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Spicy Entertainment & Media Ltd.

BSE: 540084 Sector: Media
NSE: N.A. ISIN Code: INE592O01019
BSE 00:00 | 09 Dec Spicy Entertainment & Media Ltd
NSE 05:30 | 01 Jan Spicy Entertainment & Media Ltd
OPEN 4.89
PREVIOUS CLOSE 4.89
VOLUME 50000
52-Week high 11.85
52-Week low 4.89
P/E 81.50
Mkt Cap.(Rs cr) 8
Buy Price 5.16
Buy Qty 10000.00
Sell Price 4.89
Sell Qty 100000.00
OPEN 4.89
CLOSE 4.89
VOLUME 50000
52-Week high 11.85
52-Week low 4.89
P/E 81.50
Mkt Cap.(Rs cr) 8
Buy Price 5.16
Buy Qty 10000.00
Sell Price 4.89
Sell Qty 100000.00

Spicy Entertainment & Media Ltd. (SPICYENTERTAIN) - Auditors Report

Company auditors report

To the Members of Spicy Entertainment and Media Limited

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Spicy Entertainment and Media Limited("the Company") which comprises the balance Sheet as at 31st March 2019 and thestatement of profit and loss (including other comprehensive income) statement of changesin equity and statement of cash flows for the year then ended and notes to the financialstatements including a summary of the significant accounting policies and otherexplanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by theCompanies Act 2013 (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 state ofaffairs of the Company as at 31 March 2019 and profit and other comprehensive incomechanges in equity and its cash flow for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Our responsibilities under those SAs are furtherdescribed in the Auditor's Responsibilities for the Audit of Financial Statements sectionof our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our opinion.

Other Information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the financial statements and our auditor's reportthereon.

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

In connection with our audit of the financial statements our responsibility is to readthe 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 management and Board of Directors are responsible for the matters statedin Section 134(5) of the Act with respect to the preparation of these financial statementsthat give a true and fair view of the state of affairs profit or loss and othercomprehensive income changes in equity and cash flows of the Company in accordance withaccounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the accuracy and completeness of the accounting records relevantto the preparation and presentation of the financial statements that give a true and fairview and are free from material misstatement whether due to fraud or error.

In preparing the financial statements management and Board of Directors areresponsible 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 is also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance whether the financial statements as awhole are free from material misstatement whether due to fraud or error and to issue anauditor's report that includes our opinion. Reasonable assurance is a high level ofassurance but is not a guarantee that an audit conducted in accordance with SAs willalways detect a material misstatement when it exists. Misstatement can arise from fraud orerror and are considered material if individually or in the aggregate they couldreasonably be expected to influence the economic decisions of users taken on the basis ofthese financial statements.

As part of an audit in accordance with SAs we exercise professional judgement 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. Under Section 143(3)(i)of the Act we are also responsible for explaining our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls.

• 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 concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 (the 'Order') issued bythe Central Government of India in terms of Section 143(11) of the Act we give in theAnnexure A a statement on the matters specified in paragraphs 3 of 4 of the Order to theextent applicable.

(A) 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 our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.

c) The balance sheet the profit and loss (including other comprehensive income) thestatement of changes in equity and the statement of cash flows dealt with by this reportare in agreement with the books of account.

d) In our opinion the aforesaid financial statements comply with Ind AS specifiedunder section 133 of the Act read with rule 7 of the Companies (Accounts) Rules 2014.

e) On the basis of the written representations received from the directors as on 31March 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2019 from being appointed as a director in terms of section164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in Annexure B.

g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. There is no pending litigation on the Company.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

(B) With respect to the matter to be included in the Auditor's Report under section197(16): In our opinion and according to the information and explanations given to us theremuneration paid by the company to its director during the current year is in accordancewith the provisions of Section 197 of the Act. The remuneration paid to any director isnot in excess of the limit laid down under Section 197 of the Act. The Ministry ofCorporate Affairs has not prescribed other details under Section 197(16) which arerequired to be commented upon by us.

For RAK Champs & Co. LLP

Chartered Accountants

FRN: 131094W/W100083

CA Ramanath Shetty

Partner

Membership No 218600

Place: Kolkata

Date: 30th May 2019

Annexure A referred in the Independent Auditor's Report to the Members of SpicyEntertainment and Media Limited on the Ind AS financial statements for the year ended 31March 2019

i. (a) According to the information and explanations given to us the company has

maintained proper records showing full particulars including quantitative details andsituation of property plant and equipment.

(b) According to the information and explanations given to us the Company has aregular program of physical verification of its property plant and equipment under whichproperty plant and equipment are verified in a phased manner which in our opinion isreasonable having regard to the size of the Company and the nature of its assets. Inaccordance with this program certain property plant and equipment were verified duringthe year and no material discrepancies were noticed on such verification.

(c) The Company does not have any immovable property.

ii. According to the information and explanations given to us the inventories havebeen physically verified by the management during the year. In our opinion the frequencyof verification is reasonable. No material discrepancies were noticed on the aforesaidverification.

iii. According to the information and explanation given to us the company has notgranted any loans secured or unsecured to companies firms Limited LiabilityPartnership or other parties covered in the Register maintained under section 189 of theAct. Accordingly the provisions of clause 3 (iii) of the order is not applicable.

iv. According to the information and explanation given to us the Company has notprovided any guarantee or security as specified under Section 185 & 186 of theCompanies Act 2013. Further in respect of the loans given and investments made by theCompany requirement of Section 185 and 186 of the Companies Act 2013 have been compliedwith.

v. According to the information and explanation given to us the Company has notaccepted any deposits within the meaning of Sections 73 to 76 of the Act. Accordingly theprovisions of clause 3(v) of the Order is not applicable.

vi. According to the information and explanation given to us the Central Governmenthas not specified the maintenance of cost records under section 148(1) of the CompaniesAct 2013 for the operation carried by the Company.

vii. (a) According to the information and explanation given to us and on the basis ofour examination of the records of the Company amounts deducted/accrued in the books ofaccount in respect of undisputed statutory dues including income-tax GST goods andservice tax service tax and other material statutory dues to the extent applicable havegenerally been regularly deposited with the appropriate authorities during the year.

(b) According to the information and explanation given to us no undisputed amountspayable in respect of provident fund employees' state insurance income-tax sales-taxgoods and service tax service tax duty of customs duty of excise value added tax cessand other material statutory dues to the extent applicable were in arrears as at 31March 2019 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us there are no dues whichhave not been deposited by the company on account of disputes.

viii. According to the information and explanations given to us the Company hasneither taken any loans from financial institutions or banks or government nor issued anydebentures therefore the provision of clause (viii) of the Order is not applicable.

ix. According to the information and explanations given to us the Company has notraised any money by way of initial public offer or further public offer (including debtinstrument) and any term loans during the year. Accordingly paragraph 3(ix) of the Orderis not applicable.

x. According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during theyear.

xi. According to the information and explanations given to us and based on ourexamination of the records of the Company the managerial remuneration has been paid orprovided by the Company in accordance with the provisions of Section 197 of the Act readwith Schedule V to the Act.

xii. According to the information and explanations given to us the Company is not aNidhi Company. Accordingly paragraph 3(xii) of the order is not applicable.

xiii. According to the 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 the Act where applicable and the requisitedetails have been disclosed in the Ind AS financial statements as required by theapplicable accounting standard.

xiv. According to the information and explanations given to us and based on ourexamination of the records of the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the year.Accordingly paragraph 3(xiv) of the Order is not applicable.

xv. According to the information and explanations given to us the Company has notentered into any non-cash transactions with directors or persons connected with him.Accordingly paragraph 3(xv) of the Order is not applicable.

xvi. According to the information and explanations given to us the company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.

For RAK Champs & Co. LLP

Chartered Accountants

FRN: 131094W/W100083

CA Ramanath Shetty

Partner

Membership No 218600

Place: Kolkata

Date: 30th May 2019

Annexure B to the Independent Auditor's report on the financial statements of SpicyEntertainment and Media Limited for the year ended 31st March 2019

Report on the Internal Financial Controls with reference to the aforesaid financialstatements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013

(Referred to in paragraph 1(A)(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

Opinion

We have audited the internal financial controls with reference to financial statementsof Spicy Entertainment and Media Limited ("the Company") as of 31 March 2019 inconjunction with our audit of the financial statements of the Company for the year endedon that date.

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to financial statements and such internal financial controls wereoperating effectively as at 31st March 2019 based on the internal financial controls withreference to financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishingand maintaining internal financial controls based on the internal control with referenceto financial statements criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating 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.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing prescribed undersection 143(10) of the Act to the extent applicable to an audit of internal financialcontrols with reference to financial statements. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls with reference tofinancial statements were established and maintained and whether such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatements included obtaining an understanding of such internal financial controlsassessing 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 auditor's judgment 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 and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls withreference to financial statements.

Meaning of Internal Financial Controls with Reference to Financial Statements

A Company's internal financial controls with reference to financial statements is aprocess 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 controlswith reference to financial statements includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial 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 unauthorized acquisition use ordisposition of the Company's assets that could have a material effect on the financialstatements.

Inherent Limitations of Internal Financial Controls with Reference to FinancialStatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements 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 withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

For RAK Champs & Co. LLP

Chartered Accountants

FRN: 131094W/W100083

CA Ramanath Shetty

Partner

Membership No 218600

Place: Kolkata

Date: 30th May 2019