To The Members of
Nicco Parks & Resorts Limited
Report on the Audit of the Consolidated Financial Statements Opinion
We have audited the accompanying consolidated financial statements ofNicco Parks &Resorts Limited (hereinafter referred to as "the Holding Company") and itsassociates which comprise the consolidated Balance sheet as at March 31 2019 theconsolidated Statement of Profit and Loss (including the Statement of Other ComprehensiveIncome) the consolidated Cash Flow Statement and the consolidated Statement of Changes inEquity for the year then ended and notes to the consolidated financial statementsincluding a summary of significant accounting policies and other explanatory information(hereinafter referred to as "the consolidated financial statements").
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid consolidated 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 Indian 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 consolidated state of affairs of the Holding Company and its associates as at March31 2019 its consolidated profit including other comprehensive income its consolidatedcash flows and the consolidated statement of changes in equity for the year ended on thatdate.
Basis for Opinion
We conducted our audit of the consolidated financial statements in accordance with theStandards on Auditing (SAs) specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the AuditorRs.sResponsibilities for the Audit of the consolidated financial statements section of ourreport. We are independent of the Holding Company and its associates in accordance withthe "Code of Ethics" issued by the Institute of Chartered Accountants (ICAI) ofIndia together with the ethical requirements that are relevant to our audit of theconsolidated financial statements under the provisions of the Act and the Rules thereunder and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the ICAI's Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion on theconsolidated financial statements.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the consolidated financial statements for the financial yearended March 31 2019. These matters were addressed in the context of our audit of theconsolidated financial statements as a whole and in forming our opinion thereon and wedo not provide a separate opinion on these matters. We have determined that there are nokey audit matters to communicate in our report.
Information Other than the Consolidated Financial Statements and Auditor's ReportThereon
The Holding Company' 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 consolidated financial statements and our auditor's report thereon. The otherinformation is expected to be made available to us after the date of this auditor'sreport.
Our opinion on the consolidated financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. When weread the other information if we conclude that there is a material misstatement thereinwe are required to communicate the matter to those charged with governance and will takeappropriate actions as per the applicable laws and regulations.
Management's Responsibility for the Financial Statements
The Holding Company's Board of Directors is responsible for the matters stated insection 134(5) of the Act with respect to the preparation of these consolidated financialstatements that give a true and fair view of the consolidated financial positionconsolidated financial performance including other comprehensive income consolidated cashflows and consolidated changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)specified under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Holding Company and its associates and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
In preparing the consolidated financial statements the respective Board of Directorsof the companies included in the Holding Company and its associates is responsible forassessing the Holding Company and its associates Company's ability to continue as a goingconcern disclosing as applicable matters related to going concern and using the goingconcern basis of accounting unless management either intends to liquidate the HoldingCompany and its associates or to cease operations or has no realistic alternative but todo so. Those charged with governance are also responsible for overseeing the Company'sfinancial reporting process.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidatedfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the consolidated 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)^) of theAct we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls system in place and the operating effectiveness ofsuch 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 the HoldingCompany and its associates' ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor's report tothe related disclosures in the consolidated financial statements or if such disclosuresare inadequate 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 conditions maycause the Holding Company and its associates to cease to continue as a going concern.
Evaluate the overall presentation structure and content of the consolidatedfinancial statements including the disclosures and whether the consolidated financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the consolidated financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the consolidated financial statements may be influenced.We consider quantitative materiality and qualitative factors in (i) planning the scope ofour audit work and in evaluating the results of our work; and (ii) to evaluate the effectof any identified misstatements in the consolidated 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 with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
The consolidated financial statements also include the Holding company's share of netloss of Rs. 0.03 lakhs for the year ended 31st March 2019 in respect of i(one)associate whose financial statements have not been audited by us. We have also notaudited the financials of i(one) associate whose share of profit has not been consideredfor the reasons stated in Note 47 (a) of the consolidated IND AS financial statements.These financial statements have been audited by other auditor whose report have beenfurnished to us by the management and our opinion on the Consolidated Ind AS financialstatement in so far as it related to the amounts and disclosure included in respect ofthese associates and our report in terms of sub section 3 of section 143 of the Act in sofar as it relates the aforesaid associates is based solely on the reports of the otherauditors.
Our opinion above on the consolidated financial statements and our report on OtherLegal and Regulatory Requirements below is not modified in respect of the above matterswith respect to our reliance on the work done and the reports of the other auditors andthe financial statements and other financial information certified by the Management.
Report on Other Legal and Regulatory Requirements
1. As required by section 143 (3) of the Act based on our audit and on theconsideration of the report of the other auditors on the separate financial statements ofthe subsidiaries referred to in the other matter paragraph above we report to the extentapplicable 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 relating to thepreparation of aforesaid Consolidated Ind AS financial statements have been kept so far asit appears from our examination of those books and reports of the other auditors.
(c) The Consolidated Balance Sheet the Consolidated Statement of Profit and Lossincluding Other Comprehensive Income the Consolidated Cash Flow Statement andConsolidated Statement of Changes in Equity dealt with by this Report are in agreementwith the relevant books of accounts maintained for the purpose of preparation of theConsolidated Ind AS financial statements.
(d) In our opinion the aforesaid Consolidated Ind AS financial statements comply withthe Indian Accounting Standards prescribed under section 133 of the Act.
(e) On the basis of the written representations received from the directors of theHolding Company as on 31st March 2019 taken on record by the Board of Directors of theHolding Company and the reports of statutory auditors of its associates none of thedirectors of Holding Company and its associates companies are disqualified as on 31stMarch 2019 from being appointed as a director in terms of Section 164(2) of the Act.;
(f) With respect to the adequacy of the internal financial controls with reference toconsolidated financial statement of the Company and the operating effectiveness of suchcontrols refer to our separate Report in "Annexure A".
(g) In our opinion the managerial remuneration for the year ended March 31 2019 hasbeen paid/ provided by the Holding Company and its associates to its directors inaccordance with the provisions of section 197 read with Schedule V to the Act; and
(h) 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 Holding Company and its associates has disclosed the impact of pendinglitigations on its financial position in its financial statements - Note 39 to theconsolidated financial statements;
II. The Holding Company and its associates did not have any long-term contractsincluding derivative contracts for which there were any material foreseeable losses.
III. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Holding Company and it's associates.
| ||For Singhi & Co. |
| ||Chartered Accountants |
| ||Firm Registration NX302049E |
| ||(ANKIT DHELIA) |
| ||Partner |
| ||Membership No. 069178 |
|Place: Kolkata Dated: May 29 2019 || |