GDL Leasing & Finance Ltd.
|BSE: 530855||Sector: Financials|
|NSE: N.A.||ISIN Code: INE545E01018|
|BSE 00:00 | 06 Feb||GDL Leasing & Finance Ltd|
|NSE 05:30 | 01 Jan||GDL Leasing & Finance Ltd|
|BSE: 530855||Sector: Financials|
|NSE: N.A.||ISIN Code: INE545E01018|
|BSE 00:00 | 06 Feb||GDL Leasing & Finance Ltd|
|NSE 05:30 | 01 Jan||GDL Leasing & Finance Ltd|
To the Members of M/s. GDL Leasing & Finance Limited
We have audited the accompanying financial statements of GDL Leasing and FinanceLimited (the company') which comprise the Balance Sheet as atMarch 31 2022 the Statement of Profit and Loss including the statement of othercomprehensive income the Cash flow statement and the Statement of change in Equity forthe year then ended and a summary of significant accounting policies and otherexplanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Companies Act 2013 (the Act') in the manner so required and give a true andfair view in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at 31st March 2022 and its profit (including OtherComprehensive Income) its changes in equity and its cash flows for the year ended on thatdate.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013 as amended ("the Act"). Ourresponsibilities under those Standards are further described in the "Auditor'sResponsibilities for the Audit of the Standalone Financial Results" section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India together with the ethical requirementsthat are relevant to our audit of the financial statements under the provisions of the Actand the Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence obtained by us is sufficient and appropriate to provide a basis for our opinion.
Information Other than the Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the Board'sReport including Annexures to Board's Report but does not include the financialstatements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained during thecourse 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.
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 Act with respect to the preparation of these Ind AS financial statementsthat give a true and fair view of the financial position financial performance includingother comprehensive income changes in equity and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards ("Ind AS") notified under Section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules 2015 as amended from time to time.
This responsibility also includes 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 Ind ASfinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
In preparing the financial statements the Board of Directors 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 unlessthe Board of Directors either intends to liquidate the Company or to cease operations orhas no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company's financialreporting process.
Auditor's Responsibilities for the audit of the Standalone Financial Statements
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 with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis 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 control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company 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 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 Standalone financial statements 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 Standalonefinancial statements including the disclosures and whether the Standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.
We communicate with those charged with governance regarding among othermatters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.
We also provide those charged with governance with a statement that 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.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")as amended issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 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 purpose 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 and the Statement of Profit and Loss including other comprehensiveincome the Cash Flow statement and the statement of changes in equity dealt with by thisReport are in agreement with the books of account;
d) In our opinion the aforesaid financial statements comply with the Indian AccountingStandards ("Ind AS") notified under Section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended from time to time
e) On the basis of written representations received from the directors as on March 312022 taken on record by the Board of Directors none of the directors is disqualified ason March 31 2022 from being appointed as a director in terms of Section 164 (2) of theAct.
f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B"; and
g) The provision of section 197 read with Schedule V to the Act regarding managerialremuneration have been complied by the company
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 in our opinionand to the best of our information and according to the explanations given to us:
i. The Company does not have any pending litigations which would impact its financialposition; ii. The Company did not have any long-term contracts including derivativecontracts for which there were any material foreseeable losses;
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
Annexure A' to the Independent Auditors' Report
(Referred to in paragraph 1 under the heading Report on Other Legal &Regulatory Requirement' of our report of even date to the financial statements of theCompany for the year ended March 31 2022)
Annexure - A to the Auditors' Report
The Annexure A referred to in Independent Auditors' Report to the members of theCompany on the standalone financial statements for the year ended 31 March 2022 we reportthat:
1. (a) (A) The Company has maintained proper records showing full particularsincluding quantitative details and situation of property plants and equipment;
(B) The company is maintaining proper records showing full particulars of intangibleassets;
(b) The Property Plant and Equipment have been physically verified by the managementat reasonable intervals; no material discrepancies were noticed on such verification.
(c) The title deeds of all the immovable properties (other than properties where thecompany is the lessee and the lease agreements are duly executed in favour of the lessee)disclosed in the financial statements are held in the name of the company.
(d) The company has not revalued its Property Plant and Equipment or intangible assetsor both during the year.
(e) No proceedings have been initiated or are pending against the company for holdingany benami property under the Benami Transactions (Prohibition) Act 1988 (45 of 1988) andrules made thereunder.
2. (a) The company is a Non-Banking Finance company and therefore does not have anycarrying amount of Inventory during the year hence reporting on verification on inventoryby the management is not applicable.
(b) The company has not been sanctioned any working capital limits in excess of fivecrore rupees in aggregate from banks or financial institutions on the basis of securityof current assets.
3. The company is a Non-banking Finance Company registered under section 45 IA of theReserve Bank of India Act 1934 and has provided loans of an amount of 30042086 tovarious entities outstanding as on 31.03.2022 in accordance with its objective -:
a) The provisions of this clause are not applicable to a Non-banking Finance Company.
b) As in respect of the above mentioned loans neither confirmation from parties norLoan agreements are available on record hence we are unable to comment whether their termsand conditions are prejudicial to the company's interest or not.
c) In absence of confirmation from parties and existence of loan agreements we areunable to comment on the existence of schedule of repayment of principal and payment ofinterest and whether the repayments or receipts are regular.
d) In absence of confirmation from parties and existence of loan agreements we areunable to comment on whether any amount in respect of such loans is overdue or not. e) Inabsence of confirmation from parties and existence of loan agreements we are unable tocomment on whether out of the above mentioned loans granted any loans that have fallen dueduring the year have been renewed or extended or fresh loans have been granted to settlethe over dues of existing loans given to the same parties.
f) The company has loans of an outstanding amount of Rs. 30042086/- as on 31.03.2022advanced to various entities and in absence of confirmation from parties and existence ofloan agreements we are unable to comment on whether they are repayable on demand aboutthe terms and period of repayment in respect of the entire amount of loan.
4. In respect of loans granted by the company the provisions of sections 185 and 186 ofthe Companies Act have been complied with.
5. As per the provisions of Section 73 and 76 the company does not have nor hasaccepted any deposit during the year.
6. The maintenance of cost records as specified by the Central Government undersub-section(1) of section 148 of the Companies Act is not applicable on the Company.
7. (a) The company is regular in depositing undisputed statutory dues including Goodsand Services Tax provident fund employees' state insurance income-tax duty of customsvalue added tax cess and any other statutory dues to the appropriate authorities andthere are no arrears of outstanding statutory dues as on the last day of the financialyear concerned for a period of more than six months from the date they became payable.
(b) There are no statutory dues referred to in sub-clause (a) that have not beendeposited on account of any dispute.
8. There are no transactions not recorded in the books of account that have beensurrendered or disclosed as income during the year in the tax assessments under the IncomeTax Act 1961 (43 of 1961).
9. (a) The company has no borrowed funds during the year therefore the clause relatingto default in repayment of loans or other borrowings or in the payment of interest thereonto any lender is not applicable on it.
(b) The company has not been declared wilful defaulter by any bank or financialinstitution or other lender;
(c) The company has no borrowed funds during the year therefore the clause relating todiversion of borrowed funds is not applicable on it.
(d) The company has no borrowed funds during the year therefore the clause relating toTerm of use of borrowed funds is not applicable on it
(e) The company has not taken any funds from any entity or person on account of or tomeet the obligations of its subsidiaries associates or joint ventures.
(f) The company has not raised any loans during the year on the pledge of securitiesheld in its subsidiaries joint ventures or associate companies.
10. (a) The Company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) therefore clause relating to diversion of saidfunds is not applicable.
(b) The company has not made any preferential allotment or private placement of sharesor convertible debentures (fully partially or optionally convertible) during the year.
11. (a) No fraud by the company or fraud on the company has been noticed or reportedduring the year.
(b) No report under sub-section (12) of section 143 of the Companies Act has been filedby the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit andAuditors) Rules 2014 with the Central Government;
(c) No whistle-blower complaints have been received during the year by the company.
12. The Company is not a Nidhi Company defined under section 406 of Companies Act 2013
13. In our opinion all transactions with the related parties are in compliance withsection 177 and
188 of Companies Act 2013 and the details have been disclosed in the financialStatements as required by the applicable accounting standards.
14. (a) The company has an internal audit system commensurate with the size and natureof its business;
(b) The reports of the Internal Auditors for the period under audit were considered bythe us.
15. The company has not entered into any non-cash transactions with directors orpersons connected with him.
16. The company is registered under section 45-IA of the Reserve Bank of India Act1934 (2 of 1934).
17. The company has not incurred cash losses in the financial year and in theimmediately preceding financial year.
18. There has been no resignation of the statutory auditors during the year thereforewe are not required to report in that respect.
19. On the basis of the financial ratios ageing and expected dates of realization offinancial assets and payment of financial liabilities other information accompanying thefinancial statements the auditor's knowledge of the Board of Directors and managementplans there is no material uncertainty on the date of the audit report that company iscapable of meeting its liabilities existing at the date of balance sheet as and when theyfall due within a period of one year from the balance sheet date.
20. Provisions of section 135 of the Companies Act 2013 relating to CSR activitiesregarding are not applicable on the Company
21. Reporting on any qualifications or adverse remarks by the respective auditors inthe Companies (Auditor's Report) Order (CARO) reports of the companies included in theconsolidated financial statements is not applicable in case of standalone financialstatements
Annexure-B to the Independent Auditors' Report
(Referred to in paragraph 2(f) of the independent auditor's report of even date on thefinancial statements of the company for the year ended March 31 2022)
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 M/s. G DL Leasing and Finance Limited ('the Company') as of March 31st 2021 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat date.
Management's Responsibility for Internal Financial Controls
The Board of Directors of the Company are responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the "Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting" (the "Guidance Note") issued by the Institute ofChartered Accountants of India ("ICAI"). These responsibilities include thedesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Act.
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 168 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 auditor's judgment 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 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 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 31 2020 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.