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TGB Banquets & Hotels Ltd.

BSE: 532845 Sector: Services
NSE: TGBHOTELS ISIN Code: INE797H01018
BSE 15:30 | 24 Jun 8.00 -0.18
(-2.20%)
OPEN

7.78

HIGH

8.49

LOW

7.78

NSE 15:21 | 24 Jun 8.20 0.15
(1.86%)
OPEN

8.45

HIGH

8.45

LOW

7.80

OPEN 7.78
PREVIOUS CLOSE 8.18
VOLUME 12552
52-Week high 10.05
52-Week low 2.54
P/E
Mkt Cap.(Rs cr) 23
Buy Price 7.85
Buy Qty 20.00
Sell Price 8.30
Sell Qty 100.00
OPEN 7.78
CLOSE 8.18
VOLUME 12552
52-Week high 10.05
52-Week low 2.54
P/E
Mkt Cap.(Rs cr) 23
Buy Price 7.85
Buy Qty 20.00
Sell Price 8.30
Sell Qty 100.00

TGB Banquets & Hotels Ltd. (TGBHOTELS) - Auditors Report

Company auditors report

To the Members of TGB Banquets and Hotels Limited Opinion

We have audited the accompanying financial statements of TGB BANQUETS AND HOTELSLIMITED ("the Com pany") which comprise the Balance Sheet as at March 31st2019 and the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows for the year then ended anda summary of the significant accounting policies and other explanatory 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 the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at March31st 2019 and its profit total comprehensive income the changes in equityand its cash flows Statment for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the standard onauditing specified u/s. 143(10) of the act (SAs). Our responsibilities under thosestandards are further described in the auditor's responsibilities for the audit offinancial statements section of our report. We are independent of the company inaccordance with the code of ethics issued by ICAI together with Independence Requirementsthat are relevant to our audit of the financial statements under the provisions of the Actand the rules made there under and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the ICAI's Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide the basis for ouraudit opinion on the financial statements.

Key Audit Matters

Key Audit Matters are those matters that in our professional judgement were of mostsignificance in our audit of the financial statements of the current period. There is nokey audit matter with respect to financial statements to be communicated in our report.

Information other than Financial Statements and Auditor's Report thereon

The company's Board of Directors' are responsible for the preparation of the otherinformation. The other information comprises the information included in the managementdiscussion and analysis board's report including annexure to board's report Businessresponsibility report Corporate governance and Shareholder's information but does notinclude the financial statement and our auditor's report thereon.

Our opinion on the financial statements does not cover the information and we do notexpress any fo rm 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 during thecourse of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is materialmisstatement of this oth er information we are required to report the fact. We havenothing to report in this regard.

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 flows and changes inequity of the Company in accordance with the Indian Accounting Standards (Ind AS)prescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended and other accounting principles generally accepted inIndia.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. In conducting 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 there under and the Orderissued under section 143(11) of the Act.

We conducted our audit of the financial statements in accordance with the Standards onAuditing spec ified under Section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosur es in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theaudit or consider internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates m ade by the Company's Directors as well as evaluating the overall presentationof the financial statements.

We believe that the audit evidence obtained by us is sufficient and appropriate toprovide a basis f or our audit opinion on the financial statements.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit we report that: a ) wehave sought and obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purposes of our audit. b) in our opinionproper books of account as required by law have been kept by the Company so far as itappears from our examination of those books. c) the Balance Sheet the Statement of Profitand Loss including Other Comprehensive Income Statement of Changes in Equity and theStatement of Cash Flow dealt with by this Report are in agreement with the books o faccount. d) In our opinion the afore said financial statements comply with the IndianAccounting Standards prescribed under section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules2014. e ) on the basis of the written representations receivedfrom the directors of the Company as on March 31st 2019 taken on record by theBoard of Directors none of the directors is disqualified as on March 31st2019 from being appointed as a director in terms of Section 164(2) of the Act. f) withrespect to the adequacy of the internal financial controls over financial reporting of theCompany and the operating effectiveness of such controls refer to our separate Report in"Annexure A". Our report expresses an unmodified opinion on the adequacy andoperating effectiveness of the Company's internal financial controls over financialreporting. g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of Section 197(16) of the Act as amend: In our opinionand to the best of our information and according to the explanations given to us theremuneration paid by the Company to its Directors during the year is in accordance withthe provisions of Section 197 of the Act. h) With respect to the other matters to beincluded In the Auditor's Report in accordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014 as amended in our opinion and to the best of our information andaccording to the explanations given to us: i. The Company has disclosed the impact ofpending litigations on its financial position in its financi al statements. ii. TheCompany has made provision as required under the applicable law or accounting standardsfor ma terial foreseeable losses if any on long-term contracts including derivativecontracts. iii. There has been no delay in transferring amounts required to betransferred to the Investor Educati on and Protection Fund by the Company.

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

Suresh R. Shah & Associates

Chartered Accountants FRN:110691W

Mrugen K. Shah

Place : Ahmedabad Partner Date : 28th May 2019 M. No.: 117412

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(f) under 'Report on Other Legal and RegulatoryRequirements' section of our report to the Members of TGB

BANQUETS AND HOTELS LIMITED of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub- section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of TGBBANQUETS AND HOTELS LIMITED ("the Company") as of March 31st 2019 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 judgement 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 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 unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2019 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

Suresh R. Shah & Associates

Chartered Accountants FRN:110691W

Mrugen K. Shah

Place : Ahmedabad Partner Date : 28th May 2019 M. No.: 117412

ANNEXURE 'B' TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements'section of our report to the Members of TGB BANQUETS

AND HOTELS LIMITED of even date) i. In respect of the Company's fixed assets:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets. (b) The Company has a program ofverification to cover all the items of fixed assets in a phased manner which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. Pursuant to the program certain fixed assets were physically verified by themanagement during the year. According to the information and explanations given to us nomaterial discrepancies were noticed on such verification.

(c) According to the information and explanations given to us the records examined byus and based on the examination of the conveyance deeds provided to us we report thatthe title deeds comprising all the immovable properties of land and buildings which arefreehold are held in the name of the Company as at the balance sheet date. In respect ofimmovable properties of land and building that have been taken on lease and disclosed asfixed assets in the standalone financial statements the lease agreements are in the nameof the Company. ii. (a) The management of the company has conducted the physicalverification of inventory at reasonable intervals.

(b) The discrepancies noticed on physical verification of the inventory as compared tobooks records which has been properly dealt with in the books of accounts were notmaterial. iii. According to the information and explanations given to us the Company hasgranted secured or unsecured loans to Company Firm Limited Liability Partnership orother party covered in the register maintained under section 189 of the Companies Act2013. The same is not prejudicial to the company. iv. In our opinion and according to theinformation and explanations given to us the Company has complied with the provisions ofSections 185 and 186 of the Act in respect of grant of loans making investments andproviding guarantees and securities as applicable. v. The Company has not accepteddeposits during the year and does not have any unclaimed deposits as at March 31 2019 andtherefore the provisions of the clause 3 (v) of the Order are not applicable to theCompany. vi. The maintenance of cost records has not been specified by the CentralGovernment under section 148(1) of the Companies Act 2013 for the business activitiescarried out by the Company. Thus reporting under clause 3(vi) of the order is notapplicable to the Company. vii. According to the information and explanations given to usin respect of statutory dues: (a) The Company has not been regular in depositingundisputed statutory dues including Provident Fund Employees' State Insurance IncomeTax Sales Tax Service Tax Goods and Service Tax Value Added Tax Customs Duty ExciseDuty Cess and other material statutory dues applicable to it with the appropriateauthorities.

(b) Undisputed statutory dues including Provident Fund Employees' State InsuranceIncome Tax Sales Tax Service Tax Goods and Service Tax Value Added Tax Customs DutyExcise Duty Cess and other material statutory dues were outstanding at the year end fora period of more than six months from the date they became payable as below.

Nature of Tax Amount Outstanding (*Rs* in Lakhs)
ESI 79.29
PF 93.31
PT 37.74
VAT 782.32
SERVICE TAX 2134.98
TDS 224.16
LUXURY TAX 145.88
GST 87.81

(c) According to the information and explanations given to us dues that have not beendeposited by the Company on account of disputes are as follow:

Name of the statute Nature of dues Amount Period Forum where the dispute is pending
(`) in Lakhs
I.Tax Act 1961 Income tax 67.8 10-11 ITAT
I.Tax Act 1961 Income tax 39.55 11-12 ITAT
I.Tax Act 1961 Income tax 19.99 15-16 CIT(A)
I.Tax Act 1961 TDS 270.62 11-12 to 17-18 ITAT
Gujarat Vat VAT 244.09 09-10 Tribunal

viii. The Company has not defaulted in repayment of any loans or borrowings fromfinancial institutions banks and government. The company has not issued any debentures.ix. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) or term loans and hence reporting under clause 3 (ix)of the Order is not applicable to the Company.

x. To the best of our knowledge and according to the information and explanations givento us no fraud by the Company or no material fraud on the Company by its officers oremployees has been noticed or reported during the year. xi. In our opinion and accordingto the information and explanations given to us the Company has paid/provided managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act. xii. The Company is not a Nidhi Company andhence reporting under clause 3 (xii) of the Order is not applicable to the Company. xiii.In our opinion and according to the information and explanations given to us the Companyis in compliance with Section 177 and 188 of the Companies Act 2013 where applicable forall transactions with the related parties and the details of related party transactionshave been disclosed in the standalone financial statements as required by the applicableaccounting standards. xiv. During the year the Company has not made any preferentialallotment or private placement of shares or fully or partly paid convertible debenturesand hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.xv. In our opinion and according to the information and explanations given to us duringthe year the Company has not entered into any non-cash transactions with its Directors orpersons connected to its directors and hence provisions of section 192 of the CompaniesAct 2013 are not applicable to the Company. xvi. The Company is not required to beregistered under section 45-IA of the Reserve Bank of India Act 1934.

Suresh R. Shah & Associates

Chartered Accountants FRN:110691W

Mrugen K. Shah

Place : Ahmedabad Partner Date : 28th May 2019 M. No.: 117412