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Nalwa Sons Investments Ltd.

BSE: 532256 Sector: Financials
NSE: NSIL ISIN Code: INE023A01030
BSE 00:00 | 25 Feb 749.95 27.70
(3.84%)
OPEN

710.00

HIGH

749.95

LOW

710.00

NSE 00:00 | 25 Feb 751.70 30.65
(4.25%)
OPEN

720.00

HIGH

769.90

LOW

700.00

OPEN 710.00
PREVIOUS CLOSE 722.25
VOLUME 64
52-Week high 1150.00
52-Week low 616.00
P/E 24.23
Mkt Cap.(Rs cr) 385
Buy Price 734.50
Buy Qty 8.00
Sell Price 774.00
Sell Qty 18.00
OPEN 710.00
CLOSE 722.25
VOLUME 64
52-Week high 1150.00
52-Week low 616.00
P/E 24.23
Mkt Cap.(Rs cr) 385
Buy Price 734.50
Buy Qty 8.00
Sell Price 774.00
Sell Qty 18.00

Nalwa Sons Investments Ltd. (NSIL) - Auditors Report

Company auditors report

To The Members of Nalwa Sons Investments Limited Report on the Standalone FinancialStatements

We have audited the accompanying standalone financial statements of Nalwa SonsInvestments Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2018 the Statement of Profit and Loss the Cash Flow Statement for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation.

Management's responsibility for the Standalone Financial 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 and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014 as amended. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the standalone financial statements that give a true and fair view and arefree from material misstatement whether due to fraud or error.

Auditor's responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on 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 in accordancewith the Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone financial statements are free frommaterial misstatement. An audit involves performing procedures to obtain audit evidenceabout the amounts and the disclosures in the financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany's preparation of the financial statements that give a true and fair view in orderto design 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 standalone financial statements.

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

Opinion

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 Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the companyas at March 31 2018 and its profit and its cash flows for the year ended on that date.

Emphasis of Matters

We draw attention to the following matter in Note No. 21 to the standalone financialstatements: -

The Company has made long term investments in subsidiary companies of Rs 8269.45 Lakhsand in certain other companies of Rs 1840.22 Lakhs where there is diminution in value ofinvestments. The amount of diminution is not readily ascertainable because of layer effectof accretion/diminution of investments held by those Companies. Such diminution in theopinion of the management being long term strategic investment and future cash flows istemporary in nature and as such no provision is considered necessary.

Our opinion is not modified in respect of this matter.

Other Matters

The financial statements of the Company for the year ended March 31 2017 were auditedby predecessor auditor who vide their report dated May 27 2017 expressed an unmodifiedopinion with Emphasis of Matter Paragraph on those financial statements.

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 subsection (11) of section 143 ofthe Companies Act 2013 we give in the "Annexure-A" a statement on the mattersspecified in paragraphs 3 and 4 of the said order to the extent possible.

2. As required by Section 143 (3) of the Act we report that: a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit. b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books. c) The Balance Sheet the Statement of Profit and Loss andthe Cash Flow Statement dealt with by this Report are in agreement with the books ofaccount. d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified 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 thedirectors as on March 31 2018 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2018 from being appointed as a director in termsof Section 164 (2) of the Act. f) With respect to the adequacy of the internal financialcontrols over financial reporting of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure-B" to this report. g) Withrespect to the other matters to be included in the Auditor's Report in accordance withRule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to the bestof our information and according to the explanations given to us: i. The Company hasdisclosed the impact of pending litigations on its financial position in its financialstatements – Refer Note no. 20 to the Standalone Financial Statements ii. The Companydid not have any long-term contracts including derivative contracts for which there wereany material foreseeable losses. iii. There was no amount payable which was required to betransferred by the Company to the Investor Education and Protection Fund.

For Doogar & Associates
Chartered Accountants
Firm's Registration No. 000561N
Vardhman Doogar
Partner
Membership No.517347
Place: - Hisar
Date: - May 29 2018

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT

(Annexure A referred to in paragraph 1 under the heading ‘Report on other legaland regulatory requirements' of our report of even date)

1. In respect of Company's property plant & equipment: - a) The Company hasmaintained proper records showing full particulars including quantitative details andsituation of property plant & equipment. b) We have been informed that propertyplant & equipment have been physically verified by the management during the yearwhich in our opinion is reasonable and no discrepancies were noted on such verification.c) The Company does not own any immovable property in the name of the Company. Thereforereporting under Paragraph 3(i)(c) of the Order is not applicable to the Company.

2. The Company's business does not involve inventories and accordingly reportingunder Paragraph 3(ii) of the Order is not applicable to the Company.

3. The Company has given interest bearing unsecured demand loans to Companies coveredin the register maintained under Section 189 of the Companies Act 2013. However theCompany has not given any loan to firms limited liability partnership or other partiescovered in the register maintained under Section 189 of the Companies Act 2013. a) In ouropinion the terms and conditions on which the loans had been granted to the bodiescorporate listed in the register maintained under Section 189 of the Act were not primafacie prejudicial to the interest of the Company. b) In respect of aforesaid loan theamount principal as well as interest accrued thereon is repayable on demand and hence thequestion of repayment schedule and irregularity on payment of principal and interest doesnot arise. c) The aforesaid loan is repayable on demand and therefore the question ofoverdue amount does not arise.

4. According to the information and explanations given to us and on the basis of ourexamination of the records of the Company there are no loans investments guaranteesand securities granted in respect of which provisions of section 185 and Section 186 areapplicable to the Company except 186(1) and hence not commented upon. The Company has notmade any investments through more than two layers of investment companies as required inSection 186(1) of the Act.

5. According to the information given to us the Company has not accepted any depositsunder the provision of Section 73 to 76 of the Companies Act 2013 and the Companies(Acceptance of Deposits) Rules 2014 as amended from time to time wherever applicable.Therefore the provisions of clause 3(ix) of the order are not applicable to the Company.

6. According to the explanation and information given to us and to the best of ourknowledge the Central Government has not specified the maintenance of cost records undersection 148(1) of the Act for the services of the Company.

7. According to the information and explanations given to us in respect of statutorydues: a) The Company is generally regular in depositing undisputed statutory duesincluding provident fund employees' state insurance income-tax sales tax service taxcustoms duty excise duty value added tax goods and service tax cess and otherstatutory dues applicable to it with the appropriate authorities and there are noundisputed statutory dues payable for a period of more than six months from the date theybecome payable as at March 31 2018.

b) According to the information and explanations given to us the dues outstanding ofincome tax which have not been deposited on account of any dispute are as follows: -

Name of the Statute Period to which the Forum where matter is pending Amount
amount relates (FY) Rs ( in Lacs)
Income Tax Act 1961 2005-06 Income Tax Appellate Tribunal Delhi 662.96
Income Tax Act 1961 2012-13 Income Tax Appellate Tribunal Delhi 17.51
Income Tax Act 1961 2013-14 Commissioner of Income Tax (Appeals) Delhi 46.23
Income Tax Act 1961 2014-15 Commissioner of Income Tax (Appeals) Delhi 39.21

8. According to the information and explanations given to us the Company has not takenany loan from financial institutions banks government and debenture holders. Thereforethe provisions of Paragraph 3 (viii) of the Order are not applicable.

9. The Company has not raised any money by way of initial public offer further publicoffer (including debt instruments) or term loans. Accordingly the provisions of clause3(ix) of the order are not applicable to the Company.

10. According to the information and explanations given by the Management and to thebest of our knowledge we report that no fraud by the Company or no fraud on the Companyby the officers and employees of the Company has been noticed or reported during the year.

11. The Company has paid/provided for managerial remuneration in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theCompanies Act 2013.

12. The Company is not a Nidhi company. Accordingly the provisions of clause 3(xii) ofthe order are not applicable to the Company and has not commented upon.

13. According to the information and explanations given by the Management transactionswith the related parties are in compliance with section 177 and 188 of the Act whereapplicable and the details have been disclosed in the notes to the standalone financialstatements as required by the applicable Accounting Standards.

14. 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 the provision of clause 3(xiv) are not applicable to the company.15. According to the information and explanations given to us and based on our examinationof the records of the Company the Company has not entered into any non-cash transactionswith directors or persons connected with him as covered under Section 192 of the CompaniesAct 2013.

16. According to the information and explanations given to us we report that theCompany has registered as required under section 45-IA of the Reserve Bank of India Act1934.

For Doogar & Associates
Chartered Accountants
Firm's Registration No. 000561N
Vardhman Doogar
Partner
Membership No.517347
Place: - Hisar
Date: - May 29 2018

Annexure "B" to the Independent Auditor's Report

(Referred to in paragraph 2(f) under the heading ‘Report on other legal andregulatory requirements' of 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 over financial reporting of Nalwa SonsInvestments limited ("the Company") as of March 31 2018 in conjunction with ouraudit of the financial statements of the Company for 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 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 Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India(ICAI). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to the Company'spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013(the "Act").

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting with reference to these standalone financial statementsbased on our audit. We conducted our audit in accordance with the Guidance Note on Auditof Internal Financial Controls Over Financial Reporting (the "Guidance Note")and the Standards on Auditing issued by ICAI and 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 Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively 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 and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement including the assessment of the risks ofmaterial misstatement of the financial 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 internal financial controls system overfinancial reporting with reference to these standalone financial statements.

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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions 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 that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material 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 adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2018 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.

For Doogar & Associates
Chartered Accountants
Firm's Registration No. 000561N
Vardhman Doogar
Partner
Membership No.517347
Place: - Hisar
Date: - May 29 2018