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Triumph International Finance India Ltd.

BSE: 532131 Sector: Financials
NSE: N.A. ISIN Code: INE382B01012
BSE 05:30 | 01 Jan Triumph International Finance India Ltd
NSE 05:30 | 01 Jan Triumph International Finance India Ltd

Triumph International Finance India Ltd. (TRIUMPHINTL) - Auditors Report

Company auditors report

To the Members of

Triumph International Finance India Limited

Report on the Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying standalone Ind AS financial statements of

Triumph International Finance India Limited (the "Company") whichcomprise the Balance Sheet as at 31st March 2021 the Statement of Profit andLoss (including Other Comprehensive Income) the Statement of Changes in Equity and theStatement of Cash Flow for the year then ended_ and a summary of significant accountingpolicies and other explanatory information.

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 Companies Act 2013 as amended ("the Act") in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2021its profit including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Basis for Qualified Opinion

(a) We draw your attention to Notes A(3) A(4) and B(16) (19) and (25) in theSignificant Accounting Policies and Notes on Accounts (Notes A & B) to the balancesheet. The accounts are prepared on going concern basis as the company has shown itsintent to do business of share trading immediately though is not able to commence fortechnical reasons. However subject to the above mentioned notes in B as the Securitiesand Exchange Board of India has cancelled the registration of the Company as astock–broker and the National Stock Exchange has declared the Company to be adefaulter and that the Company's appeal has been dismissed by the Apex Court and recoveryof debts being doubtful as mentioned in para(s) below and sizable accumulated losses weare unable to quantify the impact of some of qualifications and assets and liabilities andthe equity stated in the Balance Sheet;

(b) We draw your attention to Note 19 in Note B to the Balance Sheet about amount of Rs67.84 crores receivable from Classic Credit Limited ("CCL").

CCL has not commenced the payment as per the time schedule. The Company has not beenable to produce any positive evidence to us to show that CCL will be able to repay theamount and give the delivery of the shares. According to the information and explanationgiven to us and in absence of any evidence being made available to us in our opinion onthe recoverability of this amount from CCL seem doubtful. On the basis that the amount isnot recoverable and the provision for the same is required to be made in the accounts theprofit for the year would have been lower and the debit balance of Profit & LossAccount shown in the Balance Sheet would have been higher by Rs 0.15 crores respectivelyand the asset stated in the balance sheet would have been lower to that extent.

(c) We draw your attention to the fact that total Debtors other than Classic CreditLimited are Rs. 2.89 crores. In absence of other details about them we are unable toexpress an opinion about the recoverability of the amount and the consequential effectthereof on the profit for the year and on the asset liabilities and the other equitystated in the Balance Sheet

(d) We draw your attention to Note 24 in Note B to the Balance Sheet about Rs.3.56crores paid to Panther Investrade Limited. In view of the fact that DRT matters arepending against Panther Investrade Limited and since other information about them is notmade available to us we are unable to express an opinion about the recoverability of thisamount and consequential effect thereof on the profit for the year and on the assetliabilities and equity stated in the Balance Sheet.

(e)We draw your attention to Note No 29(b) and (c) of Notes on accounts forming part ofFinancial Statement which relates to ownership of shares and securities and dividendincome Rs 6.91 lacs received during the year. In absence of information regarding theownership of shares and securities we are unable to express an opinion about this amountand consequential effect thereof on the profit for the year and on the asset liabilitiesand equity stated in the Balance Sheet.

(f) Except for the matters referred to in para (a) to (e) above in respect of which theamount involved is significant and in respect of which we are unable to express an opinionabout recoverability of amount delivery of shares in our opinion and to the best of ourinformation and according to the explanations given to us the said accounts read withthe Notes to Accounts appearing in the Note B give the information required by theCompanies Act 2013 in the manner so required.

We conducted our audit in accordance with Standards on Auditing (SAs) specified undersection 143(10) of the Companies Act 2013. Our responsibilities under those Standards arefurther described in the Auditor's Responsibilities for the Audit of the FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India together with theethical requirements that are relevant to our audit of the financial statements under theprovisions of the Companies Act 2013 and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the ICAI's Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our qualified opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters. Inaddition to the matter described in the Basis for Qualified Opinion section we havedetermined the matters described below to be the key audit matters to be communicated inour report.

(a) Evaluation of uncertain tax positions

The Company has material uncertain tax positions including matters under dispute whichinvolve significant judgement to determine the possible outcome of these disputes.

Refer Noteno30to the Standalone Ind AS Financial Statements

Auditors' Response

Principal Audit Procedures

We obtained details of completed tax assessments and demands duringthe year ended March31 2021from the management. We involved our internal experts to challenge themanagement's underlying assumptions and the possible outcome of the disputes. Our internalexperts also considered legal precedence and other rulings in evaluating management'sposition on these uncertain tax positions.

(b) Accuracy of revenues recognised on fixed deposits

The Company recognised interest on fixed deposits kept with the National Stock ExchangeIndia Limited (NSE)and various Banks.

Refer Note no 26to the Standalone Ind AS Financial Statements

Auditors' Response

Principal Audit Procedures

We assessed the basis of recognition of interest income followed by the management.Additionally we obtained the statements of the Banks and Form no 26AS to evaluate whetherany change was required to management's basis to recognise revenue.

Other Information

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 connectionwith our audit of the standalone Ind AS financial statements our responsibility is toread the other information and in doing so consider whether such other information ismaterially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information weare required to report that fact. We have nothing 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 matters stated in section134(5) of the Act with respect to the preparation of these standalone Ind AS financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone Ind AS financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditors' 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 Ind AS 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 standalone Ind ASfinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Act 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 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 standalone IndAS financial statements including the disclosures and whether the standalone Ind ASfinancial statements represent the underlying transactions and events in a manner thatachieves 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.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the standalone Ind AS financialstatements for the financial year ended March 312021and are therefore the key auditmatters. We describe these matters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when in extremely rare circumstances wedetermine that a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication_

Report on Other Legal and Regulatory Requirements

(a) 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 Companies Act 2013we give in the Annexure ‘A' a statement on the matters specified in paragraphs 3 and4 of the Order.

(b)As required by section 143(3) of the Act we report that-

(i) 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;

(ii)In our opinion proper books of account as required by law have been kept so far asappears from our examination of such books;

(iii) The Balance Sheet the Statement of Profit and Loss including Other ComprehensiveIncome the Cash Flow Statement and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account;

(iv) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards specified under section 133 of the Act read with Rule 7 ofthe Companies (Accounts) Rules 2014.

(v) On the basis of written representations received from the directors as on June 282021 and taken on record by the Board of Directors none of the directors is disqualifiedas at 31st March2021 from being appointed as a director in terms of section 164(2) ofthe Act.

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". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

(vii) 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:

(a) The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements except as mentioned in Note 21and22in Note B to the financial statements.

(b)The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses on long-term contracts including derivativecontracts except as mentioned in Note 21in Note B to the financial statements.

(c) The Company has not transferred the amounts required to be transferred to theInvestor Education and Protection Fund by the Company and as per the RBI guidelines thebank has transferred the unclaimed dividend to the Reserve Bank of India DEAF account.

(d)The reporting on disclosures relating to Specified Bank Notes is not applicable tothe Company for the year ended 31st March 2021.

For Rawat & Associates
Chartered Accountants
Firm Registration no134109W
Ankit Rawat
Partner
Membership no149191
Mumbai30th June 2021
UDIN-21149191AAAAAU3343

Annexure A to the Auditors' Report

(Referred to in paragraph (a) under Report on Other Legal and Regulatory Requirements'section of our report of even date)

The Annexure referred to in paragraph 3 of our report to the members of TriumphInternational Finance India Limited on the financial (‘the Company') for the yearended 31st March 2021.

(i) The Company does not have any fixed assets.

(ii) (a) The inventories of securities in physical form have been physically verifiedat the end of the year by the management.

(b) According to the information and explanation given to us the procedures ofphysical verification of inventories followed by the management are reasonable andadequate in relation to the size of the Company and the nature of its business.

(c)According to the information and explanations given to us the Company ismaintaining proper records of inventory. However no records are available forverification.

(iii) During the year the company has granted interest-free unsecured loans to 1 (one)party covered in the register maintained under section 189 of the Companies Act 2013. Themaximum amount involved during the year was Rs.20800/-and the year-end balance ofsuchloan was Rs.263310.

(a) In our opinion the terms and conditions on which loans have been granted toCompany listed in the register maintained under section 189 of the Companies Act 2013 arenot prima facie prejudicial to the interest of the Company except that rate ofinterest is ‘zero'.

(b) According to the information given to us in case of loans given the schedule ofrepayment of principal amount and payment of interest has not been stipulated by themanagement.

(c) According to the information given to us there are no overdue amounts in respectof loans granted to such companies.

(iv) In our opinion the Company has complied with the provisions of sections 185 and186 of the Companies Act 2013 in respect of loans investments guarantees and security.

(v) During the year the company has not accepted any deposits from the public asdefined in the directives issued by the Equity Bank of India read with the provisions ofsections 73 to 76 or any other relevant provisions of the Companies Act 2013 and therules framed there under. Hence in our opinion the clause (v) of the Order is notapplicable to the Company.

(vi) The Company is not covered by the Companies (Cost Records and Audit) Rules 2014and hence the provisions of the clause 3(vi) of the Order are not applicable to theCompany.

(vii) (a) According to the information and explanation given to us during the year thecompany was regular in depositing undisputed statutory dues including provident fundemployees' state insurance income tax sales tax wealth tax custom duty service taxexcise duty cess and other material statutory dues applicable to it with the appropriateauthorities except as mentioned below-

1.TDS payable Rs 0.46lacs was in arrears for a period more than six months from thedate it became payable.

According to the information and explanations given to us as on 31.3.2021no undisputedamounts payable in respect of income tax wealth tax sales tax customs duty excise dutyand cess were in arrears for a period of more than six months from the date they becamepayable.

(b) According to the information and explanations given to us there are no dues ofsales tax service tax custom duty wealth tax excise duty and cess as on 31.3.2021which have not been deposited on account of any dispute.

According to the information and explanations given to us particulars of dues ofincome tax as on 31.03.2021 which have not been deposited on account of any dispute areas under

Name of the Statute Nature of Dues Amount (Rs in Lacs) Period to which the amount relates Forum before which the dispute is pending
I.T. Act 1961 Income Tax Demand 259.98 A.Y.2000-01 CIT(A)
I.T. Act 1961 Income Tax Demand 68664.20 Block period ended 23rd March 2001 Bombay High Court
I.T. Act 1961 Penalty 69262.35 Block period ended 23rd March 2001 Bombay High Court
I.T. Act 1961 Income Tax Demand 623.51 A.Y.2001-02 ITAT
I.T. Act 1961 Penalty 26.24 A.Y.2003-04 ITAT
I.T. Act 1961 Penalty 1417.47 A.Y. 2004-05 ITAT
I.T. Act 1961 Penalty 384.18 A.Y. 2005-06 ITAT
I.T. Act 1961 Penalty 39.98 A.Y. 2002-03 CIT(A)
I.T. Act 1961 Income Tax Demand 87.58 A.Y. 2014-15 CIT(A)
I.T. Act 1961 Penalty 89.03 A.Y. 1999-00 ITAT
I.T. Act 1961 Penalty 8.97 A.Y. 1998-99 ITAT

(viii) The Company has not borrowed from any Financial Institution Government or byissue of Debentures during the year. However in our opinion and according to theinformation and explanation given to us the Company has defaulted in repayment of dues tobanks. The details of the same are as under-

1 Oriental Bank of Commerce (Erstwhile Global Trust Bank Limited) Principal 45463.82 Since 21.03.2001
Interest 5387.46
Bank Guarantee 315.00
Interest on Bank Guarantee 369.59 Since 29.01.2004

Note: The above loan was overdraft facility and was not having any fixed repaymentschedules. Therefore in case of the principal amount the period of default is calculatedfrom the date the banks have demanded the payment. Period of default with respect tointerest is not mentioned since provision for the same has been made on various dates. Thepayments made are adjusted towards Principal repayment.

(ix) The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) or term loan. Accordingly clause 3(ix) of the Order isnot applicable to the Company.

(x) According to the information and explanations given to us certain clients andbanks have lodged complaints against the Company with charges relating to cheating by theCompany. The details of such complaints are as under :

Complaint by Stage of complaint Charges raised
Economic Offence wing of CBI Mumbai investigating preferential allotment of shares by Padmini Polymers Limited CBI filed the charge sheet before the Session Court Mumbai The Company and its Directors along with other 30 parties were alleged for commission of various offences relating to cheating and forgery under Indian Penal Code and P.C. Act'1988.
The Madhavpura Mercantile Co. Op. Bank Limited CBI has filed the charge sheet before the High Court Gujarat Utilisation of loan of Rs.20 crores against sanction of Rs.5 crores. However the loan due to The Madhavpura Mercantile Co-op. Bank Ltd has been settled through compromise settlement under FSS-2016.

To the best of our knowledge and according to the information and explanation given tous no other fraud on or by the Company has been noticed or reported during the year underaudit.

(xi) The Company has not paid any managerial remuneration covered by the provisions ofsection 197 read with Schedule V to the Act and hence the provisions of the clause 3(xi)of the Order are not applicable to the Company.

(xii) According to the information and explanations given to us the Company is not aNidhi Company and hence the provisions of the clause 3(xii) of the Order are notapplicable to the Company.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transaction with the related party is incompliance with section 177 and 188 of the Act where applicable and details of suchtransaction has been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) During the year the Company has not made any preferential allotment of sharesand hence the provisions of the clause 3(xiv) of the Order are not applicable to theCompany.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransactions with the directors or persons connected with him and hence the provisionsof the clause 3(xv) of the Order are not applicable to the Company.

(xvi) The Company is not required to be registered under section 45-IA of theReserveBank of India Act 1934.

For Rawat & Associates
Chartered Accountants
Firm Registration no134109W
Ankit Rawat
Partner
Membership no149191
Mumbai30th June2021
UDIN 21149191AAAAAU3343

Annexure B to the Auditors' Report

(Referred to in paragraph (b)(vi) under Report on Other Legal and RegulatoryRequirements' section of our report of even date)

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 TriumphInternational Finance India Limited ("the Company") as of 31st March2021 in conjunction with our audit of the standalone financial statements of the Companyfor 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 by the Institute of Chartered Accountants of India (‘ICAI'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

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 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 offinancial 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 authorisations ofmanagement and directors of the company; and (3) providereasonable 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.

Inherent Limitations of Internal Financial Controls OverFinancial 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 31 March 2021based 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 except as mentioned in Note30in Note B to the Balance Sheet

For Rawat & Associates
Chartered Accountants
Firm Registration no134109W
Ankit Rawat
Partner
Membership no149191
Mumbai30th June 2021
UDIN-21149191AAAAAU3343

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