TTL Enterprises Ltd.
|BSE: 514236||Sector: Industrials|
|NSE: N.A.||ISIN Code: INE664X01025|
|BSE 05:30 | 01 Jan||TTL Enterprises Ltd|
|NSE 05:30 | 01 Jan||TTL Enterprises Ltd|
|BSE: 514236||Sector: Industrials|
|NSE: N.A.||ISIN Code: INE664X01025|
|BSE 05:30 | 01 Jan||TTL Enterprises Ltd|
|NSE 05:30 | 01 Jan||TTL Enterprises Ltd|
The Members of
TTL Enterprises Limited (Formerly Known as Trupti Twister Ltd.)
Report on the Audit of the Financial Statements
We have audited the accompanying financial statements of TTL Enterprises Limited(Formerly Known as Trupti Twister Ltd.). ("the Company") which comprise theBalance Sheet as at March 31 2020 the Statement of Profit and Loss (including OtherComprehensive Income) the Statement of Changes in Equity and the Statement of Cash Flowsfor the year ended on that date and a summary of the significant accounting policies andother explanatory information (hereinafter referred to as "the financialstatements").
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 theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended("Ind AS") and other accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2020 the loss including totalcomprehensive income changes in equity and the cash flows for the year ended on thatdate.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards onAuditing (SA's) specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditor's Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI) together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI's Code of Ethics. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the financialstatements.
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. The companyhas complied with the provisions of Section 91 of Companies Act 2013 and Regulation 42 ofSEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and circularsissued there under and all the applicable Indian Accounting Standards notified by theCentral Government under the Companies Act 2013.
These matters were addressed in the context of our audit of the financial statements asa whole and in forming our opinion thereon and we do not provide a separate opinion onthese matters.
Information Other than the Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we donot express any form 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 workwe have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the management for the 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 financial statements that givea true and fair view of the financial position financial performance total comprehensiveincome changes in equity and cash flows of the Company in accordance with the Ind-AS andother accounting principles generally accepted in India. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding 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 financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.
In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.
The Board of Directors are responsible for overseeing the Company's financial reportingprocess.
Auditor's Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.
As part of an audit in accordance with Standards on Audit (SAs) we exerciseprofessional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficientand appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.
Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such 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 financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.
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 financial statements of thecurrent period 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 be communicated in our report because the adverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order 2016 ("the Order")issued by Central Government of India in terms of sub-Section (11) of section 143 of theAct we give in "Annexure-1" a statement on the matters specified in paragraphs3 and 4 of the Order to the extent applicable.
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 by theCompany so far as it appears from our examination of those books;
c. The Balance Sheet Statement of Profit and Loss including Statement of othercomprehensive income Cash Flow Statement and the Statement of Changes in Equity dealtwith by this Report are in agreement with the books ofaccount;
d. In our opinion the aforesaid Ind AS financial statement comply with the IndianAccounting Standards specified under section 133 of the Act read with Companies (IndianAccounting Standards) Rules 2015 as amended;
e. On the basis of written representations received from the directors as on March 312020 and taken on record by the Board of Directors none ofthe directors is disqualifiedas on March 31 2020 from being appointed as a director in terms of section 164(2) of theAct.
f. With respect to the adequacy of the internal financial controls over financialreporting of the Company with reference to these financial statements and the operatingeffectiveness of such controls refer to our separate report in "Annexure-2" tothis report.
g. In our opinion the Managerial remuneration for the year ended March 31 2020 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 financial statements.
ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses on long-term contracts including derivativecontracts.
iii. There has been no delay in transferring amounts required to be transferred to theInvestors Education and Protection Fund by the company.
Annexure-1 to The Independent Auditors' Report to members of TTL Enterprises Limited(Formerly Known as Trupti Twister Ltd.) for the year ended 31st March 2020
(Referred to in Paragraph 1 under "Report on Other Legal and RegulatoryRequirements" section of our report of even date on the Ind AS financial statementsof the company for the year ended 31st March 2020)
On the basis of such checks as we considered appropriate according to the informationand explanation given to us by the management and on the basis of examination of books ofaccounts during the course of our audit we report that:
i. In respect of Fixed Assets
The company does not have any fixed assets so this clause does not apply to thecompany.
ii. In respect of Inventory
The company does not have any inventory so this clause does not apply to the company.
iii. In respect of Loans to parties covered u/s 189
According to the information and explanations given to us and on the basis of ourexamination of the books of account the Company has not granted any loans secured orunsecured to companies firms or other parties listed in the register maintained underSection 189 of the Companies Act 2013. Consequently the provisions of clauses iii (a)iii(b) and iii (c) of the order are not applicable to the Company.
iv. In respect of grant of loans u/s 185 and 186
In our opinion and according to the information and explanations given to us thecompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of grant of loans making investments and providing guarantees and securitiesas applicable.
v. In respect of acceptance of deposits
The company has not accepted any deposits during the concerned financial year undersection 73 to 76 or any other relevant provision of the companies act during the concernedfinancial year.
vi. In respect of Cost Records
We have been informed that maintenance of cost records under sub-section 1 of section148 of the Companies Act 2013 is not mandatory for the company and such records aremaintained by the company.
vii. In respect of Statutory Dues
a. According to the records of the company undisputed statutory dues includingProvident Fund Investor Education and Protection Fund Employees' State InsuranceIncome-tax Sales-tax Wealth Tax Service Tax Custom Duty Excise Duty cess to theextent applicable and any other statutory dues have generally been regularly depositedwith the appropriate authorities. According to the information and explanations given tous there were no outstanding undisputed statutory dues as on 31st of March 2020 for aperiod of more than six months from the date they became payable.
b. There are no disputed statutory dues that have not been deposited on account ofdisputed matters pending before appropriate authorities.
viii. In respect of Default in repayment of dues to any Bank Financial Institutions orDebenture holders
The Company has not defaulted in repayment of dues to any bank. The company has notborrowed from financial institution government or debenture holder during the year.
ix. In respect of raising money through IPO
The Company has not raised money through initial public offer nor taken any term loanduring the year. Hence the requirement of application of funds for the purpose for whichthese were borrowed does not arise.
x. In respect of reporting of Fraud
No material fraud on or by the Company has been noticed or reported during the yearnor have we been informed of such case by the management.
xi. In respect of Managerial Remuneration
During the year under review the company has not paid any managerial remuneration inaccordance with the requisite approvals mandated by the provisions of the section 197 readwith schedule V to the companies act.
xii. In respect of the Company being a Nidhi Company
The company is not Nidhi Company therefore provisions of clause 3 (xii) of the orderare not applicable.
xiii. In respect of Related Party Transactions
The transactions with related party are in compliance with sections 177 and 188 of theCompanies Act 2013.
xiv. In respect of preferential allotment or private placement of Securities
The Company has not made any preferential allotment during the period under review.
xv. In respect of Transactions with Director or Connected Persons
The Company has not entered into non-cash transaction with directors or personconnected with them during the year.
xvi. In respect of Registration u/s 45-IA of RBI
The Company is not required to be registered under section 45-IA of Reserve Bank ofIndia Act 1934.
ANNEXURE 2 TO THE INDEPENDENT AUDITORS' REPORT
(Referred to in Paragraph 2(f) under "Report on Other Legal and RegulatoryRequirements" section of our report of even date on the Ind AS financial statementsof the company for the year ended 31stMarch 2020.)
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 TTLEnterprises Limited (Formerly Known as Trupti Twister Ltd.) ("the Company")as of March 31st 2020 in conjunction with our audit of the Standalone Ind AS financialstatements of the Company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing 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 included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the Ind AS 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 Ind AS financial statements for external purposes in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that
1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of Ind AS financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company are being madeonly in accordance with authorisations of management and directors of the company; and
3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31st 2020 based 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.