The Members of
Veer Energy & Infrastructure Limited
Report on the Audit of the Standalone Financial Statements
We have audited the standalone financial statements of Veer Energy & InfrastructureLimited ("the Company") which comprise the balance sheet as at 31st March 2021and the statement of Profit and Loss statement of changes in equity and statement of cashflows for the year then ended and notes to the financial statements including a summaryof 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 standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theInd AS and other accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2021 and profit total comprehensive incomechanges in equity and its cash flows for the year ended on that date.
2. Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountantsof India together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rules thereunder and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our opinion.
3. 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. There is noany Key Audit Matter to be reported.
4. Emphasis of Matter
a. As per note no. 9 Inventories includes the inventory of Power Evacuation Facilitiesof Rs. 8.77 Crore which is carried since last six years at the same value. The managementexplained that due to change in tariff and no power purchase policy since 2015 in windenergy sector it could not be sold the management expect favorable policy from GujaratUrja Vikas Nigam Limited (GUVNL) hence carried the inventory at the cost only asaccording to them it can fetch a good price on declaration of the policy.
Same way the land for Windfarm of Rs. 6.75 Crore is also carried since last six yearsand it is also carried at the cost price as per the above notion.
We are of the opinion that if there are no favorable policy as expected by themanagement there may be a huge reduction possible in the value of the above inventoriesresulting in heavy losses.
b. As per note no. 41 of the accounts "Disclosure on Impact of COVID-19pandemic on Company we have gone through the details provided in the notes and of theopinion that considering the nature of the business and size of the company thedisclosure made by the company is proper and the impact on the business operationsrevenue cash flow of the Company for the year has been appropriately assessed by theCompany. No adjustment is required to the financial statement for F.Y 2020-21. Theaccounts are prepared as a going concern and we are of the opinion that the company hasproperly done it. The effect of pandemic on subsequent year is also disclosed properly ofcourse it is an estimate only the full effect cannot be judged as the pandemic risk isstill continued and full operation has not started yet. It can be assessed only after 2ndor 3rd quarter of F.Y. 2021-22.
Our opinion is not modified in respect of the above matters.
5. Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theaccounting Standards specified under section 133 of the Act. 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 implementationand maintenance of accounting policies; making judgments and estimates that are reasonableand prudent; 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 financialstatement that give a true and fair view and are free from material misstatement whetherdue 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. Board of Directors is also responsible for overseeing theCompany's financial reporting process.
6. 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.
7. Other Matter
There is no other matter which requires to be reported.
8. Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Companies Act 2013 we give in the "Annexure B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.
9. 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 purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.
c) The Balance Sheet the Statement of Profit and Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.
d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.
e) On the basis of the written representations received from the directors as on 31stMarch 2021 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2021 from being appointed as a director in terms of Section164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure A".
g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements - Refer Note 30 to the financial statements;
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company-Note No.20.
For M. H. Dalal & Associates
Firm Registration No.112449W
Date: 30th June 2021
Annexure-A to the Independent Auditors Report
Referred to in paragraph 9(f) of the Independent Auditors' Report of even date to themembers of Veer Energy & Infrastructure Limited on the Ind AS financial statements forthe year ended March 31 2021.
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")
1. We have audited the internal financial controls over financial reporting of VeerEnergy & Infrastructure Limited ("the Company") as of March 31 2021 inconjunction with our audit of the Ind AS financial statements of the Company for the yearended on that date.
Management's Responsibility for Internal Financial Controls
2. 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 Act.
3. 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 deemed to be prescribedunder section 143(10) of the Act to the extent applicable to an audit of internalfinancial control both applicable to an audit of internal financial control and bothissued by ICAI. Those Standards and the Guidance Note require that I 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.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the 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 Ind AS financial statements whether due to fraud or error.
5. 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
6. A company's internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of Ind AS financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of Ind ASfinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the company's assets that could have a material effect on the Ind ASfinancial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
7. 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.
8. In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2021 based on theinternal control over financial reporting criteria established by the Company -commensurate with the size of the company and nature of its business considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.
For M. H. Dalal & Associates
Firm Registration No.112449W
Date: 30th June 2021
Annexure-B to the Independent Auditors Report
Referred to in paragraph (8) of the Independent Auditors Report of even date to themembers of Veer Energy & Infrastructure Limited on the Ind AS financial statements forthe year ended March 31 2021.
i. (i) The Company has maintained proper records showing full particulars includingquantitative details and situations of fixed assets on the basis of available information.
(ii) According to the information and explanation the fixed assets have beenphysically verified by the management once in a year which in our opinion is reasonablehaving regards to the size of the Company and nature of its business. No materialdiscrepancies have been noticed on such verifications.
(iii) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immoveable properties areheld in the name of the Company.
ii. As per the information furnished the inventories have been physically verified bythe management during the year once in a year having regard to the nature of stocks thefrequency of the physical verification is reasonable discrepancies noticed on physicalverification of inventories as compared to book records have been properly dealt with inthe books of accounts.
iii. In our opinion and according to information and explanation given to us and fromverification of the records we are of the opinion that the Company has not granted anyloans secured or unsecured to Companies firms Limited Liability Partnerships or otherparties covered in the register maintained under section 189 of the Companies Act 2013.Hence sub clause (i) ii and iii of this clause is not applicable.
iv. In our opinion and according to the information and explanations given to us andfrom verification of the records the Company has not granted any loans or provided anyguarantee or security to the parties covered under section 185. Further the Company hascomplied with the provisions of section 186 of the Companies Act in respect of the loansand investments made and guarantees and security provided by it.
v. The Company has not accepted any deposits during the year from the public within themeaning of the provisions of Sections 73 to 76 of the Companies Act 2013 and the rulesframed there under.
vi. As per the information provided and from verification of the records We are of theopinion that the Company is not covered under the requirements for the maintenance ofcost records under Section 148(1) of the Companies Act 2013 and hence the provisions ofclause 3(vi) is not applicable to the Company.
vii.(a) According to the information and explanation given to us and the recordsof the Company examined by us in our opinion the Company is generally regular indepositing undisputed statutory dues including Provident Fund Employees' State InsuranceFund Income-tax Sales-tax service tax Custom Duty Excise Duty Cess and othermaterial statutory dues as applicable with appropriate authorities. Further there are noundisputed amounts payable in respect of Income Tax Service Tax Custom Duty Sales TaxExcise Duty PF ESIC and any other statutory dues which have remained outstanding as at31st March 2021 for a period of more than six months from the date they becomepayable.
(b) According to the information and explanation given to us and the records of thecompany examined by us there are no dues outstanding of income tax sales tax includingvalue added tax employees state insurance provident fund duty of customs wealth tax orservice tax or value added tax or cess on account of any dispute except:
|Sr. No ||Name of the Statue ||Nature of Dues ||Amt Due ||Period to which the amt. relates ||Forum where dispute is pending |
|1 ||Income Tax Act 1961 ||Income Tax ||28416720/- ||A.Y. 2014-15 ||Pending Appeal before CIT |
viii. Based on our audit procedures and the information and explanations given by themanagement we are of the opinion that the Company has not defaulted in repayment of itsdues to any banks or financial institutes and debenture holders.
ix. We have verified the records of the Company and of the opinion that the companyhas not raised any money by way of public offer (including debt instruments). The amountof term loan which company has received was applied for the purpose for which those areraised.
x. During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practice and according tothe information and explanations given to us we have neither come across any instances ofmaterial fraud by the Company or on the Company by its officers or employees noticed orreported during the year nor have we been informed of any such case by the management.
xi. The Company has provided for managerial remuneration in accordance with therequisite approvals mandated by the provisions of Section 197 read with Schedule V to theAct.
xii. The Company is not a Nidhi Company and the Nidhi Rules 2014 are not applicable toit the provisions of Clause 3(xii) of the Order are not applicable to the Company.
xiii. As per the verification of the records We are of the opinion that alltransactions with the related parties are in compliance with sections 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the Ind ASFinancial Statements as required under Ind AS 24 Related Party Disclosures specifiedunder Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.
xiv. We have verified the records of the Company and of the opinion that the companyhas not made any preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review.
xv. The Company has not entered into any non-cash transactions with directors orpersons connected with him. Accordingly the provision of Clause 3(xv) is not applicable tothe Company.
xvi. We have been informed that the company is not required to be registered undersection 45-IA of the Reserve Bank of India Act 1934. Accordingly the provision of Clause3(xvi) is not applicable to the Company.
For M. H. Dalai & Associates
Firm Registration No.112449W
Date: 30th June 2021.