THE MEMBERS OF
SUNGOLD MEDIA AND ENTERTAINMENT LIMITED
Report on the Financial Statements
We have audited the accompanying Ind AS financial statements of SUNGOLD MEDIA ANDENTERTAINMENT LIMITED ("the Company") which comprise the Balance Sheet asat 31st March 2019 the Statement of Profit and Loss (Including OtherComprehensive Income) the cash flow statement and statement of change in equity for theyear then ended and a summary of significant accounting policies and other explanatoryinformation (hereinafter referred to as "the financial statement").
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 emphasis of matterparagraph the aforesaid financial statements give the information required by the Act inthe manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India including IND AS specified under section 133 of theAct of the state of affairs (Financial Position) of the Company as at 31stMarch 2019 and its loss (Financial Performance including Other Comprehensive income) its cash flow and the change in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards onAuditing specified under section 143(10) of the Act (SAs). Our responsibilities underthose Standards are further described in the Auditor's Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI) together with the independence requirements that are relevant to our audit ofthe financial statements under the provisions of the Act and the Rules made thereunderand we have fulfilled our other ethical responsibilities in accordance with theserequirements and the ICAI's Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion on thefinancial statements
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance (Including other comprehensive income) cash flow and change inequity of the Company in accordance with the accounting principles generally accepted inIndia including the India Accounting Standards (IND AS) specified under section 133 ofthe Act. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgements 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 financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease the operations or has no realisticalternative but to do so.
The Board of Directors are responsible for overseeing the company's financial reportingprocess.
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 a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud 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 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 financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143 (3) (i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness 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 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
(i) As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in Annexure A.
(ii) Further to our comments in Annexure A as required by sub- section (3) of section143of 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 Statement of Profit and Loss (Including other comprehensiveincome) the cash flow statement and statement of change in equity dealt with by thisReport are in agreement with the books of account;
(d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under section 133 of the Act.
(e) On the basis of written representations received from the Directors as on 31stMarch 2019 and taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms ofSection 164(2) of the Act.
(f) With respect to the adequacy of the internal financial control over financialreporting of the company and the operating effectiveness of such control as per exemptiondated 13th June 2017 the said clause is not applicable to the Company.
(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) The Company has made provision as required under the applicable law or IND ASfor material foreseeable losses if any on long term contract including derivativecontract.
(ii) There were no amount which were required to be transferred to the InvestorEducation and Protection Fund during the year.
(iii) The disclosure requirement relating to holding as well as dealing in specifiedbank notes were applicable for the period from 8th November to 30thDecember 2016 which are not relevant to the these financial statement. Hence reportingunder this clause is not applicable.
For Bhatter & Company
Firm Registration No: 131092W
Daulal H. Bhatter
Membership No. 016937
Date: 30th May 2019
"ANNEXURE A" to the Independent Auditor Report of even date to the member ofSUNGOLD MEDIA AND ENTERTAINMENT LIMITED on the financial statement for the year ended 31stMarch 2019 (Refer to in paragraph 5 (i) of our report of even date)
i) (a) The Company is maintaining proper records showing full particulars includingquantitative details and situation of all fixed assets.
(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) According to the information and explanations given to us the company does not holdany immovable property. hence this clause of the order is not applicable to the company.
ii) The business of the company is collection of toll revenue and accordingly notdealing in inventory hence this clause of the order is not applicable to the company.
iii) The Company has not granted unsecured loans to party covered in the registermaintained u/s 189 of the Company act 2013. Accordingly this clause in not applicable tothe company.
iv) According to the information and explanations given to us the Company has not givenany loan guarantee made investment nor provided any security under of the provisions ofSection 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 were no disputed statutory dues payable in respect ofprovident fund income tax sales tax service tax value added tax.
viii) According to the records of the Company examined by us and the information andexplanations given to us the Company has not defaulted in repayment of loans or borrowingto banks. The Company has not issued debentures nor borrowed any funds from financialinstitutions or Government.
ix) 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.
x) 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.
xi) According to the information and explanations given to us the Company is a privatecompany hence provision of section 197 of the companies act 2013 is not applicable to thecompany.
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) According to information and explanation given to us and based on our examinationof the records of the company. The company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review.
(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) The company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For Bhatter & Company
Firm Registration No: 131092W
Daulal H. Bhatter
Membership No. 016937
Date: 30th May 2019.
Annexure B" to the Independent Auditor's Report of even date on the 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")
In conjunction with our audit of the Standalone financial statements of the Company asof and for the year ended March 31 2019 we have audited the internal financial controlsover financial reporting of SUNGOLD MEDIA AND ENTERTAINMENT LIMITED. ("theCompany") which is a Company incorporated in India as of 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 responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.
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 accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 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.
Our 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 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 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 systemover financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that
(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(2) 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
(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial 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.
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 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
Firm Registration No: 131092W
Daulal H. Bhatter
Membership No. 016937
Date: 30th May 2019.