To the Members of Howard Hotels Limited Report on the Audit of the Financial Statements
We have audited the accompanying Ind AS financial statements of Howard Hotels Limited(the Company') which comprise the Balance Sheet as at 31 March 2021 the Statementof Profit and Loss (including Other Comprehensive Income) the Cash Flow Statement and theStatement of Changes in Equity for the year then ended and a summary of the significantaccounting policies and other explanatory information. In our opinion and to the best ofour information and according to the explanations given to us the aforesaid financialstatements give the information required by the Companies Act 2013 (the Act') inthe manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India including Indian Accounting Standards (IndAS') specified under Section 133 of the Act of the state of affairs (financial position)of the Company as at 31 March 2021 and its Loss (financial performance including othercomprehensive income) its cash flows and the changes in equity for the year ended on thatdate.
Basis for Opinion
We conducted our audit of the financial statement in accordance with the Standards onAuditing specified under Section 143(10) of the Act. Our responsibilities under thosestandards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI') together with the ethical requirements that are relevant to our auditof the financial statements under the provisions of the Act and the rules thereunder andwe have fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI's Code of Ethics. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the financialstatements.
Emphasis of Matter
We draw your attention to Note 38 to financial statement which explains uncertainty andthe management's assessment of the financial impact on the financial statement of theCompany due to lockdown and other restriction imposed by the Government of India and otherconditions related to the COVID-19 pandemic situation which might impact the operation ofthe Company for which a definitive assessment in the subsequent period is highlydependent upon circumstances as they evolve.
Our opinion is not modified in respect of abovementioned matter.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.
We have determined that there are no Key Audit matters to communicate in our report.
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 annual report but does not includethe financial statements and our auditor's report thereon. The annual report is expectedto be made available to us after the date of this auditor's report.
Our opinion on the financial statements does not cover the other information and wewill not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements our responsibility is to readthe other information identified above when it becomes available and in doing soconsider whether the other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated.
Management's Responsibility for 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 financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen 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 Section 197(16) of the Act we report that the Company haspaid remuneration to its director during the year in accordance with the provisions of andlimits laid down under Section 197 read with Schedule V to the Act.
2) 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 theAct we give in the Annexure A a statement on the matters specified in paragraphs 3 and 4of the Order.
3) Further to our comments in Annexure A as required by Section 143(3) of theAct 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 ouropinion proper books of account as required by law have been kept by the Company so faras it appears from our examination of those books.
c) The Balance Sheet the Statement of Profit and Loss including Other ComprehensiveIncome Statement of Changes in Equity and the Statement of Cash Flow dealt with by thisReport are in agreement with the relevant books of account.
d) In our opinion the aforesaid financial statements comply with the Ind AS specifiedunder Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.
e) On the basis of the written representations received from the directors as on March31 2021 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2021 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". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the company's internal financial controls overfinancial reporting.
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 (as amended) inour opinion and to the best of our information and according to the explanations given tous:
(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 derivative contractsfor which there were any material foreseeable losses;
(iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company during the year ended 31 March2021;
(iv) The disclosure in the financial statements regarding holding as well as dealing inspecified bank notes during the period from 08 November 2016 to 30 December 2016 have notbeen made since they do not pertain to the financial year ended 31 March 2021.
"Annexure A" to the Independent Auditor's Report
(Referred to in paragraph 2 under Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Howard Hotels Limited of even date)
Based on the audit procedures performed for the purpose of reporting a true and fairview on the financial statements of the Company and taking into consideration theinformation and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit and to the best of our knowledge and beliefwe report that: i. (a) The Company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets.
(b) The Company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner over a period of three year. Inaccordance with this programme certain fixed assets were verified during the year and nomaterial discrepancies were noticed on such verification. In our opinion this periodicityof physical verification is reasonable having regard to the size of the company and thenature of its assets.
(c) According to the Information and explanation given to us and on the basis ofexamination of books of account and other documents the title deeds of immovableproperties owned by the Company are held in the name of the Company.
ii. According to the information & explanation given to us physical verificationof inventory has been conducted at reasonable intervals by the management. Thediscrepancies noticed on verification between the physical stocks and the book recordswere not material and have been properly dealt with in the book of accounts.
iii. According to the information and explanation given to us the Company has notgranted any loans secured or unsecured to companies firms or other parties covered inthe register maintained under section 189 Companies Act 2013. Accordingly Clauses (a)(b) and (c) of sub Para iii of paragraph 3 of the order are not applicable.
iv. According to the information & explanation given to us the Company has neithergiven any loans or guarantees nor made any investment and securities as per provisions ofsection 185 and I86 of the Companies Act 2013. Accordingly this Clause Para
iii of paragraph 3 of the order are not applicable. v. According to the information andexplanations given to us the Company has not accepted any deposits from the public asmentioned in the directives issued by Reserve Bank of India and provisions of sections 73to 76 of the Companies Act 2013 or any other relevant provisions of the Act and the rulesframed there under.
vi. To the best of our knowledge and explanation given to us the Central Governmenthas not prescribed maintenance of cost records under clause of sub section (1) of section148 of the Companies Act 2013 for the services rendered by the company. Hence theprovisions of paragraph 3(vi) of the Order is not applicable.
vii. (a) According to the information and explanations given to us and according to thebooks and records produced before us the company is regular in depositing withappropriate authorities undisputed statutory dues including provident fund investoreducation and protection fund employees' state insurance income tax goods and servicestax sales tax custom duty service tax excise duty cess and other material statutorydues applicable to it.According to the information and explanations given to us noundisputed amounts payable in respect of income tax goods and services tax service taxsales tax custom duty excise duty and cess were in arrears as at 31-Mar-2021 for aperiod of more than six months from the date they became payable.
(b) According to the information and explanations given to us there are no dues ofincome tax or goods and services tax or wealth tax or service tax which have not beendeposited on account of any dispute.
viii. According to the information and explanations given to us the company has notdefaulted in repayment of dues to financial institutions banks or debenture holders.
ix. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) including term loan. x. According to theinformation and explanations given to us no fraud by the Company or on the Company by itsofficers or employees has been noticed or reported during the course of our audit.
xi. According to the information and explanations given to us the Company haspaid/provided managerial remuneration in accordance with the requisite approvals mandatedby the provisions of section 197 read with Schedule V to the Act.
xii. The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of theOrder is not applicable to the Company.
xiii. According to the information and explanations given to us the Company is incompliance with Section 177 and 188 of the Companies Act 2013 where applicable for alltransactions with the related parties and the details of related party transactions havebeen disclosed in the financial statements as required by the applicable Indian AccountingStandards.
xiv. According to the information & explanation provide to us the Company has notmade any preferential allotment or private placement of shares or fully or partly paidconvertible debentures during the year hence reporting under clause 3 (xiv) of the Orderis not applicable to the Company.
xv. According to the information and explanations given to us during the year theCompany has not entered into any non-cash transactions with its Directors or personsconnected to its directors. Accordingly the provision of paragraph 3(xv) of the Order arenot applicable to the Company.
"Annexure B" to the Independent Auditor's Report
(Referred to in paragraph 3 (f) under 'Report on Other Legal and RegulatoryRequirements' section of our report to the Member of Howard Hotels Limited of even date)Report on the Internal Financial Controls Over Financial Reporting under clause (i) ofSub-section 3 of section 143 of Companies Act2013
We have audited the internal financial controls over financial reporting of HowardHotels Limited ("the Company") as of 31 March 2021 in conjunction with ouraudit of the Ind AS financial statements of the Company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating 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 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. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively 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 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 internal financial controls system overfinancial reporting of the Company.
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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31 March 2021 based on internal control overfinancial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
| ||For B G G & Associates |
| ||Chartered Accountants |
| ||FRN:- 016874N |
| ||CA Alok Kumar Bansal |
| ||Partner |
|Place :-Agra ||M. No. :- 092854 |
|Date :- June 292021 ||UDIN :-21092854AAAADP6896 |