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JSW Holdings Ltd.

BSE: 532642 Sector: Financials
NSE: JSWHL ISIN Code: INE824G01012
BSE 00:00 | 11 Dec 2144.65 -18.95
(-0.88%)
OPEN

2113.00

HIGH

2177.95

LOW

2113.00

NSE 00:00 | 11 Dec 2156.20 -9.10
(-0.42%)
OPEN

2174.95

HIGH

2186.95

LOW

2132.35

OPEN 2113.00
PREVIOUS CLOSE 2163.60
VOLUME 87
52-Week high 2569.00
52-Week low 1613.60
P/E 27.36
Mkt Cap.(Rs cr) 2,381
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2113.00
CLOSE 2163.60
VOLUME 87
52-Week high 2569.00
52-Week low 1613.60
P/E 27.36
Mkt Cap.(Rs cr) 2,381
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

JSW Holdings Ltd. (JSWHL) - Auditors Report

Company auditors report

TO THE MEMBERS OF JSW HOLDINGS LIMITED Report on the standalone financial statements

We have audited the accompanying standalone financial statements of JSW HOLDINGSLIMITED ("the Company") which comprise the Balance Sheet as at March 312018 the Statement of Profit and Loss and Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in sub-section 5of Section 134 of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial control that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased 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 and the Order under sub-section 11 ofSection 143 of the Act. We conducted our audit in accordance with the Standards onAuditing issued by the Institute of Chartered Accountants of India specified undersub-section 10 of Section 143 of the Act. Those Standards require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the standalone financial statements are free from material misstatement. An auditinvolves performing procedures to obtain audit evidence about the amounts and disclosuresin the standalone financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the standalonefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thestandalone financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Board of Directors as well as evaluating theoverall presentation of the standalone financial statements. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2018 its profit and its cash flows for the year ended on that date.

Other Matters

The comparative financial information of the Company for the year ended March 31 2017included in these standalone financial statements are based on the previously issuedstatutory financial statements audited by the predecessor auditor whose report for theyear ended March 31 2017 dated April 24 2017 expressed an unmodified opinion on thosefinancial statements.

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 of theAct we give in the "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order.

2. As required by sub-section 3 of Section 143 of the Act we report that: (a) We havesought and obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purpose of our audit.

(b) In our opinion and to the best of our information and according to the explanationsgiven to us proper books of account as required by law have been kept by the Company sofar as it appears from our examination of those books.

(c) The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account. (d) In our opinion theaforesaid standalone financial statements comply with the Accounting Standards specifiedunder Section 133 of the Act.

(e) On the basis of written representations received from the directors as on March 312018 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 from being appointed as a director in terms of subsection 2 ofSection 164 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" to this report.

(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 has disclosed the impact of pending litigations on its financialposition in its standalone financial statements – Refer Note 17(3) to the financialstatements; ii. The Company did not have any outstanding long-term contracts includingderivative contracts as at March 31 2018 for which there were any material foreseeablelosses; and iii. As at March 31 2018 there were no amounts which were required to betransferred to the Investor Education and Protection Fund by the Company.

For H P V S & Associates

Chartered Accountants Firm Registration No.: 137533W

Vaibhav L. Dattani

Partner M. No. 144084

Place: Mumbai Date : April 27 2018

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of JSW Holdings Limited of even date)(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) Fixed assets have been physically verified by the management during the year and nomaterial discrepancies were identified on such verification. (c) The Company does not haveimmovable properties hence the reporting under paragraph 3 (i) (c) of the Order is notapplicable to the Company.

(ii) The Company's business does not involve inventories and hence the reportingunder paragraph 3 (ii) of the Order is not applicable to the Company.

(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 theAct. Accordingly reporting under the provisions of paragraph 3(iii) (a) (b) and (c) ofthe Order are not applicable to the Company. (iv) In our opinion and according to theinformation and explanations given to us the Company has not granted any loans orprovided any guarantee or security to the parties covered under section 185. Based on ouraudit procedures performed for the purpose of reporting the true and fair view of thefinancial statements and according to the information and explanations given by themanagement the Company has complied with the provisions of section 186 of the Act inrespect of the loans and investments made and guarantees and securities provided by it.

(v) According to the information and explanations given to us the Company has notaccepted any deposit and hence reporting under paragraph 3 (v) of the Order is notapplicable to the Company.

(vi) To the best of our knowledge and as explained the Central Government has notprescribed maintenance of cost records under sub-section 1 of section 148 of the Act.

(vii) (a) According to the information and explanations given to us and the records ofthe company examined by us the Company is regular in depositing with the appropriateauthorities undisputed statutory dues including provident fund employees' stateinsurance income tax sales-tax service tax duty of customs duty of excise valueadded tax cess and other material statutory dues applicable to it. According toinformation and explanation given to us no undisputed amounts payable were outstandingat the year end for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us the following are theparticulars of disputed amounts payable in respect of income-tax service tax cess andother material statutory dues were outstanding at the year end for a period of more thansix months from the date they became payable as at March 31 2018:

Name of the Statute Nature of the Dues Amount (` In Lakhs) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax -# A.Y.2007-08 Assessing Officer (Order giving effect to ITAT's order is pending)
36.16# A.Y.2008-09 Bombay High court
42.66# A.Y.2010-11 Commissioner of Income Tax (Appeals)
48.65 A.Y.2011-12 Assessing Officer (Order giving effect to ITAT's order is pending)
28.51# A.Y.2013-14 Commissioner of Income Tax (Appeals)
33.87# A.Y.2014-15 Commissioner of Income Tax (Appeals)
45.91# A.Y.2015-16 Commissioner of Income Tax (Appeals)

# Net of amounts paid under protest

(viii) Based on our examination of documents and records the Company has not taken anyloan from a financial institution a bank the government or issued debentures and hencereporting under paragraph 3 (viii) of the Order is not applicable.

(ix) Based on our audit procedures performed for the purpose of reporting the true andfair view of the standalone financial statements and according to the information andexplanations given by the management the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) and term loanshence reporting under paragraph 3 (ix) of the Order is not applicable to the Company.

(x) Based on the audit procedures performed for the purpose of reporting the true andfair view of the standalone financial statements and according to the information andexplanations given by the Management we report that no fraud by the Company and nomaterial fraud on the Company by its officer or employees has been noticed or reportedduring the year.

(xi) Based on the audit procedures performed for the purpose of reporting the true andfair view of the standalone financial statements and according to the information andexplanations given by the Management we report that the managerial remuneration has beenpaid/provided in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

(xii) In our opinion the Company is not a Nidhi Company. Therefore reporting underthe provisions of paragraph 3 (xii) of the Order are not applicable to the Company. (xiii)Based on our audit procedures performed for the purpose of reporting the true and fairview of the standalone financial statements and according to the information andexplanations given by the management transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and the details havebeen disclosed in the notes to the standalone financial statements as required by theapplicable accounting standards.

(xiv) According to the information and explanations given to us and on an overallexamination of the Balance Sheet the Company has not made any preferential allotment/private placement of shares or fully or partly convertible debentures during the year.

(xv) Based on our audit procedures performed for the purpose of reporting the true andfair view of the standalone financial statements in our opinion and according to theinformation and explanations given to us the Company has not entered into any non-cashtransactions with directors or persons connected with the directors.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934 as the Company is a not a Systemically Important Core InvestmentCompany (CIC) in terms of Core Investment Companies (Reserve Bank) Directions 2011 and iseligible to function as a CIC without applying for registration with the Reserve Bank ofIndia.

For H P V S & Associates

Chartered Accountants Firm Registration No.: 137533W

Vaibhav L. Dattani

Partner M. No. 144084

Place: Mumbai Date : April 27 2018

ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of JSW Holdings Limited of even date)Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of JSWHOLDINGS LIMITED ("the Company") as of March 31 2018 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 the Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Act.

Auditor's 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 on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by the Institute ofChartered Accountants of India and specified under sub-section 10 of Section 143 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 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 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 standalone financial statements whether due to fraud orerror.

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.

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 standalone 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 themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of standalonefinancial 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 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 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 March 31 2018 based on the internal controlover financial 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 H P V S & Associates
Chartered Accountants
Firm Registration No.: 137533W
Vaibhav L. Dattani
Partner
M. No. 144084
Place: Mumbai
Date : April 27 2018