To the Members of Inventure Growth & Securities Limited
Report on the Audit of the Standalone Ind AS Financial Statements
We have audited the standalone financial statements of Inventure Growth &Securities Limited ("the Company") which comprise the Balance sheet as at 31stMarch 2020 the Statement of Profit and Loss (including other Comprehensive Income)Statement of Changes in Equity and Statement of Cash Flows for the year then ended andnotes to the financial statements including a summary of significant accounting policiesand other explanatory information (hereinafter referred to as "the standalone Ind ASfinancial statements").
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 Companies Act 2013 in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards prescribed under section 133 ofthe Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended andother accounting principles generally accepted in India of the state of affairs of theCompany as at March 31 2020 its profit other comprehensive loss changes in equity andits cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theStandalone Ind AS Financial Statements section of our report. We are independent ofthe Company in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India together with the ethical requirements that are relevant to our auditof the financial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone Ind AS financial statements for the financialyear ended March 31 2020. These matters were addressed in the context of our audit of thestandalone Ind AS financial statements as a whole and in forming our opinion thereon andwe do not provide a separate opinion on these matters. For the key audit matter below ourdescription of how our audit addressed the matter is provided in that context.
We have determined the matter described below to be the key audit matter to becommunicated in our report. We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalone Ind AS financial statementssection of our report including in relation to this matter. Accordingly our auditincluded the performance of procedures designed to respond to our assessment of the risksof material misstatement of the standalone Ind AS financial statements. The results of ouraudit procedures including the procedures performed to address the matter below providethe basis for our audit opinion on the accompanying standalone Ind AS financialstatements.
Transition to Ind AS accounting framework
In accordance with the roadmap for implementation of Indian Accounting Standards (IndAS) for non-banking financial companies as announced by the Ministry of CorporateAffairs the Company has adopted Ind AS from April 1 2019 with an effective date of April1 2018 for such transition. For periods up to and including the year ended March 312019 the Company had prepared and presented its financial statements in accordance withaccounting standards notified under the section 133 of the Companies Act 2013 read withRule 7 of the Companies (Accounts) Rules 2014 ("Indian GAAP" or "previousGAAP").
In order to give effect of the transition to Ind AS these financial statements for theyear ended March 31 2020 together with the comparative financial information for theprevious year ended March 31 2019 and the transition date balance sheet as at April 12018 have been prepared under Ind AS. The transition has involved significant changes inthe Company's financial reporting policies and processes including generation of reliableand supportable financial information. Further the management has exercised significantjudgement for giving an appropriate effect of the first-time adoption principles of Ind AS101 as at transition date and to determine the impact of the new accounting framework oncertain accounting and disclosure requirements prescribed under relevant accountingstandards to the extent applicable. In view of the material impact and complexities andsignificant judgement involved in implementing Ind AS we have focused on this area in ouraudit.
How our audit addressed the key audit matter
Read the Ind AS impact assessment performed by the management and the resultant changesmade to the accounting policies considering the requirements of the new framework.
Assessed the judgement exercised by the management in applying the first-time adoptionprinciples of Ind AS 101 especially in respect of fair valuation of assets and liabilitiesexisting as at transition date.
We understood the financial statement closure process and the additional controlsestablished by the Company for transition to
Assessed the judgement applied by the Company in determining its business model forclassification of financial assets.
Tested the accounting adjustments posted as at the transition date and in respect ofthe previous year to convert the financial information reported under erstwhile IndianGAAP to Ind AS.
Assessed disclosures made by the management for compliance with IND AS.
The Company's Board of Directors is responsible for the other information. The otherinformation comprises of the Annual Report but does not include the standalone Ind ASfinancial statements and our auditor's report thereon. The other information is expectedto be made available to us after the date of this auditor's report.
Our opinion on the standalone Ind AS financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information identified above when it becomes availableand in doing so consider whether such other information is materially inconsistent withthe standalone Ind AS financial statements or our knowledge obtained in the audit orotherwise appears to be materially misstated.
When we read such other information if we conclude that there is a materialmisstatement therein we are required to communicate the matter to those charged withgovernance and to comply with the relevant applicable requirements of the standard onauditing for auditor's responsibility in relation to other information in documentscontaining audited financial statements. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone IndAS 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 and cash flows of the Company in accordance withthe Indian Accounting Standards prescribed under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended and other accountingprinciples generally accepted in India. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement 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 Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these 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 standalone Ind ASfinancial 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 to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act 2013 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 reasonableness ofaccounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis ofaccounting 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 Ind AS financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.
Evaluate the overall presentation structure and content of the standalone Ind ASfinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.
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 Ind AS financialstatements for the financial year ended 31 March 2020 and are therefore the key auditmatters.
We describe these matters in our auditor's report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.
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 Companies Act 2013 we give in the Annexure A a statement on the mattersspecified in paragraphs 3 and 4 of the 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) 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 the Statement of Profit and Loss including the Statement ofOther Comprehensive Income Statement of Changes in Equity and the Cash Flow Statementdealt with by this report are in agreement with the books of account. (d) In our opinionthe aforesaid standalone Ind AS financial statements comply with the Accounting Standardsspecified under Section 133 of the Act read with Companies (Indian Accounting Standards)Rules 2015 as amended.
(e) On the basis of the written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director in termsof 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 the requirements of section 197(16) of the Act as amended in our opinionand to the best of our information and according to the explanations given to us theremuneration paid by the Company to its directors during the year is in accordance withthe provisions of section 197 read with Schedule V to the Act (h) With respect to theother matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules 2014 in our opinion and to the best of ourinformation 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 Refer Note 45 to the saidfinancial statements; ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses. iii. There wereno amounts which were required to be transferred to the Investor Education and ProtectionFund by the Company.
For PHD & Associates
Chartered Accountants Firm Registration No.111236W
Membership No.: 38220 UDIN: 20038220AAAAAQ5452 Mumbai 15 July 2020
Referred to in paragraph 1 under Report on Other Legal and RegulatoryRequirements' section of our Independent Auditors'
Report of even date to the members of Inventure Growth & Securities Limited on thestandalone Ind AS financial statements for the year ended March 31 2020:
(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) The fixed assets were physically verified during the year by the Management inaccordance with a regular programme of verification which in our opinion provides forphysical verification of the fixed assets at reasonable intervals. According to theinformation and explanations given to us no material discrepancies were noticed on suchverification.
(c) According to the information and explanations given to us the title deeds ofimmovable property disclosed in Note to standalone Ind AS financial statements are heldin the name of the Company.
(ii) The inventory being stockin-trade of securities held in dematerialized formhas been verified during the year by the management with the holding certificates from therespective depository. In our opinion the frequency of verification is reasonable. Nodiscrepancies were noticed on verification between the depository certificates and thebook records.
(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms limited liabilitypartnerships or other parties covered in the register maintained under Section 189 of theCompanies Act 2013 (the Act') except loan to subsidiaries the terms and conditionsof grant thereof are not prejudicial to the Company's interest. The loans are repayable ondemand and interest is received as per agreed terms. No amount of such loans is overdue.
(iv) In our opinion and according to the information and explanations given to us theCompany has not entered into any transaction of granting of loans or making of investmentsor providing guarantees or security to any person except loans granted to investmentsmade in and security provided for its subsidiary/wholly owned subsidiary and in respectthereof the Company has complied with provisions of Section 185 and Section 186 of theAct.
(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits. Hence the question of compliance with the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the rules framed thereunder does not arise.Accordingly paragraph 3 (v) of the Order is not applicable to the Company.
(vi) The Central Government has not prescribed the maintenance of Cost records underSection 148(1) of the Act for any of the products manufactured/ services rendered by theCompany.
(vii) In respect of statutory dues:
(a) According to the records of the Company undisputed statutory dues including IncomeTax Service Tax Goods and Service Tax (GST) Cess and other material statutory dues havebeen generally regularly deposited with the appropriate authorities. According to theinformation and explanations given to us no undisputed amounts payable in respect of theaforesaid dues for a period of more than six months from the date of they becoming payableand outstanding on March 31 2020.
(b) There are no dues of income tax sales tax service tax or duty of custom or dutyof excise or value added tax or GST which have not been deposited as on March 31 2020 onaccount of disputes except the following dues relating to income tax which have not beendeposited on account of dispute:
|Name of Statute ||Assessment Year ||Dispute Forum ||Amount (Rs) |
|Income Tax ||2011-12 ||CIT-(A) ||13692730 |
|Income Tax ||2014-15 ||CIT-(A) ||9428320 |
(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in repayment of borrowings to the banks. The Company doesnot have any loans or borrowings from financial institutions or government and has notissued any debentures.
(ix) The Company did not have any term loans outstanding during the year. The Companyhas not raised moneys by way of initial public offer or further public offer (includingdebt instruments) during the year. Accordingly paragraph 3(ix) of the Order is notapplicable to the Company.
(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no fraud on the Company by its officers oremployees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanation given to us themanagerial remuneration has been paid in accordance with the requisite approvals mandatedby the provisions of Section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company and the Nidhi Rules 2014 are not applicable to it.Accordingly paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) In our opinion and according to the information and explanations given to usthe Company is in compliance with sections 177 and 188 of the Act where applicable forall transactions with the related parties and details of related party transactions havebeen disclosed in the standalone Ind AS financial statements as required by the applicableaccounting standards.
(xiv) According to the information and explanations give 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 paragraph 3(xiv) of the Order is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsDirectors or persons connected to its Directors and hence provisions of Section 192 of theAct are not applicable.
(xvi) In our opinion and according to the information and explanations given to us theCompany is not required to be registered under section 45-IA of the Reserve Bank of IndiaAct 1934. Accordingly paragraph 3(xvi) of the Order is not applicable to the Company.
For PHD & Associates
Chartered Accountants Firm Registration No.111236W
Membership No.: 38220 UDIN: 20038220AAAAAQ5452 Mumbai 15 July 2020
Referred to in paragraph 2(f) under Report on Other Legal and RegulatoryRequirements' section of our Independent
Auditors' Report of even date to the members of Inventure Growth & SecuritiesLimited on the standalone Ind AS financial statements for the year ended March 31 2020.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the
1. We have audited the internal financial controls over financial reporting ofInventure Growth & Securities Limited ("the Company") as at March 31 2020in conjunction with our audit of the standalone Ind AS financial statements of the Companyfor the year ended on that date.
Management's Responsibility for Internal Financial Controls
2. The Company's management is responsible for establishing and maintaining internalfinancial controls considering the essential components of internal control stated in theGuidance Note on Audit of Internal Financial Controls over Financial Reporting issued bythe Institute of Chartered 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.
3. Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting with reference to these standalone Ind AS financialstatements based on our audit. We conducted our audit in accordance with the Guidance Noteon Audit of Internal Financial Controls Over Financial Reporting (the GuidanceNote') and the Standards on Auditing deemed to be prescribed under section 143(10) of theAct to the extent applicable to an audit of internal financial controls both applicableto an audit of Internal Financial Controls and both issued by the ICAI. Those Standardsand the Guidance Note require that we comply with ethical requirements and plan andperform the audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system over financial reporting with reference to thesestandalone Ind AS financial statements and their operating effectiveness. Our audit ofinternal financial controls over financial reporting included obtaining an understandingof internal financial controls over financial reporting assessing the risk that amaterial 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 financial statements whether due to fraud or error.
5. 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 overfinancial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
6. A Company's internal financial control over financial reporting with reference tothese standalone Ind AS financial statements is a process designed to provide reasonableassurance regarding the reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with generally acceptedaccounting principles. A Company's internal financial control over financial reportingwith reference to these standalone Ind AS financial statements includes those policies andprocedures that:
(a) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the Company;
(b) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the Company are being made only inaccordance with authorizations of management and directors of the Company; and
(c) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the Company's assets that could have amaterial effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting withreference to these standalone Ind AS financial statements.
7. 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 with reference to these standalone Ind AS financial statementsmay become inadequate because of changes in conditions or that the degree of compliancewith the policies or procedures may deteriorate.
8. In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting with reference to these standalone IndAS financial statements and such internal financial controls over financial reporting wereoperating effectively as at March 31 2020 considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India.
For PHD & Associates
Chartered Accountants Firm Registration No.111236W
Membership No.: 38220 UDIN: 20038220AAAAAQ5452 Mumbai 15 July 2020