The Members of
Man Industries (India) Limited
Report on the standalone Financial statements
1. We have audited the accompanying standalone financial statements of ManIndustries (India) Limited ('the Company') which comprise the Balance Sheet asat March 312018 the Statement of Profit and Loss (including Other Comprehensive Income)the Cash Flow Statement and the Statement of Changes in Equity for the year then endedand a summary of the significant accounting policies and other explanatory information.
Management's responsibility for the standalone Financial statements
2. The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Companies Act 2013 (the Act') with respect tothe preparation of these standalone financial statements that give a true and fair view ofthe financial position financial performance (including other comprehensive income) cashflows and changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards specified in theCompanies (Indian Accounting Standards) Rules 2015 (as amended) under Section 133 of theAct. This responsibility also includes the maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing 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.
3. Our responsibility is to express an opinion on these standalonefinancial statements based on our audit.
4. We have taken into account the provisions of the Act and the Rulesmade thereunder including the accounting and auditing standards and matters which arerequired to be included in the audit report under the provisions of the Act and the Rulesmade thereunder.
5. We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing specified under Section 143(10) of the Act andother applicable authoritative pronouncements issued by the Institute of CharteredAccountants of India. Those Standards and pronouncements 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.
6. An audit involves performing procedures to obtain audit evidenceabout the amounts and the disclosures in the standalone financial statements. Theprocedures selected depend on the auditors' judgment including the assessment of therisks of material misstatement of the standalone financial statements whether due tofraud or error. In making those risk assessments the auditor considers internal financialcontrol relevant to the Company's preparation of the standalone financial statementsthat give a true and fair view in order to design audit procedures that are appropriate inthe circumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by theCompany's Directors as well as evaluating the overall presentation of the standalonefinancial statements.
7. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion on the standalone financialstatements.
8. 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 Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at March 312018 and it's profit (including othercomprehensive income) its cash flows and the changes in equity for the year ended on thatdate.
Emphasis of Matter
9. We draw attention to note 53 to the standalone financial statementwith regards to the scheme of arrangement for the merger/ demerger (scheme) between theCompany and Man Infraprojects Limited (MIPL). The Company has given effect to the schemein the financial statement of year 2014-15 based on approval of Hon'ble Bombay HighCourt. As represented to us by the management MIPL has made frivolous claims on theCompany and also challenged the valuation of assets against which the Company has filed anapplication for withdrawal of claims and for modification of scheme. Since the matter issub-judice and looking to the contingencies in this regards we are unable to comment onthe same.
Our opinion is not qualified in respect of this matter.
10. We did not audit the financial statements/ information of DubaiBranch included in the standalone financial statements of the Company whose financialstatements/ financial information reflect total assets of ' 8543.55 lakhs as at March 312018 (previous year : ' 3413.02 lakhs) and the total operating revenues of ' 49335.21lakhs (previous year : ' 36088.04 lakhs) for the year ended on that date as consideredin the standalone financial statements. The financial statements/ information of thisbranch have been audited by the branch auditor whose reports have been furnished to usand our opinion in so far as it relates to the amounts and disclosures included in respectof this branch is solely on report of such branch auditor.
11. The Income Tax Department had conducted a search and seizureoperation on the Company and promoters between December 10 and 14 2014 under section132/133 of the Income Tax Act 1961 (The Act). Subsequent to the above the department hadcompleted the assessment and passed the order against which the company had preferred anappeal at Commissioner of Income Tax - Appeals. Pending the disposal of the appeal thecompany had not given effect of the same in the financials.
12. The audited standalone financial statements for the year ended 31March 2017 was carried out and reported by Rohira Mehta & Associates vide theirunmodified audit report dated 30 May 2017 whose report has been furnished to us by themanagement and which has been relied upon by us for the purpose of our audit of thestandalone financial statements.
Our audit report is not qualified in respect of these matter.
Report on Other Legal and Regulatory Requirements
13. As required by the Companies (Auditors' Report) Order 2016issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act (the Order) and on the basis of such checks of the books and recordsof the Company as we considered appropriate and according to the information andexplanations given to us we give in the Annexure B a statement on the matters specifiedin the paragraph 3 and 4 of the Order.
14. As required by Section 143(3) of the Act we report that :
a. We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.
b. In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.
c. The reports on accounts of the branch offices of the Company auditedU/s 143(8) of the Act by branch auditors have been sent to us and have been properly dealtwith by us preparing this report.
d. The Balance Sheet the Statement of Profit and Loss (including othercomprehensive income) the Cash Flow statement and the Statement of Changes in Equitydealt with by this Report are in agreement with the books of account.
e. In our opinion the aforesaid standalone financial statements complywith the Indian Accounting Standards specified under Section 133 of the Act.
f. On the basis of the written representations received from thedirectors as on March 312018 taken on record by the Board of Directors none of thedirectors is disqualified as on March 312018 from being appointed as a director in termsof Section 164 (2) of the Act.
g. With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate report in Annexure A'.
h. With respect to the other matters to be included in theAuditors' Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014 in our opinion and to the best of our knowledge and belief and according toinformation and the explanations given to us:
i. The Company has disclosed the impact if any of pending litigationsas at March 31 2018 on its financial position in its standalone financial statements.
ii. The Company has made provision as at March 31 2018 as requiredunder the applicable law or Indian Accounting Standards for material foreseeable lossesif any on long-term contracts including derivative contracts.
iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Group during the yearended March 312018.
|For M H Dalai & Associates |
|Chartered Accountants |
|Firm Registration Number: 112449W |
|Devang dalal |
|Membership No.:109049 |
|place: Mumbai |
|date: 24th May 2018 |