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TAAL Enterprises Ltd.

BSE: 539956 Sector: Services
NSE: N.A. ISIN Code: INE524T01011
BSE 00:00 | 20 Jun 262.25 5.40
(2.10%)
OPEN

269.65

HIGH

269.65

LOW

245.50

NSE 05:30 | 01 Jan TAAL Enterprises Ltd
OPEN 269.65
PREVIOUS CLOSE 256.85
VOLUME 5777
52-Week high 292.55
52-Week low 131.10
P/E 162.89
Mkt Cap.(Rs cr) 82
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 269.65
CLOSE 256.85
VOLUME 5777
52-Week high 292.55
52-Week low 131.10
P/E 162.89
Mkt Cap.(Rs cr) 82
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

TAAL Enterprises Ltd. (TAALENTERPRISES) - Auditors Report

Company auditors report

To the Members of TAAL Enterprises Limited Report on the Standalone FinancialStatements

We have audited the accompanying standalone financial statements of TAAL EnterprisesLimited ("the Company") which comprise the Balance Sheet as at 31st March2017 the

Statement of Profit and Loss and the Cash Flow Statement for the year then ended and asummaryofsignificantaccounting 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 financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance withaccounting principles generally accepted in

India including the Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone financial statements that give a true andfair view and are free from material misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing 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 financial statements are free from material misstatement. An audit involvesperforming procedures to obtain audit evidence about the amounts and the disclosures inthe standalone financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the standalonefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thestandalone financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Directors as well as evaluating the overallpresentation of the standalone financial statements. We believe that the audit evidence wehave obtained is sufficient and appropriate to provide a basis for our audit opinion onthe standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2017 and its loss and its cash flows for the year ended onthat date.

Emphasis of Matter

We draw attention to Note 27.2 to the standalone financial statements which states thatduring the current year due to non-availability of the requisite statutory licencesrequired for carrying on the demerged charter business the demerged charter business hascontinued to be operated by Taneja Aerospace and Aviation Limited (a related entity of theCompany) in trust for and on behalf of the Company including banking transactionsstatutory compliances and all other commercial activities. However the accounting entriespertaining to the demerged charter business are accounted in the books of account of theCompany.

Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143 (3) of the Act we report that: (a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief 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 and the Cash Flow Statementdealt with by this

Report are in agreement with the books of account

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule

7 of the Companies (Accounts) Rules 2014.

(e) In our opinion there are no matters that may have an adverse effect on thefunctioning of the Company.

(f) On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in termsof Section 164 (2) of the Act.

(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 A'

(h) 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. TheCompany does not have any pending litigations which would impact its financial position.ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses. iii. There were no amounts which wererequired to be transferred to the Investor Education and Protection Fund by the Company.

iv. The Company has provided requisite disclosures in the financial statements as toholdings as well as dealings in Specified Bank

Notes during the period from 8th November 2016 to 30th December 2016. Based on auditprocedures and relying on the management representation we report that the disclosures arein accordance with books of account maintained by the Company and as produced to us by theManagement – Refer Note (11).

2. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government in terms of sub-section 11 of section 143 of the Act wegive in the ‘Annexure B' a statement on the matters specified in paragraphs 3 and 4of the Order.

For MSKA & Associates

(formerly known as ‘MZSK & Associates')

Chartered Accountants

Firm Registration No.105047W

Deepak Rao

Partner

Membership No.113292

Place : Pune

Date : 30 June 2017

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONEFINANCIAL STATEMENTS OF TAAL ENTERPRISES 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 TAALEnterprises Limited ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 (ICAI) (the "GuidanceNote"). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to Company's policiesthe safeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Act.

Auditors' 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 accordancewith the Guidance Note and the Standards on Auditing issued by ICAI and deemed to beprescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects. Our audit involves performing procedures to obtain audit evidence about theadequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting 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 error thefinancialstatements whether duetofraudWe 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.

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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures 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 unauthorized 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.

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 2017 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note.

For MSKA & Associates

(formerly known as ‘MZSK & Associates')

Chartered Accountants

Firm Registration No.105047W

Deepak Rao

Partner

Membership No.113292

Place: Pune

Date : 30 June 2017

[Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report of even date to the members of TAALEnterprises Limited on the financial statements for the year ended 31st March 2017] i. (a)The company has maintained proper records showing full particulars including quantitativedetails and situation of fixed assets.

(b) All the fixed assets have not been physically verified by the management during theyear but there is a regular program of verification which in our opinion is reasonablehaving regard to the size of the company and the nature of its assets. No materialdiscrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the company does not own any immovableproperty; the requirements of paragraph 3 i(c) of the Order are not applicable to theCompany. ii. The Company is involved in the business of rendering services. Accordinglythe provisions stated in paragraph 3(ii) of the Order are not applicable to the Company.iii. The Company has granted loans (unsecured) to one Company covered in the registermaintained under section 189 of the Act.

(a) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the rate of interest and other terms andconditions on which the loans have been granted to the Company listed in the registermaintained under Section 189 of the Act are not prima facie prejudicial to the interestof the Company. (b) In case of the loans granted to the Company listed in the registermaintained under section 189 of the Act schedule of repayment of principal and payment ofinterest have not been stipulated. In the absence of stipulation of repayment terms areunable to comment on the regularity of repayment of principal and payment of interest.

(c) There are no amounts overdue for more than ninety days in respect of the loangranted to Companies listed in the register maintained under section 189 of the Act. iv.In our opinion and according to the information and explanations given to us the Companyhas complied with the provisions of section 185 and 186 of the Act in respect of loansinvestments guarantees and security made. v. In our opinion and according to theinformation and explanations given to us there are no amounts outstanding which are inthe nature of deposits as on 31st March 2017 and the Company has not accepted anydeposits during the year. vi. The provisions of sub-section (1) of section 148 of the Actare not applicable to the Company as the Central Government of India has not specified themaintenance of cost records for any of the products of the Company. Accordingly theprovisions stated in paragraph 3 (vi) of the Order are not applicable to the Company. vii.a. Undisputed statutory dues including provident fund employees' state insuranceincome-tax sales-tax service tax duty of customs duty of excise value added tax cessand any other statutory dues have not been regularly deposited with the appropriateauthorities and there has been a delay in few cases.

According to the information and explanations given to us undisputed dues in respectof provident fund employees' state insurance income-tax sales-tax service tax duty ofcustoms duty of excise value added tax cess and any other statutory dues which wereoutstanding as at 31st March 2017 for a period of more than six months from the datethey became payable are as follows:

Name of the statute Nature of the dues Amount (Rs in Lakhs) Period to which the amount relates Due Date Date of Payment
Income tax Tax Deducted at Source 8.06 June-16 to August-16 7th of subsequent Month 29th June 2017
Finance Act1994 Service Tax 3.23 April-2016 to August-2016 5th of the subsequent month 29th June 2017

b. According to the information and explanation given to us there are no dues ofincome tax sales-tax wealth tax service tax customs duty excise duty value addedtax cess and any other statutory dues which have not been deposited on account of anydispute. viii. In our opinion and according to the information and explanations given tous the Company has not defaulted in repayment of dues to the financial institution bankor debenture holders. ix. The Company did not raise any money by way of initial publicoffer or further public offer (including debt instruments) and term loans during the year.Accordingly the provisions stated in paragraph 3 (ix) of the Order are not applicable tothe Company. x. During the course of our audit examination of the books and records ofthe Company carried out in accordance with the generally accepted auditing practices inIndia and according to the information and explanations given to us we have neither comeacross any instance of material fraud by the Company or on the Company by its officers oremployees.

xi. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/ provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly the provisions stated in paragraph 3(xii) ofthe Order are not applicable to the company.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

xiv. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly the provisions stated in paragraph 3 (xiv) of the Order are notapplicable to the Company. xv. According to the information and explanations given to usand based on our examination of the records of the Company the Company has not enteredinto non-cash transactions with directors or persons connected with him. Accordinglyprovisions stated in paragraph 3(xv) of the Order are not applicable to the Company.

xvi. In our opinion the Company is not required to be registered under section 45 IAof the Reserve Bank of India Act 1934 and accordingly the provisions stated in paragraphclause 3 (xvi) of the Order are not applicable to the Company.

For MSKA & Associates

(formerly known as ‘MZSK & Associates')

Chartered Accountants

Firm Registration No.105047W

Deepak Rao

Partner

Membership No.113292

Place :Pune

Date :30 June 2017