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To the Members of The Karur Vysya Bank Limited
Report on the Audit of the Financial Statements Opinion
1. We have audited the accompanying financial statements of The Karur Vysya Bank Limited (the Bank), which comprise the Balance Sheet as at 31 March 2019, the Profit and Loss Account and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information, in which are included the returns of 15 branches and treasury branch audited by us and 772 branches and other offices audited by the respective branch auditors of the Bank for the year ended on that date.
2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the section 29 of the Banking Regulation Act, 1949, as well as the Companies Act, 2013 (Act) and circulars and guidelines issued by the Reserve Bank of India, in the manner so required for banking companies and give a true and fair view in conformity with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014 (as amended), of the state of affairs of the Bank as at 31 March 2019, and its profit and its cash flows for the year ended on that date.
Basis for Opinion
3. 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 Auditors Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Bank 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 opinion.
Key Audit Matters
4. Key audit matters are those matters that, in our professional judgment, were of most in our audit of the 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.
5. We have determined the matters described below to be the key audit matters to be communicated in our report.
Information Technology (IT) systems and controls impacting financial reporting
|Key audit matter||How our audit addressed the key audit matter|
|The IT environment of the Bank is complex and involves a large number of both independent and inter-dependent IT systems used in the operations of the Bank for processing and recording a large volume of transactions in numerous locations on a daily basis. As a result, there is a high degree of reliance and dependency on such IT systems for financial reporting process of the Bank. Appropriate automated general and application controls are required to ensure that such IT systems and applications are able to process the data, as required, completely, accurately and consistently, which directly impact the completeness and accuracy of financial reporting.||Our audit procedures include, but were not limited to, the following:|
|In assessing the controls around IT systems relevant for financial reporting, we included specialized IT auditors as part of our audit team to obtain an understanding of the IT infrastructure and selected IT systems, based on their importance and relevance to Banks financial reporting process, for evaluation and testing of IT general controls and IT automated controls existing in such IT systems.|
|Appropriate and adequate controls contribute to mitigating the risk of potential misstatements caused by frauds or errors, as a result of changes to applications and data. Thus, our audit approach focuses on IT systems and the related control environment including:||Access rights were tested over applications, operating systems, networks and databases which are relied upon for financial reporting. We also assessed the operating effectiveness of controls over granting, removal and periodical review of access rights. We further tested segregation of duties including preventive controls to ensure that access to change applications, the operating system or databases in the production environment were granted only to authorized personnel.|
|IT general controls over user access management and change management across applications, networks, database and operating systems;||Other areas that were independently assessed under the|
|IT automated application controls||IT control environment included password policies, security configurations and controls around change management to ensure there were no unauthorized changes made to the IT systems and applications during the year.|
|Due to the of the impact of the IT systems and related control environment on the Banks financial reporting process, we have identified testing of such IT systems and related control environment as a key audit matter for current year audit.||We also evaluated the design and tested operating effectiveness of key automated controls within various business processes.|
Identification and provisioning for non-performing assets (NPAs)
|Key audit matter||How our audit addressed the key audit matter|
|As at 31 March 2019, the Bank reported total gross advances of र 50615.66 crores, gross NPAs of र 4449.57 crores and provision for non-performing assets of र 1961.19 crores.||Our procedures include, but were not limited to, the following:|
|Refer Note No. 3 in Schedule 17 for the accounting policy for provision for NPAs and Note No. 5.1(iii) and 5.2 in Schedule 18 for the related financial disclosures.||We tested the design and operating effectiveness of key controls, including IT based controls, focusing on the following:|
|Credit appraisals and sanctioning of advances;|
|The identification and provisioning for advances is made in accordance with the RBI Prudential Norms on Income Recognition, Asset Classification and Provisioning pertaining to Advances (RBI IRAC Norms). Based on our risk assessment, the following are the significant factors in assessment of the provisions for NPAs:||Identification of NPAs in line with the RBI IRAC norms and qualitative factors prescribed by RBI;|
|Periodic internal reviews of asset quality;|
|Assessment and adequacy of NPA provisions;|
|Periodic valuation of collateral for NPAs;|
|Audited returns from branches|
|Completeness and timing of recognition of defaults, in accordance with the criteria set out in the (RBI IRAC norms). In addition to this, the management is also required to apply its judgement in identification and provision required for NPAs based on qualitative assessment;||To test the completeness of the identification of loans with default events and qualitative factors, we selected a sample of performing loans including Special Mention Accounts (SMA) and independently assessed as to whether there was a need to classify such loans as NPAs.|
|The measurement of provision under RBI IRAC norms are dependent on the ageing of overdue balances, secured / unsecured status of advances, stress and liquidity concerns in certain sectors and valuation of collateral.||Returns from branches duly audited by branch auditors were reviewed and their reports were properly dealt with in testing of NPA at Central Office.|
|Considering the of the above matter to the financial statements, the heightened regulatory inspections and significant auditor attention required to test identification and provision of NPAs, we have identified this as a key audit matter for current year audit.||We recomputed the provision calculations as per the RBI IRAC norms and compared such outcome to that prepared by management and investigated differences arising between the two and challenged the assumptions and judgements which were used by the management.|
|We assessed the appropriateness, and adequacy of disclosures as per relevant accounting standards and RBI requirements relating to NPAs.|
Statutory Tax Litigations
|Key audit matter||How our audit addressed the key audit matter|
|As at 31 March 2019, the Bank has tax litigations pending to the tune of र 387.94 crores, for which no provision is made in the books of accounts and the same has been disclosed in financial statements.||Our audit procedures included, but were not limited to, the following:|
|Refer Note No. 14 in Schedule 17 for the accounting policy and Schedule 12 and Note No. 9.8 and 10.8 of Schedule 18 for the related financial disclosures.||We tested the design and operating effectiveness of the Banks key controls over the identification, estimation, monitoring and disclosure of tax litigations.|
|The Bank has ongoing tax cases with varied degree of complexities. This indicates that a significant degree of management judgement is involved in determining the appropriateness of provisions and related disclosures.||We involved our tax specialists to gain an understanding of the current status of the outstanding tax matters, including understanding of various orders/notices received by the Bank and managements appeals before with the relevant appellate authorities, and critically evaluated the managements assessment of the likelihood of the liability devolving upon the Bank as per principles of AS 29.|
|Significant management judgement is needed in determining whether an obligation exists and whether a provision should be recognised as at reporting date, in accordance with the accounting criteria set under Accounting Standard 29 - Provisions, Contingent Liabilities and Contingent Assets (AS 29) or whether it needs to be disclosed as a contingent liability.||We also compared the actual results to the estimates made in prior period by the management to determine the efficacy of the process of estimation by the management.|
|Further, significant judgements are also involved in measuring such obligations, the most significant of which are:||Further, we assessed whether the disclosures related to taxation matters were appropriate and adequate in terms of whether the potential liabilities and the significant uncertainties were fairly presented.|
|Assessment of liability: Judgement is involved in the determination of whether an outflow in respect of identified material matters are probable and can be estimated reliably;|
|Adequacy of provisions: The appropriateness of assumptions and judgements used in the estimation of significant provisions; and|
|Adequacy of disclosures of provision for liabilities and charges, and contingent liabilities.|
|Considering the of the above matter to the financial statements, and significant auditor attention required to test such estimates, we have identified this as a key audit matter for current year audit.|
Information other than the Financial Statements and Auditors Report thereon
6. The Banks Board of Directors are responsible for the other information. The other information comprises the information included in the Banks Annual Report, but does not include the financial statements and our auditors 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 do 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 Financial Statements
7. The Banks Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Bank in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014 (as amended) and provisions of section 29 of the Banking Regulation Act, 1949 and circulars and guidelines issued by Reserve Bank of India (RBI) from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank 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.
8. In preparing the financial statements, management is responsible for assessing the Banks 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 Bank or to cease operations, or has no realistic alternative but to do so.
9. The Board of Directors are also responsible for overseeing the Banks financial reporting process.
Auditors Responsibilities for the Audit of the Financial Statements
10. 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 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 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.
11. 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 expressing our opinion on whether the Bank 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 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 Banks ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors 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 auditors report. However, future events or conditions may cause the Bank 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.
12. 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 in internal control that we identify during our audit.
13. 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.
14. From the matters communicated with those charged with governance, we determine those matters that were of most in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors 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.
15. The financial statements of the Bank for the year ended 31 March 2018 were audited by the predecessor auditor, Abarna & Ananthan, who have expressed an unmodified opinion on those financial statements vide their audit report dated 25 May 2018.
16. We did not audit the financial statements of 772 branches included in the financial statements of the Bank whose financial statements/financial information reflect total assets of र 42583.15 crores as at 31 March 2019, and total revenue of र 4744.17 crores for the year ended on that date, as considered in the financial statements. The financial statements/financial information of these branches have been audited by the branch auditors whose reports have been furnished to us by the management, and our opinion on the financial statements, in so far as it relates to the amounts and disclosures included in respect of branches, is based solely on the report of such branch auditors which have been properly dealt with while reporting on the financial statements of the Bank.
Our opinion on the standalone financial statements is not modified in respect of the above matter.
Report on Other Legal and Regulatory Requirements
17. The Balance Sheet and the Profit and Loss Account have been drawn up in accordance with the provisions of section 29 of the Banking Regulation Act, 1949 and section 133 of the Act read with rule 7 of the Companies (Rules), 2014 (as amended).
18. As required by sub-section (3) of section 30 of the Banking Regulation Act, 1949, we report that: a) we have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purpose of our audit and have found them to be satisfactory; b) the transactions of the Bank, which have come to our notice, have been within the powers of the Bank; and c) the returns from branches / other offices of the Bank were received duly audited by other auditors and were found adequate for the purpose of our audit.
19. As required by section 197(16) of the Act, we report that the Bank has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.
20. Further, as required by section 143(3) of the Act, we report that:
a) we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
b) in our opinion, proper books of account as required by law have been kept by the Bank, so far as it appears from our examination of those books and proper returns, adequate for the purposes of our audit, have been received from the branches not audited by us;
c) the reports on the accounts of the branch offices of the Bank audited under section 143(8) of the Act by the branch auditors of the Bank have been sent to us and have been properly dealt with by us in preparing this report;
d) the financial statements dealt with by this report are in agreement with the books of account and with the returns received from the branches not audited by us;
e) in our opinion, the aforesaid financial statements comply with Accounting Standards prescribed under section 133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014 (as amended), to the extent they are not inconsistent with the accounting policies prescribed by RBI;
f) on the basis of the written representations received from the directors as on 31 March 2019 and taken on record by the Board of Directors, none of the directors are as on 31 March 2019 from being appointed as a director in terms of section 164(2) of the Act;
g) we have also audited the internal financial controls over financial reporting (IFCoFR) of the Bank as on 31 March 2019 in conjunction with our audit of the financial statements of the Bank for the year ended on that date and our report dated 15 May 2019 as per Annexure A expressed an unmodified opinion;
h) 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 (as amended), in our opinion and to the best of our information and according to the explanations given to us:
i. the Bank, as detailed in Schedule 12 and Note No. 9.8 and 10.8 of Schedule 18 to the financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2019;
ii. the Bank as detailed in Schedule 12 and Note No. 9.8 of Schedule 18 to the financial statements, has made provision as at 31 March 2019, as required under the applicable law or Accounting Standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Bank during the year ended 31 March 2019;
iv. the disclosure requirements relating to holdings as well as dealings in specified bank notes were applicable for the period from 8 November 2016 to 30 December 2016, which are not relevant to these financial statements. Hence, reporting under this clause is not applicable.
|For Walker Chandiok & Co LLP|
|Firms Registration No.: 001076N/N500013|
|Membership No.: 206229|
|Date :15 May 2019|
Annexure A to the Independent Auditors Report of even date to the members of The Karur Vysya Bank Limited on the financial statements for the year ended 31 March 2019
Independent Auditors 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 financial statements of The Karur Vysya Bank Limited (the Bank) as at and for the year ended 31 March 2019, we have audited the internal financial controls over financial reporting (IFCoFR) of the Bank as at that date.
Managements Responsibility for Internal Financial Controls
2. The Banks Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Bank 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 Banks business, including adherence to the Banks 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.
3. Our responsibility is to express an opinion on the Banks 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 includes 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 auditors 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 Banks IFCoFR.
Meaning of Internal Financial Controls over Financial Reporting
6. An entitys 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. An entitys IFCoFR include 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 entity; (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 entity are being made only in accordance with authorisations of management and directors of the entity; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the entitys assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
7. Owing to 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 the IFCoFR may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
8. In our opinion, the Bank has, in all material respects, adequate internal financial controls over financial reporting and such controls were operating effectively as at 31 March 2019, based on the internal control over financial reporting criteria established by the Bank considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.
|For Walker Chandiok & Co LLP|
|Firms Registration No.: 001076N/N500013|
|Membership No.: 206229|
|Date: 15 May 2019|