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Global Vectra Helicorp Ltd.

BSE: 532773 Sector: Services
NSE: GLOBALVECT ISIN Code: INE792H01019
BSE 00:00 | 06 Dec 46.70 -0.60
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48.85

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48.85

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46.70

NSE 00:00 | 06 Dec 47.35 0
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OPEN

49.75

HIGH

49.75

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OPEN 48.85
PREVIOUS CLOSE 47.30
VOLUME 103
52-Week high 127.00
52-Week low 40.20
P/E 5.07
Mkt Cap.(Rs cr) 65
Buy Price 46.50
Buy Qty 10.00
Sell Price 48.90
Sell Qty 1.00
OPEN 48.85
CLOSE 47.30
VOLUME 103
52-Week high 127.00
52-Week low 40.20
P/E 5.07
Mkt Cap.(Rs cr) 65
Buy Price 46.50
Buy Qty 10.00
Sell Price 48.90
Sell Qty 1.00

Global Vectra Helicorp Ltd. (GLOBALVECT) - Auditors Report

Company auditors report

TO THE MEMBERS OF

GLOBAL VECTRA HELICORP LIMITED

Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS Financial Statements of GLOBAL VECTRAHELICORP LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2018 the Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Changes in Equity and the Statement of Cash Flows for the year then endedand other and a summary of significant explanatory information (hereinafter referred to as"the Ind AS Financial Statements").

Management's Responsibility for the Ind AS 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 Ind AS Financial Statements that give a true and fair view of the financialposition financial performance including other comprehensive income changes in equityand cash flows of the Company in accordance with the accounting principles generallyaccepted in India including the Indian Accounting Standards (Ind AS) prescribed underSection 133 of the Act read with relevant rules issued thereunder.

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.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS Financial Statements basedon our audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS 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 Ind AS Financial Statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS Financial Statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of theInd AS 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 Ind AS Financial Statements that give a true and fair view in order todesign audit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the Ind AS Financial Statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Ind AS Financial Statements.

Basis for Qualified Opinion

As detailed in Note no. 41 to the Ind AS Financial Statements a customer has disputedservice tax levied by the Company on reimbursement of expenses aggregating to Rs. 252.37Lakhs (service tax liability Rs. 238.52 Lakhs upto June 30 2017 and GST liability Rs.13.85 Lakhs from July 2017 onwards). No provision has been made by the Company in respectof such outstanding as required by the accounting policies of the Company. HoweverManagement believes that the Company has a strong case to collect the outstanding amounts.In the absence of a balance confirmation or other evidence we are unable to comment onthe recoverability of these amounts. Had the Company made the provision the loss for theyear would have been higher by Rs. 252.37 Lakhs and Trade Receivables as at that datewould have been lower by Rs. 252.37 Lakhs.

Qualified Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the matter described in the Basis for QualifiedOpinion paragraph above the aforesaid Ind AS Financial Statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including the Ind AS of thefinancial position of the Company as at March 31 2018 and its financial performanceincluding other comprehensive income the changes in equity and its cash flows for theperiod ended on that date.

Emphasis of Matters

a. We draw attention to Note no. 39 to the Ind AS Financial Statements in respect ofthe order received from the Office of the Commissioner of Customs (Preventive) confirmingthe demand for differential duty of customs along with penalty aggregating to Rs. 2621.95lakhs. No provision has been made by the Company for the same nor the interest due thereonas at March 31 2018 as the Management believes based on a decision in the previous yearfrom Customs Excise and Service Tax Appellate Tribunal (CEST AT) West Zonal Bench infavour of the Company on a similar matter and an opinion from an external legal expertthat the demand will be set aside by a higher appellate authority.

b. As detailed in Note no. 36 to the abovementioned Statement the charges for licensefees on land levied by the Airports Authority of India (AAI) have been revised with effectfrom October 2014. The total amount claimed by AAI up to March 31 2018 aggregates to Rs.2349.83 lakhs against which the Company has paid under protest an amount aggregating toRs. 1174.10 lakhs up to March 31 2018. The Company believes that these demands are notreasonable and has consequently requested for arbitration and conciliation and hasprovided for differential revised charges to the extent of Rs. 1175.73 lakhs based onManagement's estimate subject to outcome of arbitration proceedings.

Our opinion is not modified in this regard.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of Section 143(11) of theCompanies Act 2013 we give in the "Annexure A" a statement on thematters specified in paragraphs 3 and 4 of the said Order to the extent applicable.

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) Except for the effects of the matter described in the Basis of qualified opinionparagraph above in our opinion proper books of account as required by law have been keptby the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss (including Other ComprehensiveIncome) the Statement of Changes in Equity and the Statement of Cash Flows dealt with bythis Report are in agreement with the books of account.

d) In our opinion except for the effects of matter described above the aforesaid IndAS Financial Statements comply with the Indian Accounting Standards (Ind AS) prescribedunder Section 133 of the Act read with relevant rules issued thereunder.

e) On the basis of the written representations received from the Directors of theCompany as on March 31 2018 and taken on record by the Board of Directors none of theDirectors of the Company is disqualified as on March 31 2018 from being appointed as aDirector in terms of Section 164(2) of the Act.

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".

g) 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 has disclosed the impact of pending litigations on its financialposition in its Ind AS Financial Statements. Refer Note No. 36 and 39 to the Ind ASFinancial Statements.

ii) The Company has made provision as required under the applicable laws or AccountingStandards for material foreseeable losses if any on long term contracts includingderivative contracts. Refer Note No. 20 26 and 51 to the Ind AS Financial Statements.

iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For KALYANIWALLA & MISTRY LLP
CHARTERED ACCOUNTANTS
Firm Regn. No.: 104607W / W100166
Daraius Z. Fraser
Mumbai PARTNER
May 29 2018. M. No.: 42454

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT – 31 MARCH 2018

The Annexure referred to in paragraph 1 ‘Report on Other Legal and RegulatoryRequirements' in our Independent Auditor's Report to the members of the Company on the IndAS Financial Statements for the year ended March 31 2018:

Statement on Matters specified in paragraphs 3 and 4 of the Companies (Auditor'sReport) Order 2016:

1. Fixed Assets:

a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

b) The Company has a regular programme of physical verification of its fixed assets bywhich all fixed are verified in a phased manner. However the process of physicalverification needs to be formally documented. In our opinion this periodicity of physicalverification is reasonable having regard to the size of the Company and the nature of itsassets. In accordance with this programme the Company has physically verified certainfixed assets during the year and no material discrepancies were noticed on suchverification.

c) According to the information and explanations given to us and on the basis of therecords examined by us the title deeds of immovable properties are held in the name ofthe Company.

2. We have been informed that the Management has conducted physical verification ofinventory at reasonable intervals. However the process of physical verification needs tobe formally documented. No material discrepancies were noticed on such verification.

3. During the year the Company has not granted any loans secured or unsecured tocompanies firms LLP or other parties covered in the register maintained under Section189 of the Companies Act 2013. Therefore the provisions of sub-clauses (a) (b) and (c)of paragraph 3 (iii) of the Order are not applicable.

4. According to the information and explanations given to us the Company has notadvanced any loans or given guarantee or provided any security to parties covered undersection 185 of the Companies Act 2013.

5. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public within the meaning of Sections 73 to76 or any other relevant provisions of the Companies Act 2013 and the rules framedthereunder.

6. According to the information and explanations given to us the Central Governmenthas not prescribed maintenance of cost records under sub section (1) of section 148 of theCompanies Act 2013 in respect of any of the activities of the Company.

7. Statutory Dues:

a) According to the information and explanations given to us and on the basis of therecords examined by us the Company is generally regular in depositing undisputedstatutory dues including dues pertaining to Investor Education and Protection FundProvident Fund Employees' State Insurance Income-tax Goods and Service Tax Sales-taxService Tax Duty of Customs Duty of Excise Value added tax Cess and any otherstatutory dues with the appropriate authorities wherever applicable except few cases wherethere have been slight delays. We have been informed that there are no undisputed dueswhich have remained outstanding as at the last day of the financial year for a period ofmore than six months from the date they became payable except:

Name of the Statute Nature of Dues Amount (Rs. in Lakhs) Period to which the amount relates Due Date Date of Payment
The Finance Act 1994 Service tax 65.57 2012-13 Various Not yet paid
The Finance Act 1994 Service tax 88.07 2013-14 Various Not yet paid
The Finance Act 1994 Service tax 25.97 2014-15 Various Not yet paid
The Finance Act 1994 Service tax 147.22 2015-16 Various Not yet paid
The Finance Act 1994 Service tax 23.80 2016-17 Various Not yet paid
The Finance Act 1994 Service tax 12.25 2017-18 Various Not yet paid
Goods and Service Tax Act Goods and Service tax 4.34 2017-18 Various Not yet paid

b) According to the information and explanations given to us there are no dues ofIncome-tax Goods and Service Tax Sales tax Service tax Duty of Customs Value addedtax or Cess outstanding on account of any dispute other than the following:

Name of the Statute Nature of Dues Amount (Rs. in Lakhs) Period to which the amount relates Forum where dispute is pending
The Finance Act 1994 Service Tax 423.61 May 16 2008 to March 31 2010 High Court
Interest 1143.84 May 16 2008 to March 31 2018
Service Tax Penalty 218.77 October 2007 to March 2011 CESTAT (Appeals)
218.57
Service Tax 87.79 April 2011 to CESTAT (Appeals)
Penalty 458.12 March 2012
Service Tax 34.96 April 2011 to Commissioner (Appeals)
Penalty 35.01 December 2013
Customs Act 1962 Customs duty Penalty 2121.95 (Includes amount aggregating to Rs. 538.26 Lakhs paid as duty under protest) 2007-08 CESTAT (Appeals)

8. According to the information and explanations given to us and based on the documentsand records produced before us there has been no default in repayment of dues tofinancial institutions or banks. There are no dues debenture holders or Government.

9. According to the information and explanations given to us and the records examinedby us the term loans obtained by the Company were applied for the purpose for which theloans were obtained. The Company did not raise any money by way of initial public offer orfurther public offer (including debt instruments) during the year.

10. During the course of our examination of the books of account and records of theCompany to the best of our knowledge and belief and according to the information andexplanations given to us by the Management no fraud on or by the Company has beennoticed or reported during the year.

11. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

12. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company; hence the provisions of Clause 3(xii) of the Order are notapplicable to the Company.

13. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the Ind AS Financial Statements as required by theapplicable accounting standards.

14. According to the information and explanations given 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. Accordingly the provisions of Clause 3(xiv) of the Order are not applicable tothe Company.

15. 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 with Directors or persons connected with him. Accordingly the provisions ofClause 3(xv) of the Order are not applicable to the Company.

16. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly the provisions of Clause 3(xvi) of the Order are notapplicable to the Company.

For KALYANIWALLA & MISTRY LLP
CHARTERED ACCOUNTANTS
Firm Regn. No.: 104607W / W100166
Daraius Z. Fraser
Mumbai PARTNER
May 29 2018. M. No.: 42454

ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT – 31 MARCH 2018

Referred to in Paragraph 2(f) ‘Report on Other Legal and Regulatory Requirements'in our Independent Auditor's Report to the members of the Company on the Ind AS FinancialStatements for the year ended March 31 2018.

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

We have audited the internal financial controls over financial reporting of GLOBALVECTRA HELICORP LIMITED ("the Company") as of March 31 2018 inconjunction with our audit of the Ind AS Financial Statements of the Company for the yearended 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(ICAI). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to Company's policiesthe safeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation of reliablefinancial information as required under the Companies Act 2013 (the "Act" orthe "Companies Act").

Auditors' 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 ICAI and deemed to beprescribed under Section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls 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.

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 internal financial controls over financial reporting assessingrisk that a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the Ind AS 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 Ind AS 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 the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the Company;

2. provide reasonable assurance that transactions are recorded as necessary to permitpreparation of Ind AS Financial Statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorisations of Management and Directors of the Company; and

3. provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial effect on the Ind AS 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.

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 March 31 2018 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 ICAI.

For KALYANIWALLA & MISTRY LLP
CHARTERED ACCOUNTANTS
Firm Regn. No.: 104607W / W100166
Daraius Z. Fraser
Mumbai PARTNER
May 29 2018. M. No.: 42454