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Sarda Energy & Minerals Ltd.

BSE: 504614 Sector: Metals & Mining
NSE: SARDAEN ISIN Code: INE385C01013
BSE 00:00 | 12 May 563.90 0.40
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573.00

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557.00

NSE 00:00 | 12 May 565.10 2.15
(0.38%)
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566.00

HIGH

581.90

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OPEN 573.00
PREVIOUS CLOSE 563.50
VOLUME 25341
52-Week high 612.00
52-Week low 129.75
P/E 10.31
Mkt Cap.(Rs cr) 2,033
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 573.00
CLOSE 563.50
VOLUME 25341
52-Week high 612.00
52-Week low 129.75
P/E 10.31
Mkt Cap.(Rs cr) 2,033
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sarda Energy & Minerals Ltd. (SARDAEN) - Auditors Report

Company auditors report

To the Members of

Sarda Energy & Minerals Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the standalone financial statements of Sarda Energy& Minerals Limited ('the Company') which comprise the balance sheet as at 31st March2020 and the Statement of Profit and Loss (including Other Comprehensive Income)Statement of Changes in Equity and Statement of Cash Flows for the year then ended andnotes to the financial statements including a summary of significant accounting policiesand other explanatory information (hereinafter referred to as the "standalonefinancial statements").

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 view in conformity 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 31st March2020 and the profit and total comprehensive income changes in equity and its cash flowsfor the year 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 Act. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theStandalone 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 ("ICAI") together with the ethical requirements that are relevant to ouraudit of the standalone financial statements under the provisions of the Act and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the ICAI's Code of Ethics. We believe that the audit evidence wehave obtained is sufficient and appropriate to provide a basis for our audit opinion onthe standalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters.

Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report andCorporate Governance but does not include standalone financial statements and our auditorsreport thereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained in the audit or otherwise appears to be materially misstated. Ifbased on the work we have performed we conclude that there is a material misstatement ofthis other information we are required to report that fact. We have nothing to report inthis regard.

Management's Responsibilities for the Standalone 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 including other comprehensive income changes in equity and cash flows of theCompany in accordance with the Ind AS and other accounting principles generally acceptedin India. 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 financial statement that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

In preparing the standalone financial statements management isresponsible for assessing the Company's ability to continue as 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.

The Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of 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 internal control.

• Obtain an understanding of internal financial controls relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under Section 143(3)(i) of the Act we are also responsible for expressingour opinion on whether the Company has in place an adequate internal financial controlssystem over financial reporting and 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 significant doubt on theability of the company to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditors' report to therelated disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditors' report. However future events or conditions maycause the Company to 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 standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.

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 where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore key audit matters in ouraudit report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits 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 of the Companies Act 2013 we give in the Annexure-A a statement onthe matters specified in paragraphs 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 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 have beenkept by the Company so far as it appears from our examination of those books;

(c) the balance sheet the statement of profit and loss (includingother comprehensive income) the statement of cash flows and the statement of changes inequity dealt with by this Report are in agreement with the books of account;

(d) in our opinion the aforesaid standalone financial statementscomply with the Ind AS specified under Section 133 of the Act read with relevant ruleissued thereunder;

(e) on the basis of the written representations received from thedirectors as on 31st March 2020 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2020 from being appointed as a director interms of Section 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 B". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company's internal financialcontrols over financial reporting;

(g) with respect to the other matters to be included in the Auditors'Report 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 with accordance with the provisions of Section 197 of the Act; and

(h) 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 asamended in our opinion and to the best of our information and according to theexplanations given to us:

i. the Company has disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements - Refer Note 41 to thestandalone financial statements;

ii. the Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses; and

iii. there has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.

For O. P. Singhania & Co.
(ICAI Firm Regn. No.002172C)

Chartered Accountants

Per Naitik Agrawal

Partner

Membership No.441441
Raipur 20th June 2020 UDIN : 20441441AAAAAD5048

Annexure 'A' Independent Auditors' Report

The Annexure referred to in Independent Auditors' Report to the membersof the Company on the standalone financial

statements for the year ended 31st March 2020 we report that:

(i) (a) The Company has maintained proper records showing fullparticulars including quantitative details and

situation of property plant & equipment.

(b) As explained to us all major assets except certain low value itemsviz furniture & fixtures and office equipment have been physically verified by themanagement at reasonable intervals. According to the information and explanation given tous no material discrepancies were noticed.

(c) The title deeds of immovable properties as disclosed in Note 2 onproperty plant & equipment to the standalone financial statements are held in thename of the Company except the immovable properties of merged companies which has stillcarried on the name of erstwhile companies and are yet to be updated in revenue records.

(ii) As explained to us the physical verification of inventories havebeen conducted at reasonable intervals by the management during the year. In our opinionthe frequency of the verification is reasonable. The discrepancies noticed on verificationbetween the physical stocks and the book records were not material and have been properlydealt with in the books of account.

(iii) The Company has granted unsecured loan to six companies and oneLimited Liability Partnership covered in the register maintained under section 189 of thecompanies Act 2013 during the year. According to the information and explanations givento us and based on the audit procedures conducted by us we are of the opinion that:

(a) The terms & conditions of the grant of such loan are notprejudicial to the interest of the Company.

(b) As explained to us the principal amounts are repayable on demandwhereas the interest is payable annually at the discretion of the Company and therepayments or receipts are regular.

(c) Since the amount outstanding is not overdue therefore theprovisions of clause 3 (iii)(c) of the Order is not applicable to the Company.

(iv) In our opinion and according to the information & explanationsgiven to us the Company has compiled with the provisions of Section 186 of the CompaniesAct 2013 in respect of the loans and investment made and guarantees and securityprovided by it. The Company has not granted any loans and made any investments orprovided any guarantees or security to the parties covered under Section 185 of theCompanies Act 2013.

(v) In our opinion and according to the information and explanationsgiven to us the company has not accepted any deposits from public in terms of thedirectives issued by the Reserve Bank of India and the provisions of Section 73 to 76 orany other relevant provisions of the Companies Act and rules framed thereunder; thereforethe provisions of clause 3(v) of the Companies (Auditor's Report) Order 2016 are notapplicable to the Company.

(vi) We have broadly reviewed the books of account maintained by theCompany pursuant to the rules made by the Central Government for the maintenance of costrecords under section 148(1) of the Act in respect of Company's products to which thesaid rules are made applicable and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained. We have however not made a detailedexamination of the records.

(vii) (a) According to the information & explanations given to usduring the year the Company is regular in depositing

undisputed statutory dues including provident fund employees' stateinsurance income tax goods & services tax duty of customs cess and any otherstatutory dues with the appropriate authorities. Further no undisputed amounts ofstatutory dues as stated above were in arrears as at 31st March 2020 for a period of morethan six months from the date they became payable.

(b) According to the information and explanations given to us thereare no dues of income tax sales tax service tax goods & services tax custom dutyexcise duty value added tax and cess which have not been deposited on account of anydispute except the following cases:

Name of the Statute Nature of the Dues Amount (' in Crore) Period to which the amount relates Forum where dispute is pending
Central Excise Act 1944 Excise Duty 0.21 Mar 1986 to Oct 1988 At M.P. High Court
Central Excise Act 1944 Excise Duty 0.08 Mar 1989 to Aug 1989 Commissioner (Appeals)
Central Excise Act 1944 Excise Duty 8.08 2015-16 Customs Excise & Service
Penalty 8.09 Tax Appellate Tribunal
Central Sales Tax Act & Sales Tax Acts of Various states and Entry Tax Act 1976 Value Added Tax Central sales tax and Entry tax. 9.45 2006-07 to 2014-15 Appellate Authorities upto Commissioner and High Court level
Income Tax Act 1961 Income Tax 2.68 A.Y. 2017-18 Commissioner of Income Tax (Appeal)
Income Tax Act 1961 Income Tax 10.45 A.Y. 2018-19 Assist. Commissioner of Income Tax
Chhatisgarh Upkar Adhiniyam 1981 Energy Development Cess 66.69 May 2006 to Jan 2017 Supreme Court

(viii) Based on our audit procedures and according to the informationand explanations given to us the Company has not defaulted in repayment of loans orborrowings to any financial institution or bank or Government or debenture holders as atthe balance sheet date.

(ix) The Company has not raised any moneys by way of initial publicoffer further public offer (including debt instruments). According to the information andexplanations given to us and in our opinion the term loans have been appliedprogressively for the purpose for which the loans were obtained.

(x) In our opinion and according to the information and explanationsgiven to us no fraud by the Company or on the Company by its officers or employees hasbeen noticed or reported during the year. Therefore the provisions of clause 3(x) of theOrder is not applicable to the Company.

(xi) The Company has provided for managerial remuneration during theyear in accordance with the requisite approvals mandated by the provisions of Section 197read with Schedule V of the Act.

(xii) As the Company is not a Nidhi Company and the Nidhi Rules 2014are not applicable to it. Therefore the provisions of clause 3(xii) of the Order is notapplicable to the Company.

(xiii) According to the information and explanations given to us andbased on our examination of the records of the Company transactions with the relatedparties are in compliance with sections 177 and 188 of the Act and details of suchtransactions have been disclosed in the standalone financial statements as required by theapplicable accounting standards.

(xiv) The Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year underreview. Therefore the provisions of clause 3(xiv) of the Order is not applicable to theCompany.

(xv) The Company has not entered into any non-cash transactions withits directors or persons connected with him. Therefore the provisions of clause 3(xv) ofthe Order is not applicable to the Company.

(xvi) The Company is not required to be registered under Section 45-IAof the Reserve Bank of India Act 1934. Therefore the provisions of clause 3(xvi) of theOrder is not applicable to the Company.

For O. P. Singhania & Co.
(ICAI Firm Regn. No.002172C)

Chartered Accountants

Per Naitik Agrawal

Partner

Membership No.441441
Raipur 20th June 2020 UDIN : 20441441AAAAAD5048

Annexure 'B' Independent Auditors' Report

Report on the Internal Financial Controls Over Financial Reportingunder Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financialreporting of Sarda Energy & Minerals Limited (the "Company") as of 31stMarch 2020 in conjunction with our audit of the standalone financial statements of theCompany for the year ended 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 ('ICAI').These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditors' Responsibility

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 ICAI. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial 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 standalone financial statements whether due tofraud 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 standalone financial statements for external purposes inaccordance with generally accepted accounting principles. A company's internal financialcontrol over financial reporting includes those policies and procedures that (1) pertainto the maintenance of records that in reasonable detail accurately and fairly reflectthe transactions 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 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 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 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 to the best of our information and according to theexplanations given to us 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 2020 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 ICAI.

For O. P. Singhania & Co.
(ICAI Firm Regn. No.002172C)

Chartered Accountants

Per Naitik Agrawal

Partner

Membership No.441441
Raipur 20th June 2020 UDIN : 20441441AAAAAD5048

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