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Siel Financial Services Ltd.

BSE: 532217 Sector: Financials
NSE: N.A. ISIN Code: INE027F01014
BSE 00:00 | 27 Feb Siel Financial Services Ltd
NSE 05:30 | 01 Jan Siel Financial Services Ltd
OPEN 1.87
PREVIOUS CLOSE 1.87
VOLUME 25
52-Week high 13.50
52-Week low 1.50
P/E
Mkt Cap.(Rs cr) 2
Buy Price 1.87
Buy Qty 1286.00
Sell Price 2.00
Sell Qty 25.00
OPEN 1.87
CLOSE 1.87
VOLUME 25
52-Week high 13.50
52-Week low 1.50
P/E
Mkt Cap.(Rs cr) 2
Buy Price 1.87
Buy Qty 1286.00
Sell Price 2.00
Sell Qty 25.00

Siel Financial Services Ltd. (SIELFINSERV) - Auditors Report

Company auditors report

To the Members of Siel Financial Services Limited

Report on the Ind AS Financial Statements

Qualified Opinion

We have audited the accompanying Ind AS financial statements of Siel FinancialServices Limited ("the Company") which comprise the balance sheet as atMarch 31 2019 the statement of profit and loss (including other comprehensive income)cash flow statement and the statement of changes in equity for the year then ended andnotes to the financial statements including summary of significant accounting policiesand other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us except for the possible effects of the matter described in the Basis forQualified Opinion Paragraph the aforesaid Ind AS 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 accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2019and its loss (including other comprehensive income) its cash flows and the changes inequity for the year ended on that date.

Basis for Qualified Opinion

(a) The Company is not allowed to carry Non-Banking Financial Business due to rejectionof its application by the Reserve Bank. However Presently the operations of the Companyare restricted to realization of debtors and advances and interest income on investments.

(b) The Company has incurred a net loss of Rs 581.98 thousand for the year ended March31 2019 resulting in accumulated loss of 157853.34 thousand as on that date which hascompletely eroded the net worth of the Company. Further As on March 31 2019 theCompany’s current liabilities exceeded its current assets by Rs 8261.11 thousand.The Company had been reporting negative operating cash flows for few years which have alsocontributed to constraints of working capital. These conditions have resulted into acuteworking capital deficit and have casted material uncertainty on functioning of theCompany.

As stated by the management the accounts of the Company have been prepared on a"going concern" basis as the management is hopeful that adequate finance andopportunities would be available in the foreseeable future to enable the Company to startoperating on a profitable basis. In view of the above the accounts of the Company havebeen prepared on a going concern basis and do not include any adjustments relating to therecoverability and classification of recorded assets amounts or to amounts orclassification of liabilities that may be necessary if the Company is unable to continueas going concern. (Refer note 19 to the Ind AS financial statements).

We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing (SAs) specified under Section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor’sResponsibilities for the Audit of the Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued by the

Institute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the financial statements under the provisions of the Act andthe Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics.

Key Audit Matters

We have determined that there are no key audit matters to communicate in our reportexcept as reported under Basis for Qualified opinion paragraph above.

Information Other than the Ind AS Financial Statements and Auditor’s ReportThereon

The Company’s Board of Directors is responsible for the other information. Theother information comprises the information included in the Annual report but does notinclude the Ind AS financial statements and our auditor’s report thereon. The AnnualReport is expected to be made available to us after the date of this Auditors’Report. Our opinion on the Ind AS 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 Ind AS financial statements our responsibility isto read the other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information weare required to report that fact. We have nothing to report in this regard.

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section134(5) of the Act with respect to the preparation of these Ind AS financial statementsthat give a true and fair view of the financial position financial performance includingother comprehensive income cash flows and changes in equity of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) prescribed under Section 133 of the Act read with relevantRules issued thereunder.

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.

In preparing the Ind AS financial statements management is responsible for assessingthe Company’s ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’sfinancial reporting process.

Auditor’s Responsibilities for the audit of the Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor’s report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these Ind AS financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances but not for the purposeof expressing an opinion on the effectiveness of the Company’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant 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 inadequate tomodify 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 theCompany to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of the Ind AS financialstatements including the disclosures and whether the Ind AS financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

Other Matter

The financial statements of the Company for the year ended March 31 2018 have beenaudited by predecessor auditor (SVTG & Co. Chartered Accountants having firmregistration number 006935N) who have issued a modified audit opinion on the financialstatements for the year ended March 31 2018 vide their report dated May 23 2018.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of section 143(11) of theAct we give in the Annexure A a statement on the matters specified in the paragraph 3and 4 of the Order.

2. As required by Section 143(3) of the Act we report that:

a) we have sought except for the possible effects of the matters described in theBasis for Qualified Opinion paragraph above and obtained all the information andexplanations which to the best of our knowledge and belief were necessary for the purposesof our audit.

b) In our opinion except for the possible effects of the matters described in theBasis for Qualified Opinion paragraph above proper books of account as required by lawhave been kept by the Company so far as it appears from our examination of those books;

c) The balance sheet the statement of profit and loss (including other comprehensiveincome) the statement of cash flows and the statement of changes in equity dealt with bythis Report are in agreement with the books of account;

d) In our opinion except for the possible effects of the matters described in theBasis for Qualified Opinion paragraph above the aforesaid financial statements complywith the Accounting Standards specified under Section 133 of the Act read with relevantRules issued thereunder;

e) The matter described in the Basis for Qualified Opinion paragraph above in ouropinion may have an adverse effect on the functioning of the Company;

f) On the basis of the written representations received from the directors as on March31 2019 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2019 from being appointed as a director in terms of Section 164 (2) of theAct;

g) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure B";

h) In our opinion and according to the information and explanations given to thecompany has not paid any managerial remuneration during the year ended March 31 2019.Hence provisions of section 197 read with Schedule V to the Act are not applicable to theCompany and has not commented upon; and

i) 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. Except for the matter described in the Basis for Qualified Opinion paragraph abovethe Company does not have any pending litigations which would impact its financialposition;

ii. Except for the matter described in the Basis for Qualified Opinion paragraph abovethe Company did not have any long term contracts including derivative contracts for whichthere were any material foreseeable losses;

iii. There is no amount required to be transferred to the Investor Education andProtection Fund by the Company.

For S.S. KOTHARI MEHTA & COMPANY
Chartered Accountants
Firm’s Registration No. 000756N
AMIT GOEL
Place: New Delhi Partner
Date: May 23 2019 Membership No. 087294

Annexure A to the Independent Auditor’s Report to the members of Siel FinancialServices Limited dated May 23 2019.

Report on the matters specified in paragraph 3 of the Companies (Auditor’s Report)Order 2016 ("the Order’) issued by the Central Government of India in terms ofsection 143(11) of the Companies Act 2013 ("the Act") as referred to inparagraph 1 of ‘Report on Other Legal and Regulatory Requirements’ section

(i) There are no fixed assets in the Company during the financial year ending March 312019. Accordingly provisions of clause 3 (i) of the Order are not applicable to theCompany.

(ii) The Company’s operations does not give rise to inventories. However theCompany hold shares as stock in trade which has been physically verified by themanagement during the year. In our opinion the frequency of verification is reasonable.No material discrepancies were noticed on such verification.

(iii) According to the information and explanations given to us the Company has notgranted loans secured or unsecured to companies firms limited liability partnerships orother parties covered in the register maintained under section 189 of the Act.Accordingly provisions of clause 3 (iii) of the Order are not applicable to the Company.

(iv) As per the information and explanation given to us and on the basis of ourexamination of the records the Company has not granted any loan and advances or made anyguarantees investments or security as per the provisions of section 185 and 186 of theAct. Hence provisions of clause 3 (iii) of the Order are not applicable to the Company.

(v) The company has not accepted deposits the directives issued by the Reserve Bank ofIndia and provisions of sections 73 to 76 or any other provisions of the Act and Rulesframed there under are not applicable.

(vi) According to the information and explanation given to us the Central Governmenthas not prescribed maintenance of cost records under section 148 of the Act for theactivities undertaken by the Company. Hence the provisions of clause 3(vi) of the Orderare not applicable to the Company.

(vii) (a) According to the information and explanations given to us and the records ofthe Company examined by us in our opinion the Company is generally regular in depositingundisputed statutory dues in respect of provident fund employees’ state insuranceincome tax goods & services tax customs duty cess and other material statutorydues as applicable with the appropriate authorities. Further there were no undisputedamounts outstanding at the year-end for a period of more than six months from the datethey became payable.

(b) According to the information and explanations given to us and as per the books andrecords examined by us there are no dues in respect of income tax goods & servicestax duty of custom and cess which have not been deposited on account of any dispute.

(viii) According to the information and explanations given to us and as per the booksand records examined by us the Company has not taken any loan from any financialinstitution or Government. The Company does not have any outstanding debentures. Henceprovisions of clause 3 (viii) of the Order are not applicable to the Company.

(ix) According to the information and explanations given by the management the Companyhas not raised any monies by way of initial public offer or further public offer duringthe financial year and the Company has not raised any term loans. Accordingly theprovisions of clause 3(ix) of the Order are not applicable to the Company.

(x) In our opinion and on the basis of information and explanations given to us wereport that no fraud by the company or on the company by the officers and employees of theCompany has been noticed or reported during the year.

(xi) According to the information and explanations given to us the Company has notpaid any managerial remuneration during the year hence the provisions of section 197 ofthe Act and reporting requirements of the Order are not applicable to the Company.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company therefore the provision of clause (xii) of the Order isnot applicable to the Company and hence not commented upon.

(xiii) In our opinion and according to the information and explanations given by themanagement transactions with the related parties are in compliance with section 177 and188 of the Act where applicable and the details have been disclosed in the notes to thefinancial statements as required by the applicable accounting standards.

(xiv) As the Company has not made any preferential allotment and private placement ofshares or fully & partly convertible debentures during the year under review therequirement of section 42 of the Act are not applicable.

(xv) In our opinion and on the basis of information and explanations given to us theCompany has not entered into non-cash transactions with directors and persons connectedwith him. Hence the provisions of section 192 of Act are not applicable.

(xvi) In our opinion and on the basis of information and explanations given to us theCompany is not required to be registered under section 45-IA of the Reserve Bank of IndiaAct 1934.

For S.S. KOTHARI MEHTA & COMPANY
Chartered Accountants
Firm’s Registration No. 000756N
AMIT GOEL
Place: New Delhi Partner
Date: May 23 2019 Membership No. 087294

Annexure B to the Independent Auditor’s Report to the members of Siel FinancialServices Limited dated May 23 2019

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act") as referred to in paragraph 2(f) of‘Report on Other Legal and Regulatory Requirements’ section

We have audited the internal financial controls over financial reporting of SielFinancial Services Limited (the "Company") as of March 31 2019 in conjunctionwith our audit of the financial statements of the Company for the year ended 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 Reporting issued by theInstitute of Chartered Accountants of India". These responsibilities include thedesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to the 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.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company’s internal financialcontrols over financial reporting based on our audit.

We conducted our audit in accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the "Guidance Note") and theStandards on Auditing as specified under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

An audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness.

Our audit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor’s judgment including the assessment of the risks of materialmisstatement of the financial 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of 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:

a) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

b) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and

c) Provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company’s assets that could havea material effect on the financial 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.

Opinion

In our opinion 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 2019 based on"the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance

Note on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India"

For S.S. KOTHARI MEHTA & COMPANY
Chartered Accountants
Firm’s Registration No. 000756N
AMIT GOEL
Place: New Delhi Partner
Date: May 23 2019 Membership No. 087294