The Members of
Ramchandra Leasing and Finance Limited
Report on the Audit of Financial Statements Opinion:
We have audited the accompanying financial statements of RamchandraLeasing and Finance Limited. which comprise the Balance Sheet as at 31stMarch2020 and the Statement of Profit and Loss (Including Other Comprehensive Income) and CashFlow Statement and the statement of Changes in Equity for the year ended and a summary ofsignificant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 ("the Act") in the manner sorequired and give a true and fair vi ew inconformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2020the profit and total comprehensive income changes in equity and its cash flows for theyear ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143(10) of the Companies Act 2013. Our responsibilitiesunder those Standards are further described in the Auditor's Responsibilities for theAudit of the Financial Statements section of our report. We are independent of the Companyin accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the financial statements of the current period.These matters were addressed in the context of our audit of the financial statements as awhole and in forming our opinion thereon and we do not provide a separate opinion onthese matters.
There are no Key Audit Matters Reportable as per SA 701 issued by ICAI.
Information Other than the Financial Statements and Auditor's ReportThereon
The Company's Board of Directors is responsible for the preparation ofthe other information. The other information comprises the information included in theManagement Discussion and Analysis Board's Report including Annexures to Board's Reportbut does not include the financial statements and our auditor's report thereon. Thesereports are expected to be made available to us after the date of our auditor's report.
Our opinion on the 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 financial statements ourresponsibility is to read the other information identified above when it becomes availableand in doing so consider whether the other information is materially inconsistent withthe financial statements or our knowledge obtained in the audit or otherwise appears tobe materially misstated.
When we read the other information included in the above reports if weconclude that there is material misstatement therein we are required to communicate thematter to those charged with governance and determine the actions under the applicablelaws and regulations.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financialperformance total comprehensive income changes in equity and cash flows of the Companyin accordance with the Ind AS and other accounting principles generally accepted in India.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropri ate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
In preparing the standalone financial statements management isresponsible for assessing the Company's ability to continue a s a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.
That Board of Directors are also responsible for overseeing theCompany's financial reporting process.
Our objectives are to obtain reasonable assurance about whether thefinancial statements as a whole are free from material mi sstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assura nce but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof interna l control.
Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3)(i) of the Companies Act 2013 we are also responsible for expressing ouropi nion on whether the company has adequate internal financial controls system in placeand the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast signifi cant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the financial statements or if such disclosures are inadequateto modify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.
Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.
Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of a reasonably knowledgeable user of the financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planningthe scope of our audit work and in evaluating the results of our work; an d (ii) toevaluate the effect of any identified misstatements in the financial statements.
We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.
We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and wher e a pplicable related safeguards.
From the matters communicated with those charged with governance wedetermine those matters that were of most significance i n the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we det ermine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.
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 section143(11) of the Act we give in "Annexure A" a statement on the matter specifiedin the paragraph 3 and 4 of the Order.
2. As required under provisions of section 143(3) of the Companies Act2013 we report that:
a. We have obtained all the information and explanations which to thebest of our knowledge and belief where necessary for the purposes of our audit;
b. In our opinion proper books of account as required by law have beenkept by the Company so far as appears from our examination of those books;
c. The Balance Sheet and Statement of Profit and Loss including OtherComprehensive Income Statement of Cash Flow and Statement of Changes of Equity dealt withthis report are in agreement with the books of account;
d. In our opinion the Balance Sheet and Statement of Profit and Losscomply with the Ind AS specified in section 133 of the Act read with relevant rule issuedthereunder.
e. On the basis of written representations received from the directorsas on March 31 2020 taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2020 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 overfinancial reporting of the company and operating effectiveness of such controls referredto our separate report in " Annexure B".
g. With respect to the other matters to be included in the Auditor'sReport in accordance with the requirements of section 197(16) of the Act as amended:
In our opinion and to the best of our information and according to theexplanations given to us the remuneration paid by the Company to its directors during theyear is in accordance with the provisions of section 197 of the Act.
h. With respect to other matters to be included in the Auditor's Reportin accordance with Rule 11 of the Companies (Audit and Auditor) Rules 2014 in ouropinion and to the best of our knowledge and belief and according to the information andexplanations given to us:
(a) The Company has disclosed the impact of pending litigation on itsfinancial position in its standalone financial statement except as provided in Annexure"A".
(b) The Company did not have any long-term and derivative contracts asat March 31 2020.
(c) There has been no delay in transferring amounts required to betransferred the Investor Education and Protection Fund by the Company during the yearended March 31 2020.
i. With respect to other matters to be included in the Auditor's Reportunder Section 197(16):
In our opinion and according to the information and explanation givento us the remuneration paid by the Company to its Directors during the current year is inaccordance with the provisions of section 197 of the Companies Act. The remuneration paidto any director is not in excess of the limit laid down under Section 197 of the Act. TheMinistry of Corporate Affairs has not prescribed other details under Section 197(16) whichare required to be commented upon by us.
For Rathi K. K. & Co. (Chartered Accountants)
Kamal Rathi Proprietor Membership No. 036461 Fr. No. 123096W UDIN:20036461AAAAAU6420 Place: Mumbai Date: 16/06/2020
ANNEXURE "A" TO THE AUDITORS' REPORT
In terms of the information and explanations given to us and the booksand records examined by us in the normal course of audit and to the best of our knowledgeand belief we state as under:
i. In respect of its Property Plant &Equipment's:
a) The company has maintained proper records showing full particularsincluding quantitative details and situation of its fixed assets.
b) These fixed assets were physically verified by the management duringthe year. We have been informed that no material discrepancies were noticed on suchphysical verification. According to a programme of phased verification which is in ouropinion is reasonable having regard to the size of the company and the nature of itsassets. Pursuant to the Programme the fixed assets have been physically verified bymanagement during the year and no Material Discrepancies were noticed on suchverification.
c) According to the information and explanation given to us and in thebasis of our examination of the records of the company the title deeds of immovableproperties are in the name of the company.
ii. The Company is in Business of Providing Non- Banking FinanceServices So there is no physical inventory at the end of the year. Therefore therequirement of clause (ii) of paragraph 3 of the said Order is not applicable to thecompany.
iii. The company is a Non- Banking Finance Company and consequently isa exempt from provisions of section 7374 75 and 76 of the Act. Accordingly theparagraph 3(iv) of the order is not applicable to the Company.
iv. The Central government has not prescribed the maintenance of costrecords by the company under section 148(1) of the companies Act 2013 for any of itsproducts.
v. In respect of Statutory Dues:
a) The company is regular in depositing with appropriate authoritiesundisputed statutory dues including Provident Fund Employees' State Insurance IncomeTax Duty of Customs GST Cess and any other statutory dues applicable to it.
vi. Based on our audit procedures and according to the information andexplanations given to us we are of the opinion that the Company has not defaulted inrepayment of loans or borrowing to financial institutions banks or Government. Thecompany has not issued any debentures as at the balance sheet date.
vii. There were no moneys raised by way of initial public offer orfurther public offer (including debt instruments). The Moneys raised by way of term loanwere applied for the purpose for which those are raised.
viii. During the course of our examination of the books and records ofthe company carried out in accordance with the generally accepted auditing practices inIndia and according to the information and explanations given to us we have neither comeacross any instance of fraud by the company or any fraud on the Company by its officers oremployees noticed or reported during the year nor have we been informed of such cases bythe Management.
ix. In our opinion and according to the information and explanationsgiven to us the Company is not a public company. Accordingly paragraph 3(xi) of theOrder is not applicable.
x. In our opinion and according to the information and explanationsgiven to us the Company is not a nidhi company. Accordingly paragraph 3(xii) of theOrder is not applicable.
xi. According to the information and explanations given to us and basedon our examination of the records of the company transactions with the related partiesare in compliance with sections 177 and 188 of Companies Act 2013 where applicable andthe details have been disclosed in the financial statements etc. as required by theapplicable accounting standards;
xii. According to the information and explanations given to us andbased on our examination of the records of the company the company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year under review.
xiii. According to the information and explanations given to us andbased on our examination of the records of the company the company has not entered intoany non-cash transactions with directors or persons connected with him. Accordinglyparagraph 3(xv) of the Order is not applicable.
xiv. According to the information and explanations given to us theCompany has registered as required under Section 45-IA of the Reserve Bank of India Act1934.
For Rathi K. K. & Co. (Chartered Accountants)
Kamal Rathi Proprietor Membership No. 036461 Fr. No. 123096W UDIN:20036461AAAAAU6420 Place: Mumbai Date: 16/06/2020
ANNEXURE "B" TO THE AUDITORS' REPORT
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 Ramchandra Leasing and Finance Limited ('the Company') as of 31st March2020 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 co ntrol 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 (the 'Guidance Note') issued by the Institute of Chartered Accountantsof India (the 'ICAI'). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany's polici es the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information 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 and the Standards on Auditing issued by the ICAI a nddeemed to be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both a pplicable to an audit ofInternal Financial Controls and both issued by the ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively in all material respects.
Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial 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 accep ted accounting principles. A company's internal financial controlover financial reporting includes those policies and procedures that:
(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;
(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of thecompany; and
(3) Provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the company's assets thatcould 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 projection s 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 31st March 2020 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Noteissued by the ICAI.
For Rathi K. K. & Co. (Chartered Accountants)
Kamal Rathi Proprietor Membership No. 036461 Fr. No. 123096W