TO THE BOARD OF DIRECTORS OF SUNGOLD MEDIA AND ENTERTAINMENT LIMITED
Report on the Audit of the Ind AS Financial Statements
We have audited the accompanying Ind AS financial statements of SUNGOLD MEDIA ANDENTERTAINMENT LIMITED ("the Company") which comprise the Balance sheet as atMarch 31 2022 the Statement of Profit and Loss including Other Comprehensive Income theCash Flow Statement and the Statement of Changes in Equity for the year then ended andnotes to the Ind AS financial statements including a summary of significant accountingpolicies and other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Companies Act 2013 as amended ("the Act") in the manner so required andgive a true and fair view in conformity with the accounting principles generally acceptedin India of the state of affairs of the Company as at March 31 2022 its profitincluding other comprehensive income its cash flows and the changes in equity for theyear ended on that date.
Basis for Opinion
We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing (SAs) as specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the 'AuditorsResponsibilities for the Audit of the Ind AS Financial StatementsRs.section of our report.We are independent of the Company in accordance with the 'Code of EthicsRs.issued by theInstitute 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 there under and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the Ind AS financial statements.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Ind AS financial statements for the financial year endedMarch 31 2022. These matters were addressed in the context of our audit of the Ind ASfinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters.
We have determined that there are no key audit matters to be communicated in ourreport.
The Companys 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 auditors report thereon. Our opinionon the IND AS financial statements does not cover the other information and we do notexpress 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 such 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. Responsibilities of Management for the Ind ASFinancial Statements
The Companys 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) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. 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 the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the Ind AS financial statementsthat give a true and fair view and are free from material misstatement whether due tofraud or error.
In preparing the Ind AS financial statements management is responsible for assessingthe Companys 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.
The Board of Directors are also responsible for overseeing the Companys financialreporting process.
Auditor's Responsibilities for the Audit of the Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditors 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 ofthese Ind AS financial statement
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 Ind AS 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 expressing our opinion on whether the Companyhas adequate internal financial controls with reference to financial statements in placeand the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of managements 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 theCompanys ability 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 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 auditors 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.
From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the Ind AS financial statements forthe financial year ended March 312022 and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order 2020 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure 1"a statement on the mattersspecified 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 purposes 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 Statement of Profit and Loss including the Statement ofOther Comprehensive Loss the Cash Flow Statement and Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account
(d) In our opinion the aforesaid Ind AS financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Companies (IndianAccounting Standards) Rules 2015 as amended by the Companies (Indian AccountingStandards) Amendment Rules 2018;
(e) On the basis of the written representations received from the directors as on March31 2022 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2022 from being appointed as a director in terms of Section 164 (2) of theAct;
(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company with reference to these Ind AS financial statements and theoperating effectiveness of such controls refer to our separate Report in "Annexure2" to this report;
(g) In our opinion the managerial remuneration for the year ended March 31 2022 hasbeen paid / provided by the Company to its directors in accordance with the provisions ofsection 197 read with Schedule V to the Act;
(h) With respect to the other matters to be included in the Auditors Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended inour opinion and to the best of our information and according to the explanations given tous:
The Company does not have pending litigations on its financial position in itsInd AS financial statements
The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses;
There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company
(i) (a) The management has represented that to the best of its knowledge and beliefno funds have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the company to or in any other person(s)or entity(ies) including foreign entities ("Intermediaries") with theunderstanding whether recorded in writing or otherwise that the Intermediary shallwhether directly or indirectly lend or invest in other persons or entities identified inany manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries")or provide any guarantee security or the like on behalf of the Ultimate Beneficiaries;
b) The management has represented that to the best of its knowledge and belief nofunds have been received by the company from any person(s) or entity(ies) includingforeign entities ("Funding Parties") with the understanding whether recordedin writing or otherwise that the company shall whether directly or indirectly lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Funding Party ("Ultimate Beneficiaries") or provide any guarantee securityor the like on behalf of the Ultimate Beneficiaries; and
c) Based on such audit procedures that were considered reasonable and appropriate inthe circumstances nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (a) and (b) contain any material misstatement.
(j) No dividend has been declared or paid during the year by the Company.
ANNEXURE I TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTSOF
SUNGOLD MEDIA AND ENTERTAINMENT LIMITED
i) (a)(A)The Company is maintaining proper records showing full particulars includingquantitative details and situation of all fixed assets.
(a) (B) The Company has not capitalized any intangible assets in the books of theCompany and accordingly the requirement to report on clause 3(i)(a)(B) of the Order isnot applicable to the Company.
(b) The Management has conducted physical verification of fixed assets during the year.We have been informed that no major discrepancies were noticed on such verification.
(c) There is no immovable property (other than properties where the Company is thelessee and the lease agreements are duly executed in favour of the lessee) held by theCompany and accordingly the requirement to report on clause 3(i)(c) of the Order is notapplicable to the Company.
(d) The Company has not revalued its Property Plant and Equipment (including Right ofuse assets) or intangible assets during the year ended March 31 2022.
(e) There are no proceedings initiated or are pending against the Company for holdingany benami property under the Prohibition of Benami Property Transactions Act 1988 andrules made thereunder.
ii) (a) Since there is no inventory at year end physical verification has not beenconducted as at balance sheet date.
(b) The Company has not been sanctioned working capital limits in excess of Rs. fivecrores in aggregate from banks or financial institutions during any point of time of theyear on the basis of security of current assets. Accordingly the requirement to report onclause 3(ii)(b) of the Order is not applicable to the Company.
iii) (a)During the year the Company has provided loans advances in the nature of loansas follows. However the company has not stood guarantee or provided security to otherentity as per clause 3(iii)(a) of the Order
| ||Guarantees ||Security ||Loans ||Advances in nature of loans |
|Aggregate amount granted/ provided during the year ||NA ||NA ||NA ||INR 5000000 |
|- Subsidiaries - Joint Ventures - Associates - Others ||NA ||NA ||NA ||To Others INR 5000000 |
|Balance outstanding as at balance sheet date in respect of above cases - Subsidiaries - Joint Ventures - Associates - Others ||NA ||NA ||NA ||To Others INR 45204488 |
(b) In our opinion the investments made and the terms and conditions of the grant ofloans during the year are prima facie not prejudicial to the Companys interest.Accordingly the requirement to report on clause 3 (iii) (b) of the Order is notapplicable to the Company.
(c) The Company has granted loans and advances in during the year to entities where theschedule of repayment of principal and payment of interest has been stipulated and therepayment or receipts are regular as per clause 3(iii) (c) of the Order.
(d) The following amounts are overdue for more than ninety days to whom loan has beengranted during the year and reasonable steps have been taken by the Company for recoveryof the overdue amount of principal and interest as per clause 3(iii)(e) of the Order.
|Number of Cases ||Principal Amount Overdue ||Interest Overdue ||Total Overdue ||Remarks (if any) |
|18 ||38898011 ||3301314 ||42199325 ||Reasonable steps have been taken by the company for recovery |
(e) No loan granted by the Company which has fallen due during the year has beenrenewed or extended or fresh loans granted to settle the overdue of existing loans givento the same parties as per clause 3(iii)(e) of the Order.
(f) The Company has not granted any loans or advances in the nature of loans eitherrepayable on demand or without specifying any terms or period of repayment during theyear. Hence reporting under clause 3(iii) (f) is not applicable.
iv) According to the information and explanations given to us the Company has notgiven any loan guarantee made investment nor provided any security under the provisionsof Section 185 and 186 of the Act.
v) According to the information and explanations given to us the Company has notaccepted deposits from the public in terms of provisions of sections 73 to 76 of theCompanies Act 2013.
vi) We have been informed that the maintenance of cost records has not been prescribedby the Central government under section 148(1) of the Companies Act 2013.
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 including provident fund income tax sales tax service taxvalue added tax cess and other material statutory dues as applicable with theappropriate authorities.
(b) As at the year-end according to the records of the Company and information andexplanations given to us there was no disputed statutory dues payable in respect ofprovident fund income tax sales tax service tax value added tax.
viii) There were no transactions relating to previously unrecorded income that havebeen surrendered or disclosed as income during the year in the tax assessments under theIncome Tax Act 1961 (43 of 1961).
ix) (a) The Company has not taken any loans or other borrowings from any lender. Hencereporting under clause 3(ix)(a) of the Order is not applicable.
(b) The Company has not been declared wilful defaulter by any bank or financialinstitution or government or any government authority.
(c) The Company has not taken any term loan during the year and there are nooutstanding term loans at the beginning of the year and hence reporting under clause3(ix)(c) of the Order is not applicable.
(d) On an overall examination of the financial statements of the Company funds raisedon short-term basis have prima facie not been used during the year for long-termpurposes by the Company.
(e) On an overall examination of the financial statements of the Company the Companyhas not taken any funds from any entity or person on account of or to meet the obligationsof its subsidiaries.
(f) The Company has not raised any loans during the year and hence reporting on clause3(ix)(f) of the Order is not applicable.
x) (a) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debts instruments) and term loans during the year. Accordinglyparagraph 3(ix) of the order is not applicable.
(b) During the year the Company has not made any preferential allotment or privateplacement of shares or convertible debentures (fully or partly or optionally) and hencereporting under clause 3(x)(b) of the Order is not applicable.
xi) According to the information and explanations given to us and on the basis ofrepresentation of the management which we have relied upon no fraud by the Company or onthe company by its officers or employees has been noticed or reported during the year.
xii) In our opinion and according to information and explanation given to us thecompany is not the Nidhi company accordingly para 3(xii) of the order is not applicableto the company.
xiii) According to the information and explanations given to us all transactions withthe related parties are in compliance section 177 and 188 of Companies Act 2013 asapplicable and the details have been disclosed in the Financial Statements as required bythe applicable accounting standards.
(xiv) In our opinion the Company has an adequate internal audit system commensuratewith the size and the nature of its business.
(xv) According to information and explanation given to us and based on our examinationof the records of the company the company has not entered into any non cash transactionswith directors or persons connected with him.
(xvi) According to the information and explanations given to us and documents producedbefore us the company is not required to be registered under section 45-IA of the ReserveBank of lndia Act 1934.
(xvii) The Company has not incurred cash losses during the financial year covered byour audit and the immediately preceding financial year.
xviii) There has been no resignation of the statutory auditors of the Company duringthe year.
xix) On the basis of the financial ratios ageing and expected dates of realization offinancial assets and payment of financial liabilities other information accompanying thefinancial statements and our knowledge of the Board of Directors and Management plans andbased on our examination of the evidence supporting the assumptions nothing has come toour attention which causes us to believe that any material uncertainty exists as on thedate of the audit report indicating that Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company.
We further state that our reporting is based on the facts up to the date of the auditreport and we neither give any guarantee nor any assurance that all liabilities fallingdue within a period of one year from the balance sheet date will get discharged by theCompany as and when they fall due.
ANNEXURE II TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE IND AS FINANCIALSTATEMENTS OF SUNGOLD MEDIA AND ENTERTAINMENT LIMITED
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of SUNGOLDMEDIA AND ENTERTAINMENT LIMITED ("the Company") as of March 31 2022 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. 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 Companies Act 2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting with reference to these Ind AS financial statementsbased on our audit. We conducted our audit in accordance with the Guidance Note on Auditof Internal Financial Controls Over Financial Reporting (the "Guidance Note")and the Standards on Auditing as specified under section 143(10) of the Companies Act2013 to the extent applicable to an audit of internal financial controls and both issuedby the Institute of Chartered Accountants of India. 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 over financialreporting with reference to these Ind AS financial statements was established andmaintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls over financial reporting with reference to these Ind ASfinancial statements and their operating effectiveness. Our audit of internal financialcontrols over financial reporting included obtaining an understanding of internalfinancial controls over financial reporting with reference to these Ind AS financialstatements 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 judgement including the assessment of therisks of material 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 internal financial controls over financialreporting with reference to these Ind AS financial statements.
Meaning of Internal Financial Controls Over Financial Reporting with Reference to theseFinancial Statements
A company's internal financial control over financial reporting with reference to theseIND AS financial statements is a process designed to provide reasonable assuranceregarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accountingprinciples. A company's internal financial control over financial reporting with referenceto these Ind AS 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 Over Financial Reporting withReference to these Ind AS financial statements
Because of the inherent limitations of internal financial controls over financialreporting with reference to these financial statements including the possibility ofcollusion or improper management override of controls material misstatements due to erroror fraud may occur and not be detected. Also projections of any evaluation of theinternal financial controls over financial reporting with reference to these Ind ASfinancial statements to future periods are subject to the risk that the internal financialcontrol over financial reporting with reference to these Ind AS financial statements maybecome inadequate because of changes in conditions or that the degree of compliance withthe policies or procedures may deteriorate.
In our opinion the Company has in all material respects adequate internal financialcontrols over financial reporting with reference to these financial statements and suchinternal financial controls over financial reporting with reference to these Ind ASfinancial statements were operating effectively as at March 31 2022 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 Bhatter & Company Chartered Accountants |
|Firm Registration No: 131092W |
|Sd/- Daulal H.Bhatter |
|Membership No. 016937 |
|UDIN: 22016937AJQARI8230 |
|Place: Mumbai |
|Date: 26.05.2022 |