To the Members of Asis Logistics Limited
Report on the Audit of the Standalone Financial Statements
Qualified Opinion
1. We have audited the accompanying standalone financial statements of Asis Logistics
Limited (‘the Company’), which comprise the Balance Sheet as at 31 March 2019,
the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow
Statement and the Statement of Changes in Equity for the year then ended, and a summary of
the significant accounting policies and other explanatory information.
2. In our opinion and to the best of our information and according to the explanations
given to us, except for the effects of the matter described in the Basis for Qualified
Opinion section of our report, the aforesaid standalone financial statements give the
information required by the Companies Act, 2013 (‘Act’) in the manner so
required and give a true and fair view in conformity with the accounting principles
generally accepted in India including Indian Accounting Standards (‘Ind AS’)
specified under section 133 of the Act, of the state of affairs (financial position) of
the Company as at 31 March 2019, and its loss (financial performance including other
comprehensive income), its cash flows and the changes in equity for the year ended on that
date.
Basis for Qualified Opinion
3. The company has not valued its Gratuity and Leave Encashment as per Actuarial
Valuation as stated in IND AS 19- Employee Benefits. Accordingly the effect on loss for
the year and on the retained earnings cannot be ascertained.
4. We conducted our audit in accordance with the Standards on Auditing specified under
section 143(10) of the Act. Our responsibilities under those standards are further
described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report. We are independent of the Company in accordance with the Code of
Ethics issued by the Institute of Chartered Accountants of India (‘ICAI’)
together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Act and the rules thereunder, and we have fulfilled
our other ethical responsibilities in accordance with these requirements and the Code of
Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our qualified opinion.
Material Uncertainty Related to Going Concern
5. Note no 29 (f) with regard to preparation of accounts ongoing concern basis, for the
reason stated above in the note, despite accumulated losses resulting in erosion of net
worth.
Our opinion is not modified in respect of this matter.
Emphasis of Matters
6. We draw attention to the following matter in the notes to the financial statements:
a. Note no 29(a), (b), (c), (d) and (e) with regard to status of petition filed before
National Company Law Tribunal (NCLT), Interim order passed by NCLT inter alia appointing
Interim Resolution Professional (IRP) and consequent suppression of Board of Directors of
the company. The Financial statements have been approved and authenticated in the manner
as described in the note.
b. Note no 12 with regards to secured loans from banks, the position of outstanding
balances is as appearing the books of accounts.
c. Note no 9 with regards to Bank balance an amount of Rs.8.21 million subject to
confirmation.
Our opinion is not modified in respect of this matter.
Key Audit Matter
7. Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the standalone financial statements of the current period.
These matters were addressed in the context of our audit of the financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
8. Except for the matter described in the Basis for Qualified Opinion section, Material
Uncertainty Related to Going Concern section and Emphasis of Matters, we have determined
that there are no other key audit matters to communicate in our report.
Information other than the Financial Statements and Auditor’s
Report thereon
9. The Company’s Board of Directors is responsible for the other information. The
other information comprises the information included in the Annual Report, but does not
include the financial statements and our auditor’s report thereon. The Annual Report
is expected to be made available to us after the date of this auditors report.
Our opinion on the financial statements does not cover the other information and we
will not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read
the other information identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent with the financial
statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated.
When we read the Annual Report, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to those charged with governance.
Responsibilities of Management and those charged with Governance
for the Standalone Financial Statements
10. The Company’s Board of Directors is responsible for the matters stated in
section 134(5) of the Act with respect to the preparation of these standalone financial
statements that give a true and fair view of the state of affairs (financial position),
profit or loss (financial performance including other comprehensive income), changes in
equity and cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Ind AS specified under section 133 of the Act.
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.
11. In preparing the financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management
either intends to liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
12. Those Board of Directors are also responsible for overseeing the Company’s
financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial
Statements
13. Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due 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 audit conducted in accordance with
Standards on Auditing will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of these financial statements.
14. As part of an audit in accordance with Standards on Auditing, we exercise
professional judgment and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the 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 control 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 explaining our opinion on whether the company has
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 management.
• Conclude on the appropriateness of management’s 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
Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor’s report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial
statements, including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
15. 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.
16. 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.
17. From the matters communicated with those charged with governance, we determine
those matters that were of most significance in the audit of the financial statements of
the current period and are therefore the key audit matters. We describe these matters in
our auditor’s report unless law or regulation precludes public disclosure about the
matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
18. The Company has not paid or provided for any managerial remuneration during the
year. Accordingly, reporting under section 197(16) of the Act is not applicable.
19. As required by the Companies (Auditor’s Report) Order, 2016 (‘the
Order’) issued by the Central Government of India in terms of section 143(11) of the
Act, we give in the Annexure A a statement on the matters specified in paragraphs 3 and 4
of the Order.
20. Further to our comments in Annexure A, as required by section 143(3) of the Act, we
report that:
a) we have sought and except for the possible effect of the matter described in the
Basis for Qualified Opinion paragraph, obtained all the information and explanations which
to the best of our knowledge and belief were necessary for the purpose of our audit;
b) except for the effect of the matter described in the Basis for Qualified Opinion
paragraph, 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 standalone financial statements dealt with by this report are in agreement with
the books of account;
d) except for the effect of the matter described in the Basis for Qualified Opinion
paragraph, in our opinion, the aforesaid standalone financial statements comply with Ind
AS specified under section 133 of the Act;
e) on the basis of the written representations received from the directors and taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March
2019 from being appointed as a director in terms of section 164(2) of the Act;
f) we have also audited the internal financial controls over financial reporting
(IFCoFR) of the Company as on 31 March 2019 in conjunction with our audit of the
standalone financial statements of the Company for the year ended on that date and our
report dated 30 May 2019 as per Annexure B;
g) with respect to the other matters to be included in the Auditor’s Report in
accordance with rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in
our opinion and to the best of our information and according to the explanations given to
us:
i. the Company, as detailed in note 34 to the standalone financial statements, has
disclosed the impact of pending litigation(s) on its financial position as at 31 March
2019;
ii. the Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses as at 31 March 2019;
there were no amounts which were required to be transferred to the Investor Education
and Protection Fund by the Company during the year ended 31 March 2019;
|
For Agarwal Desai & Shah |
|
Chartered Accountants |
|
Firm’s Registration No.: 124850W |
| Date : May 30, 2019 |
|
| Place : Mumbai |
Rishi Sekhri |
|
Partner |
|
Membership No.: 126656 |
Annexure A
Based on the audit procedures performed for the purpose of reporting a true and fair
view on the financial statements of the Company and taking into consideration the
information and explanations given to us and the books of account and other records
examined by us in the normal course of audit, we report that:
(i) (a)The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets.
(b)The fixed assets have been physically verified by the management during the year and
no material discrepancies were noticed on such verification. In our opinion, the frequency
of verification of the fixed assets is reasonable having regard to the size of the Company
and the nature of its assets.
(c) The Company does not hold any immovable properties. Accordingly, the provisions of
clause 3(ii)(c) of the Order are not applicable.
(ii) The Company does not have any inventory. Accordingly, the provisions of clause
3(ii) of the Order are not applicable.
(iii) The Company has not granted any loan, secured or unsecured to companies, firms,
Limited Liability Partnerships (LLPs) or other parties covered in the register maintained
under Section 189 of the Act. Accordingly, the provisions of clauses 3(iii)(a), 3(iii)(b)
and 3(iii)(c) of the Order are not applicable.
(iv) ln our opinion the, company has not entered into any transaction covered under
section 185 and 186 of the Act. Accordingly the provisions of clause 3(iv) of the Order is
not applicable.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76
of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended).
Accordingly, the provisions of clause 3(v) of the Order are not applicable.
(vi) To the best of our knowledge and belief, the Central Government has not specified
maintenance of cost records under sub-section (1) of Section 148 of the Act, in respect of
Company’s services. Accordingly, the provisions of clause 3(vi) of the Order are not
applicable.
(vii)a)The Company is not regular in depositing undisputed statutory dues including
income-tax, sales-tax, wealth-tax, service-tax, duty of customs, duty of excise, value of
add tax, cess and other material statutory dues, as applicable, to the appropriate
authorities.
b) Further, undisputed Service Tax of Rs.15.24 million were outstanding at the year-end
for a period of more than six months from the date they become payable.
c) The dues in respect of income-tax, sales-tax, wealth-tax, service-tax, duty of
customs, duty of excise, value of add tax, cess and other material statutory dues, as
applicable, on account of any dispute, are as follows:
| Name of the statute |
Nature of dues |
Amount in Rs. (Millions) |
Period to which the amount relates |
Forum where dispute is pending |
| MVAT Act, 2002 |
Value Added Tax |
2.93 |
FY 06-07 |
Officer, Sales Tax |
| Central Sales Tax Act,1956 |
Central Sales Tax |
0.29 |
FY 06-07 |
Officer, Sales Tax |
| The Maharashtra Tax on the Entry of Goods into Local Area Act, 2002. |
Entry Tax |
2.50 |
FY 06-07 |
DC Appeal, Sales Tax |
| MVAT Act, 2002 |
Value Added Tax |
45.12 |
FY 07-08 |
Officer, Sales Tax |
| MVAT Act, 2002 |
Value Added Tax |
29.50 |
FY 10-11 |
DC Appeal, Sales Tax |
| MVAT Act, 2002 |
Value Added Tax |
50.53 |
FY 11-12 |
DC Appeal, Sales Tax |
| MVAT Act, 2002 |
Value Added Tax |
43.14 |
FY 12-13 |
DC Appeal, Sales Tax |
| Income Tax Act, 1961 |
Income Tax |
15.07 |
AY 16-17 |
Commissioner Appeal, Income Tax |
(viii) As explained in the note 29 of the financial statement, the Company is not under
obligation to pay principal and interest to the banks or any Financial Institution. The
Company did not have any outstanding debentures during the year.
(ix) The Company did not raise moneys by way of initial public offer or further public
offer (including debt instruments) and did not have any term loans outstanding during the
year. Accordingly, the provisions of clause 3(ix) of the Order are not applicable.
(x) No fraud by the Company or on the company by its officers or employees has been
noticed or reported during the period covered by our audit.
(xi) In our opinion, managerial remuneration has been paid in accordance with the
requisite approvals mandated by the provisions of section 197 of the Act read with
Schedule V to the Act.
(xii) In our opinion, the Company is not a Nidhi Company. Accordingly, clause 3(xii) of
the Order is not applicable.
(xiii) In our opinion all transactions with the related parties are in compliance with
sections 177 and 188 of Act, where applicable, and the requisite details have been
disclosed in the financial statements etc., as required by the applicable :Nd Accounting
Standards.
(xiv) During the year, the company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures.
(xv) The company has not entered into any non-cash transactions with directors or
persons connected with them.
(xvi) The company is not required to be registered under section 45-IA of the Reserve
Bank of India Act, 1934.
Annexure B to the Independent Auditor’s Report of even date
to the members of Asis Logistics Limited, on the standalone financial statements for the
year ended 31st March, 2019
Independent Auditor’s report on the Internal Financial Controls under Clause (i)
of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)
1. In conjunction with our audit of the IND AS standalone financial statements of Asis
Logitics Limited (“the Company”) as of and for the year ended 31st March 2019,
we have audited the internal financial controls over financial reporting (IFCoFR) of the
company of as of that date.
Management’s Responsibility for Internal Financial Controls
2. The Company’s Board of Directors is responsible for establishing and
maintaining internal financial controls based on the internal control over financial
reporting 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. 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 the company’s business, including adherence to company’s 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 Act.
Auditors’ Responsibility
3. Our responsibility is to express an opinion on the Companys IFCoFR based on our
audit. We conducted our audit in accordance with the Standards on Auditing, issued by the
Institute of Chartered Accountants of India (ICAI) and deemed to be prescribed under
section 143(10) of the Act, to the extent applicable to an audit of IFCoFR, and the
Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the
“Guidance Note”) issued by the ICAI. 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 IFCoFR were established and maintained and if
such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacy
of the IFCoFR and their operating effectiveness. Our audit of IFCoFR included obtaining an
understanding of IFCoFR, 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 auditor’s judgement, including
the assessment of the risks of material misstatement of the financial statements, whether
due to fraud or error.
5. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Company’s IFCoFR.
Meaning of Internal Financial Controls over Financial Reporting
6. A companys IFCoFR 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
IFCoFR 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 authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
7. Because of the inherent limitations of IFCoFR, 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 IFCoFR
to future periods are subject to the risk that IFCoFR may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or procedures
may deteriorate.
Opinion
8. In our opinion, the Company has, in all material respects, adequate internal
financial controls over financial reporting and such internal financial controls over
financial reporting were operating effectively as at 31 March 2018, based on the internal
control over financial reporting 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.
|
For Agarwal Desai & Shah |
|
Chartered Accountants |
|
Firm’s Registration No.: 124850W |
| Date : May 30, 2019 |
|
| Place : Mumbai |
Rishi Sekhri |
|
Partner |
|
Membership No.: 126656 |
+91-9892691696
