THE MEMBERS OF PRO FIN CAPITAL SERVICES LIMITED Report on the FinancialStatements
We have audited the accompanying financial statements of PRO FINCAPITAL SERVICES LIMITED ("the Company") which comprise the Balance Sheet as at31/03/2020 the Statement of Profit and Loss the cash flow statement for the year endedand a summary of the significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters statedin Section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these financial statements that give a true and fair view of the financialposition and financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance 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 financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
Our responsibility is to express an opinion on these financialstatements based on our audit.We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditingspecified under Section 143(10) of the Act. Those Standards require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence aboutthe amounts and the disclosures in the financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany's preparation of the financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances but not for thepurpose of expressing an opinion on whether the Company has in place an adequate internalfinancial controls system over financial reporting and the operating effectiveness of suchcontrols. An audit also includes evaluating the appropriateness of the accounting policies
used and the reasonableness of the accounting estimates made by theCompany's Directors as well as evaluating the overall presentation of the financialstatements.
We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the financial statements.
In our opinion and to the best of our information and according to theexplanations given to us the aforesaid financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31/03/2020 and its Profit and Loss it's cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditors' Report) Order2016("theOrder") issued by the Central Government of India in terms of sub section (11) ofsection 143 of the Companies Act 2013. We give in the Annexure A statements on thematters specified in paragraphs 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 explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.
(b) In our opinion proper books of account as required by law havebeen kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet the Statement of Profit and Loss and the cashflow statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion the aforesaid financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.
(e) On the basis of the written representations received from thedirectors as on 31/03/2020 taken on record by the Board of Directors none of thedirectors is disqualified as 31/03/2020 from being appointed as a director in terms ofSection 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate report in "Annexure A".
(g) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 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 itsfinancial position in its financial statements.
ii. The Company has made provision as required under the applicablelaw or accounting standards for material foreseeable losses if any on long-termcontracts including derivative contracts.
iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.
|Date : 24/07/2020 ||FOR A K Kocchar & Associates |
|Place : Mumbai ||(Chartered Accountants) |
|UDIN: 20134763AAAAAN7708 ||FRN. - 120410W |
| ||Hitesh Kumar S |
| ||(Partner) |
| ||Mem. No. : 134763 |
"Annexure A" to the Independent Auditor's Report of even dateon the Financial Statements of PRO FIN CAPITAL SERVICES LIMITED Company limited
Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financialreporting of PRO FIN CAPITAL SERVICES LIMITED ("The Company") as of March 312020 in conjunction with our audit of the financial statements of the Company for the yearended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India. 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.
Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") and the Standards on Auditing issued by ICAIand deemed to be prescribed under section 143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls both applicable to an auditof Internal Financial Controls and both issued by the Institute of Chartered Accountantsof India. 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 amoutthe adequacy of the internal financial control system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financialreporting assessing the risk that a material weakness exists and operating effectivenessof internal control based on the assessed risk. The procedures selected depend upon on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over FinancialReporting
Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at March 31 2020 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting issues by the Institute ofChartered Accountants of India.
|Date : 24/07/2020 ||FOR A K Kocchar & Associates |
|Place : Mumbai ||(Chartered Accountants) |
|UDIN: 20134763AAAAAN7708 ||FRN. - 120410W |
Hitesh Kumar S (Partner)
Mem. No. : 134763
Reports under The Companies (Auditor's Report) Order 2016 (CARO 2016)for the year ended on 31st March
The Members of PRO FIN CAPITAL SERVICES LIMITED
(i) In Respect of Fixed Assets
(a) The company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets.
(b) Fixed assets have been physically verified by the management atreasonable intervals; No material discrepancies were noticed on such verification.
(ii) In Respect of Inventories
The Company has only Shares in Listed Companies as its inventory as thecompany is into providing financial services and trading in shares activity the sharesare valued at NAV or Cost whichever is lower
(iii) Compliance under section 189 of The Companies Act 2013
The company has granted loans secured or unsecured to 6 partiesamounting to Rs. 32.49 Crores covered in the register maintained u/s 189 of the companiesAct-2013.
(a) The Terms and Conditions of the loan granted are not prejudicial tothe companies interest
(b) The Loans granted are all repayable on demand however the companyhas charged interest on the said loans
(c) Since the Loans and advances are repayable on demand there are nooverdue amounts receivable by the company on the said loans granted
(iv) Compliance under section 185 and 186 of The Companies Act 2013
While doing transaction for loans investments guarantees andsecurity provisions of section 185 and 186 of the Companies Act 2013 have been compliedwith.
(v) Compliance under section 73 to 76 of The Companies Act 2013 andRules framed thereunder while accepting Deposits
Since the company is registered Non-Banking Financial Institutionregistered with Reserve Bank of India Provision of Section 73 & 76 are not applicableto the company
(vi) Maintenance of cost records
The Company is not required to maintain cost records pursuant to theRules made by the Central Government for the maintenance of cost records under sub-section(1) of section 148 of the Companies Act 2013.
(vii) Deposit of Statutory Dues
(a) The company is regular in depositing with appropriate authoritiesundisputed statutory dues including provident fund employees' state insurance incometax sales-tax service tax duty of customs duty of excise value added tax cess andany other statutory dues applicable to it.
(b) According to the records of the company the dues of Income Tax notbeen deposited on account of dispute are as follows:
|Amount Under Dispute ||Amount Paid ||Period to Which it Relates ||Forum Where Dispute is Pending |
|Rs. 528574 ||0 ||F.Y 2016-17 ||Commissioner of Income Tax (Appeals) |
(viii) Repayment of Loans and Borrowings
The company has not defaulted in repayment of dues to financialinstitution bank or debenture holders.
(ix) Utilization of Money Raised by Public Offers and Term Loan Forwhich they Raised
The Company has not applied term loans for the purposes other than forwhich those are raised
(x) Reporting of Fraud During the Year
Based on our audit procedures and the information and explanation madeavailable to us no such fraud noticed or reported during the year.
(xi) Managerial Remuneration
Managerial remuneration has been paid or provided in accordance withthe requisite approvals mandated by the provisions of section 197 read with Schedule V tothe Companies Act.
(xii) Compliance by Nidhi Company Regarding Net Owned Fund to DepositsRatio
As per information and records available with us The company is notNidhi Company.
(xiii) Related party compliance with Section 177 and 188 of companiesAct - 2013
Yes All transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the Financial Statements etc. as required by the applicable accountingstandards.
(xiv) Compliance under section 42 of Companies Act - 2013 regardingPrivate placement of Shares or Debentures
Based on our audit procedures and as per the information andexplanations given by the management there is no preferential allotment or privateplacement of shares made during the year.
(xv) Compliance under section 192 of Companies Act - 2013
According to the information and explanations given by the managementthe company has not entered into any non-cash transactions with directors or personsconnected with him.
(xvi) Requirement of Registration under 45-IA of Reserve Bank of IndiaAct 1934
The company is required to be registered under section 45-IA of theReserve Bank of India Act 1934 and the registrations has been obtained by the company.
|Place : Mumbai ||FOR A K Kocchar & Associates |
|Date : 24/07/2020 ||(Chartered Accountants) |
|UDIN: 20134763AAAAAN7708 ||FRN.- 120410W |
Hitesh Kumar S (Partner)