the Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Cash Flows & Changes in Equity for the year then ended and a summaryof the significant accounting policies and other explanatory information (herein afterreferred to as " the standalone Ind AS Financial Statement").
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 ("the Act") in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2019 the profit and totalcomprehensive income changes in equity and its cash flows for the year ended on thatdate.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under section 143(10) of the Act (SAs). Ourresponsibilities under those Standards are further described in the AuditorsResponsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India (ICAI) together with the independencerequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules made thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAIs Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements.
Key Audit Matters
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 standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.
Information Other than the Standalone Financial Statements and Auditors ReportThereon
The Companys Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Boards Report including Annexures to Boards ReportBusiness Responsibility Report Corporate Governance and Shareholders Informationbut does not include the standalone financial statements and our auditors reportthereon.
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 be materially misstated.
If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
Managements Responsibility for the Standalone Ind AS Financial Statements
The Companys Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance totalcomprehensive income changes in equity and cash flows of the Company in accordance withthe Ind AS and other accounting principles generally accepted in India. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding 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 Companys ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Companys financialreporting process.
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 auditors report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with SAs 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 standalone financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the standalonefinancial 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 financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness 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 managements use of the going concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompanys ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditors report to therelated disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditors report. However future events or conditionsmay cause the Company to cease to continue as a going concern.
Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent 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 financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.
We communicate with those charged with governance regarding among other matters theplanned 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 the current period and are therefore the key audit matters. We describe these mattersin our auditors report unless law or regulation precludes public disclosure aboutthe matter or when in extremely rare circumstances we determine that a matter should notbe communicated in our report because the adverse consequences of doing so wouldreasonably be expected to outweigh the public interest benefits of such communication.
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 ofthe Act we give in the Annexure A a statement on the matters specified inparagraph 3 and 4 of the order.
2. As required by Section143 (3) of the Act we report that:
a. we have sought and obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of accounts as required by the law have been kept bythe Company so far as it appears from our examination of those books;
c. the Balance Sheet Statement of Profit and Loss including Other ComprehensiveIncome the Cash Flow Statement and Statement of Changes in Equity dealt with by thisreport are in agreement with the books of accounts;
d. In our opinion the aforesaid Ind AS Financial Statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act. read with relevant rulesissued thereunder;
e. on the basis of the written representation received from the directors as on 31stMarch 2019 and taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in termsof section 164(2) of the Companies Act 2013;
f. With respect to the adequacy of the internal financial controls over thefinancial reporting of the Company and operating effectiveness of such controls refer toour separate Report in "Annexure B"; our report expresses an unmodified opinionon the adequacy and operating effectiveness of the Companys internal financialcontrol over financial reporting.
g. With respect to the other matters to be included in the Auditors Report inaccordance with Rule11 of the Companies (Audit and Auditors) Rules2014 as amended inour opinion and to the best of our information and according to the explanations given tous:
i. The Company has no pending litigation as at 31st March 2019 which hasimpact on its financial position in its standalone Ind AS financial statement;
ii. The Company did not have any long-term contracts and had no derivative contractso/s as at 31st March 2019 and;
iii. The Company did not have any dues required to be transferred by it to the InvestorEducation and Protection Funds.
ANNEXURE TO THE INDEPENDENT AUDITORS REPORT
The Annexure "A" referred to in paragraph 7 of our report of even date to themembers of DIVINUS FABRICS LIMITED on the Ind AS Financial Statements for the yearended 31st March 2019.
(i) In respect of its fixed Assets:
-There are no fixed assets in the company.
ii) (a) The inventories have been physically verified during the year lying at variousproject sites by the management at reasonable intervals.
(b) In our opinion no material discrepancies were noticed on physical verification ofstocks.
iii) According to the information and explanations given to us during the year theCompany has not granted any loans secured or unsecured to companies firm LimitedLiability
Partnership or other parties covered in the register maintained under section 189 ofthe
Companies Act 2013. Therefore the provisions of clauses (iii) (a) & (b) of thesaid order is not applicable.
iv) According to the information and explanation given to us there are no loansinvestments guarantees and securities granted in respect of which provisions of section185 and 186 of the Companies Act 2013 are applicable. Hence clause 3(iv) of the orderis not applicable.
v) The Company has not accepted any deposits during the year and hence paragraph 3(v)of the Order is not applicable to the Company.
vi) The Central Government has not prescribed maintenance of cost records under clause(d) of Sub Section (1) of Section 148 of the Companies Act 2013. Thus reporting underclause 3(vi) of the order is not applicable to the company.
vii) According to the information and explanations given to us in respect of statutorydues:
a) The Company is generally regular in depositing undisputed statutory dues includingProvident Fund Employees State Insurance Income Tax Sales Tax Service Tax Goodsand Service Tax (GST) Custom Duty Excise Duty Value Added Tax Cess and other statutorydues applicable to it with the appropriate authorities.
b) There is no undisputed amount payable in respect of Provident Fund Income TaxSales Tax Value Added Tax Custom Duty Service Tax Goods and Service Tax (GST) Cessand other material statutory dues in arrears as at 31st March 2019 for the period of morethan six months from the date they became payable.
(c) According to the records and information and explanation given to us and therecords examined by us of the Company there were no dues in respect of Income Tax SalesTax Service Tax Goods and Service Tax (GST) Customs Duty Excise Duty Value Added TaxCess and other statutory dues which have not been deposited on account of disputes.
viii) In our opinion and according to the information and explanations given to us thecompany has not taken any loans from financial institutions and banks and has not issuedany debentures.
ix) In our opinion and according to the information and explanations given to us theCompany has not done any initial public offer or further public offer (including debtinstrument) and the monies raised by way of term loans were applied for the purpose forwhich the loans were obtained.
x) Based upon the audit procedures performed and to the best of our knowledge andaccording to the information and explanations given to us by the management we reportthat no fraud by the Company or any fraud on the company by its officer or employees hasbeen noticed or reported during the course of our audit.
xi) Based upon the audit procedures performed and the information and explanation givenby the management the managerial remuneration has been paid or provided in accordancewith the provisions of section 197 read with Schedule V to the Companies Act.
xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company and hence paragraph 3 (xii) of the Order is not applicableto the Company.
xiii) As explained to us and as per the records of the company in our opinion thetransactions with the related parties are in Compliance with Section 177 and Section 188of the Companies Act 2013 and the details have been disclosed in the financial statementsas required by the applicable Accounting Standards.
xiv) Based upon the audit procedures performed and the information and explanationgiven by the management the company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year underreview.
xv) During the year the Company has not entered into any non-cash transaction withDirector or person connected with him. Hence paragraph 3 (xv) of the Order is notapplicable to the Company.
xvi) The Company is not required to be registered under section 45-1A of the ReserveBank of India Act 1934 and hence paragraph 3 (xvi) of the Order is not applicable to theCompany.
ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THESTANDALONE IND AS FINANCIAL STATEMENTS OF DIVINUS FABRICS LIMITED
Report on the Internal Financial Controls over Financial reporting under Clause (i) ofSubsection 3 of Section 143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of DivinusFabrics Limited ("the Company") as at 31st March 2019 inconjunction with our audit of the Ind AS financial statements of the Company for the yearended on that date.
Managements Responsibility for Internal Financial Controls
The Companys 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". 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 companys 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.
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 on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143 (10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.
Our 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 judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Companys internal financial controlssystem over 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 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) provide 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 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 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.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
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 March 31st 2019 based on"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"