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Kiran Vyapar Ltd.

BSE: 537750 Sector: Financials
NSE: N.A. ISIN Code: INE555P01013
BSE 00:00 | 06 Oct 153.60 5.65
(3.82%)
OPEN

147.60

HIGH

156.00

LOW

146.00

NSE 05:30 | 01 Jan Kiran Vyapar Ltd
OPEN 147.60
PREVIOUS CLOSE 147.95
VOLUME 10683
52-Week high 175.00
52-Week low 115.00
P/E 5.68
Mkt Cap.(Rs cr) 419
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 147.60
CLOSE 147.95
VOLUME 10683
52-Week high 175.00
52-Week low 115.00
P/E 5.68
Mkt Cap.(Rs cr) 419
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Kiran Vyapar Ltd. (KIRANVYAPAR) - Auditors Report

Company auditors report

To the Members of Kiran Vyapar Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements ofKiran Vyapar Limited (‘the Company') which comprise the Balance Sheet as at 31March 2021 the Statement of Profit and Loss (including Other Comprehensive Income) theCash Flow Statement and the Statement of Changes in Equity for the year then ended and asummary of the significant accounting policies and other explanatory information.

2. In our opinion and to the best of our information and according tothe explanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (‘the Act') in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India including Indian Accounting Standards (‘Ind AS')specified under section 133 of the Act of the state of affairs of the Company as at 31March 2021 and its profit (including other comprehensive income) its cash flows and thechanges in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditingspecified under section 143(10) of the Act. Our responsibilities under those standards arefurther described in the Auditor's Responsibilities for the Audit of the StandaloneFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (‘ICAI') together with the ethical requirements that are relevant to ouraudit of the standalone financial statements under the provisions of the Act 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.

Emphasis of matter Effects of COVID-19 pandemic

4. We draw attention to Note 45 of the accompanying standalonefinancial statements which describes the uncertainty relating to outcome of the effectsof COVID-19 pandemic on the Company's operations and the consequential impact on theappropriateness of impairment losses recognised towards the loan assets outstanding as at31 March 2021. Our opinion is not modified in respect of this matter.

Key Audit Matter

5. Key audit matters are those matters that in our professionaljudgment were of most significance in our audit of the standalone financial statements ofthe current period. These matters were addressed in the context of our audit of thestandalone financial statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters.

6. We have determined the matter described below to be the key auditmatters to be communicated in our report.

Key audit matter How our audit addressed the key audit matter
Investments in unquoted investments carried at fair value -Refer note 1 and 2 for significant accounting policies and note 6 for financial disclosures Our audit procedures included but were not limited to the following:
As at 31 March 2021 the Company has unquoted investments amounting to ` 28379.22 lakhs which includes investments in equity instruments preference instruments and venture capital funds. These investments represent 34.80% of the total assets of the Company as at 31 March 2021. Obtained a detailed understanding of the managements process and controls for determining the fair valuation of unquoted equity investments preference instruments and venture capital funds.
The understanding was obtained by performance of walkthroughs which included inspection of documents produced by the Company and discussion with those involved in the process of valuation.
The aforesaid investment is not traded in the active market. These investments are fair valued using Level 3 inputs. The fair valuation of these investments is determined by a management-appointed independent valuation specialist based on discounted cash flow method for equity and preference instruments. Evaluated the design and tested the operating effectiveness of key controls implemented for fair valuation of the investments;
Obtained the valuation reports done by management' expert and assessed the expert's competence objectivity and independence in performing the valuation of the investments;
Investments in venture capital funds are valued based on the net asset value declared by the respective funds.
The process of computation of fair valuation of investments includes use of unobservable inputs management judgements and estimates which are complex. Assessed the appropriateness of valuation methodology used for the fair valuation computation with the help of an auditor's expert and tested the mathematical accuracy of management's model adopted for the different types of investments;
The key assumptions underpinning management's assessment of fair value of these investments include application of liquidity discounts; calculation of discounting rates and the estimation of projections of revenues projections of future cash flows and growth rates which have been impacted by Covid 19 outbreak in the current year adding to the complexity involved with such accounting estimates. Performed a test of reasonableness and also ensured that the key assumptions used in the cash flow projections including the growth rates discount rates considering evidence available to support these assumptions and our understanding of the business and assessed the impact of COVID-19 outbreak on these assumptions.
The valuation of these investments were considered to be one of the areas which required significant auditor attention and was one of the matters of most significance in the standalone financial statements due to the materiality of total value of investments to the standalone financial statements and the complexity involved in the valuation of these investments.
Tested the discount rate and long-term growth rates used in the forecast including comparison to economic and industry forecasts where appropriate;
Ensured the appropriateness of disclosures in relation to these investments in accordance with the accounting standards.
We also draw attention to note 45 of the accompanying standalone financial statements which describe the uncertainties relating to the effects of Covid-19 pandemic outbreak which impact the fair valuation of the above-mentioned unquoted investment as on 31 March 2021. Verified the mathematical accuracy of the valuations model.
Obtained written representations from management and those charged with governance whether they believe significant assumptions used in valuation of the investments are reasonable.

Information other than the Standalone Financial Statements andAuditor's Report thereon

7. The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the AnnualReport but does not include the standalone financial statements and our auditor'sreport thereon. The Annual Report is expected to be made available to us after the date ofthis auditor's report.

Our opinion on the standalone financial statements does not cover theother information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information identified above when it becomesavailable and in doing so consider whether the other information is materiallyinconsistent with the standalone financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated.

When we read the Annual Report if we conclude that there is a materialmisstatement therein we are required to communicate the matter to those charged withgovernance.

Responsibilities of Management and Those Charged with Governance forthe Standalone Financial Statements

8. The accompanying standalone financial statements have been approvedby the Company's Board of Directors. The Company's Board of Directors isresponsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income changes inequity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Ind AS specified under section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments 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 standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

9. In preparing the standalone financial statements management isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

10. Those Board of Directors is also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the StandaloneFinancial Statements

11. Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with Standards on Auditing will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if individually or in the aggregate they could reasonably beexpected to influence the economic decisions of users taken on the basis of thesestandalone financial statements.

12. As part of an audit in accordance with Standards on Auditing weexercise professional judgment and maintain professional skepticism throughout the audit.We also:

Identify and assess the risks of material misstatement of the standalone 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 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 theAct we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls with reference to standalone financial statements inplace and the operating effectiveness 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 theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditionsmay cause the Company to cease to continue as a going concern;

Evaluate the overall presentation structure and content of the standalone financialstatements including the disclosures and whether the standalone financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation;

13. We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

14. We also provide those charged with governance with a statement thatwe have complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

15. From the matters communicated with those charged with governancewe determine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe 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

16. As required by section 197(16) of the Act based on our audit wereport that the Company has paid remuneration to its directors during the year inaccordance with the provisions of and limits laid down under section 197 read withSchedule V to the Act.

17. As required by the Companies (Auditor's Report) Order 2016(‘the Order') issued by the Central Government of India in terms of section143(11) of the Act we give in the Annexure A a statement on the matters specified inparagraphs 3 and 4 of the Order.

18. Further to our comments in Annexure A as required by section143(3) of the Act based on our audit we report to the extent applicable that:

a) we have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purpose of our audit of theaccompanying standalone financial statements;

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 financial statements dealt with by this report are in agreement withthe books of account;

d) in our opinion the aforesaid standalone financial statements comply with Ind ASspecified under section 133 of the Act;

e) on the basis of the written representations received from the directors and taken onrecord by the Board of Directors none of the directors is disqualified as on 31 March2021 from being appointed as a director in terms of section 164(2) of the Act;

f) we have also audited the internal financial controls with reference to thestandalone financial statements of the Company as on 31 March 2021 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate and our report dated 11 June 2021 as per Annexure B expressed an unmodified opinion;and

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 as detailed in note 30 to the standalone financial statements hasdisclosed the impact of pending litigations on its financial position as at 31 March 2021;

ii. the Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses as at 31 March 2021;

iii. there were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended 31 March 2021; and

iv. the disclosure requirements relating to holdings as well as dealings in specifiedbank notes were applicable for the period from 8 November 2016 to 30 December 2016 whichare not relevant to these standalone financial statements. Hence reporting under thisclause is not applicable.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Regn. No. : 001076N/N500013
Manish Gujral
Partner
Membership No. : 105117
UDIN : 21105117AAAADF8928
Place : Mumbai
Date : 11 June 2021

Annexure A to the Independent Auditor's Report of even date to theMembers of Kiran Vyapar Limited on the Standalone Financial Statements for theyear ended 31 March 2021

Based on the audit procedures performed for the purpose of reporting atrue and fair view on the standalone financial statements of the Company and taking intoconsideration the information and explanations given to us and the books of account andother records examined by us in the normal course of audit and to the best of ourknowledge and belief we report that:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.

(b) The Company has a regular programme of physical verification of its property plantand equipment under which fixed assets are verified in a phased manner over a period of 3years which in our opinion is reasonable having regard to the size of the Company andthe nature of its assets. In accordance with this program certain fixed assets wereverified during the year and no material discrepancies were noticed on such verification.

(c) The title deeds of all the immovable properties (which are included under the head'Property plant and equipment') are held in the name of the Company.

(ii) The Company does not have any inventory. Accordingly the provisions of clause3(ii) of the Order are not applicable.

(iii) The Company has granted unsecured loan to companies covered in the registermaintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are not primafacie prejudicial to the Company's interest.

(b) the schedule of repayment of principal and payment of interest has been stipulatedand the repayment/ receipts of the principal amount and the interest are regular; and

(c) there is no overdue amount in respect of loans granted to such company.

(iv) The provisions of Sections 185 of the Act do not apply to the Company. In ouropinion the Company has complied with the provisions of section 186 of the Act in respectof loans given. Further in our opinion the Company has not undertaken any transaction inrespect of investments guarantees and security covered under section 186 of the Act.

(v) In our opinion the Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules 2014 (asamended). Accordingly the provisions of clause 3(v) of the Order are not applicable.

(vi) The Central Government has not specified maintenance of cost records undersub-section (1) of Section 148 of the Act in respect of Company's services.Accordingly the provisions of clause 3(vi) of the Order are not applicable.

(vii) (a) The Company is regular in depositing undisputed statutory dues includinggoods and service tax provident fund employees' state insurance income taxsales-tax service tax duty of customs duty of excise value added tax cess and othermaterial statutory dues as applicable to the appropriate authorities. Further noundisputed amounts payable in respect thereof were outstanding at the year-end for aperiod of more than six months from the date they become payable.

(b) The dues outstanding in respect of income-tax sales-tax service tax duty ofcustoms duty of excise and value added tax on account of any dispute are as follows:

Statement of Disputed Dues

Name of the statute Nature of dues Amount (Rs. lakhs) Amount Paid Under Protest (Rs. lakhs) Period to which the amount relates (A.Y.) Forum where dispute is pending Remarks if any
The Income-Tax Act 1961 Income Tax 685.00 Nil AY 2011-12 Commissioner of Income Tax (Appeals) (See Note I below)
The Income-Tax Act 1961 Income Tax 15.40 2.31 AY 2013-14 Commissioner of Income Tax (Appeals) (See Note II below)
The Income-Tax Act 1961 Income Tax 1054.34 158.15 AY 2014-15 Commissioner of Income Tax (Appeals) (See Note II below)
The Income-Tax Act 1961 Income Tax 71.04 Nil AY 2015-16 Commissioner of Income Tax (Appeals)
The Income-Tax Act 1961 Income Tax 364.94 Nil AY 2018-19 Commissioner of Income Tax (Appeals)

Note:

I. Pertains to outstanding demand of income tax in respect of the demerged Investmentdivision of Maharaja Shree Umaid Mills Limited. The Company is liable to pay the tax (inrespect of the demerged division) as per the order of the Hon'ble High Court atCalcutta.

II. The Company has made a payment of 15% of the disputed dues basis which a stay hasbeen granted for the said demand by the authorities.

(viii)The Company has not defaulted in repayment of loans or borrowings to any bank orfinancial institution during the year. The Company has no loans or borrowings payable togovernment or no dues payable to debenture- holders during the year.

(ix) The Company did not raise moneys by way of initial public offer or further publicoffer (including debt instruments).

In our opinion the terms loans were applied for the purpose for which the loans wereobtained.

(x) No fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the period covered by our audit.

(xi) Managerial remuneration has been provided by the Company in accordance with therequisite approvals mandated by the provisions of Section 197 of the Act read withSchedule V to the Act.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly provisions ofclause 3(xii) of the Order are not applicable.

(xiii)In our opinion all transactions with the related parties are in compliance withsections 177 and 188 of the Act where applicable and the requisite details have beendisclosed in the financial statements etc. as required by the applicable Ind AS.

(xiv)During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures. Accordingly provisions ofclause 3(xiv)of the Order are not applicable.

(xv) In our opinion the Company has not entered into any non-cash transactions withthe directors or persons connected with them covered under section 192 of the Act.

(xvi)The Company is required to be registered under section 45-IA of the Reserve Bankof India Act 1934 and such registration has been obtained by the Company.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Regn. No. : 001076N/N500013
Manish Gujral
Partner
Membership No. : 105117
UDIN : 21105117AAAADF8928
Place : Mumbai
Date : 11 June 2021

Annexure B to the Independent Auditor's Report of even date to theMembers of Kiran Vyapar Limited on the Standalone Financial Statements for the year ended31 March 2021

Independent Auditor's Report on the Internal Financial Controlswith reference to the standalone financial statements under Clause (i) of Sub-section 3 ofSection 143 of the Companies Act 2013 (‘the Act')

1. In conjunction with our audit of the standalone financial statementsof Kiran Vyapar Limited (‘the Company') as at and for the year ended 31 March2021 we have audited the internal financial controls with reference to financialstatements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance forInternal Financial Controls

2. The Company's Board of Directors is responsible forestablishing and maintaining internal financial controls based on the internal financialcontrols with reference to financial statements criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting (‘the GuidanceNote') issued by the Institute of Chartered Accountants of India (‘theICAI'). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of the Company's business including adherence to theCompany's policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditor's Responsibility for the Audit of the Internal FinancialControls with Reference to Financial Statements

3. Our responsibility is to express an opinion on the Company'sinternal Financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Standards on Auditing issued by the ICAIprescribed under Section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to financial statements and the Guidance Noteissued by the ICAI. 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 with reference to financial statements wereestablished and maintained and if such controls operated effectively in all materialrespects.

4. Our audit involves performing procedures to obtain audit evidenceabout the adequacy of the internal financial controls with reference to financialstatements and their operating effectiveness. Our audit of internal financial controlswith reference to financial statements includes obtaining an understanding of suchinternal financial controls assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion on the Company's internalfinancial controls with reference to financial statements.

Meaning of Internal Financial Controls with Reference to FinancialStatements

6. A company's internal financial controls with reference tofinancial statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles. Acompany's internal financial controls with reference to financial statements includethose policies and procedures that (1) pertain to the maintenance of records that inreasonable detail accurately and fairly reflect the transactions and dispositions of theassets of the company; (2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could havea material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with Reference toFinancial Statements

7. Because of the inherent limitations of internal financial controlswith reference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial controls with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

8. In our opinion the Company has in all material respects adequateinternal financial controls with reference to financial statements and such controls wereoperating effectively as at 31 March 2021 based on the internal financial controls withreference to financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note issued by the ICAI.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Regn. No. : 001076N/N500013
Manish Gujral
Partner
Membership No. : 105117
UDIN : 21105117AAAADF8928
Place : Mumbai
Date : 11 June 2021

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