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Security & Intelligence Services India Ltd.

BSE: 540673 Sector: Others
NSE: SIS ISIN Code: INE285J01010
BSE 13:49 | 19 Jun 1160.00 15.10
(1.32%)
OPEN

1140.00

HIGH

1160.00

LOW

1130.00

NSE 13:39 | 19 Jun 1157.05 5.40
(0.47%)
OPEN

1132.15

HIGH

1174.45

LOW

1132.15

OPEN 1140.00
PREVIOUS CLOSE 1144.90
VOLUME 40
52-Week high 1404.80
52-Week low 708.00
P/E 120.08
Mkt Cap.(Rs cr) 8,489
Buy Price 1146.90
Buy Qty 5.00
Sell Price 1157.20
Sell Qty 85.00
OPEN 1140.00
CLOSE 1144.90
VOLUME 40
52-Week high 1404.80
52-Week low 708.00
P/E 120.08
Mkt Cap.(Rs cr) 8,489
Buy Price 1146.90
Buy Qty 5.00
Sell Price 1157.20
Sell Qty 85.00

Security & Intelligence Services India Ltd. (SIS) - Auditors Report

Company auditors report

To The Members of

SECURITY & INTELLIGENCE SERVICES (INDIA) LIMITED

REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS

We have audited the accompanying Standalone Ind AS financial statementsof SECURITY & INTELLIGENCE SERVICES (INDIA) LIMITED ("the Company") whichcomprise the Balance Sheet as at March 31 2018 and the Statement of Profit and Loss(including Other Comprehensive Income) the Statement of Changes in Equity and theStatement of Cash Flows for the year then ended and a summary of the significantaccounting policies and other explanatory information (hereinafter referred to as"Standalone Ind AS financial statements").

MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE IND AS FINANCIALSTATEMENTS

The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Companies Act 2013 ("the Act") with respect tothe preparation of these Standalone Ind AS financial statements that give a true and fairview of the financial position financial performance including other comprehensiveincome cash flows and changes in equity of the Company in accordance with the IndianAccounting Standards ("Ind AS") prescribed under section 133 of the Act readwith the Companies (Indian Accounting Standards) Rules 2015 as amended and otheraccounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of theCompany and 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 Ind AS financial statements that give a true and fair view and are freefrom material misstatement whether due to fraud or error.

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on these Standalone Ind ASfinancial statements 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 thereunder and the Order issued under section 143(11) of the Act.

We conducted our audit of the Standalone Ind AS financial statements inaccordance with the Standards on Auditing specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the Standalone Ind AS financialstatements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence aboutthe amounts and the disclosures in the Standalone Ind AS financial statements. Theprocedures selected depend on the auditor's judgment including the assessment of therisks

88 of material misstatement of the Standalone Ind AS financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of theStandalone Ind AS financial statements that give a true and fair view in order to designaudit 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 Standalone Ind AS financial statements.

We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our audit opinion on the Standalone Ind AS financialstatements.

OPINION

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid Standalone Ind AS 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 including the IndAS of the state of affairs of the Company as at March 31 2018 and its profit totalcomprehensive income the changes in equity and its cash flows for the year ended on thatdate.

OTHER MATTER

The financial information of the Company for the year ended March 312017 and the transition date opening balance sheet as at April 1 2016 included in theseStandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements for the years ended March 31 2017 and March 31 2016 prepared inaccordance with the Companies (Accounting Standards) Rules 2006 (as amended) which wereaudited by the predecessor auditors on which they expressed unmodified opinions dated May31 2017 and July 30 2016 respectively. The adjustments to those financial statements forthe differences in accounting principles adopted by the Company on transition to the IndAS have been audited by us.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by Section 143(3) of the Act based on our audit wereport that: a) we have sought and obtained all the information and explanations which tothe best of our knowledge and belief were necessary for the purposes of our audit. b) inour opinion proper books of account as required by law have been kept by the Company sofar as it appears from our examination of those books. c) the Balance Sheet the Statementof Profit and Loss including Other Comprehensive Income Statement of Changes in Equityand the Statement of Cash Flows dealt with by this Report are in agreement with the booksof account.

d) in our opinion the aforesaid Standalone Ind AS financial statementscomply with the Indian Accounting Standards prescribed under section 133 of the Act readwith relevant rules issued thereunder. e) on the basis of the written representationsreceived from the directors of the Company as on March 31 2018 taken on record by theBoard of Directors none of the directors is disqualified as on March 31 2018 from beingappointed as a director in terms of Section 164(2) of the Act. f) with respect to theadequacy of the internal financial controls over financial reporting of the Company andthe operating effectiveness of such controls refer to our separate Report in"Annexure A". Our report expresses an unmodified opinion on the adequacy andoperating effectiveness of the Company's internal financial controls over financialreporting. g) with respect to the other matters to be included in the Auditors'Report 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 if any of pendinglitigations as at March 31 2018 in its Standalone Ind AS financial statements –refer Note 34; ii. The Company did not have any long-term contracts including derivativescontracts for which there were any material foreseeable losses; iii. There was no amountrequired to be transferred by the Company to the Investor Education and Protection Fund.

2. As required by the Companies (Auditor's Report) Order 2016("the Order") issued by the Central Government in terms of Section 143(11) ofthe Act we give in the "Annexure B" a statement on the matters specified inparagraphs 3 and 4 of the Order.

For Saxena & Saxena

Chartered Accountants (Firm Regn. No. 006103N)

CA D.K. Saxena

Place: New Delhi (Partner) Date: May 9 2018 Membership No. 082118

ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1(f) under ‘Report on Other Legal andRegulatory Requirements' section of our report to the Members of SECURITY &INTELLIGENCE SERVICES (INDIA) LIMITED as of even date)

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 SECURITY & INTELLIGENCE SERVICES (INDIA) LIMITED ("theCompany") as of March 31 2018 in conjunction with our audit of the Standalone Ind ASfinancial statements of the Company for the year ended on that date.

MANAGEMENT'S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Board of Directors of the Company is responsible for establishingand maintaining 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 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.

AUDITORS' RESPONSIBILITY

Our responsibility is to express an opinion on the internal financialcontrols over financial reporting of the Company based on our audit. We conducted ouraudit in accordance with the Guidance Note on Audit of Internal Financial Controls Over

Financial Reporting (the "Guidance Note") issued by theInstitute of Chartered Accountants of India and the Standards on Auditing prescribed underSection 143(10) of the Companies Act 2013 to the extent applicable to an audit ofinternal financial controls. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects. Ourauditinvolvesperformingprocedurestoobtainauditevidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors' judgement including the assessment of the risks ofmaterial 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 internalfinancial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A company's internal financial control over financial reporting isa process 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 controlover financial 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 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.

LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

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 over financial reporting to future periods aresubject to the risk that the internal financial control over financial reporting maybecome inadequate because of changes in conditions or that the degree of compliance withthe 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 March 31 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.

For Saxena & Saxena

Chartered Accountants (Firm Regn. No. 006103N)

CA D.K. Saxena

(Partner) Membership No. 082118

Place: New Delhi Date: May 9 2018

ANNEXURE ‘B' TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal andRegulatory Requirements' section of our report to the Members of SECURITY &INTELLIGENCE SERVICES (INDIA) LIMITED of even date)

1.a) The Company has generally maintained proper records showing fullparticulars including quantitative details and situation of fixed assets. b) The fixedassets have been physically verified by the management at reasonable intervals. Asinformed the discrepancies noticed on physical verification of fixed assets as comparedto book records were not material and have been properly dealt with in the books ofaccount. c) With respect to immovable properties of land and buildings according to theinformation and explanations given to us and the records examined by us and based on theexamination of the registered sale deed / transfer deed / conveyance deed / court ordersapproving schemes of arrangements/ amalgamations provided to us we report that the titledeeds of such immovable properties are held in the name of the Company as at the balancesheet date.

2.a) As explained to us inventories have been physically verified bythe management at regular intervals during the year. b) The discrepancies noticed onphysical verification of inventory as compared to book records were not material and havebeen properly dealt with in the books of account. 3.a) The Company has given unsecuredloans to companies listed in the Register maintained under Section 189 of the CompaniesAct 2013. b) In our opinion the rate of interest and other terms and conditions of thegrant of such loans are not prima facie prejudicial to the Company's interest c) Inour opinion and according to the information and explanations given to us the scheduleof repayment of principal and payment of interest has been stipulated and repayments orreceipts of principal amounts and interest have been regular as per stipulations d) Thereare no overdue amounts in respect of such loans.

4. In our opinion and according to the information and explanationsgiven to us the Company has complied with the provisions of Section 185 and 186 of theCompanies Act 2013 in respect of grant of loans making investments and providingguarantees and securities where applicable.

5. The Company has not accepted any deposits and so the directivesissued by the Reserve Bank of India and the provisions of section 73 to 76 or any otherrelevant provisions of the Companies Act 2013 and the rules framed there under do notapply to the Company.

6. The Central Government has not prescribed maintenance of costrecords under sub section (1) of Section 148 of the Companies Act 2013 in respect of theproducts dealt with by the Company.

7.a) Statutory dues including provident fund employees' stateinsurance income tax service tax professional tax customs duty excise duty valueadded tax cess and other statutory dues applicable to the Company have generally beenregularly deposited with the appropriate authorities though there have been some delays indeposit of dues relating to Service Tax and Income Tax.

b) There were no outstanding statutory dues as at March 31 2018 for aperiod of more than six months from the date they became payable. c) Details of dues ofIncome-tax and Service Tax which have not been deposited as on March 31 2018 on accountof disputes are given below:

Name of statute Nature of dues

Amount (in ` million)

Period to which the amount relates Forum where dispute is pending
Finance Act 1994 Service tax

5.93

2009-2012 Appellate Authority – Tribunal level
Finance Act 1994 Service tax

0.86

2006-2013 Appellate Authority – upto Comm. appeal level
Finance Act 1994 Service tax

21.33

2006-2013 Appellate Authority – upto Commissioners level
Income tax Act 1961 Income tax

4.22

2012-2013 Appellate Authority – upto Commissioners appeal

8. In our opinion and according to the information and explanationsgiven to us the Company has not defaulted in repayment of dues to financial institutionsbanks Government or debenture holders.

9. a) The Company has raised term loans during the year and the samehave been applied for the purposes for which they were raised. b) The Company raised a sumof ` 3622.50 million by way of an initial public offer and the same have been applied forthe purposes for which they were raised (refer Note 14).

10. To the best of our knowledge and according to the information andexplanations given to us no fraud by the Company and no material fraud on the Company byits officers or employees has been noticed or reported during the year.

11. In our opinion and according to the information and explanationgiven to us and on the basis of our examination of the records of the Company theCompany has paid/ provided for managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

12. In our opinion and according to the information and explanationsgiven to us the Company is not a nidhi company and therefore paragraph 3 (xii) of theOrder is not applicable.

13. In our opinion and according to the information and explanationgiven to us and on the basis of our examination of the records of the Companytransactions with related parties are in compliance with Section 177 and 188 of theCompanies Act 2013 where applicable and the details have been disclosed in theStandalone Ind AS financial statements as required by the applicable Indian accountingstandards. 14. During the year the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures and thereforeparagraph (xiv) of the Order is not applicable to the Company.

15. In our opinion and according to the information and explanationgiven to us and on the basis of our examination of the records of the Company theCompany has not entered into any non-cash transactions with directors or persons connectedwith them during the year and therefore paragraph 3 (xv) of the Order is not applicable.16. The Company is not required to be registered under Section 45 IA of the Reserve Bankof India (RBI) Act 1934.

For Saxena & Saxena

Chartered Accountants

(Firm Regn. No. 006103N)

CA D.K. Saxena

Place: New Delhi

(Partner)

Date: May 9 2018

Membership No. 082118