Landmarc Leisure Corporation Ltd.
|BSE: 532275||Sector: Media|
|NSE: N.A.||ISIN Code: INE394C01023|
|BSE 00:00 | 11 Mar||Landmarc Leisure Corporation Ltd|
|NSE 05:30 | 01 Jan||Landmarc Leisure Corporation Ltd|
|BSE: 532275||Sector: Media|
|NSE: N.A.||ISIN Code: INE394C01023|
|BSE 00:00 | 11 Mar||Landmarc Leisure Corporation Ltd|
|NSE 05:30 | 01 Jan||Landmarc Leisure Corporation Ltd|
The Members of Landmarc Leisure Corporation Limited
Report on the Audit of the Standalone Financial Statements
We have audited the standalone financial statements of Landmarc Leisure CorporationLimited ("the Company") which comprise the Balance Sheet as at 31st March2019 the Statement of Profit and Loss (including other Comprehensive Income) theStatement of Changes in Equity) and the Statement of Cash Flows for the year ended on thatdate and notes to the financial statements including a summary of significant accountingpolicies and other explanatory information (hereinafter referred to as "the FinancialStatements").Subject to
(i) Refer Note no. 32 to the financial statement regarding non-provision for doubtfulSecurity deposit given by the Company and non-availability of confirmation as the saidCompany has gone into Liquidation and provisional liquidator has been appointed amountingto Rs. 1500 Lacs thereby understating the Loss for the year and Overstating Otherfinancial assets to the said extent.
(ii) Refer Note no. 31 to the financial statement regarding non-reorganization ofinterest income on security deposit given to themfor the financial year under review asmutually agreed with both the bodies corporate amounting to Rs302.94 Lacs and totalinterest income not recognised since the time the said security deposit has been given bythe Company amounting to Rs 3937.34 Lacs thereby overstating Loss for the year incometax and understating Other financial assets to the said tune.
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 Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the India Accounting Standards prescribed under Section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2019 the loss and totalcomprehensive income 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 Act. Our responsibilities under those Standards are furtherdescribed in the Auditors Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India (CAI) togetherwith the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules made thereunder and we havefulfilled our other ethical responsibilities in accordance with these requirements and theCode of Ethics issued by the ICAI. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the financialstatements.
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 the 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. Wehave determined the following matter to be the Key audit matter to be communicated in ourReport.
Information Other than the Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the financial statements and our auditor's report thereon. Our opinion on thefinancial statements does not cover the other information and we do not express any formof assurance conclusion thereon. In connection with our audit of the financial statementsOur responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained during the course of our audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
Managements Responsibility for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financialperformance total Comprehensive Income changes in equity and cash flows of the Companyin accordance with the Ind AS and other accounting principles generally accepted in India.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 financialstatement that give a true and fair view and are free from material misstatement whetherdue to fraud or error.
In preparing the financial statements management is responsible for assessing theCompanys ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so. The Board of Directors are also responsible for overseeing theCompanys financial reporting process.
Auditors Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditors report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these financial statements. As a part ofan audit in accordance with the SAs we exercise professional judgment and maintainprofessional scepticism throughout the Audit. We also:
Identify and assess the risk 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 of 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 financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under Section143(3)(i) of the Act we are also responsible for expressing an 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 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 of 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.
Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced.
We consider quantitative materiality and qualitative factors in (i) planning the scopeof our audit work and in evaluating the results of our work; and (ii) to evaluate theeffect of any identified misstatements in the financial statements.
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 withthose charged with governance we determine those matters that were of most significancein the audit of the financial statements of the current period and are therefore the keyaudit matters.
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 (Auditors Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2013 we give in the "Annexure A" astatement on the matters specified in paragraphs 3 and 4 of the Order to the extentapplicable.
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 other ComprehensiveIncome Statement of Changes in Equity and the Statement of Cash Flow dealt with by thisReport are in agreement with the relevant books of accounts.
d) In our opinion the aforesaid standalone financial statements comply with the Ind Asspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014.
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". Our report expresses an modified opinion on theadequacy and operating effectiveness of the Companys internal financial controlsover financial reporting.
g) With respect to the other matters to be included in the Auditors Report inaccordance with the requirements of Section 197(6) of the Act as amended 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 financial statements.
ii. The Company does not have long-term contracts including derivative contractsrequiring provision for material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.
Annexure A to the Auditors Report
In terms of the information and explanations given to us and the books and recordsexamined by us and on the basis of such checks as we considered appropriate we furtherreport as under:
1. Fixed Assets
(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of Property Plant and Equipments.
(b) The Company has a regular program of physical verification of its Property Plantand Equipments by which all fixed assets are verified in a phased manner over aperiod of three years. No material discrepancies were noticed on such verification.
(c) According to the information and explanation given to us and on the basis of ourexamination of the records of the Company the Company does not have any immovableproperties.
During the year the management has conducted physical verification of inventoriescomprising of shares and CDs at regular intervals. As explained to us there were nodiscrepancies noticed upon physical verification conducted by the management.
3. Loans to parties of Directors interest
During the year the Company has not granted any loans secured or unsecured to theparties covered in the register maintained under Section 189 of the Act.
4. Loans/Guarantees/Investments in / Provision of Security to certain parties
Based on the information and explanation given to us and on the basis of recordsverified by us the company has complied with the provision of sec 185 and 186 of the actto the extent applicable.
5. Acceptance of Deposits
The Company has not accepted deposits as per the directives issued by Reserve Bank ofIndia and the provisions of Sections 73 to 76 or any other relevant provisions of the Actand the rules framed there under.
6. Maintenance of Cost Records
As explained to us maintenance of cost records has not been prescribed by the CentralGovernment for the Company under Section 148(1) of the Act.
7. Undisputed & Disputed Statutory Dues.
As per the records verified by us the Company is generally regular in depositing theundisputed statutory dues involving Provident Fund Income tax Service Tax and ValueAdded Tax with the appropriate authorities during the year under review and there were nooutstanding undisputed statutory dues with the Company for a period of more than sixmonths as at the close of the year except Tax deducted at source amounting to Rs 15.73Lacsand Employee State Insurance amounting to Rs. 0.20Lacs. The provisions of the statutesgoverning Wealth Tax Customs Duty Investor Education and Protection Fund Excise Dutyand Cess are as explained to us not applicable to the Company during the year underreview.
As per the records of the Company and based on information and explanation given to usthere are no disputed dues except Income Tax and Service Tax aggregating to Rs 109.77 Lacsas given below:
8. Loans from Banks/Financial Institutions/ Government/Debentures
The Company has not borrowed from any financial institution or bank nor has it issuedany debentures during the year under review.
9. Proceeds of Public issue (including debt instruments) /Term Loans
The Company has not raised any money during the year through initial / further publicoffer (including debt instruments) nor has the Company availed any term loan during theyear under review.
10. Frauds on or by the Company
During the course of our examination of the books and records of the Company carriedout in accordance with the generally accepted auditing practices in India and accordingto the information and explanations given to us we have neither come across any instanceof fraud on or by the Company or its officers/employees noticed or reported during theyear nor have we been informed of such case by the management.
11. Managerial Remuneration
As per the Companys records managerial remuneration paid by the Company is inaccordance with section 197 of the Act read with schedule V.
12. Nidhi Companies
The Company is not a Nidhi company during the year under review and hence thecriterion as stipulated under Nidhi Rules 2014 is not applicable to the Company.
13. Related Party Transactions
As per the information and explanations given during the course of our verification inour opinion all transactions with the related parties made by the Company were incompliance with Sections 177 and 188 of the Act to the extent applicable to the Companyduring the year. The relevant details in respect of the same have been appropriatelydisclosed as per the requirements of the Indian Accounting Standards (Ind AS)- 24.
14. Preferential Issue
During the year the Company has not made any preferential allotment or privateplacement of shares or convertible debentures and hence the requirements of Section 42 ofthe Act are not applicable.
15. Non-cash Transactions with Directors etc.
As per the information and explanations provided to us during the year the Companyhas not entered into any non-cash transactions with directors or persons connected withthe directors within the purview of Section 192 of the Act.
16. Provisions of 45-IA of the Reserve Bank of India Act1934
As per the information and explanations provided to us and based on the overalloperations of the Company during the year the Company is not required to be registeredunder Section 45-IA of the Reserve Bank of India Act 1934.
Annexure B to the Independent Auditors Report of even date on the financialstatement of the Landmarc Leisure Corporation Limited.
Report on the Internal Financial Controls under Section 143(3)(i) of the Companies Act2013 ("the Act")
We have audited the internal financial controls over financial reporting of LandmarcLeisure Corporation Limited ("the Company") as of 31st March 2019 inconjunction with our audit of the financial statements of the Company comprising of theBalance Sheet as at March 31st 2019 the Statement of Profit and Loss and the Cash FlowStatement for the period then ended.
Managements Responsibility for Internal Financial Controls:
The Companys 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 (the ICAI). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to Companys policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.
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 Reportingand the Standards on Auditing issued by the ICAI deemed to be prescribed under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of Internal Financial Controls and bothissued by the ICAI. Those standards and the Guidance Note 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 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 included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditors judgment including the assessmentof the risks of material misstatement of the 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 Companys internal financial controlssystem over 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 financial reporting and thepreparation 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 the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(2) 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
(3) 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:
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 the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at March 31st 2019subject to Loans Other Financial Asset and Expenses and its documentation based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.