To the Members of TITAN SECURITIES LIMITED Report on the Audit of the Standalone Ind ASFinancial Statements Opinion
We have audited the accompanying standalone Ind AS financial statements of TITANSECURITIES LIMITED ("the Company") which comprise the Balance Sheet as at March31 2021 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 standalone Ind AS financial statementsincluding significantaccounting summaryofpolicies and other explanatory information (hereinafter referred to as "thestandalone Ind AS financial statements"). In our opinion and to the best of ourinformation and according to the explanations given to us the aforesaid stan-dalone IndAS financial statements give the information required by the Companies Act 2013 asamended ("the Act") in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Group as at March 31 2021 its profit income its cash flows and thestatement of changes in equity for the year ended on that date
Basis for Opinion
We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing (SAs) as specified under Section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the standalone Ind AS Financial Statements' section ofour report. We are independent of the company in accordance with the Code of Ethics'issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our audit opinion on the standalone IndAS financial statements.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone Ind AS financial statements for the financialyear ended March 31 2021. These matters were addressed in the context ofourauditofthestandaloneIndASfinancialstatements as a whole and in forming our opinionthereon and we do not provide a separate opinion on these matters. For each matter belowour description of how our audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to becommunicated in our report. We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalone Ind AS financial statementssection of our report including in relation to these matters. Accordingly our auditincluded the performance of procedures designed to respond to our assessment of the risksof material misstatement of the standalone Ind AS financial statements. The results of ouraudit procedures performed by us and by other auditor of component not audited by us asreported by them in their audit report furnished to us by the management including thoseprocedures performed to address the matters below provide the basis for our audit opinionon the accompanying standalone Ind AS financial statements.
|Key audit matters ||How our audit addressed the key audit matter |
|Accuracy and completeness of disclosure of related party transactions and compliance with the provisions of the Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 as amended (SEBI (LODR) 2015') ( as described in note 29 of the Standalone Ind AS financial statements) ||Our procedures in relation to the disclosure of related party transactions included: |
|We identified the accuracy and completeness of disclosure of related party transactions as set out in respective notes to the Standalone Ind AS financial statements as a key audit matter due to: ||Obtaining an understanding of the Group's policies and procedures in respect of the capturing of related party transactions and how management ensures all transactions and balances with related parties have been disclosed in the consolidated Ind AS financial statements. |
|The significance of transactions with related parties during the year ended March 31 2021. ||Obtaining an understanding of the Group's policies and procedures in respect of evaluating approval process by the respective Board of Directors. |
|Related party transactions are subject to the compliance requirements under the Companies Act 2013 and SEBI (LODR) 2015. ||Agreeing the amounts disclosed to underlying documentation and reading relevant agreements on a sample basis as part of our evaluation of the disclosure. |
| ||Assessing management evaluation of compliance with the provisions of Section 177 and Section 188 of the Companies Act 2013 and SEBI (LODR) 2015. |
| ||Evaluating the disclosures through reading of statutory information books and records and other documents obtained during the course of our audit. |
Information Other than the Financial Statements and Auditor's Report thereon
The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Annual Report but does not includethe standalone Ind AS financial statements and our auditor's report thereon.
Our opinion on the standalone Ind AS financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information and in doing so consider whether suchother information is materially inconsistent with the standalone Ind AS financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
Responsibilities of Management for the Standalone Ind AS Financial Statements
The Company's Board of Directors is responsible for the matter stated in Section 134(5)of the Act with respect to the preparation and presentation of these standalone Ind ASfinancial statements that give a true and fair view of the financial position financialperformance changes in Equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules2015 as amended. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and 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 controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone Ind AS financial statements that give a true and fair view and are freefrom material misstatement whether due to fraud or error.
In preparing the standalone Ind AS financial statements management is responsible forassessing the ability of the Company to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the company or to ceaseoperations or has no realistic alternative but to do so. The Board of Directors is alsoresponsible for overseeing the financial reporting process of the company.
Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone IndAS financial statements. As part of an audit inaccordance with SAs we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:
` Identify and assess the risks of materialmisstatementofthestandaloneIndASfinancialstatements whether due to fraud or error designand perform audit procedures responsive to those risks and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of not detecting amaterial misstatement resulting from fraud is higher than for one resulting from error asfraud may involve collusion forgery intentional omissions misrepresentations or theoverride of internal control.
Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theAct we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls.
Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by the management.
Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the ability ofthe that a material uncertainty exists we are required to draw attention in our auditor'sreport to the related disclosures in the standalone Ind AS financial statements or ifsuch disclosures are inadequate to modify our opinion. Our conclusions are based on theaudit evidence obtained up to the date of our auditor's report. However future events orconditions may cause the company to cease to continue as a going concern.
Evaluate the overall presentation structureandcontentofthestandaloneIndASfinancialstatements including the disclosures and whetherthe standalone Ind AS financial statements represent the underlying transactions andevents 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 anycontrols 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 withthose charged with governance we determine those matters that were of most significancein the audit of the standalone Ind AS financial statements for the financial year endedMarch 31 2021 and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by Companies Auditors Report Order 2016 ("the order") issuedby the Central Government of India in terms of Section 143(11) of the Companies Act 2013we give in the Annexure "A" a statement on the matters specified inparagraph 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 purpose of our audit;
b) In our opinion proper books of account as required by law have been kept so far asit appears from our examination of those books and report of the other auditor;
c) The Balance Sheet the Statement of Profit and Loss including the statement of OtherComprehensive Income 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 standalone Ind AS financial statements comply with theIndian Accounting Standards specified under Section 133 of the Act read with Companies(Indian Accounting Standards) Rules 2015 as amended;
e) On the basis of written representations received from the Directors of the Companyas on March 31 2021 taken on record by the Board of Directors of the Company none of theDirectors is disqualified as on March 31 2021 from being appointed as a Director in termsof Section 164(2) of the Act;
f) with respect to theadequacyoftheinternalfinancialcontrols over financial reportingof the Company with reference to these standalone Ind As Financial Statements and theoperating effectiveness of such controls refer to our separate Report in "AnnexureB" to this report;
g) In our opinion the managerial remuneration for the year ended March 31 2021 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 Auditor's 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.
i) The company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements.
ii) The company did not any material foreseeable losses in long-term contractsincluding derivative contracts during the year ended March 31 2021;
iii) There were no amounts required to be transferred to the Investor Education andProtection Fund by the Company
Annexure "A" to the Independent Auditors' Report
The annexure A referred to in paragraph 1 under the heading Report on Other Legaland Regulatory Requirements' section of our Independent Report of even date to the membersof TITAN SECURITIES LIMITED (the Company') on the Standalone Ind AS FinancialStatements for the year ended March 31 2021:
1. 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 of physical verification to cover all the items of FixedAssets in a phased manner which in our opinion is reasonable having regard to the sizeof the Company and the nature of its assets. Pursuant to the program certainfixedassetswerephysicallyverifiedby the management dur -ing the year. According to theinformation and explanations given to us no material discrepancies were noticed on suchverification.
c) According to the information and explanations given by the management the titledeeds of immovable properties included in property plant and equipment are held in thename of the Company.
2. The Management has conducted physical verification of inventory at reasonableintervals. In our opinion the frequency of verification is reasonable in relation to thesize of the Company and nature of its business. No material discrepancies were noticed onsuch physical verification.
3. During the year the Company has granted loans to companies covered in the registermaintained under Section 189 of the Companies Act 2013.
a) In our opinion and according to the information and explanations given to us theterms and conditions on which the loans have been granted to the Company listed in theregister maintained under Section 189 of the Act are not prejudicial to the interest ofthe Company.
b) In the case of loans granted to the companies listed in the registered maintainedunder section 189 of the Act the borrowers have been regular in repayment of theprincipal and payment of interest wherever stipulated.
c) the principal and interest are not overdue in respect of loan granted to thecompanies firms or other parties listed in the registered maintained under Section 189 ofthe Companies Act 2013 which are overdue for more than 90 days.
4. According to the information and explanation given to us and on the basis of ourexamination of the records of the company the Company has advanced unsecured loans toentities covered under Section 185 of the companies Act 2013. The company has compliedwith Section 185 Section 186 (1) of the Act in relation to investments made by theCompany. The remaining provisions relating to Section 186 of the Act do not apply to thecompany as if an NBFC registered with the Reserve Bank of India (RBI).
5. In our opinion and according to the information and explanation given to us thecompany has not accepted any deposits from the public under the provisions of Section 73to 76 or any other relevant provisions of the Companies Act 2013 accordingly theprovisions of clause clause 3(v) of the Order are not applicable.
6. We have been informed by the management that the Central Government has notprescribed for maintenance of cost records under Section 148(1) of the Act in respect ofthe product dealt with by the Company.
7. Statutory Dues: a. According to the information and explanations given to us and onthe basis of the records examined by us the Company is generally regular in depositingundisputed statutory dues with the appropriate authorities to the extent applicable andfurther there are no undisputed statutory dues which have remained outstanding as at thelast day of the financial year for a period of more than six months from the date theybecome payable. b. According to the records and information and explanations given to usthere are no dues of Income-tax Sales-tax Service Tax Custom Duty Excise Duty Valueadded tax or Goods and Service Tax outstanding on account of any dispute.
8. In our opinion and according to the information and explanations given by themanagement the Company has not defaulted in repayment of loans or borrowing to any bankFinancial Institution or government or dues to debenture holders.
9. The Company has not raised any money by way of initial public offer (IPO) or furtherpublic offer (including debt instruments) and the company has not taken any term loanduring the year.
10. Based upon the audit procedures performed and according to the information andexplanations given by the management we report that no fraud by the Company or no fraudon the Company by its officers and employ -ees has been noticed or reported during theyear.
11. According to the information and explanations given to us the Company has paid /provided managerial remuneration in accordance with the requisite approvals mandated bythe provisions of Section 197 read with Schedule V to the Act.
12. In our opinion the Company is not a Nidhi Company and hence the provisions ofclause 3(xii) of the Order is not applicable to the Company and hence not commented upon.
13. According to the information and explanations given by the management transactionswith the related parties are in compliance with Section 177 and Section 178 of the Actwherever applicable and the details of such transactions have been disclosed in the notesto the financial statements as required by the applicable accounting standards.
14. During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly paid convertible debentures during the year.
15. According to the information and explanations given to us the Company has notentered into any non-cash transactions with its Directors or persons connected to itsDirectors as referred to in section 192 of the Act. 16. The Company is a Non-BankingFinancial Company and is already registered under Section 45-1A of the Reserve Bank ofIndia Act 1934 vide certificate of registration no. B.14-01407 dated 03-01-2003.
ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT
Referred to in Paragraph 2(f) of Report on Other Legal and RegulatoryRequirements' in our independent Auditors Report to the members of the Company on theStandalone Ind AS Financial Statements for the year ended March 31 2021.
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 TITAN SECURITIEScontrolsoverfinancial LIMITED("the Company") as of 31st March 2021 in conjunction with our Audit of theStandalone Ind 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 internal control over financial reporting criteria established by the ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting ("the Guidance Note") issued by the Institute of CharteredAccountants of India (ICAI'). These responsibilities include the designimplementation and maintenance of adequateinternalfinancialcontrolsthatwereoperatingeffectivelyfor ensuring the orderly andefficient conduct of its business including adherence to respective 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 Companies Act 2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting with reference to these Standalone Ind AS financialstatements based on our audit. We conducted our audit in accordance with the Guidance Noteon Audit of Internal Financial Controls Over Financial Reporting (the "GuidanceNote") and the Standards on Auditing as specified under section 143(10) of theCompanies Act 2013 to the extent applicable to an audit of internal financial controlsand both issued by ICAI. 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 with referenceto these Standalone Ind AS statements were established and maintained and if such controlsoperated effectively in all material respects
Our audit involves performing procedures toobtainauditevidenceabouttheadequacyoftheinternalfinancialcontrols statements and theiroperating systemoverfinancialreportingwithreference to these Standalone Ind AS financialfinancial reporting included obtaining an understanding effectiveness.Ourauditofinternalfinancial reference to these Standalone Ind AS financial statementofinternalfinancial assessing the risk that a material weakness exists and testing andevaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgment including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or .
We believe that the audit evidence we have obtained and the audit evidence obtained bythe other auditor in terms of their report referred to in the Other Matters paragraphbelow is sufficient and appropriate to provide a basis for our audit opinion on theinternal financial controls over financial reporting with reference to these StandaloneInd AS financial statements.
Meaning of Internal Financial Controls over Financial Reporting with Reference to theseStandalone Ind AS financial statements
A Company's internal financial control over financial reporting with reference to theseStandalone Ind AS financial statements is a process designed to provide reasonableassurance regarding the reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with generally acceptedaccounting principles. A company's internal financial control over financial reportingwith reference to these Standalone Ind AS financial statements includes those policies andprocedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the (2) provide reasonable assurance that transactions arerecorded as necessary to permit preparation of financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of theCompany are being made only in accordance with authorizations of Management and Directorsof the Company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the Company's assets thatcould have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting withReference to these
Standalone Ind AS financial statements
Because of the inherent limitations of internal financial controls over financialreporting with reference to these Standalone Ind AS financial statements including thepossibility of collusion or improper management override of controls materialmisstatements due to error or fraud may occur and not be detected. Also projections ofany evaluation of the internal financial controls over financial reporting with referenceto these Standalone Ind AS financial statements to future periods are subject to the riskthat the internal financial control over financial reporting with reference to theseStandalone Ind AS financial statements may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate.
|For Sunita Agrawal & Co. |
|Chartered Accountants |
|ICAI FRN-515225C |
|CA Sunita Agrawal |
|Place: Delhi |
|Date: 29.06.2021 |