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Inox Leisure Ltd.

BSE: 532706 Sector: Media
NSE: INOXLEISUR ISIN Code: INE312H01016
BSE 00:00 | 19 Feb 272.55 7.25
(2.73%)
OPEN

268.75

HIGH

282.30

LOW

268.75

NSE 00:00 | 19 Feb 274.25 6.55
(2.45%)
OPEN

269.00

HIGH

283.50

LOW

269.00

OPEN 268.75
PREVIOUS CLOSE 265.30
VOLUME 19867
52-Week high 304.20
52-Week low 189.65
P/E 19.06
Mkt Cap.(Rs cr) 2,803
Buy Price 270.10
Buy Qty 20.00
Sell Price 272.55
Sell Qty 474.00
OPEN 268.75
CLOSE 265.30
VOLUME 19867
52-Week high 304.20
52-Week low 189.65
P/E 19.06
Mkt Cap.(Rs cr) 2,803
Buy Price 270.10
Buy Qty 20.00
Sell Price 272.55
Sell Qty 474.00

Inox Leisure Ltd. (INOXLEISUR) - Auditors Report

Company auditors report

TO THE MEMBERS OF INOX LEISURE LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financialstatements of Inox LeisureLimited ("the Company") which comprise the Standalone Balance Sheet as at 31March 2018 the Standalone Statement of Profit and Loss (including Other ComprehensiveIncome) the Standalone Statement of Cash Flow and the Standalone Statement of Changes inEquity for the year then ended and a summary of the significant accounting policies andother explanatory information ("Standalone Ind AS financial statements").

Management's Responsibility for the Standalone 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 standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards (Ind AS) prescribed underSection 133 of the Act.

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 judgements 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.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe standalone Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on these standalone Ind AS financial statements.

Opinion

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 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 31 March 2018 and its financial performanceincluding other comprehensive income its cash flows and changes in equity for the yearended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of the Act we give in theAnnexure I a statement on the matters specifiedin paragraph 3 and 4 of the said 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 Standalone Balance Sheet the Standalone Statement of Profit and Loss includingOther Comprehensive Income the Standalone Statement of Cash Flows and the StandaloneStatement of Changes in Equity dealt with by this Report are in agreement with the booksof account.

(d) statements comply with the Indian Accounting In our opinion the aforesaidstandalone Ind AS financial Standards prescribed under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31March 2018 taken on record by the Board of Directors none of the directors aredisqualified as on 31 March 2018 from being appointed as a director in terms of Section164(2) of the Act. controls with reference to the financial (f)Withrespecttotheadequacyoftheinternalfinancial statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in Annexure II.

(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 standalone Ind AS financial statements see Note 45 to the standalone IndAS financial statements;

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.

Other Matters

The financial statements of the Company for the year ended 31 March 2017 were auditedby another auditor who expressed an unmodified opinion on those statements on 2 May 2017.

For Kulkarni & Company Chartered Accountants
Firm's Registration No. 140959W
A.D Talavlikar
Place: Vadodara Partner
Date: 7 May 2018 Membership No. 130432

ANNEXURE TO INDEPENDENT AUDITOR'S REPORT

to the members of INOX Leisure Limited

Annexure I to Independent auditor's report to the members of Inox Leisure Limited onthe standalone Ind AS financial statements for the year ended 31 March 2018 –referred to in paragraph 1 under the heading "Report on Other Legal and RegulatoryRequirements" of our report of even date.

In term of the Companies (Auditor's Report) Order 2016 ("the Order") on thebasis of information and explanation given to us and the books and records examined by usin the normal course of audit and such checks as we considered appropriate to the best ofour knowledge and belief we state as under:

1. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets. The fixed assets have been physicallyverified by the management at reasonable intervals and no material discrepancies have beennoticed on such verification. The title deeds of all immovable properties are held in thename of the Company except as under: (Rs in Lakhs)

Particulars No. of cases Original cost Carrying amount Remarks
Leasehold land 1 181.45 137.76 In the name of erstwhile amalgamated company and yet to be transferred in the name of the Company
Building 2 7568.81 6277.88 Conveyance deed is yet to be executed
1 828.57 645.62 In the name of erstwhile amalgamated company and yet to be transferred in the name of the Company
1 1763.73 1456.92 In the name of erstwhile amalgamated company and conveyance deed is yet to be executed
Building total 10161.11 8380.43

2. The inventories were physically verified by the management at reasonable intervalsduring the year and no material discrepancies were noticed on physical verification ofinventories as compared to book records.

3. The Company has not granted any loan secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013 and hence the provisions of clause 3(iii) of theOrder are not applicable to the Company.

4. The Company has complied with the provisions of Section 185 and section 186 of theAct in respect of investments made or loans given or guarantee or security provided.

5. The Company has not accepted any deposits within the meaning of section 73 to 76 ofthe Companies Act 2013 and the Rules framed thereunder and hence the provisions of clause3(v) of the Order are not applicable to the Company.

6. The Central Government has not prescribed maintenance of cost records under section148(1) of the Companies Act 2013 for the activities of the Company and hence theprovisions of clause 3(vi) of the Order are not applicable to the Company.

7. The Company is generally regular in depositing with appropriate authoritiesundisputed statutory dues including provident fund employees' state insuranceincome-tax sales tax service tax Goods & Service Tax duty of customs duty ofexcise value added tax cess entertainment tax and other material statutory duesapplicable to it. There are no undisputed amounts payable in respect of such statutorydues which were in arrears as at 31 March 2018 for a period of more than six months fromthe date they become payable.

Particulars of dues of income-tax service tax duty of customs and value added taxwhich have not been deposited on account of disputes are as under:

Name of the Statute Nature of dues and the period to which the amount relates Amount (Rs in Forum where dispute is pending
Lakhs)
Service-tax (Finance Act 1994) Service tax on renting of immovable properties for the period August 2008 to September 2011 Service tax on film distributors' payments 1035.02 Supreme Court of India
For the period May 2009 to June 2012 549.35 Central Excise and Service Tax Appellate Tribunal Hyderabad.
For the period May 2008 to March 2014 2853.23 Central Excise and Service Tax Appellate Tribunal New Delhi.
For the period July 2012 to December 2014 6710.55 Central Excise and Service Tax Appellate
For the period May 2008 to March 2014 Service tax on Food & Beverage 5870.35 Commissioner of Service Tax Mumbai.
For the period April 2013 to February 2014 720.09 Central Excise and Service Tax Appellate Tribunal Mumbai
For the period March 2014 to December 2014 781.90 Central Excise and Service Tax Appellate Tribunal Mumbai
For the period January 2015 to September 2015 858.45 Central Excise and Service Tax Appellate Tribunal Mumbai
Customs Act 1962 Custom duty Amount not ascertainable Commissioner Appeal Central Board of Excise and Customs
Custom duty for the period 2005-06 4.36 Asst. Commissioner of Customs Jawaharlal Nehru Custom House JNPT NhavaSheva
Maharashtra Value Added Tax Act 2002 Assessment dues for the year 2008-09 235.06 Deputy Commissioner of Sales Tax (Appeals 4) Mazgaon Mumbai
Income Tax Act 1961 Penalty for FY 2009-10 43.25 Commissioner of Income-tax (Appeals) - Vadodara
Assessment dues for the FY 2012-13 114.67

There are no dues of sales tax or duty of excise which have not been deposited onaccount of disputes.

8. The Company has not defaulted in repayment of loans and borrowings to banks and theCompany did not have any borrowings from financial institutions Government or by way ofdebentures.

9. The Company has applied the moneys raised by way of term loans for the purpose forwhich these loans were raised. The Company did not raise moneys by way of initial publicoffer or further public offer (including debt instruments).

10. No fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the course of our audit.

11. The Company has not paid any managerial remuneration and hence the provisions ofclause 3(xi) of the Order are not applicable to the Company.

12. The Company is not a Nidhi Company and hence the provisions of clause 3(xii) of theOrder are not applicable to the Company.

13. All transactions with the related parties are in compliance with sections 177 and188 of Companies Act 2013 and the details have been disclosed in the standalone financialstatements etc. as required by the applicable accounting standards.

14. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year and hence the provisions ofclause 3(xiv) of the Order are not applicable to the Company. 15. The Company has notentered into any non-cash transactions with directors or persons connected with them andhence the provisions of clause 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 and hence the provisions of clause 3(xvi) of the Order are notapplicable to the Company.

For Kulkarni & Company Chartered Accountants
Firm's Registration No. 140959W
A.D Talavlikar
Place: Vadodara Partner
Date: 7 May 2018 Membership No. 130432

Annexure II to Independent auditor's report to the members of Inox Leisure Limited onthe standalone Ind AS financial statements for the year ended 31 March 2018 –referred to in paragraph 2(f) under the heading "Report on Other Legal and RegulatoryRequirements" of our report of even date.

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 with reference to financial statementsof Inox Leisure Limited ("the Company") as of 31 March 2018 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon 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 controls with reference to financial statementscriteria established by the Company considering the essential components of internalcontrols stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting (the "Guidance Note") issued by the Institute of CharteredAccountants of India ("ICAI"). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to Company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing issued by ICAI anddeemed to be prescribed under section 143(10) of the Act to the extent applicable to anaudit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the ICAI. Those Standards and the Guidance Note require thatwe comply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls with reference to financialstatements was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system with reference to financial statements and theiroperating effectiveness.

Our audit of internal financial controls with reference to financial statementsincluded obtaining an understanding of internal financial controls with reference tofinancial statements assessing the risk that a material weakness exists and testing andevaluating the design and operating effectiveness of internal controls based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the Ind AS financial statementswhether 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 systemwith reference to financial statements.

Meaning of Internal Financial Controls with reference to Financial Statements

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlswith reference to financial statements includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the company's assets that could have a material effect on the standalonefinancial statements.

Inherent Limitations of Internal Financial Controls with reference to FinancialStatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial control with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system with reference to financial statements and such internalfinancial controls with reference to financial statements were operating effectively as at31 March 2018 based on the internal control with reference to financial statementscriteria established by the Company considering the essential components of internalcontrols stated in the Guidance Note issued by ICAI.

For Kulkarni & Company Chartered Accountants
Firm's Registration No. 140959W
A.D Talavlikar
Place: Vadodara Partner
Date: 7 May 2018 Membership No. 130432