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VLS Finance Ltd.

BSE: 511333 Sector: Financials
NSE: VLSFINANCE ISIN Code: INE709A01018
BSE 00:00 | 24 Jun 141.30 2.45
(1.76%)
OPEN

146.60

HIGH

146.60

LOW

141.25

NSE 00:00 | 24 Jun 141.85 2.25
(1.61%)
OPEN

148.00

HIGH

148.00

LOW

141.05

OPEN 146.60
PREVIOUS CLOSE 138.85
VOLUME 155
52-Week high 264.85
52-Week low 129.40
P/E 2.15
Mkt Cap.(Rs cr) 546
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 146.60
CLOSE 138.85
VOLUME 155
52-Week high 264.85
52-Week low 129.40
P/E 2.15
Mkt Cap.(Rs cr) 546
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

VLS Finance Ltd. (VLSFINANCE) - Auditors Report

Company auditors report

To The Members of

VLS Finance Limited

Report on the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone financial statements of VLSFinance Limited {"the Company") which comprises the Balance Sheet asat March 31 2021 the Statement of Profit and Loss (including other comprehensiveincome) statement of changes in equity and statement of cash flows for the year ended onthat date and notes to the financial statements including a summary of significantaccounting policies and other explanatory information (hereinafter referred to as"the standalone financial statements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 ("the Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2021and profit and total comprehensive income changes in equity and its cash flows for theyear ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing (SAs) specified under section 143(10) of theCompanies Act 2013. Our responsibilities under those Standards are further described inthe Auditor's Responsibilities for the Audit of the Financial Statements section ofour report. We are independent of the Company in accordance with the Code of Ethics issuedby the Institute of Chartered Accountants of India (ICAI) together with the ethicalrequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion on the standalone financial statements.

Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for thepreparation of the other information. The other information comprises the informationincluded in the Management Discussion and Analysis Board's Report includingAnnexures to Board's Report Business Responsibility Report Corporate Governance andShareholder's Information but does not include the standalone financial statementsand our auditor's report thereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.

If based on the work we have performed we conclude that there is amaterial misstatement of this other information we are required to report that fact. Wehave nothing to report in this regard.

Management's Responsibility for the Standalone FinancialStatements

The Company's Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these standalonefinancial statements that give a true and fair view of the financial position financialperformance total comprehensive income changes in equity and cash flows of the Companyin accordance with 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 accountingpolicies; making judgments and estimates that are reasonable and prudent; and 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 financial statement that givea true and fair view and are free from material misstatement whether due to fraud orerror.

In preparing the financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing thecompany's financial reporting process.

Auditor's Responsibility for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thefinancial 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. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal financial controls relevantto the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of the Act we are also responsible for expressingour opinion on whether the Company has adequate internal financial controls system inplace and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

• 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 Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor'sreport to the related disclosures in the standalone financial statements or if suchdisclosures are inadequate to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report. However future events orconditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of reasonably knowledgeable user of the standalone financial statementsmay be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the resultsof our work; and

(ii) to evaluate the effect of any identified misstatements in thestandalone financial statements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards. From the matterscommunicated with those charged with governance we determine those matters that were ofmost significance in the audit of the standalone financial statements of the currentperiod and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

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 of the Act we give in the Annexure ‘A' a statement on thematters specified in paragraphs 3 and 4 of the Order to the extent applicable.

As required by Section 143(3) of the Act we report that:

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss including othercomprehensive income Statement of Change in Equity and the Statement of Cash Flow dealtwith by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements complywith the Indian Accounting Standards specified under Section 133 of the Act read withRule 7 of the Companies (Accounts) Rules 2014.

e) On the basis of the written representations received from thedirectors as on 31st March 2021 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2021 from being appointed as a director interms of Section 164 (2) of the Act.

f) in our opinion proper books of accounts and records as specified inRule 15 of the Securities Contract (Regulation) Rules 1957 have been kept in so far as itappears from our examination of such books;

g) the company as Stock Broker has complied with the requirements ofthe stock exchange so far as they relate to maintenance of accounts and was regular insubmitting the required accounting information to the Stock Exchange;

h) With respect to the other matters to be included in theAuditor's Report in accordance with the requirements of section 197(16) of the Actas amended:

In our opinion and to the best of our information and according to theexplanations given to us the remuneration paid by the Company to its directors during theyear is in accordance with the provisions of section 197 of the Act.

i) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate Report in "Annexure B". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting.

j) With respect to the other matters to be included in theAuditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014 in our opinion and to the best of our information and according to theexplanations given to us:

i. The Company has informed & explained to us that pendinglitigations has no adverse effect on its financial position in its standalone financialstatements as at 31st March 2021.

ii. The Company has made provision as at 31st March 2021 as requiredunder the applicable law or accounting standards for material foreseeable losses if anyon long term contracts including derivative contracts.

iii. There has been no requirement to transfer any amount to theInvestor Education and Protection Fund as the Company has no due outstanding during theyear ended 31st March 2021.

ANNEXURE "A" TO INDEPENDENT AUDITOR'S REPORT

The Annexure referred to in Independent Auditor's Report to themembers of the Company on the Standalone Financial Statements for the year ended 31 March2021 we report that:

i. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets except assets on lease which are in thepossession of the lessees have been physically verified by the Management according tothe program of periodical verification in phased manner which in our opinion is reasonablehaving regard to the size of the Company and the nature of its fixed assets. Thediscrepancies noticed on such physical verification were not material.

(c) As per the records and information and explanations given to ustitle deeds of immovable properties are held in the name of the Company.

ii. The company generally deals in shares securities and Units ofMutual funds. Primarily these are held in electronic form so inventory of the Company hasbeen electronically verified by the management at reasonable intervals and the proceduresof verification of inventory followed by the Management are reasonable in relation to thesize of the Company and nature of its business. There were no discrepancies noticed onsuch verification of inventory as compared to book records.

iii. The Company has granted interest free unsecured loan to onesubsidiary company covered under section 189 of companies Act 2013. According to theinformation and explanations given to us and on the basis of our examination of the booksof account the Company has not granted any loans secured or unsecured to companiesfirms Limited Liability Partnerships or other parties covered in the register maintainedunder section 189 of the Companies Act 2013.

a) As per the information given to us the aforesaid loan given to thesubsidiary company is payable on demand.

b) In respect of the aforesaid loan there is no overdue amount at theyear end.

iv. According to the information explanations and representationsprovided by the management and based upon audit procedures performed we are of theopinion that in respect of loans investments guarantees and security the Company hascomplied with the provisions of the Section 185 and 186 of the Companies Act 2013.

v. In our opinion and according to the information and explanationsgiven to us the Company has not accepted any deposits from the public within the meaningof Section 73 to 76 or any other relevant provisions under the Act. Accordingly paragraphv of the Order is not applicable to the Company.

vi. Clause 3 (vi) of CARO is not applicable as the Company is notengaged in production of such goods and providing such services as prescribed by CentralGovernment under sub section (1) of section 148 of the Companies Act 2013 for maintenanceof cost records.

vii. a) The Company is regular in depositing undisputed statutory duesincluding provident fund employees' state insurance income-tax wealth tax servicetax and any other statutory dues with the appropriate authorities.

b) There were no undisputed amounts payable in respect of providentfund employees' state insurance income-tax wealth tax service tax and any othermaterial statutory dues in arrears as at 31.03.2021 for a period of more than six monthsfrom the date they became payable.

c) According to the records and information and explanations given tous there is no outstanding of any disputed statutory dues as on 31.03.2021.

viii. In our opinion on the basis of audit procedures and according tothe information and explanations given to us the Company has not defaulted in therepayment of loans and/or borrowings to financial institutions and banks. No debenturesare outstanding as on 31.03.2021.

ix. During the year no monies have been raised by public offer ofshares. Money raised on term loans has been applied for the purposes for which loans wereraised.

x. Based on the audit procedure performed and on the basis ofinformation and explanations provided by the management no fraud by the Company and onthe Company by its officers or employees has been noticed or reported during the course ofthe audit.

xi. On the basis of records and information and explanations madeavailable managerial remuneration which has been paid or provided is in accordance withthe requisite approvals mandated under Section 197 read with Schedule V of the Act.

xii. In our opinion and according to information & explanationgiven to us the Company is not a Nidhi company. Accordingly paragraph 3(xii) of theorder is not applicable.

xiii. As per the information and explanations and records madeavailable by the management of the Company and audit procedure performed for the relatedparties transactions entered during the year the Company has complied with the provisionsof Section 177 and 188 of the Act where applicable. As explained details of relatedparties transactions are disclosed as per the applicable Accounting Standards.

xiv. According to the information and explanations given to us and onthe basis of our examination of the books of account the Company has not made anypreferential allotment or private placement of shares during the financial year ended on31st March 2021 hence clause (xiv) is not applicable.

xv. On the basis of records made available to us and according toinformation and explanations given to us the Company has not entered into any non-cashtransactions with the directors or persons connected with him.

xvi. The Company is not required to be registered under 45-IA of theReserve Bank of India Act 1934.

Annexure - B to the Independent Auditors' Report

Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financialreporting of VLS Finance Limited ("the Company") as of 31 March 2021 inconjunction with our audit of the Standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The board of directors of the company is responsible for establishingand maintaining internal financial controls based 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(‘ICAI'). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany's policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls over financial reporting based on our audit. We conducted ouraudit in accordance with the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting (the "Guidance Note") and the Standards on Auditing issuedby ICAI and deemed to be prescribed under section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls both applicable to anaudit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate 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 aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the standalone financial statements whether due tofraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internalfinancial controls system over financial reporting of the Company.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting isa process designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlover financial reporting includes those policies and procedures that

(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of thecompany; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the company's assetsthat could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to theexplanation given to us 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 31st March 2021 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.

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