The Members of
Satra Properties (India) Limited
REPORT ON INDIAN ACCOUNTING STANDARDS ("IND AS") FINANCIAL STATEMENTS
We have audited the accompanying standalone Ind AS financial statements of SatraProperties (India) Limited ("the Company") which comprise the standaloneBalance Sheet as at 31 March 2018 the standalone Statement of Profit and Loss (includingother comprehensive income) standalone Statement of Cash Flows and the standaloneStatement of Changes in Equity for the year then ended and a summary of significantaccounting policies and other explanatory information (hereinafter referred to asInd AS standalone Financial Statements').
MANAGEMENT'S RESPONSIBILITY FOR THE IND AS FINANCIAL STATEMENTS
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act ("the Act") with respect to the preparation of thesestandalone Ind AS Financial Statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with the Indian Accounting Standards (IndAS) prescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended and other accounting principles generally accepted inIndia.
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 Ind ASFinancial 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 standalone Ind AS FinancialStatements based on our audit.
We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under and the Order issued under Section143(11) of the Act.
We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe Ind AS Financial Statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS Financial Statements. The procedures selected depend on theauditors' judgment including the assessment of the risks of material misstatement of theInd AS Financial Statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the Ind AS Financial Statements that give a true and fair view in order todesign audit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the Ind AS Financial Statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Ind AS Financial Statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS standalone Financial Statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the financialposition of the Company as at 31st March 2018 and its financial performanceincluding other comprehensive income the changes in equity and its cash flows for theyear ended on that date.
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 in terms of Section 143(11) of the Act we give in "AnnexureA" a statement on the matters specified in paragraphs 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 purpose of our audit; (b) In ouropinion proper books of account as required by law have been kept by the Company so faras appears from our examination of those books;
(c) The standalone Balance Sheet standalone Statement of Profit and Loss (includingother comprehensive income) the standalone Cash Flow Statement and Standalone Statementof changes in Equity dealt with by this Report are in agreement with the books of account;(d) In our opinion the aforesaid Ind AS Financial Statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act read with the relevant rulesissued thereunder; (e) On the basis of the written representations received from thedirectors as on 31 March 2018 taken on record by the Board of Directors none of thedirectors is disqualified as on 31 March 2018 from being appointed as a director interms of Section 164(2) of the Act; (f) With respect to adequacy of internal financialcontrols over financial reporting of the Company and the operating effectiveness of suchcontrols refer to our separate report in "Annexure B"; (g) With respectto the matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rule 2014 as amended in our opinion and to the best ofour information and according to the explanations given to us: i. The Company hasdisclosed the impact of pending litigations on its financial position in its standaloneInd AS Financial Statements. Refer Note No. 30 to the Ind AS Financial Statements; ii. TheCompany did not have any long-term contracts including derivative contracts for whichthere were any material foreseeable losses as at 31 March 2018; iii. There has been nodelay in transferring amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended March 31st 2018. iv.The disclosures in the standalone Ind AS Financials statement regarding holding as well asdealings in specified Bank notes during the period 8 November 2016 to 30 December 2016have not been made since they do not pertain to the financial year ended 31 March 2018.
For GMJ & Co.
Firm Registration Number: 103429W
M. No. 039070
Place: Mumbai Date : 30 May 2018
The Annexure referred to in paragraph 1 of the Independent Auditors' under "Reporton Other Legal and Regulatory Requirements" section of our report of even date to themembers of Satra Properties (India) Limited on the Ind AS financial statements as of andfor the year ended 31 March 2018.
(i) a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets; b) According to the information andexplanations given to us the Fixed Assets have been physically verified by the managementduring the year no material discrepancies were noticed on such verification with bookrecords. In our opinion this periodicity of physical verification is reasonable havingregard to the size of the Company and nature of its assets; c) According to theinformation and explanations given to us and on the basis of our examination of therecords the company does not have any immovable property and hence this paragraph is notapplicable to the company. (ii) The management has conducted physical verification ofinventory at reasonable intervals during the year. In our opinion and according to theinformation and explanations given to us the Company is maintaining proper records ofinventory. No material discrepancies have been noticed on physical verification betweenphysical stock and book records; (iii) In respect of loans secured or unsecured tocompanies firms Limited Liability Partnerships or other parties covered under registermaintained under Section 189 of the Companies Act; a. In our opinion the terms andconditions on which the loans have been granted are not prima facie prejudicial to theinterest of the company; b. The terms of arrangements do not stipulate any repaymentschedule and the loans are repayable on demand. Accordingly this paragraph is notapplicable to the Company in respect of repayment of the principal and interest amount. c.There are no overdue amounts in respect of loans granted to the parties covered underregister maintained under Section 189 of the Companies Act.
(iv) In our opinion and according to the information and explanations given to us andbased on our examination of the records the Company has complied with the provisions ofSections 185 and 186 of the Companies Act in respect of loans investments guaranteesand security given if any.
(v) The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 of the Act andother relevant provisions with regard to the deposits accepted from the public are notapplicable.
(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 underSections 148(1) of the Act and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained; (vii) a) According to the informationand explanations given to us and on the basis of our examination of the records theCompany is generally regular in depositing with appropriate authorities the amountsdeducted/ accrued in the books of accounts in respect of undisputed statutory duesincluding Provident Fund employees' state insurance income-tax sales-tax service taxduty of customs duty of excise value added tax cess and other statutory dues asapplicable except for dues in respect of Service Tax Value added tax DividendDistribution Tax Income Tax Works Contract Tax and TDS which have generally beenregularly deposited during the year by the Company with the appropriate authorities andthere have been significant delays in few cases. According to the information andexplanations given to us except for Rs. 32164441/- on account of Dividenddistribution tax Rs. 13127038 on account of Income-tax (Including TDS) Rs.38272335 on account of Value added tax Rs. 25990213 on account of servicetax (including cess) no undisputed amounts payable in respect of Profession taxCustoms duty Provident fund and other material statutory dues were in arrears as at 31March 2018 for a period of more than six months from the date they became payable.
b. According to the information and explanations given to us following dues have notbeen deposited with the concerned authorities on account of dispute as at 31 March 2018:
|Name of the Statute ||Nature of the Dues ||Amount ( Rs. ) ||Period to which the amount relates ||Forum where dispute is pending |
| || ||18516950 ||Asst. Yr. 2014-15 ||Commissioner of Income Tax (Appeals) |
|Income Tax Act 1961 ||Income Tax ||13491700 ||Asst. Yr. 2012-13 || |
| || ||6038750 ||Asst. Yr. 2011-12 ||Income Tax Appellate Tribunal |
|Income Tax ||TDS ||4870259 ||Asst. Yr. 2009-10 to ||Assessing Officer/As per |
|Act 1961 || || ||Asst. Yr. 2014-15 ||Traces |
(viii) In According to the information and explanations given to us except for Rs.53969591/- payable to a financial institution the Company has not defaulted inrepayment of dues to banks financial institution and debenture holders. The Company doesnot have any loan or borrowings from the government during the year. The Company hasextended the date of redemption of balance Non-Convertible Debentures by two years whichis now due for redemption from 3rd April 2019 onwards.
(ix) In our opinion and according to the information and explanations given to us themonies raised by way of term loans were applied for the purposes for which they wereraised. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year.
(x) According to the information and explanations given to us no material fraud by thecompany or on the Company by its officer or employees has been noticed or reported duringthe course of our audit.
(xi) According to the information and explanations given to us and based on ourexamination of the records the Company has not paid/provided for managerial remuneration.Therefore paragraph 3 (xi) of the Order is not applicable.
(xii) According to the information and explanations given to us the Company is not aNidhi Company. Therefore the provisions of clause 3(xii) of the Order are not applicableto the Company.
(xiii) According to information and explanations given to us and based on ourexamination of the records of the Company all transactions with the related parties arein compliance with Sections 177 and 188 of Companies Act wherever applicable and thedetails have been disclosed in the Ind AS Financial Statements etc. as required by theapplicable accounting standards. (xiv) Based upon the audit procedures performed and theinformation and explanations given by the management the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year under review. Accordingly the provisions of clause 3 (xiv) ofthe Order are not applicable to the company. (xv) According to information andexplanations given to us and based on our examination of records of the Company theCompany has not entered into any non-cash transactions with directors or persons connectedwith him. Accordingly paragraph 3 (xv) of the Order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly paragraph 3 (xvi) of the Order is not applicable.
For GMJ & Co.
Firm Registration Number: 103429W
M. No. 039070
Place: Mumbai Date : 30 May 2018
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION143 OF THE ACT
We have audited the internal financial controls over financial reporting of SatraProperties (India) Limited ("the Company") as of 31 March 2018 inconjunction with our audit of the Ind AS 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 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 (ICAI). 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.
Our responsibility is to express an opinion on the Company's internal financialcontrols overfinancial 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 issued by ICAI and deemedto be prescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the Institute of Chartered Accountants of India. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects. Our audit involves performing procedures toobtain audit evidence about the adequacy of the internal financial controls system overfinancial reporting and their operating effectiveness. Our audit of internal financialcontrols over financial reporting included obtaining an understanding of internalfinancial controls over financial reporting assessing the risk that a material weaknessexists and testing and evaluating the design and operating effectiveness of internalcontrol based on the assessed risk. The procedures selected depend on the auditors'judgment including the assessment of the risks of material misstatement of the Ind ASFinancial 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 Company's internal financial controls systemover financial 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 Ind AS Financial Statements for external purposes in accordance withgenerally 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 Ind ASFinancial Statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the Company's assets that could have a material effect on the Ind ASFinancial 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.
In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31st March 2018 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
For GMJ & Co.
Firm Registration Number: 103429W
M. No. 039070
Date : 30 May 2018