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Noida Toll Bridge Company Ltd.

BSE: 532481 Sector: Infrastructure
NSE: NOIDATOLL ISIN Code: INE781B01015
BSE 00:00 | 18 Jul 9.58 0.05
(0.52%)
OPEN

9.70

HIGH

9.70

LOW

9.40

NSE 00:00 | 18 Jul 9.55 0
(0.00%)
OPEN

9.95

HIGH

9.95

LOW

9.35

OPEN 9.70
PREVIOUS CLOSE 9.53
VOLUME 2190
52-Week high 17.23
52-Week low 8.00
P/E
Mkt Cap.(Rs cr) 178
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 9.70
CLOSE 9.53
VOLUME 2190
52-Week high 17.23
52-Week low 8.00
P/E
Mkt Cap.(Rs cr) 178
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Noida Toll Bridge Company Ltd. (NOIDATOLL) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

NOIDA TOLL BRIDGE COMPANY LIMITED

REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS

We have audited the accompanying standalone Ind AS financial statements of Noida TollBridge Company Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2017 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 IND AS 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 preparationand presentation of these standalone Ind AS financial statements that give a true and fairview of the financial position financial performance (including other comprehensiveincome) Cash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)prescribed under Section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone Ind AS financial statements that give a true and fair view and are freefrom material misstatement whether due to fraud or error.

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based 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 of standalone 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 standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

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

OPINION

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including the IND AS of thestate of affairs of the Company as at March 312017 and its profit (including othercomprehensive income) its cash flows and the changes in equity for the year ended on thatdate.

EMPHASIS OF MATTER

We draw attention to note no. 32 of financial results which describes the basis ofmanagement estimates about recoverability of the Intangible and other Assets in context ofthe uncertainty relating to outcome of the matter pending with Hon'ble Supreme Courtagainst the order of Hon'ble High Court of Allahabad (directing the Company to stopcollecting the user fee) and non-availability of CAG report as submitted to Hon'bleSupreme Court with company/ for our verification.

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 sub-section (11) of section 143 ofthe Companies Act 2013 we give in the Annexure A a statement on the matters specifiedin paragraph 3 and 4 of the Order to the extent applicable.

2. 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 Cash Flow Statement and theStatement of Changes in Equity dealt with by this report are in agreement with the booksof accounts.

d) In our opinion the aforesaid standalone Ind AS financial statements comply with theIndian Accounting Standards specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on March31 2017 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2017 from being appointed as a director in terms of Section 164 (2) of theAct.

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"; 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 has disclosed the impact of pending litigation on its financial positionin its Standalone Ind AS financial statement- Refer note 34 to standalone Ind AS financialstatements.

ii. The Company did not have any long-term contracts including derivative contracts forwhich 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.

iv. The Company has provided requisite disclosures in the financial statements as toholdings as well as dealings in Specified Bank Notes during the period from November 82016 to December 30 2016. Based on audit procedures and relying on the managementrepresentation we report that the disclosures are in accordance with books of accountmaintained by the Company and as produced to us by the Management - Refer Note 31 to thestandalone Ind AS financial statements.

For Luthra & Luthra
Chartered Accountants
Reg. No. 002081N
Akhilesh Gupta
Place: Noida Partner
Date: May 26 2017 M.No:089909

ANNEXURE-A TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the Standalone Ind AS financial statements for the year ended March 312017

1. a. The Company is generally maintaining proper records showing full particularsincluding quantitative details and situation of fixed assets.

b. As per the information and explanations given to us fixed assets have beenphysically verified by the Management at reasonable intervals and no discrepancy wasnoticed.

c. According to the information and explanations given to us the Company does not ownany freehold immovable properties and lease/sub-lease deeds of leasehold land areregistered with Appropriate Authorities

2. As per the information and explanations given to us inventories have beenphysically verified at reasonable interval during the year by the Management. Thediscrepancies noticed on verification between the physical stock and book records are notmaterial and have been properly dealt with in the books of accounts.

3. The Company has granted loans to Companies covered in the register maintained undersection 189 of the Companies Act 2013 (‘the Act')

a) In our opinion terms and conditions on which the loans had been granted to thebodies corporate listed in the register maintained under Section 189 of the Act were notprima facie prejudicial to the interest of the Company.

b) In the case of the loans granted to the bodies corporate listed in the registermaintained under section 189 of the Act the borrowers have been regular in the payment ofthe principal and interest as stipulated.

c) There are no overdue amounts in respect of the loan granted to a body corporatelisted in the register maintained under section 189 of the Act.

4. In our opinion and according to the information and explanations given to us theCompany has been complied with provisions of section 185 and 186 of the Act in respect ofloans and investments made.

5. According to the information and explanations given to us the company has notaccepted deposits.

6. We have broadly reviewed the books of account maintained by the company pursuant tothe Rules made by the Central Government for the maintenance of cost records under section148 of the Act and are of the opinion that prima facie the prescribed accounts andrecords have been made and maintained.

7. a. According to the information and explanations given to us the company isgenerally regular in depositing undisputed statutory dues including provident fundemployees state insurance income tax sales tax service tax duty of customs duty ofexcise value added tax cess and any other statutory dues applicable to it with theappropriate authorities during the year.

There were no undisputed amounts payable on account of the above dues in arrears as atMarch 31 2017 for a period of more than six months from the date they became payable.

b. According to the information and explanation given to us there is no due on accountof income tax sales tax service tax duty of customs duty of excise value added taxwhich have not been deposited on account of dispute other than as given below:

Name of the statue Nature of the dues Amount (Rs. in lacs) Period to which the amount relates Forum where dispute is pending
Income tax Income tax 10293.29* AY 2007-08 CIT (A)
Income tax Income tax 12946.70* AY 2008-09 CIT (A)
Income tax Income tax 14190.24 AY 2009-10 CIT (A)
Income tax Income tax 15109.81 AY 2010-11 CIT (A)
Income tax Income tax 15865.45 AY 2011-12 CIT (A)
Income tax Income tax 17588.74* AY 2012-13 CIT (A)
Income tax Income tax 18936.55* AY 2013-14 CIT (A)
Income tax Income tax 29156.23 AY 2014-15 CIT (A)
Income tax Income tax 3.02 AY 2008-09 Deputy Commissioner of Income
Income tax Income tax 474.67 AY 2014-15 Deputy Commissioner of Income

* Net of amount paid under protest

8. As per the information and explanation given to us the Company has not defaulted inrepayment of loans or borrowing to banks and financial institutions during the year.

9. The Company did not raise any money by way of initial public offer or further publicoffer (including debt instruments). In our opinion and according to the information givento us money raised by way term loans during the year have been applied by the company forthe purpose for which they are raised.

10. According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during thecourse of our audit.

11. According to the information and explanations give 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 to the Act.

12. 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.

13. 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 and details of suchtransactions have been disclosed in the Standalone Ind AS financial statements as requiredby the applicable Indian accounting standards.

14. According to the information and explanations give 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.

15. 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 non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

16. The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For Luthra & Luthra
Chartered Accountants
Reg. No. 002081N
Akhilesh Gupta
Place: Noida Partner
Date: May 26 2017 M.No: 089909

ANNEXURE - B TO THE AUDITORS' REPORT

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 Noida TollBridge Company Limited ("the Company") as of March 312017 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon 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 (‘ICAI'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

AUDITORS' RESPONSIBILITY

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.

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 controls systemover financial 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 (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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 31 March 2017 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 Luthra & Luthra
Chartered Accountants
Reg. No. 002081N
Akhilesh Gupta
Place: Noida Partner
Date: May 26 2017 M.No:089909