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Mandhana Retail Ventures Ltd.

BSE: 540210 Sector: Industrials
NSE: TMRVL ISIN Code: INE759V01019
BSE 00:00 | 15 Oct 46.20 1.65
(3.70%)
OPEN

44.25

HIGH

46.90

LOW

43.35

NSE 00:00 | 15 Oct 45.70 1.50
(3.39%)
OPEN

47.80

HIGH

47.80

LOW

43.20

OPEN 44.25
PREVIOUS CLOSE 44.55
VOLUME 7631
52-Week high 188.40
52-Week low 34.20
P/E 15.15
Mkt Cap.(Rs cr) 102
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 44.25
CLOSE 44.55
VOLUME 7631
52-Week high 188.40
52-Week low 34.20
P/E 15.15
Mkt Cap.(Rs cr) 102
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Mandhana Retail Ventures Ltd. (TMRVL) - Auditors Report

Company auditors report

To the Members of The Mandhana Retail Ventures Limited

Report on the Audit of the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of The Mandhana RetailVentures Limited ("the Company") which comprise the Balance sheet as at 31March 2018 the Statement of profit and loss the Statement of changes in equity and theStatement of cash flows for the year then ended and a summary of the significantaccounting policies and other explanatory information (hereinafter referred to as"Ind AS financial statements").

Management's Responsibility for the Financial Statements (prepared as per Ind AS)

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of state of affairs profit/lossand other comprehensive income changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) prescribed under section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records forsafeguarding 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 Ind AS financial statements management is responsible for assessingthe Company's 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.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon 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.

We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143 (10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the Ind AS financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS financial statements. The procedures selected depend on theauditors' judgment including the assessment of the risks of material misstatement of theInd AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial controls relevant to the Company'spreparation of the Ind AS financial statements that give a true and fair view in order todesign audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the Ind AS financial statements.

We are also responsible to conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the entity's ability to continue as going concern. If we conclude that a materialuncertainty exists we are required to draw attention in the auditor's report to therelated disclosures in the Ind AS financial statements or if such disclosures areinadequate to modify the opinion. Our conclusions are based on the audit evidenceobtained up to the date of auditor's report. However future events or conditionsmay cause an entity to cease to continue as a going concern.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us these Ind AS financial statements give the information required by the Act inthe manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of its profit and other comprehensive incomechanges in equity and its cash flows for the year ended 31 March 2018.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order 2016 (‘the Order') issuedby the Central Government of India in terms of Section 143 (11) of the Act we give in"Annexure A" a statement on the matters specified in the paragraphs 3 and 4 ofthe Order.

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 the Statement of cashflows and the Statement of changes in equity dealt with by this report are in agreementwith the books of account;

(d) in our opinion the aforesaid Ind AS financial statements comply with the IndianAccounting Standards (Ind AS) prescribed under Section 133 of the Act;

(e) on the basis of the written representations received from the directors as on 31March 2018 and taken on record by the board of directors none of the directors aredisqualified as on 31 March 2018 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 with reference tothe financial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B"; 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 in our opinionand to the best of our information and according to the explanations given to us:

i. the Company doesn't have any pending litigations which would impact its financialposition;

ii. the Company did not have any long-term contracts including derivative contractsfor which 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; and

iv. the disclosures regarding details of specified bank notes held and transactedduring 8 November 2016 to 30 December 2016 has not been made since the requirement doesnot pertain to financial year ended 31 March 2018.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Rishabh Kumar
Place: Mumbai Partner
Date: 28th May 2018 Membership No: 402877

Annexure A to the Independent Auditor's Report – 31 March 2018

With reference to the Annexure A referred to in the Independent Auditor's Report to themembers of the Company on the Ind AS financial statements for the year ended 31 March2018 we report the following:

(i) (a) According to the information and explanation given to us the Company hasmaintained proper records showing full particulars including quantitative details andsituation of fixed assets.

(b) The Company has a regular programme of physical verification of its fixed assets bywhich all the fixed assets are verified annually. In our opinion this periodicity ofphysical verification is reasonable having regard to the size of the Company and thenature of its assets. In our opinion and according to information and explanations givento us no material discrepancies were noticed upon such verification during the year.

(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 ofbuildings as disclosed in Note 3 to the Ind AS financial statements are held in the nameof the Company.

(ii) The inventory except for stocks lying with third parties has been physicallyverified by the management during the year. In our opinion the frequency of suchverification is reasonable.

In respect of stocks lying with third parties at the year-end written confirmationshave been obtained. The discrepancies noticed on verification between the physical stocksand the book records were not material.

(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 theCompanies Act 2013 (‘the Act'). Accordingly paragraphs 3 (iii) (a) (b) and (c) ofthe Order are not applicable to the Company.

(iv) According to the information and explanation given to us the Company has notgranted any loans made any investments or provided any guarantees or security to theparties covered under Section 185 and 186 of the Act.. Accordingly paragraph 3(iv) of theOrder is not applicable to the Company.

(v) According to the information and explanations given to us the Company has notaccepted deposits as per the directives issued by the Reserve Bank of India and theprovisions of Sections 73 to 76 or any other relevant provisions of the Act and the rulesframed thereunder. Accordingly paragraph 3 (v) of the Order is not applicable to theCompany.

(vi) According to the information and explanations given to us the Central Governmenthas not prescribed the maintenance of cost records under Section 148(1) of the Act for anyof the products of the Company. Accordingly paragraph 3(vi) of the Order is notapplicable to the Company.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted / accrued in the books ofaccount in respect of undisputed statutory dues including provident fund employees stateinsurance fund profession tax income-tax duty of customs value added tax goods andservice tax cess and other material statutory dues have been regularly deposited duringthe year with the appropriate authorities except in case of advance income tax wherethere are significant delays.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees state insurance fund profession tax dutyof customs value added tax goods and service tax cess and other material statutory dueswere in arrears as at 31 March 2018 for a period of more than six months from the datethey became payable except for the following dues of income-tax.

Name of the statute Nature of dues Amount in Rs. Lakh Assessment year Due date
Income-tax Act 1961 Advance tax for the quarter ended 30 June 2017 27 2018-19 Not Paid
Income-tax Act 1961 Advance tax for the quarter ended 30 September 2017 54 2018-19 Not Paid
Income tax Act 1961 Advance tax for the quarter ended 31 December 2017 54 2018-19 Not Paid

The total advance tax pertaining to AY 2018-19 for Rs.130 Lakh is yet to be depositedwith the relevant authorities

(b) According to the information and explanations given to us there are no dues ofincome-tax value added tax duty of customs goods and service tax and other materialstatutory dues which have not been deposited with the appropriate authorities on accountof any dispute.

(viii) According to the information and explanations given to us the Company has notdefaulted in repayment of loans to bank. The Company did not have any dues to anyfinancial institutions and nor it has issued any debentures during the year. Accordinglyparagraph 3(iv) of the Order is not applicable to that extent to the Company.

(ix) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not raised any moneys by way ofinitial public offer or further public offer (including debt instruments) and has notobtained any term loans during the year. Accordingly paragraph 3 (ix) of the Order is notapplicable to the Company.

(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by themanagement.

(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V of the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company and the Nidhi Rules 2014 are not applicable to it.

Accordingly paragraph 3 (xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable. The details of suchrelated parties transactions have been disclosed in the Ind AS financial statements asrequired under Indian Accounting Standard (Ind AS 24) Related Party Disclosures specifiedunder Section 133 of the Act read with Rule 4 of the Companies (Accounts) Rules 2015 asamended.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly paragraph 3 (xiv) of the Order is not applicable to the Company.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransactions with directors or persons connected with them.

Accordingly paragraph 3 (xv) of the Order is not applicable to the Company.

(xvi) According to the information and explanations given to us the Company is notrequired to be registered under Section 45-IA of the Reserve Bank of India Act 1934.Accordingly paragraph 3 (xvi) of the Order is not applicable to the Company.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Rishabh Kumar
Place: Mumbai Partner
Date: 28th May 2018 Membership No: 402877

Annexure B to the Independent Auditor's Report – 31 March 2018

(Referred to in our report of even date)

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 with reference to the financialstatements of The Mandhana Retail Ventures Limited ("the Company") as of 31March 2018 in conjunction with our audit of the Ind AS financial statements of the Companyfor the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal controls with reference to financial statementscriteria established by the Company considering the essential components of internalcontrols stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting (the "Guidance note") issued by the Institute of CharteredAccountants of India ("ICAI"). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to Company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing issued by ICAI anddeemed to be prescribed under Section 143 (10) of the Act to the extent applicable to anaudit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the ICAI. Those Standards and the Guidance Note require thatwe comply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls with reference to financialstatements was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of internal financial controlswith reference to financial statements assessing the risk that a material weaknessexists and testing and evaluating the design and operating effectiveness of internalcontrols based on the assessed risk. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the Ind ASfinancial statements 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 systemwith reference to financial statements.

Meaning of Internal Financial Controls with reference with Financial Reporting

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlswith reference to financial statements includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial 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 financialstatements.

Inherent Limitations of Internal Financial Controls with reference with FinancialReporting

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial control system with reference to financial statements and such internalfinancial controls with reference to financial statements were operating effectively as at31 March 2018 based on the internal controls with reference to financial statementscriteria established by the Company considering the essential components of internalcontrols stated in the Guidance Note issued by ICAI.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No: 101248W/W-100022
Rishabh Kumar
Place: Mumbai Partner
Date: 28th May 2018 Membership No: 402877