To the Members of T T Limited
Report on the Standalone Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of T T Limited("the Company") which comprise the balance sheet as at 31st March 2018 thestatement of profit and loss (including other comprehensive Income) the statement of cashflows and the statement of Changes in Equity for the year then ended and a summary of thesignificant accounting policies and other explanatory information.
Management's Responsibility for the Standalone 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 standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with accounting principles generallyaccepted in India including the Indian Accounting Standards (Ind AS) specified undersection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 and theCompanies (Indian Accounting Standards) Rule 2015 as amended.
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 judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial control 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 viewand are free from materialmisstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit. We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.
We conducted audit of standalone financial statements in accordance with the Standardson Auditing issued by the Institute of Chartered Accountants of India as specified undersection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe Standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone Ind AS financial statements. The procedures selected dependon the auditor'sjudgment including the assessment of the risks of the materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also Includes evaluating the appropriateness of accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at March 312018 its loss including the other comprehensive losses its cashflows and changes in equity for the year ended on that date.
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 subsection 143(11) of the Act we give in theAnnexure'A" a statement on the matters specified 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 forthe purpose of ouraudit;
b. In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;
c. The balance sheet statement of profit and loss including statement of othercomprehensive Income the statement of cash flow and the statement of changes in equitydealt with by this Report are in agreement with the books of account;
d. In our opinion the aforesaid standalone IND AS financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014 and the Companies (Indian Accounting Standards) Rules2015 as amended;
e. On the basis of written representations received from the directors as on 31st March2018 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31st March 2018 from being appointed as a director in terms of section 164(2) ofthe Act;
f. 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" to this report; and
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 disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements- Refer Note 32 to the standaloneInd AS financial statements;
Li) As explained to us the company did not have any long term contracts therefore theCompany was not required to make including derivative contracts for which there were anyprovision for materialforeseeable losses
iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.
ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF T TLIMITED DATED MAY 18 2018
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) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) Physical verification of fixed assets is being conducted bythe management based ona program designed to cover all assets over a period of three years which in our opinionis reasonable having regard to the size of the company and nature of its business.Discrepancies noticed on such verification as compared to book records were not materialand have been properly adjusted in the books of account.
(c) According to the information and explanation given to us and on the basis of ourexamination of the records of the Company the title deed of immovable properties are heldin the name of the company.
(ii) The inventories have been physically verified by the management during the year atall its locations except stocks located outside India lying with third parties and intransit which have been verified with reference to correspondence of third parties orsubsequent receipt of goods. In our opinion the frequency of verification is reasonable.No material discrepancies were noticed onsuch physical verification. Inventories lyingwith third parties have been confirmed by them as at year end and no materialdiscrepancies were noticed in respect of such confirmations.
(iii) According to the information and explanations given to us the company has notgranted any loans secured or unsecured to companies firms. Limited LiabilityPartnerships or other parties covered in the register maintained under section 189 of theAct. Accordingly the provisions of clause 3(iii) (a) to (c) of the Order are notapplicable to the company and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us theprovisions of Section 185 and 186 of the Companies Act 2013 in respect of loan andadvances given investments made and guarantees and securities given have been compliedwith by the company.
(v) The Company has not accepted any deposits from the public within the meaning ofdirectives issued by the Reserve Bank of India and provisions of sections 73 to 76 or anyother relevant provisions of the Act and hence the rules framed thereunder are notapplicable
(vi) We have broadly reviewed the books of account relating to materials labour andother items of cost records maintained by the Company as specified by the CentralGovernment of India under section 148(1) of the Act and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have nothowever made a detailed examination of the records with a view to determine whether theyare accurate and complete.
(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 depositing undisputed statutory dues in respect ofprovident fund employees' state insurance income tax sales tax service tax customsduty excise duty cess and other material statutory dues as applicable with theappropriate authorities. Further there were no undisputed amounts outstanding at theyear-end for a period of more than six months from the date they became payable.
b) According to the information and explanations given to us and the records of theCompany examined byus there are no dues of Custom Duty and Cess which have not beendeposited on account of any dispute except the following in respect of Income Tax ExciseDuty Service Tax and Sales Tax which have not been deposited on account of any disputeare as follows:-
|Name of the Statute ||Nature of Dues ||Amount (Rs. In Lacs) ||Period to which amount relates ||Forum where the dispute is pending |
|Income tax Act 1961 ||Income Tax ||8.11 ||AY 2013-14 ||CIT (Appeals) |
|Va lu e Ad ded Tax (U P) ||VAT ||7.20 ||AY2013-14 ||Dy.Comm (Under Appeals) |
|Value Added Tax (UP) ||Entry Tax ||6.50 ||AY 2013-14 ||Dy. Comm (Under Appeals) |
(viii) According to the records of the Company examined by us and the information andexplanations given to us in our opinion the Company has not defaulted in repayment ofits dues to Governments banks and financial institutions. The Company has not taken anyloans from debenture holders.
(ix) Based on our audit procedures and according to the information and explanationsgiven to us the Company has not raised any money by way of initial public offer / furtherpublic offer. Further based on our audit procedures and according to the information andexplanations given to us and on an overall examination of the balance sheet we reportthat monies raised by way of term loans were applied forthe purposes for which those wereraised.
(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India we haveneither come across any instance of fraud on or bythe Company by its officers or employeesnoticed or reported during the year nor have we been informed of such case bythemanagement.
(xi) Based on our audit and according to the information and explanations given to uswe report that the managerial remuneration has been paid / provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theAct.
(xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Therefore the provisions of clause 3(xii) of the orderare not applicable to the Company and hence not commented upon.
(xiii) Based on our audit procedures and according to the information and explanationsgiven to us transactions with the related parties are in compliance with section 177 and188 of Act where applicable and the details have been disclosed in the notes to thestandalone Ind AS financial statements as required bythe applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overallexamination of the balance sheet the company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and hence reporting requirements under clause 3(xiv) are not applicable tothe company and not commented upon.
(xv) Based on our audit procedures and according to the information and explanationsgiven to us the Company has not entered into any non-cash transactions with directors orpersons connected with him as referred to in section 192 of Act.
(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
Annexure 'B' to the Independent Auditors' Report of even date on the standalonefinancial statements of T T Limited dated May 18 2018.
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 TT Limited(the Company") as of March 312018 in conjunction with our audit of the standaloneInd AS 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 Reportingissued bythe 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 timelypreparation of reliable financial information asrequired underthe 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 as specified under section143(10) of the Act to the extent applicable to an audit of internal financial controlsboth issued bythe Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate Internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively 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 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 standalone Ind AS financial statements whether due to fraudor 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 control systemsoverfinancial 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 system overfinancial reporting Includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of un authorised acquisition use or disposition of thecompany's assets that could have a 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.
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 312018based 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 R.S.MODI & Co |
|Place; DELHI ||Chartered Accountants |
|Date: 18thMay 2018 ||Firm's Registration No. 007921N |
| ||Sd/- |
| ||RAVINDER MODI |
| ||Partner |
| ||Membership No.084428 |