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Westlife Foodworld Ltd.

BSE: 505533 Sector: Services
NSE: WESTLIFE ISIN Code: INE274F01020
BSE 00:00 | 28 Nov 738.55 -3.75
(-0.51%)
OPEN

736.80

HIGH

753.70

LOW

735.00

NSE 00:00 | 28 Nov 739.90 -2.85
(-0.38%)
OPEN

735.00

HIGH

753.75

LOW

732.00

OPEN 736.80
PREVIOUS CLOSE 742.30
VOLUME 3605
52-Week high 811.15
52-Week low 402.05
P/E
Mkt Cap.(Rs cr) 11,518
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 736.80
CLOSE 742.30
VOLUME 3605
52-Week high 811.15
52-Week low 402.05
P/E
Mkt Cap.(Rs cr) 11,518
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Westlife Foodworld Ltd. (WESTLIFE) - Auditors Report

Company auditors report

To the Members of

Westlife Development Limited

Report on the Audit of the Standalone

Financial Statements

Opinion

We have audited the standalone financial statements of WestlifeDevelopment Limited (hereinafter referred to as "the Company") which comprisethe standalone balance sheet as at 31 March 2021 and the standalone statement of profitand loss (including other comprehensive income) standalone statement of changes in equityand standalone statement of cash flows for the year then ended and notes to thestandalone financial statements including a summary of the significant accountingpolicies and other explanatory information (hereinafter referred to as "thestandalone 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 accounting principlesgenerally accepted in India of the state of affairs of the Company as at 31 March 2021and loss and other comprehensive income changes in equity and its cash flows for the yearended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs arefurther described in the Auditor's Responsibilities for the Audit of the StandaloneFinancial 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 together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Act and the Rules thereunderand 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 on the standalonefinancial statements.

Key Audit Matters

Key audit matters ('KAM') are those matters that in our professionaljudgment were of most significance in our audit of the standalone financial statements ofthe current period. These matters were addressed in the context of our audit of thestandalone financial statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters.

Description of Key Audit Matter

Key audit matter How our audit addressed the key audit matter
Assessment of impairment of investment in wholly owned subsidiary (Note 4 to the standalone financial statements)
The Company on a standalone basis Our audit procedures included the following:
does not have any significant business operations. However the Company's wholly owned subsidiary Hardcastle Restaurants Private Limited (HRPL) • Assessed the appropriateness of accounting policy for impairment of investment in subsidiary as per relevant Indian Accounting Standard.
operates the McDonald's chain of Quick Service Restaurant (QSR) stores in Western and Southern India. • Evaluated the design implementation of key internal financial controls with respect to impairment. This included determination of
The carrying amount of the Company's investment in and amounts due from recoverable value and checking the operating effectiveness of such controls.
HRPL represents 97% and 1% (2020: 98% and 1%) of its total assets respectively. The recoverability of these amounts is not subject to a significant risk of misstatement or significant judgment. However due to its significance in the • Evaluated the Company's assessment for indicators of impairment of investment. In cases where such indicators existed tested the estimates and assumptions used in the impairment model by the Company to determine the recoverable amount.
context of the Company's financial statements this is the area which had most significance in our audit of the financial statements of the Company. • We involved valuation professionals with specialized skills and knowledge to assess the assumptions used in the impairment model.

Other Information

The Company's management and Board of Directors are responsible for theother information. The other information comprises the information included in theCompany's annual report but does not include the standalone financial statements and ourauditors' report thereon. The Company's annual report is expected to be made available tous after the date of this auditor's report.

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 identified above when it becomesavailable and in doing so consider whether the other information is materiallyinconsistent with the standalone financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated.

When we read the other information if we conclude that there is amaterial misstatement therein we are required to communicate the matter to those chargedwith governance and take necessary actions as applicable under the applicable laws andregulations.

Management's and Board of Directors' Responsibility for the StandaloneFinancial Statements

The Company's management and Board of Directors are responsible for thematters stated in section 134(5) of the Act with respect to the preparation of thesestandalone financial statements that give a true and fair view of the state of affairsprofit/loss and other comprehensive income changes in equity and cash flows of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) specified under section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the standalonefinancial

statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the standalone financial statements the Management andBoard of Directors are responsible for assessing the Company's ability to continue as agoing concern disclosing as applicable matters related to going concern and using thegoing concern basis of accounting unless the Board of Directors either intends toliquidate the Company or to cease operations or has no realistic alternative but to doso.

The Board of Directors is also responsible for overseeing the Company'sfinancial reporting process.

Auditor's Responsibilities for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone 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 control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3) (i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial

controls with reference to standalone financial statements in place andthe operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures in the standalone financialstatements made by the Management and Board of Directors.

• Conclude on the appropriateness of the Management and Board ofDirectors use of the going concern basis of accounting and based on the audit evidenceobtained whether a material uncertainty exists related to events or conditions that maycast significant doubt on the Company's ability to continue as a going concern. If weconclude that a material uncertainty exists we are required to draw attention in ourauditor's report to the related disclosures in the standalone financial statements or ifsuch disclosures are inadequate to modify our opinion. Our conclusions are based on theaudit evidence 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.

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 matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditors' report unless law or regulation precludes publicdisclosure about the matter

or when in extremely rare circumstances we determine that a mattershould not be communicated in our report because the adverse consequences of doing sowould reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors' Report) Order 2016("the Order") issued by the Central Government of India in terms of section143(11) of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

2. (A) 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 havebeen kept by the Company so far as it appears from our examination of those books.

(c) The standalone balance sheet the standalone statement of profitand loss (including other comprehensive income) the standalone statement of changes inequity and the standalone statement of cash flows dealt with by this Report are inagreement with the books of account.

(d) In our opinion the aforesaid standalone financial statementscomply with the Ind AS specified under section 133 of the Act.

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

(f) With respect to the adequacy of the internal financial controlswith reference to standalone financial statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in "Annexure B".

(B) With respect to the other matters to be included in the Auditors'Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous:

i. The Company does not have any pending litigations which would impactits financial position;

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses;

iii. There were no amounts which were required to be transferred to theInvestor Education and Protection Fund by the Company; and

iv. The disclosures in the standalone financial statements regardingholdings as well as dealings in specified bank notes during the period from 8 November2016 to

30 December 2016 have not been made in these standalone financialstatements since they do not pertain to the financial year ended

31 March 2021.

(C) With respect to the matter to be included in the Auditors' Reportunder section 197(16) of the Act:

In our opinion and according to the information and explanations givento us the remuneration paid by the Company to its directors during the current year is inaccordance with the provisions of Section 197 of the Act. The remuneration paid to anydirector is not in excess of the limit laid down under Section 197 of the Act. TheMinistry of Corporate Affairs has not prescribed other details under Section 197(16) ofthe Act which are required to be commented upon by us.

For B S R & Associates LLP

Chartered Accountants Firm's Registration No: 116231W/W-100024

Shabbir Readymadewala
Mumbai Partner
May 13 2021 Membership No: 100060
UDIN: 21100060AAAACD7773

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT ON THE STANDALONEFINANCIAL STATEMENTS OF WESTLIFE DEVELOPMENT LIMITED FOR THE YEAR ENDED 31 MARCH 2021

(Referred to in paragraph (1) under 'Report on Other Legal andRegulatory Requirements' section of our report of even date)

With reference to the Annexure A referred to in the IndependentAuditors' Report to the members of the Company on the financial statements for the yearended 31 March 2021 we report the following:

(i) (a) The Company has maintained proper

records showing full particulars including quantitative details andsituation of property plant and equipment.

(b) The Company has a regular programme of physical verification of itsfixed assets by which all the fixed assets are verified annually. In our opinion thisperiodicity of physical verification is reasonable having regard to the size of theCompany and the nature of its assets. In our opinion and according to information andexplanations given to us no material discrepancies were identified on such physicalverification.

(c) According to the information and explanations given to us theCompany does not hold any immovable properties. Accordingly paragraph 3 (i) (c) of theOrder is not applicable to the Company.

(ii) The Company does not hold any physical inventories. Accordinglyparagraph 3(ii) of the Order is not applicable to the Company.

(iii) In our opinion and according to the information and explanationsgiven to us 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 ('the Act'). Accordingly paragraphs 3 (iii)(a) (b) and (c) of the Order are not applicable to the Company.

(iv) In our opinion and according to the information and explanationsgiven to us the Company has not advanced any loan given any guarantee or provided any

security for loan taken by others in respect of which provisions ofSection 185 of the Act are applicable and hence not commented upon. The Company hascomplied with the applicable provisions of Section 186 of the Act.

(v) In our opinion and according to the information and explanationsgiven to us the Company has not accepted deposits within the meaning of the directivesissued by the Reserve Bank of India provisions of Sections 73 to 76 any other relevantprovisions of the Act and the rules framed thereunder. Accordingly paragraph 3 (v) of theOrder is not applicable to the Company.

(vi) The Central Government has not prescribed the maintenance of costrecords under Section 148(1) of the Act for any of the activities carried out by theCompany. Accordingly paragraph 3 (vi) of the Order is not applicable to the Company.

(vii) (a) According to the information and

explanations given to us and on the basis of our examination of recordsof the Company amounts deducted / accrued in the books of account in respect ofundisputed statutory dues including income tax goods and services tax cess and othermaterial statutory dues have been regularly deposited during the year by the Company withthe appropriate authorities. As explained to us the Company did not have any dues onaccount of provident fund employees' state insurance and duty of customs.

According to the information and explanations given to us noundisputed amounts payable in respect of income- tax goods and services tax cess andother material statutory dues were in arrears as at 31 March 2021 for a period of morethan six months from the date they became payable.

(b) According to the information and explanations given to us thereare no dues of income-tax goods and services tax and cess as at 31 March 2021 which havenot been deposited with the appropriate authorities on account of any dispute.

(viii) In our opinion and according to the information and explanationsgiven to us the Company did not have any loans or borrowings from government or anyfinancial institutions or banks or dues to debenture holders during the year. Accordinglyparagraph 3 (viii) of the Order is not applicable to the Company.

(ix) During the year the Company has not raised any money by way ofinitial public offer or further public offer (including debt instruments) and term loan.Accordingly paragraph 3 (ix) of the Order is not applicable to the Company.

(x) According to the information and explanations given to us no fraudby the Company or on the Company by its officers or employees has been noticed or reportedduring the year.

(xi) According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not paid/ providedfor managerial remuneration other than directors sitting fees during the year.Accordingly paragraph 3 (xi) of the Order is not applicable to the Company.

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

(xiii) According to the information and explanations given to us andbased on our

examination of the records of the Company transactions with therelated parties are in compliance with Section 177 and Section 188 of the Act whereapplicable. The details of such related party transactions have been disclosed in thestandalone financial statements as required by the applicable Indian Accounting Standards(Ind AS).

(xiv) According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year. Accordingly paragraph 3 (xiv) of the Order is not applicableto the Company.

(xv) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not enteredinto any non-cash transactions with directors or persons connected with them. Accordinglyparagraph 3 (xv) of the Order is not applicable to the Company.

(xvi) The Company is not required to be registered under Section 45-IAof the Reserve Bank of India Act 1934. Accordingly paragraph 3 (xvi) of the Order is notapplicable to the Company.

For B S R & Associates LLP

Chartered Accountants Firm's Registration No: 116231W/W-100024

Shabbir Readymadewala
Mumbai Partner
May 13 2021 Membership No: 100060
UDIN: 21100060AAAACD7773

ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT ON THE STANDALONEFINANCIAL STATEMENTS OF WESTLIFE DEVELOPMENT Limited For The Year Ended 31 March 2021

Report on the internal financial controls with reference to theaforesaid standalone financial statements under Clause (i) of Sub-section 3 of Section 143of the Companies Act 2013

(Referred to in paragraph 2(A)(f) under 'Report on Other Legal andRegulatory Requirements' section of our report of even date)

Opinion

We have audited the internal financial controls with reference tostandalone financial statements of Westlife Development Limited ("the Company")as of 31 March 2021 in conjunction with our audit of the standalone financial statementsof the Company for the year ended on that date.

In our opinion the Company has in all material respects adequateinternal financial controls with reference to standalone financial statements and suchinternal financial controls were operating effectively as at 31 March 2021 based on theinternal financial controls with reference to standalone financial statements 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 (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible forestablishing and maintaining internal financial controls based on the internal financialcontrols with reference to standalone financial statements criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote. These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to the Company'spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013(hereinafter referred to as "the Act").

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls with reference to standalone financial statements based on our audit.We conducted our audit in accordance with the Guidance Note and the Standards on Auditingprescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to standalone financial statements. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls with reference to standalone financial statements were established andmaintained and whether such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls with reference to standalone financialstatements and their operating effectiveness. Our audit of internal financial controlswith reference to standalone financial statements included obtaining an understanding ofsuch internal financial controls assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgement includingthe assessment of the risks of material misstatement of the standalone financialstatements whether due to fraud 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 internal financialcontrols with reference to standalone financial statements.

Meaning of Internal Financial Controls with Reference to StandaloneFinancial Statements

A company's internal financial controls with reference to standalonefinancial statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of standalone financial statementsfor external purposes in accordance with generally accepted accounting principles. Acompany's internal financial controls with reference to standalone financial statementsinclude those policies and procedures that (1) pertain to the maintenance of records thatin reasonable detail accurately and fairly reflect the transactions and dispositions ofthe assets of the company; (2) provide reasonable assurance that transactions are recordedas necessary to permit preparation of standalone financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of thecompany are being made only in accordance with authorisations of management and directorsof the company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assets thatcould have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference toStandalone Financial Statements

Because of the inherent limitations of internal financial controls withreference to consolidated financial statements including the possibility of collusion orimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols with reference to consolidated financial statements to future periods are subjectto the risk that the internal financial controls with reference to consolidated financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

For B S R & Associates LLP

Chartered Accountants Firm's Registration No: 116231W/W-100024

Shabbir Readymadewala
Mumbai Partner
May 13 2021 Membership No: 100060
UDIN: 21100060AAAACD7773

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