TO THE MEMBERS OF VISION CORPORATION LIMITED
Report on the Audit of the Ind AS Financial Statements
I have audited the accompanying Ind AS financial statements of VISION CORPORATIONLIMITED ('the Company') which comprise the Balance sheet as at 31 March 2021 theStatement of profit and loss the Statement of Changes in Equity and the Statement of CashFlows for the year ended and summary of the significant accounting policies and otherexplanatory information.
Management's Responsibility for the Ind AS 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 andpresentation of these financial statements that give a true and fair view of the state ofaffairs profit/loss and other comprehensive income changed in equity and cash flow of thecompany in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards specified in the Companies (Indian AccountingStandard) Rules 2015 (as amended) under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding the assets of the Company and for preventing and detecting fraudsand other irregularities; selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent; and design implementationand maintenance of adequate internal financial controls that were operating effectivelyfor ensuring 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.
I have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules madethere under.
I conducted my audit of the Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act. Those standards requirethat I comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the IND ASfinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thestandalone IND AS financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of accounting policies used and the reasonableness of theaccounting estimates made by management as well as evaluating the overall presentation ofthe financial statements.
I am also responsible to conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the entity's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in the auditor's report tothe related disclosures in the financial statements or if such disclosures areinadequate to modify the opinion. Our conclusions are based on the audit evidenceobtained up to the date of the auditor's report. However future events or conditions maycause an entity to cease to continue as a going concern.
I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit qualified opinion on the Ind AS financial statements.
Basis for Qualified Opinion
The Company has not accounted for liability for gratuity and leave encashment for theyear ended 31 March 2021 this is not in accordance with the requirements of Ind AS 19 -Employee Benefits which requires the Company to accounted for actuarial liability ofgratuity and leave encashment I am unable to quantify the amount adjustments to these IndAS financial statements as the Company has not carried out actuarial valuation of gratuityand leave encashment.
In my opinion and to the best of my information and according to the explanations givento us except for the possible effects of the matter described in the Basis for QualifiedOpinion paragraph the aforesaid Ind AS financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2021 its loss and other comprehensive income changes in equity and itscash flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. 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 I give in the "Annexure A" statement on the mattersspecified in paragraph 3 and 4 of the Order toextent applicable.
2. As required by Section 143(3) of the Act I report that:
a. I have sought and obtained except for the matters described in the Basis forQualified Opinion paragraph all the information and explanations which to the best of myknowledge and belief Ire necessary for the purposes of my audit.
b. Except for the matters described in the Basis for Qualified Opinion paragraph in myopinion proper books of account as required by law have been kept by the Company so faras it appears from our examination of those books ;
c. The Balance Sheet the Statement of Profit and Loss the Cash Flow Statement andStatement of Changes in Equity dealt with by this Report are in agreement with the booksofaccount;
d. Except for the matters described in the Basis for Qualified Opinion paragraph theaforesaid standalone Ind AS financial statements comply with the Indian AccountingStandards prescribed under section 133 of the Act.
e. The qualification relating to the maintenance of accounts and other mattersconnected therewith are as stated in the Basis for Qualified Opinion paragraph above.
f. On the basis of the written representations received from the directors as on 31March 2021 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2021 from being appointed as a director in terms of section164(2) of the Act ;
g. with respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to myseparate report in "Annexure B"; and
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 in my opinionand to the best of my information and according to the explanations given to us :
i. The pending litigations as disclosed in Note No. 24 of Financial Statements wouldnotimpact financial position of the Company.
ii. The Company did not have any long term contracts including derivative contractsforwhich there Ire any material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred totheInvestor Education and Protection Fund by the Company.
For M/s A J Mohan & Associates
|Place Mumbai ||Chartered Accountants FRN 002468N |
|Date 30.07.2021 ||CA Akshay Joshi MRN 170787 |
ANNEXURE - A TO THE AUDITORS' REPORT.
The Annexure referred to in my Independent Auditors' Report to the members of theCompany on the Financial Statements for the year ended 31st March 2021 Ireport that:
I. Fixed Assets
a) The company has maintained proper records showing full particulars includingquantitativedetails and situation of fixed assets.
b) All fixed assets have been physically verified by the management during the year andthere is a regular activity of verification which in my opinion is reasonable havingregard to the size of the company and the nature of its assets. No material discrepanciesIre noticed on such verification
c) According to the information and explanations given to us and on the basis of myexamination of the records of the Company the title deeds of immovable properties areheldin the name of the Company.
a) The inventories have been physically verified by the management at reasonableintervals during the current year. The discrepancies noticed on verification between thephysical stocks and the book records are not material and have been properly dealt with inthe books of accounts. In my opinion the frequency of verification is reasonable.
iii. The Company has not granted any loans to body corporate covered in the registermaintained under section 189 of the Companies Act 2013 ('the Act').
a) In my opinion the rate of interest and other terms and conditions on which theloans had been granted to the body corporate listed in the register maintained underSection 189 of the Act are not prima facie prejudicial to the interest of the Company.
b) In the case of the loans granted to the body corporate listed in the registermaintained under section 189 of the Act the barrios have been regular in the payment ofthe principal and interest as stipulated.
c) There are no overdue amounts in respect of the loan granted to a body corporatelisted in the register maintained under section 189 of the Act.
iv. In my opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto the loans and investments made.
v. In my opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public covered under section 73 to 76 ofthe companies Act 2013.
vi. I have broadly reviewed the records maintained by the company pursuant to companies(Cost Records and Audit) Rules 2014 prescribed by the Central Government underSub-section (1) of section 148 of the Companies Act 2013 and we are of the opinion thatprima facie the prescribed accounts and records have been made and maintained. I have nothowever made a detailed examination of the records with a view to determine whether theyare accurate or complete.
vii. a. According to the information and explanation given to us and on the basis of myexamination of the records of the Company amounts deducted/accrued in the books ofaccount in respect of undisputed statutory dues including provident fund income taxsales tax value added tax duty of customs service tax cess and other materialstatutory dues have been regularly deposited during the year by the Company with theappropriate authorities. As explained to us the Company did not have any dues on accountof employees' state insurance and duty of excise.
According to information and explanations given to us no undisputed amounts payable inrespect of provident fund income tax sales tax value added tax duty of customsservice tax cess and other material statutory dues are in arrears as at 31 March 2020 fora period of more than six months from the date they became payable.
b. According to the information and explanations given to us there are no materialdues of dutyof customs which have not been deposited with the appropriate authorities onaccount of any dispute. However according to information and explanations given to usthe following dues of income tax sales tax duty of excise service tax and value addedtax have not been deposited by the Company on account of disputes:
|Name of the statute ||Nature of dues ||Disputed Amount (in Rs) ||Amount Paid ||Period to which the amount relate ||Forum where dispute is pending |
|The Income Tax Act 1961 ||Income Tax ||1021040/- ||- ||A.Y 2012-13 ||ITAT Appeal |
|The Income Tax Act 1961 ||Income Tax ||94020/- ||- ||A.Y 2016-17 ||ITAT Appeal |
|The Income Tax Act 1961 ||Income Tax ||274280/- ||- ||A.Y 2016-17 ||ITAT Appeal |
|The Income Tax Act 1961 ||Income Tax ||5650350/- ||- ||A.Y 2017-18 ||ITAT Appeal |
|The Income Tax Act 1961 ||Income Tax ||126690/- ||- ||A.Y 2017-18 ||ITAT Appeal |
|The Income Tax Act 1961 ||Income Tax ||28090/- ||- ||A.Y 2017-18 ||ITAT Appeal |
viii. The Company has not taken any loan from bank / financial institution.
ix. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3(ix) of the Order is not applicable.
x. To the best of my knowledge and belief and according to the information andexplanations given to me no fraud on or by the Company has been noticed or reportedduring the course of my audit.
xi. According to the information and explanations give to us and based on myexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.
xii. In my opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.
xiii. According to the information and explanations given to us and based on myexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.
xiv. According to the information and explanations given to us and based on myexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.
xv. According to the information and explanation given to us and based on myexamination of the records of the Company the Company has not entered into non-cashtransactions with directorsor persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.
xvi. According to the information and explanation given to us and based on myexamination of the records of the Company the Company is not required to be registeredunder section 45-IA of theReserve Bank of India Act 1934.
xvii In our opinion company should review / reassess the value of Investments andsuitable action tobe taken in this matter by the board of directors.
xviii Further the preliminary expenses which is continuing since taking over by newmanagement needsto be discuss in the board of directors meeting and suitable action needsto be taken.
| ||For M/s A J Mohan & Associates |
| ||Chartered Accountants |
|Place Mumbai ||FRN 002468N |
|Date 30.07.2021 ||CA Akshay Joshi |
| ||MRN 170787 |
ANNEXURE - B TO THE AUDITORS' REPORT
REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (i) OF SUB-SECTION 143 OF THECOMPANIES ACT 2013 ("the Act")
I have audited the internal financial controls over financial reporting of VISIONCORPORATION LIMITED ('the company') as of 31 March 2021 in conjunction with my audit ofthe standalone 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 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'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat Ire operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.
My responsibility is to express an opinion on the Company's internal financial controlsover financial reporting based on my audit. I conducted my audit in accordance with theGuidance Note on Audit of Internal Financial Controls over Financial Reporting (the"Guidance Note")and the Standards on Auditing issued by ICAI and deemed to beprescribed under section 143(10)of the Companies Act 2013to the extent applicable to anaudit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that comply with ethical requirements and plan andperform the audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects.
My audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. My 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.
I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion on the Company's internal financial controls systemover financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that
(1) pertain to the maintenance 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 financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations 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 my opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting Ire operating effectively as at 31 March 2021 based on theinformation and explanation of the company provided to us Internal Financial Controlframework and the report of the Internal Auditors on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India.
| ||For M/s A J Mohan & Associates |
| ||Chartered Accountants |
|Place Mumbai ||FRN 002468N |
|Date 30.07.2021 ||CA Akshay Joshi |
| ||MRN 170787 |