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Oberoi Realty Ltd.

BSE: 533273 Sector: Infrastructure
NSE: OBEROIRLTY ISIN Code: INE093I01010
BSE 00:00 | 25 Jan 552.00 -15.25
(-2.69%)
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598.05

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600.00

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545.20

NSE 00:00 | 25 Jan 550.75 -16.70
(-2.94%)
OPEN

600.00

HIGH

601.00

LOW

545.30

OPEN 598.05
PREVIOUS CLOSE 567.25
VOLUME 72339
52-Week high 635.05
52-Week low 290.10
P/E 56.50
Mkt Cap.(Rs cr) 20,071
Buy Price 552.00
Buy Qty 6.00
Sell Price 565.00
Sell Qty 100.00
OPEN 598.05
CLOSE 567.25
VOLUME 72339
52-Week high 635.05
52-Week low 290.10
P/E 56.50
Mkt Cap.(Rs cr) 20,071
Buy Price 552.00
Buy Qty 6.00
Sell Price 565.00
Sell Qty 100.00

Oberoi Realty Ltd. (OBEROIRLTY) - Auditors Report

Company auditors report

To the Members of Oberoi Realty Limited

Report on the Audit of the Standalone Ind AS Financial Statements Opinion

We have audited the accompanying standalone Ind AS financial statements of OberoiRealty Limited ("the Company") which comprise the Balance sheet as at March312019 the Statement of Profit and Loss including the statement of Other ComprehensiveIncome the Cash Flow Statement and the Statement of Changes in Equity for the year thenended and notes to the financial statements including a summary of significantaccounting policies and other explanatory information.

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 Companies Act 2013 as amended ("the Act") in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 312019its profit including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing (SAs) as specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the 'Auditor'sResponsibilities for the Audit of the Standalone Ind AS Financial Statements' section ofour report. We are independent of the Company in accordance with the 'Code of Ethics'issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our audit opinion on the standalone Ind AS financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgement were of mostsignificance in our audit of the standalone Ind AS financial statements for the financialyear ended March 312019. These matters were addressed in the context of our audit of thestandalone Ind AS financial statements as a whole and in forming our opinion thereon andwe do not provide a separate opinion on these matters. For each matter below ourdescription of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to becommunicated in our report. We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalone Ind AS financial statementssection of our report including in relation to these matters. Accordingly our auditincluded the performance of procedures designed to respond to our assessment of the risksof material misstatement of the standalone Ind AS financial statements. The results of ouraudit procedures including the procedures performed to address the matters below providethe basis for our audit opinion on the accompanying standalone Ind AS financialstatements.

Key audit matters How our audit addressed the key audit matter
Adoption of Ind AS 115 - Revenue from Contract with Customers (as described in note 1.2.8 1.4 and 42 of the financial statements)
The Company has adopted Ind AS 115 - 'Revenue from Contracts with Customers' mandatory for reporting periods beginning on or after April 1 2018. Revenue from real-estate contracts is recognised over a period of time in accordance with the requirements of the said Standard using the percentage of completion method.

This determination is based on the proportion that contract costs actually incurred bear to the estimated total contract costs and requires significant judgements including identification of contractual obligations the Company's rights to receive payments for performance completed till date changes in scope and consequential revised contract price.

As part of our audit procedures:
• We read the accounting policy for revenue recognition of the Company and assessed compliance with the requirements of Ind AS 115.
• We assessed the management evaluation of recognising revenue from real estate contracts over a period of time in accordance with the requirements under Ind AS 115.
• We tested controls over revenue recognition with specific focus on determination of progress of completion recording of costs incurred and estimation of costs to complete the remaining contract obligations.
Key audit matters How our audit addressed the key audit matter
Revenue recognition is significant to the financial statements based on the quantitative materiality. The adoption of Ind AS 115 including the impact to retained earnings as at the transition date as per the modified retrospective method requires significant judgement in determining when 'control' of the asset underlying the performance obligation is transferred to the customer. Further the application of percentage of completion method involves significant judgement as explained above. Accordingly we regard these as key audit matter. • We inspected a sample of underlying customer contracts performed retrospective assessment of costs incurred with estimated costs to identify significant variations and assess whether those variations have been considered in estimating the remaining costs-to-complete and consequential determination of stage of completion.
• We tested controls and management processes pertaining to transfer of control in case of real estate projects.
• We performed test of details on a sample basis and inspected the underlying customer contracts/ agreements evidencing the transfer of control of the asset to the customer based on which revenue is recognised over a period of time.
• We assessed the adequacy of disclosures included in financial statements as specified in Ind AS 115.
Assessing the carrying value of Inventory (as described in note 1.2.15 and 10 of the financial statements) and advances paid towards land procurement (as described in note 9 of the financial statements) • We examined the computation of the adjustment to retained earnings balance as at April 12018 upon adoption of Ind AS 115 as per the modified retrospective method.
As at March 312019 the carrying value of the inventory As part of our audit procedures we:
of ongoing and completed real-estate projects is ' 109852.51 lakhs. The inventories are held at the lower of the cost and net realisable value ("NRV").

The determination of NRV involves estimates based on prevailing market conditions and taking into account the stage of completion of the inventory the estimated future selling price cost to complete projects and selling costs. Advances paid by the Company for acquisition of land or Transferable Development Rights ('TDR') is recognised as advances to vendors under other assets.

With respect to these advances the net recoverable value is based on the management's estimates and internal documentation which include among other things the likelihood when the land acquisition would be completed the expected date of plan approvals for commencement of project and the estimation of sale prices and construction costs.

We identified the assessment of the carrying value of inventory and land advances as a key audit matter due to the significance of the balance to the financial statements as a whole and the involvement of estimates and judgement in the assessment.

• Evaluated the design and operation of internal controls related to testing recoverable amounts with carrying amount of inventory and advances including evaluating management processes for estimating future costs to complete projects.
• As regards NRV for a sample of selected projects compared costs incurred and estimates of future cost to complete the project with costs of similar projects and compared NRV to recent sales or to the estimated selling price.
• For advances for acquisition of land or TDR as part of our audit procedures we;
• Read the documentation relating to the advances paid and obtained from management the status of the advances.
• Obtained and assessed management's assumptions relating to proposed projects estimated time-frame and forecast sales.
• Circularized requests for balance confirmations and examined responses.

Other Information

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management Discussion and AnalysisBoard's Report including Annexures to Board's Report Business Responsibility Report andShareholder's Information but does not include the standalone Ind AS financial statementsand our auditor's report thereon.

Our opinion on the standalone Ind AS 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 standalone Ind AS financial statements ourresponsibility is to read the other information and in doing so consider whether suchother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone Ind AS financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgements 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 standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone Ind AS 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 also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial 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 standalone Ind AS financial statements.

As part of an audit in accordance with SAs we exercise professional judgement andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone Ind ASfinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Act 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 reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the standalone IndAS financial statements including the disclosures and whether the standalone Ind ASfinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

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 standalone Ind AS financialstatements for the financial year ended March 312019 and are therefore the key auditmatters. We describe these matters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when in extremely rare circumstances wedetermine that a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.

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 Act we give in the "Annexure 1" a statement on the matters specified inparagraphs 3 and 4 of the Order.

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 including the Statement ofOther Comprehensive Income the Cash Flow Statement and Statement of Changes in Equitydealt with by this Report are in agreement with the books of account;

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Accounting Standards specified under Section 133 of the Act read with Companies(Indian Accounting Standards) Rules 2015 as amended;

(e) On the basis of the written representations received from the directors as on March312019 taken on record by the Board of Directors none of the directors is disqualifiedas on March 312019 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 with reference to these standalone Ind AS financial statementsand the operating effectiveness of such controls refer to our separate Report in"Annexure 2" to this report;

(g) In our opinion the managerial remuneration for the year ended March 31 2019 hasbeen paid / provided by the Company to its directors in accordance with the provisions ofsection 197 read with Schedule V to the Act;

(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 Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements - Refer Note 40 to the standaloneInd AS financial statements;

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 be transferred tothe Investor Education and Protection Fund by the Company.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Sudhir Soni

Partner

Membership No.: 41870 Place: Mumbai Date: May 10 2019

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL ANDREGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

Re: Oberoi Realty Limited ('the Company')

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) Fixed assets have been physically verified by the management during the year and nomaterial discrepancies were identified on such verification.

(c) According to the information and explanations given by the management the titledeeds of immovable properties included in property plant and equipment/ investmentproperties are held in the name of the Company.

(ii) The management has conducted physical verification of inventory at reasonableintervals during the year and no material discrepancies were noticed on such physicalverification.

(iii) (a) The Company has granted unsecured interest free loans to eight companies andinterest bearing loan to one firm covered in the register maintained under section 189 ofthe Companies Act 2013. In our opinion and according to the information and explanationsgiven to us the terms and conditions of the grant of such loans are not prejudicial tothe Company's interest.

(b) The Company has granted loans to the parties covered in the register maintainedunder section 189 of the Companies Act 2013. The loans granted are re-payable on demand.We are informed that the Company has not demanded repayment of any such loan during theyear and thus there has been no default on the part of the parties to whom the money hasbeen lent. There is no stipulation as to the date of payment of interest.

(c) There is no amount of loans granted to companies firm or other parties listed inthe register maintained under section 189 of the Companies Act 2013 which are outstandingfor more than ninety days.

(iv) In our opinion and according to the information and explanations given to usprovisions of section 185 and 186 of the Companies Act 2013 in respect of loans todirectors including entities in which they are interested and in respect of loans andadvances given investments made and guarantees and securities given have been compliedwith by the Company.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Companies Act 2013 related to the manufacture or service ofconstruction activities and are of the opinion that prima facie the specified accountsand records have been made and maintained. We have not however made a detailedexamination of the same.

(vii) (a) The Company is generally regular in depositing with appropriate authoritiesundisputed statutory dues including provident fund employees' state insuranceincome-tax duty of custom duty of excise cess goods and services tax (GST) and otherstatutory dues applicable to it. According to the information and explanations given tous no undisputed amounts payable in respect of provident fund employees' stateinsurance income-tax duty of custom duty of excise cess goods and services tax (GST)and other material statutory dues were outstanding at the year end for a period of morethan six months from the date they became payable.

(b) According to the records of the Company the dues outstanding of income-taxservice tax value added tax and property tax on account of any dispute are as follows:

Name of the Statute Nature of dues Amount (in lakhs) Financial Year to which the amount relates Forum where dispute is pending
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 171.82 2008-09 Hon'ble High Court
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 14.36* 2008-09 to 2011-12 The Customs Excise and Service Tax Appellate Tribunal Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 33.07 2010-11 to 2013-14 Additional Commissioner Service Tax Audit III Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 98.38 2014-15 Joint Commissioner Service Tax VI Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 49.48 2011-12 to 2014-15 Deputy Commissioner Service Tax Audit Commissioner III Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 8.11 2015-16 Assistant Commissioner Central Goods and Service Tax Excise Di-VII Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 8.71 2015-16 Assistant Commissioner Service Tax Audit Commissioner III Mumbai
Finance Act 1994 (Service Tax Provisions) Service Tax Demand 1.30 2016-17 Assistant Commissioner Central Goods and Service Tax Excise Di-VII Mumbai
The Maharashtra Value Added Tax Act VAT Interest and Penalty 2.19 2014-15 Deputy Commissioner of Sales Tax Mumbai
Maharashtra Goods and Services Tax Act 2017 VAT Interest and Penalty 504.44 2017-18 Deputy Commissioner of Sales Tax Mumbai
Income Tax Act 1961 Income Tax and Interest 1.67 2010-11 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Income Tax and Interest 144.48 2015-16 Commissioner of Income Tax (Appeals)

*Net amount of र:14.26 lakhs deposited under protest

(viii) In our opinion and according to the information and explanations given by themanagement the Company has not defaulted in repayment of dues to a financial institutionand bank. The Company did not have any outstanding loans or borrowing in respect ofGovernment or dues to debenture holders during the year.

(ix) In our opinion and according to the information and explanations given by themanagement the Company has utilized the monies raised in the nature of term loans for thepurposes for which they were raised.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management 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.

(xi) According to the information and explanations given by the management themanagerial remuneration has been paid / provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

(xii) In our opinion the Company is not a nidhi company. Therefore the provisions ofclause 3(xii) of the order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given by the management theCompany has complied with provisions of section 42 of the Companies Act 2013 in respectof the private placement of shares during the year. According to the information andexplanations given by the management we report that the amounts raised have been usedfor the purposes for which the funds were raised except for idle/surplus funds amountingto ' 56882.16 lakhs which were not required for immediate utilization and whichhave been gainfully invested in liquid investments payable on demand. The maximum amountof idle/surplus funds invested during the year was ' 120000.00 lakhs of which '56882.16 lakhs was outstanding at the end of the year.

(xv) According to the information and explanations given by the management the Companyhas not entered into any non-cash transactions with directors or persons connected withhim as referred to in section 192 of Companies Act 2013.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Sudhir Soni

Partner

Membership No.: 41870 Place: Mumbai Date: May 10 2019

ANNEXURE 2 REFERRED TO IN PARAGRAPH 2(F) UNDER THE HEADING "REPORT ON OTHER LEGALAND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

Re: Oberoi Realty Limited ('the Company')

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financial reporting of OberoiRealty Limited ("the Company") as of March 312019 in conjunction with our auditof the standalone 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 responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to the 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.

Auditor's 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 as specified under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls and both issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 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.

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 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 March 312019 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 S R B C & CO LLP

Chartered Accountants

ICAI Firm Registration Number: 324982E/E300003

per Sudhir Soni

Partner

Membership Number: 41870

Place: Mumbai Date: May 10 2019

.