To the Members of Kings Infra Ventures Limited
Report on the Audit of the Standalone Financial Statements
We have audited the standalone financial statements of Kings Infra Ventures Limited("the Company") which comprise the Balance Sheet as at 31st March 2019 theStatement of Profit the Statement of cash flows and the Statement of Changes in Equityfor the year then ended notes to the financial statements including a summary of thesignificant accounting policies and other explanatory information.
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 Companies Act2013 in the manner so required and give a true and fair view inconformity with the Ind AS prescribed under section 133 of the Act read with the Companies(Ind AS) Rules2015as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state affairs of the Company as at 31stMarch2019and its profit changes in equity and its cash flows for the year ended on thatdate.
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 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 together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter
We draw attention to Note.30.1 (a) of the financial statements which describes thedemand raised by the Income Tax Department u/s 220(2) of the Income Tax Act 1961amounting to Rs.13293493/- for Assessment years 1992-931993-941994-95 and 1995-96.TheCompany has filed an Interest Waiver Petition u/s 220(2A) before the PrincipalCommissioner of Income Tax and the application is pending. The Company is confident ofgetting full waiver of interest. Considering this no provision has been made for theamount of interest claimed.
Our opinion is not modified in respect of this 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 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 Directors' Report Corporate Governance Report ManagementDiscussion and Analysis Report but does not include the financial statements and ourauditor's report thereon. The annual report is expected to be made available to us afterthe 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 so considerwhether the other information is materially inconsistent with the financial statements orthe knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the annual report if we conclude that there is a material misstatementtherein we are required to communicate the matter to those charged with governance andtake necessary actions as per applicable laws and regulations.
Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial 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 financial statements that give a true and fair view of the financialposition financial performance changes in equity and cash flows of the Company inaccordance with the principles generally accepted in India including the Indian AccountingStandards specified in the Companies (Indian Accounting Standards) Rules 2015 (asamended) under Section 133 of the Act. 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.
Auditors' Responsibilities for the Audit of the Financial Statements
Our objective are to obtain reasonable assurance about whether the financial statementsas a whole are free from material misstatement whether due to fraud or error and toissue an auditor's report that includes our opinion. Reasonable assurance is a high levelof assurance but is not a guarantee that an audit conducted in accordance with SAs willalways detect a material misstatement when it exists. Misstatements can arise from fraudor error and are considered material if individually or in the aggregate they couldreasonably be expected to influence the economic decisions of users taken on the basis ofthese 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 financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.
Obtain an understating of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company has adequate internal financials controls system in place and the operatingeffectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basisof accounting 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 financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.
Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.
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 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 onwhen 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 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 Act we give in the "Annexure A" a statement on the matters specified inparagraphs 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 Statement of Changes in Equityand the Cash Flow Statement dealt with by this Report are in agreement with the books ofaccount.
d) In our opinion the aforesaid standalone financial statements comply with the IndianAccounting Standards specified under Section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164 (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 does not have any pending litigations which would impact its financialposition.
ii. The Company did not have any long term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company
| ||For Elias George & Co. |
| ||Chartered Accountants |
| ||Firm Regn. No. 000801S |
| ||Sd/- |
| ||Vaibhav T Ved |
|Kochi: 682020 ||Partner |
|Date:29/05/2019 ||Membership No:235912 |
ANNEXURE 'A 'TO THE INDEPENDENT AUDITORS REPORT
The annexure referred to is our independent auditors report to the members of KingsInfra Ventures Limited on the standalone financial statements of the year ended 31stMarch 2019.
We report that:
i. (a) The Company is maintaining proper records showing full particulars quantitativedetails and situation of fixed assets.
(b) As explained to us there is a regular program of physical verification of fixedassets which is our opinion is reasonable having regard to the size of the Company andthe nature of the assets. During the year as informed to us no material discrepancieshave been noticed on such verification.
(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.
ii. As explained to us the inventory has been physically verified by the managementduring the year. In our Company the frequency of such physical verification of stock isreasonable. As explained to us no material discrepancies were noticed on physicalverification of inventories as compared to the book records.
iii. The Company has not granted any loans secured or unsecured to companies firmslimited liability partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013 ("the Act"). Accordingly the provisionsof the clause 3 (iii) (a)(b) and (c) of the Companies (Auditors Report) Order 2016 arenot applicable to the Company and hence not commented upon.
iv. In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Section 186 of the Companies Act 2013 inrespect of the loans and investments made and guarantees and security provided by it. Thecompany has not granted any loans or made any investments or provided any guarantees orsecurity to the parties covered under Section 185 of the Companies Act 2013.
v. The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the pro visions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Rules framed thereunder are not applicable .
vi. As per the information and explanations given us maintenance of cost records hasnot been specified by the Central Government under Section 148 (1) of the Companies Act2013 in respect of the activities carried out by the Company.
vii. a) According to the information and explanations given to us and on the basis ofour examination of books of accounts and records of the Company in our opinion theCompany has been generally regular in depositing the undisputed statutory dues includingprovident fund employees' state insurance income tax sales tax service tax duty ofcustoms duty of excise value added tax cess and any other statutory dues asapplicable with the appropriate authorities. However the Company has not paid itsAdvance Tax liability under Section 207 of the Income Tax Act 1961 for any of theinstalments. As of 31st March 2019 total unpaid Advance Tax liability worksout to Rs. 6689398.75/-. According to the information and explanation given to us noundisputed amounts payable in respect of the above were in arrears as 31stMarch 2019 for a period of more than six months from the date on which they were payable.
b) As per the information and explanations given to us in case of dues of income taxwhich have not been deposited on account of any dispute then the amount involved and theforum where the dispute is pending is as follows
|Name of the Statute ||Nature of dues ||Amount (Rs.) ||Period to which the amount relates ||Forum where dispute is pending ||Remarks if any |
|Income Tax Act 1961 ||Income Tax ||13293493 ||AY 199293199394 199495199596 ||Principal Commissioner of Income Tax ||The Company has filed a waiver petition for the same before the Principal Commissioner of Income Tax and the application is pending. |
|Income Tax Act 1961 ||Income Tax ||928420 199080 ||AY 2013-14 AY 2014-15 ||High Court of Kerala ||On account of dispute regarding unabsorbed deprecation for AY 19992000 to AY 2009-10 |
According to the information and explanations given to us there are no material duesof Sales Tax Service Tax duty of Customs or duty of Excise of Value Added Tax whichhave not been deposited on account of any dispute.
viii. According to the records of the Company examined by us and the information andexplanations given to us the Company has not defaulted in repayment of loans orborrowings to any financial institutions Bank or Government. The company has not issuedany debentures.
ix. Based upon the Audit procedures performed and the information and explanationsgiven by the management the Company has not raised any moneys by way of initial publicoffer or further public offer (including debt instruments). The term loans taken by thecompany have been applied for the purpose for which they have been obtained.
x. Based upon the Audit procedures performed and the information and explanations givenby the Management we report that no fraud by the Company or on the Company by itsofficers or employees has been noticed or reported during the year.
xi. The Company has paid or provided for managerial remuneration in accordance with therequisite approvals mandated by the provisions of Section 197 read with Schedule V to theAct.
xii. As the Company is not a Nidhi Company and the Nidhi Rules 2014 are not applicableto it the provisions of Clause 3(xii) of the Companies (Auditor's Report) Order 2016("the Order") are not applicable to the Company and hence not commented upon.
xiii. In our opinion all transactions with the related parties are in compliance withSections 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the Financial Statements as required by the applicable Accounting Standards.
xiv. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review. Accordingly theprovisions of Clause 3(xiv) of the Order are not applicable to the company and hence notcommented upon.
xv. Based upon the audit procedures performed and information and explanations given bythe management the Company has not entered into any non-cash transactions with itsDirectors or persons connected with him. Accordingly the provisions of Clause 3(xv) ofthe Order are not applicable to the Company.
xvi. 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(xiv) of the Order are notapplicable to the Company.
| ||For Elias George &Co. |
| ||Chartered Accountants |
| ||Firm Regn No: 000801S |
| ||Sd/- |
| ||Vaibav T Ved |
|Kochi : 682020 ||Partner |
|Date: 29/05/2019 ||Membership No: 235912 |
ANNEXURE 'B' TO THE INDEPENDENT AUDITOR'S REPORT
The annexure referred to in our Independent Auditor's Report to the members of KingsInfra Ventures Limited on the IndAS Financial Statements for the year ended 31stMarch 2019.
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 over financial reporting of Kings InfraVentures Limited ("the Company") as of 31st March 2019 in conjunctionwith our audit of the standalone financial statements of the company for the year ended onthat 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 ('ICAI'). These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for insuring the orderly and efficient conduct of its businessincluding adherence to Companies policies the safeguarding of its assets the preventionsand detection of frauds and errors the accuracy and completeness of accounting recordsand the timely preparation of reliable financial information as required under the Act.
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 "Guide Note") and the Standards on the Auditing deemed to be prescribedunder Section 143(10) of the Act to the extend applicable to an audit of internalfinancial controls both applicable to an audit of internal financial controls and bothissued by the ICAI. Those Standards and Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established anmaintained 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 the testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The procedureselected depend on the auditor's judgment including the assessment of the risks ofmaterial misstatement of the financial systems 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 control 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 the financial reporting andthe preparation 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 maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddepositions 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 receipts and expenditures ofthe Company are being made only in accordance with authorisations of Management andDirectors of the Company; and (3) provide reasonable assurance regarding prevention ortimely detection of unauthorised acquisition use or deposition of the Company's assetsthat could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of the 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. Alsoprojections of any evaluation of the internal financial controls over financial reportingthe future periods are subjected to risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequate financialcontrols system over financial reporting and such internal financial controls overfinancial reporting were operating effectively as at 31st March 2019 based onthe internal control over financial reporting criteria established by the Companyconsidering the essential components of internal controls stated in the Guidance Note onAudit Of Internal Financial Controls Over Financial Reporting issued by the Institution ofChartered Accountants.
| ||For Elias George & Co. |
| ||Chartered Accountants |
| ||Firm Regn No: 000801S |
| ||Sd/- |
| ||Vaibav T Ved |
| ||Partner |
| ||Memb No. 235912 |
|Kochi: 682020 || |
|Date: 29/25/2019 || |