To the Members of
OK PLAY INDIA LIMITED
(CIN: L28219HR1988PLC030347)
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of O
K PLAY INDIA LIMITED ("the Company"), which comprise the Balance Sheet as at
31st March, 2023, the Statement of Profit and Loss (including Other
Comprehensive Income), the Cash Flow Statement, the Statement of Changes in Equity for the
year then ended, and notes to Standalone Financial Statements including a summary of the
significant accounting policies and other explanatory information, (hereinafter referred
to as "Ind AS Standalone Financial Statements").
Managements Responsibility
The Companys Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to
the preparation of these standalone financial statements that give a true and fair view of
the financial position, financial performance and cash flows of the Company in accordance
with the accounting principles generally accepted in India, including the Indian
Accounting Standards (Ind AS) specified under Section 133 of the Act, read with Rule 7 of
the Companies (Accounts) Rules, 2014.
This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors is
responsible for assessing the companys ability to continue as going concern,
disclosing, as applicable, matters relating to going concern and using the going concern
basis of accounting unless the Board of Directors either intends to liquidate the Company
or to cease operations, or has realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the
Companys financial reporting process.
Auditors Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in the audit report
under the provisions of the
Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing
(SAs) specified under Section 143(10) of the Act. Those Standards require that we comply
with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement whether due to
fraud or error, and to issue an auditors report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that an audit
conducted in accordance with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if,
individually or in aggregate, they could reasonably be expected to influence the economic
decisions if users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional
judgement and maintain professional skepticism throughout the audit. We also,
• Identify and assess the risks of material misstatement of the
standalone financial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is sufficient and
appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.
• Obtain an understanding of internal financial controls relevant
to the audit in order to design audit procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing
our opinion on whether the company has an adequate internal financial controls system in
place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by the management.
• Conclude appropriateness of managements use of the going
concern basis of accounting and, based on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions that may cast significant doubt on the
Companys ability to continue as a going concern.
• Evaluate the overall presentation, structure and content of the
standalone financial statements, including the disclosures, and whether the standalone
financial statement represent the underlying transactions and events in a manner that
achieves fair presentation.
Materially is the magnitude of misstatements in the standalone
financial statements that, individually or in aggregate, makes it probable that the
economic decisions of a reasonably knowledgeable user of the financial statements may be
influenced. We consider quantitative materially and qualitative factors in (i) planning
the scope of our audit work and in evaluating the results of our work, and (ii) to
evaluate the effect of any identified misstatements in the financial statements.
We communicate with those charged with governance regarding, among
other matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our
audit.
We also provide those charged with governance with a statement that we
have complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related safeguards.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone financial statements give the
information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of
affairs of the Company as at 31st March, 2023, and its profit/loss and its cash
flows for the year ended on that date.
Emphasis of Matters
We draw attention to the following matters in the Notes to the
financial statements:
a) The company has an amount of Rs. 912.88 Lacs (PY - Rs. 1000.75 Lacs)
outstanding under Advances to others. This amount pertains to the advances given to
parties for supply of goods and services. Out of this amount, the balance receivable
includes Rs 713.69 Lacs from parties which have been outstanding for a long time. The
management has represented that the number of advances has been reduced significantly in
the current year and is confident that such advances are recoverable/adjustable and that
no accrual of diminution in value of trade receivable is considered necessary as at 31st
March 2023. We have relied on the documents submitted by the management in respect of
recoverability of the receivable, external confirmations received and the managements
internal assessment and representation in this matter.
b) The company has total receivable of Rs. 3149.76 Lacs (PY Rs 2704.29
Lacs) which includes trade receivables, advances etc. Out of the above balance, Rs 1730.72
Lacs (PY Rs 1717.97 Lacs) pertains to be receivable from its subsidiary companies. The
management has stated that the provision created for the doubtful receivable is sufficient
considering the recoverability of the assets. The management, based on internal assessment
and evaluations, has also represented that the significant portion of such trade
receivable and advances are recoverable/adjustable and that no additional accrual of
diminution in value of trade receivable is therefore necessary as at 31st March 2023. We
have relied on the documents submitted by the management in respect of recoverability of
the receivable, external confirmation received and the management internal assessment and
the representation in this matter.
Our opinion is not modified in respect of these matters.
Information Other than the Standalone Financial Statements and
Auditors Report Thereon
The Companys Board of Directors is responsible for the
preparation of the other information. The other information comprises the information
included in the Management Discussion and Analysis, Boards Report including
Annexures to Boards Report, Corporate Governance and Shareholders Information,
but does not include the standalone financial statements and our auditors report
thereon.
Our opinion on the standalone financial statements does not cover the
other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements,
our responsibility is to read the other information and, in doing so, consider whether the
other information is materially inconsistent with the standalone financial statements, or
our knowledge obtained during the course of our audit or otherwise appears to be
materially misstated.
If, based on the work we have performed, we conclude that there is a
material misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
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 sub-section
(11) of Section 143 of the Act, we give in "Annexure A", a statement on the
matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
(2) As required by 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of ourknowledge 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 the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss including other
comprehensive income, the Cash Flow and Statement of Changes in Equity dealt with by this
Report are in agreement with the books of account maintained for the purpose of
preparation of the Standalone Financial Statements.
(d) In our opinion, the aforesaid standalone financial statements
comply with the Indian Accounting Standards specified under Section 133 of the Act, read
with Rule 7 of the Companies (Accounts) Rules, 2014 as amended.
(e) On the basis of the written representations received from the
directors as on 31st March 2023 taken on record by the Board of Directors, none
of the directors is disqualified as on 31st March 2023 from being appointed as
a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls
over financial reporting of the Company and the operating effectiveness of such controls,
refer to our separate Report in "Annexure B".
(g) 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, in our opinion and 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
financial position in its standalone financial statements - Refer Note 26 (I) to the
financial statements.
ii. The Company did not have any material foreseeable losses on
long-term contracts including derivative contracts.
iii. There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT
With reference to the "Annexure A" referred to in the
Independent Auditors Report to the members of the Company on the standalone
financial statements for the year ended 31 March 2023, we report the following:
i) a) A. The Company has proper records related to full particulars
including quantitative details and situation of Property, Plant and Equipment.
B. The Company has maintained proper records showing full particulars
of intangible assets.
b) In our opinion Property, Plant and Equipment have been physically
verified by the management at reasonable intervals. No material discrepancies were noticed
on such verification during the year. According to the information and explanations given
to us and on the basis of our examination of the records of the Company, the title deeds
of immovable properties are held in the name of the Company.
c) The company has not revalued its Property, Plant and Equipment
during the year. Therefore, the provision of Clause (i)(d) of paragraph 3 of the order are
not applicable to the company.
d) No proceedings have been initiated or are pending against the
company for holding any Benami property under the Benami Transactions (Prohibition) Act,
1988 (45 of 1988) and rules made thereunder. Therefore, the provisions of Clause (i)(e) of
paragraph 3 of the order are not applicable to the company.
ii) a) In our opinion, physical verification of inventory has been
conducted at reasonable intervals by the management and the coverage and procedure of such
verification by the management is appropriate. No material discrepancies were noticed on
such verification.
b) According to the information and explanations given to us and on the
basis of our examination of the records of the Company, the Company has been sanctioned
working capital limits in excess of Rs. Five crores, in aggregate, from banks on the basis
of security of current assets. In our opinion, the quarterly returns or statements filed
by the company with such banks are materially in agreement with the books of accounts of
the company.
iii) During the year, the company has made investments in, provided any
guarantee or security, or granted any loans or advances in the nature of loans, secured or
unsecured, to companies, firms, LimitedLiability Partnerships or any other parties. Here
are the details of the amount provided during the year and the balance as at the yearend
related there to -
a)
Amount in Rs. (Lacs)
| Particulars |
Period |
Investment in Shares |
Investment in Convertible Debentures |
Guarantee |
| Section A |
|
|
|
|
| Related to Subsidiary |
During the year |
0.01 |
- |
- |
|
Balance as at the year end |
0.01 |
- |
- |
| Section B |
|
|
|
|
| Other than above |
- |
|
|
|
| During the year |
- |
|
|
|
| Balance as at the year ended |
- |
|
|
|
b) The investment made, guarantee provided, security given and the
terms and conditions of the grant of all loans and advances in the nature of loans and
guarantees provided are not prejudicial to the companys interest.
c) The loans and advances in the nature of loan given during the year
has stipulated the principal and the payment of interest and repayment is regular.
d) In regard to amount of overdue, our comments in clause # (e) below
may be referred to.
e) There is an outstanding amount of Rs. 713.69 lac which is
outstanding under advance to others. This pertains to advances in the supply of goods and
services. This amount has been outstanding for a long time and management is making
efforts to recover the same.
f) The Company has not granted any loan or advances in the nature of
loans during the year which is either repayable on demand or without specifying any terms
or period of repayment.
iv) The company has not made any loans, investments, guarantees and
security on which provisions of section 185 and 186 of the Companies Act 2013 are
applicable. Therefore, the provisions of clause 3(iv) of the said Order are not applicable
to the company.
v) The Company has not accepted any deposits or amounts which are
deemed to be deposits from the public. Therefore, the provisions of Clause (v) of
paragraph 3 of the order is not applicableto the Company.
vi) According to the information and explanations given to us, the
Central Government has prescribed maintenance of cost records under section 148(1) of the
Companies Act, 2013 in respect of manufacturing activities of the company. We have broadly
reviewed the accounts and records of the company in this connection and are of the opinion
that prima facie, the prescribed accounts and records have been made and maintained. We
have not however carried out a detailed examination of the same.
vii) a) We have observed that statutory obligation in regard to the
payment of undisputed statutory dues like Provident Fund, Employees State Insurance, TDS
and GST is not strictly observed. There are presently following statutory due which have
remained outstanding as at March 31, 2023 for a period of more than 6 months from the date
they became payable -
Rs
| Nature of Statutory Due |
Amount (in lac) |
| Provident Fund |
102.43 |
| Tax Deducted at Source |
232.86 |
| Tax collected at source |
1.84 |
b) There is a disputed amount of Rs. 1181.96 (in lacs) on account of
Income Tax for the Assessment Year 2017-18. In this regard, the company has paid a
provisional amount of Rs. 48.67 (in lac) against the demand. The appeal is pending before
CIT(A) Gurgaon-I (refer note 26(I)(ii).
viii) In our opinion and according to the information and explanations
given to us and on the basis of our examination of the records of the Company, the company
has not surrendered or disclosed any transactions, previously unrecorded as income in the
books of accounts, in the tax assessments under the Income Tax Act, 1961 (43 of 1961) as
income during the year.
ix) a) We have observed a few delays in repayment of
principal/Interest/Both. Here are the material delays noted based on our working and as
per information and explanations given to us -
|
Amount not paid on due date
[in lacs] |
|
|
| S Particulars |
Average |
Aggregat e |
Whethe r princip al or
Interest |
No. of days delay or unpaid |
| Indian Overseas Bank - Term Loan |
|
|
|
|
| 1) 159903301000002 |
39.61 |
475.37 |
Both |
10-89 |
| 2) 006503301000007 |
10.97 |
142.61 |
Both |
24-94 |
| 3) 006503510000024 |
7.17 |
57.40 |
Both |
56-89 |
| 4) 006503510000028 |
42.47 |
339.80 |
Both |
66-88 |
| 5) 006503453000002 |
34.89 |
174.46 |
Both |
65-87 |
| 6) 006503452000051 |
2.89 |
8.67 |
Both |
19-62 |
| ICICI Bank - Car Loan |
|
|
|
|
| 7) LUGUR00044570954 |
2.63 |
7.89 |
Both |
4-6 |
| 8) LUDEL00044960415 |
1.34 |
2.68 |
Both |
4-6 |
| Axis Bank - Car Loan |
|
|
|
|
| 9) UCR082404609186 |
1.13 |
1.13 |
Both |
6 |
| Cholamandlam Investment - Car Loan |
|
|
|
|
| 10) XVFPGGN00004475007 |
0.15 |
0.30 |
Both |
4-6 |
| 11) XXVFPGGN00004504551 |
0.15 |
0.44 |
Both |
4-11 |
b) In our opinion and according to the information and explanations
given to us, the company has not been a declared willful defaulter by any bank or
financial institution or other lender.
c) In our opinion and according to the information and explanations
given to us, the loans were applied for the purpose for which the loans were obtained.
d) In our opinion and according to the information and explanations
given to us, there are no funds raised on short term basis which have been utilized for
long term purposes.
e) In our opinion and according to the information and explanations
given to us, the company has not taken any funds from any entity or person on account of
or to meet the obligations of its subsidiaries, associates, or joint ventures.
f) In our opinion and according to the information and explanations
given to us, the company has not raised loans during the year on the pledge of securities
held in its subsidiaries, joint ventures or associate companies.
x) The Company has not raised money by way of an initial public offer
or further public offer (including debt instruments). Therefore, the provisions of Clause
(x)(a) of paragraph 3 of the order are not applicable to the Company.
xi) a) We have not noticed any case of fraud by the company or any
fraud on the Company by its officers or employees during the year. The management has also
not reported any case of fraud during the year.
b) During the year no report under sub-section (12) of section 143 of
the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13
of Companies (Audit and Auditors) Rules, 2014 with the Central Government.
c) As per the information and explanations given to us, the company has
not received any whistle-blower complaint during the year.
xii) The company is not a Nidhi Company. Therefore, the provisions of
Clause (xii) of paragraph 3 of the order are not applicable to the Company.
xiii) As per the information and explanations received to us all
transactions with the related parties are in compliance with sections 177 and 188 of
Companies Act where applicable, and the details have been disclosed in the financial
statements, etc., as required by the applicable accounting standards. Identification of
related parties were made and provided by the management of the company.
a) In our opinion the Company has an adequate internal audit system
commensurate with the size and nature of its business.
xiv) b) We have considered, the internal audit reports for the year
under audit, issued to the Company during the year and till date, in determining the
nature, timing and extent of our audit procedures.
xv) In our opinion during the year the Company has not entered into any
non-cash transactions with its Directors or persons connected with its directors and hence
provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
a) The Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934. Therefore, the provisions of Clause (xvi) (a), (b)
and (c) of paragraph 3 of the order are not applicable to the Company.
xvi) b) According to the information and explanation provided to us
during the course of audit, the Group does not have any Core Investment Company (CIC).
Therefore, the provisions of Clause (xvi) (d) of paragraph 3 of the order are not
applicable to the Company
xvii) The company has not incurred cash loss in current financial year
as well in immediately preceding financial year.
viii) Auditor has been changed during the current financial after
retiring the previous auditor on completion of his tenure.
xix) On the basis of the financial ratios, ageing and expected dates of
realization of financial assets and payment of financial liabilities, other information
accompanying the financial statements, the auditors knowledge of the Board of
Directors and management plans, we are of the opinion that no material uncertainty exists
as on thedate of the audit report that company is capable of meeting its liabilities
existing at the date of balance sheet as and when they fall due within a period of one
year from the balance sheet date. We further state that our reporting is based on the
facts up to the date of the audit report and we neither give any guarantee nor any
assurance that all liabilities falling due within a period of one year from the balance
sheet date, will get discharged by the Company as and when they fall due.
xx) There is no liability of the company under the provisions of
section 135 of the Companies Act, relating to Corporate Social Responsibility. Therefore,
the provisions of Clause (xx) (a) and (b) of paragraph 3 of the order are not applicable
to the Company.
ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT
Report on the Internal Financial Controls under Clause (i) of
sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act)
We have audited the internal financial controls with reference to
standalone financial statements of O K Play India Limited (‘the Company) as of
31 March 2023 in conjunction with our audit of the Standalone financial statements of the
Company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and
maintaining internal financial controls based on the internal control with reference to
the financial statement criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls over Financial Reporting issued by the Institute of Chartered Accountants of
India (‘ICAI). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to the
Companys policies, the safeguarding of its assets, the prevention and detection of
frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys
internal financial controls with reference to the financial statement based on our audit.
We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls over Financial Reporting (the ‘Guidance Note) and the Standards on
Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the
Companies Act, 2013, to the extent applicable to an audit of internal financial controls,
both applicable to an audit of Internal Financial Controls and, both issued by the
Institute of Chartered Accountants of India. Those Standards and the Guidance Note require
that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether adequate internal financial controls with reference to
the financial statements were established and maintained and if such controls operated
effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about
the adequacy of the internal financial controls system with reference to the financial
statements and their operating effectiveness. Our audit of internal financial controls
with reference to the financial statements included obtaining an understanding of internal
financial controls with reference to the financial statements, assessing the risk that a
material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. The procedures selected
depend on the auditors judgment, including the assessment of the risks of material
misstatement of the Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the Companys internal
financial controls system with reference to the financial statements.
Meaning of Internal Financial Controls with reference to these
Standalone Financial Statements
A companys internal financial control with reference to these
Standalone financial statements is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting
principles. A companys internal financial control with reference to the financial
statements includes those policies and procedures that:
(1) Pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the
Company.
(2) Provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance with generally
accepted accounting principles, and that receipts and expenditures of the Company are
being made only in accordance with authorizations of the Management and directors of the
Company; and
(3) Provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of the Companys assets
that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls with reference to
the Financial Statements
Because of the inherent limitations of internal financial controls with
reference to the financial statements, including the possibility of collusion or improper
management override of controls, material misstatements due to error or fraud may occur
and not be detected. Also, projections of any evaluation of the internal financial
controls with reference to the financial statements to future periods are subject to the
risk that the internal financial control with reference to the financial statements may
become inadequate because of changes in conditions, or 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 the
explanations given to us, the Company has, in all material respects, an adequate internal
financial controls system with reference to the financial statements and such internal
financial controls with reference to the financial statements were operating effectively
as at 31 March 2023, based on the internal financial controls with reference to the
financial statements criteria established by the Company considering the essential
components of internal control stated in the Guidance Note issued by the Institute of
Chartered Accountants of India.
|
For J Madan & Associates, |
|
Chartered Accountants |
|
(Firm Registration No.: 025913N) |
|
Naveen Kumar (Partner) |
|
Membership No. 536759 |
| Place: New Delhi |
UDIN: 23536759BGVWWS5024 |
| Date: 22nd April 2023 |
|
+91-9892691696
