Regal Entertainment and Consultants Ltd.
1. Report on the Financial Statements
We have audited the accompanying financial statements of REGAL ENTERTAINMENT ANDCONULTANTS LIMITED ("the Company") which comprise the Balance Sheet as at31st March
2018 the Statement of Profit and Loss the Cash Flow Statement for the year then endedand a summary of significant accounting policies and other explanatory information
2. Management's Responsibility for the Financial Statements and for InternalFinancial Controls over Financial Reporting:
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 financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordancewith the Accounting Standards prescribed under Section 133 of the Companies Act 2013("the Act") and other accounting principles generally accepted in India
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate 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 financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the criteria established by the Company considering the sizeof Company and essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting issued by the Institute ofChartered Accountants of India ("the Guidance Note"). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Act.
3. Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on ouraudit and to express an opinion on the Company's internal financial controls overfinancial reporting based on our audit. In conducting our audit we have taken intoaccount the provisions of the Act the accounting and auditing standards and matters whichare required to be included in the audit report under the provisions of the Act and theRules made there under and the Order under Section 143(11) of the Act
We conducted our audit of the financial statement in accordance with the Standards onAuditing issued by the Institute of Chartered Accountants of India referred underSection 143(10) of the Act. to the extent applicable to an audit of internal FinancialControls both applicable to an audit of Internal Financial Controls and both issued byICAI. Those Standards and Guidance Note require that we comply with ethical requirementsand plan and perform the audit to obtain reasonable assurance about whether the financialstatements are free from material misstatement and whether adequate internal financialcontrols over financial reporting as established and maintained and if such controlsoperated effectively in all material respects. An audit involves performing procedures toobtain audit evidence about the amounts the disclosures in the financial statements andadequacy of the internal financial control 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 exits 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.In making those risk assessments the auditor considers internal financial controlsrelevant to the Company's preparation of the financial statements that give a true andfair view in order to design audit procedures that are appropriate in the circumstances.An audit also includes evaluating the appropriateness of the accounting policies used andthe reasonableness of the accounting estimates made by Company's Directors as well asevaluating the overall presentation of the financialstatements. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the Company's internal financial controls and the financial statements.
4. Meaning of Internal Financial Controls over Financial Reporting: reasonableassurance regarding the reliability of financial reporting statements for externalpurposes in accordance with generally accepted accounting principles. A Company's internalfinancial control over financial reporting includes 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 unauthorized acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.
5. Inherent Limitations of Internal Financial Controls over Financial Reporting:
Because of the inherent limitations of internal financial controls over financialpossibility of collusion or improper management override of controls materialmisstatements due to error or fraud may occur and not be detected. Also projections ofany evaluation of the internal financial controls over financial reporting to futureperiods are subject to the risk that the internal financial control over financialreporting may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.
In our opinion and to the best of our information and according to the explanationsgiven to us the financial statements give the information required by the Act in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India: a. In the case of the balance sheet of the stateof affairs of the company as at 31 March 2018; b. In the case of the statement of profitand loss of the loss for the year ended on that date ; and c. In the case of the cashflow statement of the cash flow for the year ended on that date.
7. Report on Other Legal and Regulatory Requirements:
I. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of Section 143(11) of the Act we givein the Annexure A a statement on the matters specified in paragraphs 3 and 4 of theOrder to the extent applicable.
II. 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 dealtwith by this Report are in agreement with the books of account.
d. In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act.
e. On the basis of the written representations received from the directors as at 31stMarch 2018 taken on record by the Board of Directors none of the directors isdisqualified as at 31st March 2018 from being appointed as a director in terms of Section164(2) of the Act.
f. In our opinion considering nature of business size of operation and organisationalstructure of the entity 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 31st March 2018 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.
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 does not have any pending litigations which would impact its financialposition
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. The Company is not required to transfer funds to the Investors Education andProtection Fund.
8. Other Matter:
The comparative financial information of the Company for the year ended 31st March 2017are based on the previously issued statutory financial statements prepared in accordancewith the Companies (Accounting Standards) Rules 2006 were audited by the then auditorswhose report for the year ended 31st March 2017 dated 30th May 2017 expressed anunmodified opinion on those financial statements have been relied upon by us.
For CHOKSHI AND CO LLP
Date : 30th May 2018
ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT
(Referred to in paragraph 8(I) under the heading of Report on Other Legal andRegulatory Requirements' of our report of even date)
(i) a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b) The fixed assets have been physically verified by the management as per the programof verification followed by the Company. In our opinion the frequency of verification ofthe fixed assets by the management is reasonable having regard to the size of the Companyand the nature of its assets. According to the information and explanations given to usno material discrepancies were noticed on such verification.
c) The Company does not hold any immoveable properties in its name. Hence clause3(i)(c) of the Order is not applicable to the Company.
(ii) As the Company does not have inventories the clause 3(ii) of the Order is notapplicable
(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to Companies Firms Limited LiabilityPartnerships or other parties covered in the register maintained under Section 189 of theCompanies Act 2013 ("the Act"). Accordingly clause 3(iii) (a) to 3(iii) (c)are not applicable to the Company.
(iv) According to the information and explanations given to us there are no loansinvestments guarantees and security covered by the provisions of Section 185 and 186 ofthe Act.
(v) The Company has not accepted any public deposits within the meaning of Sections 73to 76 of the Act and rules framed there-under. We are informed that no order has beenpassed by the Company Law Board or Reserve Bank of India or any Court or any otherTribunal. Accordingly paragraph 3(v) of the Order is not applicable to the Company.
(vi) According to the information and explanations given to us the Company has notundertaken manufacturing activity during the current year. Hence the clause 3(vi) of theOrder regarding maintenance of cost records under Section 148(1) of the Act is notapplicable to the Company.
(vii) a) In our opinion and according to the information and explanations given to usthe Company has generally been regular in depositing applicable undisputed statutory duesincluding provident fund employees' state insurance income tax sales tax wealth taxservice tax goods and service tax custom duty duty of excise value added tax cess andany other statutory dues with the appropriate authorities during the year.
b) According to the records of the Company and representation made available to us bythe Company there are no dues of income tax or sales tax or goods and service tax orwealth tax or service tax or duty of customs or duty of excise or value added tax or cesswhich have not been deposited on account of any dispute.
(viii) In our opinion and according to the information and explanations given to usthe Company has not borrowed any money from financial institutions banks or debentureholders. Accordingly the provision of clause 3(viii) of the Order is not applicable tothe Company.
(ix) The Company has not raised any fund by way of public issue or from term loan.
(x) During the course of our examination of the books of accounts carried out inaccordance with the generally accepted auditing standards in India and according to theinformation and explanation given to us we have not come across any instance of fraud bythe Company or any fraud on the Company by its officers or employees either noticed orreported during the yearon or by the Company.
(xi) As per the Information and explanation given to us no managerial remunerationpaid hence the clause (xi) of the Order regarding managerial is not applicable.
(xii) The Company is not in the nature of a Nidhi Company as defined under Section 406of the Act.
Accordingly paragraph 3(xii) of the Order is not applicable to the Company.
(xiii) All transactions with the related parties are in compliance with Sections 177and 188 of the Act where applicable and the details have been disclosed in the FinancialStatements as required by the applicable accounting standards.
(xiv) The Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review and hencereporting under paragraph 2(xiv) of the Order is not applicable to the Company
(xv) The Company has not entered into any non-cash transactions with directors orpersons connected with him and hence clause 3(xv) of the Order is not applicable to theCompany.
(xvi) The company is registered under Section 45-IA of the Reserve Bank of India Act1934 and the registration certificate has been obtained.
For CHOKSHI AND CO LLP
Place : Mumbai
Date : 30th May 2018