Report on the Standalone IND-AS Financial Statements Opinion
We have audited the accompanying standalone IND-AS financial statements of NileLimited which comprise the Balance Sheet as at March 31 2019 the Statement of Profitand Loss including the statement of Other Comprehensive Income the Cash Flow Statementand the statement of changes in equity for the year then ended and a summary ofsignificant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid IND-AS financial statements give the information required bythe Companies Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the accounting principles generally accepted in India ofthe state of affairs of the Company as at 31st March 2019 and its profit and lossstatement including statement of Other comprehensive Income its cash flows and thestatement of changes in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under section 143(10) of the Act (SAs). Ourresponsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India (ICAI) together with the independencerequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules made thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.
|Sr. No. ||Key Audit Matter ||Auditor's Response |
|1 ||Accuracy of recognition measurement presentation and disclosures of revenues and other related balances. ||We have performed the following audit procedures in relation to revenue recognition: |
| ||Revenue from sale of goods is recognized when significant risks and rewards in respect of ownership of products are transferred to customers. Revenue from domestic sale of products is recognized on dispatch of products. Revenue from export sales is recognized on shipment of products. ||Assessing the appropriateness of the company's revenue recognition policies in line with IND AS 115 "Revenue from contracts with customers" Understanding the Revenue recognition policy evaluating the design and implementation of company's control in respect of revenue recognition. |
| ||Revenue from products is stated exclusive of Goods and Service Tax (GST) returns and applicable trade discounts and allowances. ||Testing the supporting documentation for sales transactions recorded during the period closer to the year end and subsequent to the year end including examination of credit notes issued after the year end to determine whether revenue was recognised in the correct period. |
| ||Revenue from services is recognized as per the terms of contract with customers when the related services are performed or the agreed milestones are achieved. || |
| ||Revenue from sale of Wind Power is recognized as per terms of PPA on supply of power. ||Testing the effectiveness of such controls over revenue cut off at year-end. |
|2 ||Provision Contingent Liabilities and Contingent Assets ||We have reviewed the contingent liabilities and provisions as on 31.03.2019 and validated the correctness of the reporting policy applied by the management as per the relevant accounting standards as notified. |
| ||Provisions involving substantial degree of estimation in measurement are recognized when there is a present obligation as a result of past events and it is probable that there will be an outflow of resources. Contingent Liabilities are not recognized but are disclosed in the notes to accounts. Contingent Assets are neither recognized nor disclosed in the financial statements. || |
|3 ||Employee Benefits as per IND AS -19 ||The company has classified various benefits to employees into Defined Contribution Plan and Defined Benefit Plan. |
| || ||Defined Contribution Plan consists of contribution to Providend Fund. |
| || ||Defined Benefit Plan consists of Gratuity and Leave Encashment. |
| || ||As per the IND-AS 19 we have transferred the Actuarial Gain/Loss on Defined Obligation to Other Comprehensive Income which shall not be reclassified to Profit and Loss Statement as per the Actuarial Valuation Report. |
Information Other than the Standalone 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 standalone financial statements and our auditor's report thereon.
Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained during the course of our audit or otherwise appears to be materially misstated.
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 have nothing to report in this regard.
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 IND-AS financial statements that give a true and fair view of thefinancial position financial performance including comprehensive income cash flowschanges in equity of the Company in accordance with the accounting principles generallyaccepted in India including the Indian Accounting Standards (IND-AS) specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 and thecompanies (Indian Accounting Standards)Rules2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding the assets of the Company and for preventing and detecting fraudsand other irregularities; selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent; and design implementationand maintenance of adequate internal financial controls that were operating effectivelyfor ensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the IND-AS financial statements that give a true and fairview and are free from material misstatement whether due to fraud or error.
In preparing the standalone financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company's financial reportingprocess.
Auditor's Responsibility for the Audit of the Standalone Financial Statements
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 standalone IND-AS financial statements in accordance withthe 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 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 theauditor's judgement including the assessmentand the statement of of the risks of materialmisstatement of the IND-AS financial statements whether due to fraud or error. In makingthose risk assessments the auditor considers internal financial control relevant to theCompany's preparation of the IND-AS financial statements that give a true and fair view inorder to 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 IND-AS financial statements.
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.
Report on Other Legal and Regulatory Requirements
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 of theCompanies Act 2013 we give in the Annexure-A a statement on the matters specified inparagraphs 3 and 4 of the order to the extent applicable.
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 the statement ofOther Comprehensive income the Cash Flow Statement and the statement of changes in equitydealt with by this Report are in agreement with the books of account.
(d) In our opinion the aforesaid IND-AS financialstatements comply with the AccountingStandards specified under
Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 andCompanies (Indian Accounting Standards) Rules 2015 as amended.
(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".
(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 has disclosed impact of pending litigation in Notes on IND-AS FinancialStatements under contingent liabilities and commitments to the extent not providedfor'.
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company
| ||For Gokhale & Co |
| ||Chartered Accountants |
| ||FRN: 000942S |
| ||Sd/- |
| ||Padam Kumar Kaliya |
|Place: Hyderabad ||Partner |
|Date: 14.05.2019 ||Membership No. 243378 |
Annexure-A to the Auditor's Report dated May 14 2019 issued to the Members of NileLimited
As required by the Companies ( Auditor's Report ) Order 2016 issued by the CentralGovernment of India in terms of Subsection (11) of section 143 of the Companies Act 2013(18 of 2013 ) and on the basis of such checks as we considered appropriate we furtherreport that:
(i) (a) The company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the management according to aphased programme designed to cover all assets on rotation basis. In respect of assetsverified according to this programme which is reasonable no material discrepancies werenoticed.
(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 the immovable property areheld in the name of the company.
(ii) The inventory has been physically verified by the management at reasonableintervals and in our opinion the frequency of verification is reasonable. No materialdiscrepancies were noticed in physical verification between the physical stocks and thebook stocks
(iii) The company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013. Hence our comments on sub-clause (a) (b) and (c)of clause (iii) of paragraph 3 of the order are Nil.
(iv) The company has not given any loans guarantees or security to which provisions ofsection 185 and 186 of the Companies Act 2013 are applicable.
(v) In our opinion and according to the information and explanation given to us withregard to the deposits accepted the company has complied with the directives issued bythe Reserve Bank of India and the provisions of sections 73 to 76 and other relevantprovisions of the Companies Act 2013 and the rules framed thereunder. No order has beenpassed by the Company law board or National Company Law Tribunal or Reserve Bank of Indiaor any Court or any other Tribunal against this Company in any matter relating to thedeposits accepted by the company.
(vi) As per the information and explanation furnished to us maintenance of Costrecords has been specified by the Central Government U/s. 148(1) of the Act for thisCompany and we are of the opinion that the prescribed accounts and records have been madeand maintained by the Company. However we have not conducted any audit of the same.
(vii) (a) According to the information and explanations given to us and on the basis ofour examination of records of the company amounts deducted or accrued in the books ofaccount in respect of undisputed statutory dues including provident fund employees' stateinsurance income-tax sales-tax service tax Goods and service Tax duty of customsduty of excise value added tax cess and other material statutory dues have beenregularly deposited during the year by the company with the appropriate authorities andthere are no such amounts outstanding due for a period of more than six months as at theBalance Sheet date.
(b) According to the information and explanations given to us following are thedetails of statutory dues which have not been deposited on account of disputes. Apart fromthis there are no other disputed dues of income tax or duty of customs or duties of excisepending payment :
|Name of the statute ||Nature of dues ||Amount (Rs in lakhs) ||Period to which the amount relates ||Forum where dispute is pending ||Remarks |
|APVAT Act 2005 ||Penalty under APVAT ||1.38 ||June 2014 to March 2015 ||The Appellate Deputy Commissioner (CT) Tirupati ||An amount of Rs 0.52 lakhs has been paid under protest |
|APVAT Act 2005 ||APVAT ||16.48 ||April 2015 to June 2017 ||Company is preparing for filing of appeal before the Appellate Deputy Commissioner (CT) Tirupati ||Order passed by Asst Comm Chitoor in AAO no 148991 dated 02/03/2019 there is an excess payment of tax of Rs 200960 for the same period. |
(viii) In our opinion and according to the information and explanation given to us theCompany has not defaulted in repayment of loans or borrowings from financial institutionsbank and Government. The Company has not issued debentures.
(ix) During the year no money was raised by way of initial public offer or furtherpublic offer (including debt instruments) by the company.
(x) On the basis of information and explanations give to us no material fraud by thecompany or on the Company by its officers or employees has been noticed or reported duringthe year.
(xi) According to the information and explanations given to us and based on ourexamination of the records of the company the company has paid or provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Companies Act.
(xii) In our opinion and according to the information and explanations given to us thecompany is not a Nidhi company. Accordingly paragraph 3 (xii) of the Order is notapplicable.
(xiii) According to the information and explanations given to us and based on ourexamination of records of the company transactions with related parties are in compliancewith sections 177 and 188 of Companies Act 2013 where applicable and the details of suchtransactions have been disclosed in the Financial Statements as required by the applicableaccounting standards.
(xiv) The company has not made any preferential allotment / private placement ofshares/fully or partly convertible debentures during the year under review. Hencecompliance to the provision of section 42 of Companies Act 2013 is not applicable.
(xv) According to the information and explanations given to us and based on ourexamination of records the company has not entered into any non-cash transactions withdirectors or persons connected with them. Accordingly paragraph 3 (xv) of the Order is notapplicable. Hence compliance to the provision of section 192 of Companies Act 2013 isnot applicable.
(xvi) According to the information and explanations given to us and based on our auditthe company is not required to be registered under section 45-IA of the Reserve Bank ofIndia Act 1934.
| ||For Gokhale & Co |
| ||Chartered Accountants |
| ||FRN: 000942S |
| ||sd/- |
| ||Padam Kumar Kaliya |
|Place : Hyderabad ||Partner |
|Date : 14-05-2019 ||Membership No 243378 |
Annexure - B to the Auditors' Report
Report on the Internal Financial Controls over Financial Reporting in terms of Clause(i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("the Act").
We have audited the Internal Financial Controls over financial reporting of NileLimited (the Company') as of March 31 2019 in conjunction with our audit of theIND-AS 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 Reportingissued by the Institute of Chartered Accountants of India". These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired 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 Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require 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 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 judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion on the Company's internal financial . controls system overfinancial 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
(i) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(ii) 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
(iii) 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.
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 2019 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of Internal Financial Control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.
| ||For Gokhale & Co |
| ||Chartered Accountants |
| ||Firm Regn. No 000942S |
| ||Sd/- |
| ||Padam Kumar Kaliya |
|Place: Hyderabad ||Partner |
|Date: 14.05.2019 ||Membership No 243378 |