To the Members of BWL Limited Report on the Audit of the Financial Statements
I. Qualified Opinion
I. We have audited the financial statements of BWL Limited ("the Company"),
which comprise the balance sheet as at March 31, 2023, and the statement of Profit and
Loss, statement of changes in equity and the statement of cash flows for the year
then ended, and notes to the financial statements, including a summary of significant
accounting policies and other explanatory information.
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 financial statements 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 March 31st, 2023 and its loss ,changes inequity and
its cash flows for the year ended on that date.
II. Basis for Qualified Opinion
i) Treatments of gratuity and leave salary are not in conformity with IND-AS–19
impacts thereof are not readily ascertainable. (Refer Note No 3 (25)
ii) Depreciation on components as laid down in foot note – 4 Schedule II of
Companies Act, 2013 for implementation from financial results of 31st March,
2016 has not been accounted for (Refer Note No. 3 (30).
III. Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most
significance 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. In
addition to the matter described in the Basis for Qualified Opinion section we have
determined the matters describe dbelow:
Sr.No. |
Key Audit Matter |
How our audit addressed the key audit matters |
1 |
The accounts of the company have been drawn up on going concern
assumption notwithstanding continuous erosion of net worth and suspension of work in the
fluctuate over a number of period |
Principal Audit Procedures we are unable to comment on extent of
adjustments that may be necessitated against assets and liabilities of the company if
company ceases to continue as a going concern following adverse predicament. |
2. |
Litigations and claims –provisions and contingent liabilities |
Our key procedures included the following: |
|
As disclosed in Notes detailing contingent liability and provision
for contingencies, the company is involved in direct, indirect tax and other litigations
(‘litigations) that are pending with different statutory authorities .Whether a
liability is recognized or disclosed as a contingent liability in the financial statements
is inherently judgmental and dependent on a number of significant assumptions and
assessments. The amounts involved are potentially significant and determining the amount,
if any, to be recognized or disclosed in the financial statements, is inherently
subjective. |
• Assessed the appropriates of the company accounting
policies, including those relating to provision and contingent liability by comparing with
the applicable accounting standards; |
|
|
Assessed the company process for identification of the pending
litigations and completeness for financial reporting and also for monitoring of
significant developments in relation to such pending litigations; |
|
|
• Engaged subject matter specialists to gain an understanding
of the current status of litigations and monitored changes in the disputes, if any,
through discussions with the management and by reading external advice received by the
company, where relevant, to establish that the provisions had been appropriately
recognized or disclosed as required; |
|
|
• Assessed the company assumptions and estimates in respect of
litigations, including the liabilities or provisions recognized or contingent liabilities
disclosed in the financial statements. This involved assessing the probability of an
unfavorable outcome of a given proceeding and the reliability of estimates of related
amounts; |
|
|
• Performed substantive procedures on the underlying
calculations supporting the provisions recorded; Assessed the managements conclusions
through understanding precedents set in similar cases; and considering the appropriateness
of the companys description of the disclosures related to litigations and whether these
adequately presented in the Stand alone financial statements. |
3. |
A number of claims totaling Rs.7.26 crores approximately has been
lodged by the company against BSNL on various issues. |
• Necessary papers including the order of honourable Supreme
Court have been verified by us in order to ensure the correctness of accounting of the
said claim. |
|
(Refer Note No 3(18) |
|
IV Information other than the financial statements and Auditors Report there on;
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 and Shares
holders information, but does not include the Financial Statements and auditors report
there on. 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 financial statements, our responsibility is to read the
information and, in doing so, consider whether the other information is materially
inconsistent with the 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 material
misstatement of this other information, we were required to Report that fact.We have
nothing to Report in this regard.
V. Managements Responsibility for the Standalone Financial Statements
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 financial statements that give a true and fair view of the financial position,
financial performance, changes in equity and cash flows of the Company in accordance with
the IND-AS and other accounting principles generally accepted in India, including the
accounting Standards specified under section 133 of the Act. The respective board of
Directors of the companies are also responsible for
maintenanceadequateaccountingrecordsinaccordancewiththeprovisionsoftheActforsafeguarding
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 statement that
giveatrueandfairviewandarefreefrommaterialmisstatement,whetherduetofraudorerror.
In preparing the financial statements, Board of Directors of the company is responsible
for assessing the Companys 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 o realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Companys financial
reporting process.
VI. Auditors Responsibilities for the Audit of the Financial Statements
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 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 the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the
basis of the financial statements.
As part of an auditing accordance with SAs ,we exercise professional judgment and
maintain professionals keep criticism through out 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 Companies Act, 2013, we are also responsible for expressing our opinion
on whether the company has adequate internal
financialcontrolssysteminplaceandtheoperatingeffectivenessofsuchcontrols.
• Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimatesandrelateddisclosuresmadebymanagement.
• 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
Companys 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 Company
to cease to continue as a going concern.
• Materiality is the magnitude of misstatements in the 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 materiality 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.
• 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.
• Obtain sufficient appropriate audit evidence regarding the financial
information of the entities or business activities within the company to express an
opinion on the financialstatements. We are responsible for the direction, supervision and
performance of the audit of financial statements of such entities included in 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.
• 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 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.
VII. Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2020 ("the
Order"), issued by the Central Government of India in terms of sub-section (11) of
section 143 of the Companies Act, 2013, we give in the Annexure -2 statement on the
matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. AsrequiredbySection143(3)of theAct,wereportthat:
(a) We have sought and obtained all the information and explanations which to the best
of our knowledge and belief we are necessary for the purposes of our audit of the
aforesaid financial statements.
(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, the Statement of changes in
Equities and the Cash Flow Statement dealt with by this Report are in agreement with the
books of account maintained for the purpose of preparation of the financial statements.
(d) In our opinion, the aforesaid financial statements comply with the IND AS specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014.
(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
disqualifiedon March 31st, 2023 from being appointed as a directors 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 – 1.
(g) With respect to the other matters to be included in Auditors Report in accordance
with the requirements of Section 197(16) of the Act, as amended ;
In our opinion and to the best of our information and according to explanations given
to us, the remuneration paid by the Company to its directors during the year is in
accordance with the provisions of section 197 of the Act.
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, 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 itsfinancialstatements–ReferNote3 (21) to the financial statements.
ii. The Company does not has any material foreseeable loss arising out of derivative
contract
iii. There has been no delay in transferring amounts, required to be transferred, to
the
Investor Education and Protection Fund by the Company.
IV. (a) The management has represented that, the best of its knowledge and belief, no
funds have been advanced or loaned or invested (either barrowed funds or share premium or
any other sources or kind of funds) by the company or in any other persons or entities
including foreign entities (intermediaries) with the understanding, whether recorded in
writing or otherwise, that the intermediary shall, directly or indirectly lend or invest
in other persons or entities identified in any manner whatsoever ("ultimate
Beneficiaries") by or on behalf of the company or provide any guarantee, security or
the like on behalf of the ultimate Beneficiaries.
(b) The management has represented that , to the best of its knowledge and belief, no
funds have been received by the company from any persons or entities, including foreign
entities ("Funding entities"), with the understanding whether recorded in
writing or otherwise, that the company shall directly or indirectly, lend or invest in
other persons or entities identified in any manner whatsoever ("ultimate
beneficiaries") by or on behalf of the funding parties or provide any guarantee,
security or like on behalf of the ultimate beneficiaries.
(c) Based on the procedures performed that have been considered reasonable and
appropriate in the circumstances, nothing has com to our notice that has caused us to
believe that the representations under sub-clause (ii) and (iii) of Rule ii(e) contain any
material misstatement.
v. In view of accumulated loss Company did not declare and paid dividend during the
Current year and also in the previous year.
G. BASU & COMPANY
CHARTERED ACCOUNTANTS
R . NO . – 301174E
PARTNER
(G . GUHA)
(M . NO – 054702 )
UDIN : 23054702BGYGZL7702
Place : Kolkata
Date : 22nd May 2023.
Annexure-1
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 over financial reporting of BWL Limited
("the Company") as of 31stMarch 2023 in conjunction with our audit of
the standalone Ind-AS financial statements of theCompanyfortheyearendedonthatdate.
Managements Responsibility for Internal Financial Controls
The Companys management 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 its business,
including adherence to 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 over financial reporting 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 over financial reporting was 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 over financial reporting and their operating effectiveness. Our
audit of internal financial controls over financial reporting included obtaining an
understanding of internal financial controls over financial reporting, 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, includingthe assessment of the risks of material
misstatement of the 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 over
financialreporting.
Meaning of Internal Financial Controls over Financial Reporting
A companys internal financial control over financial reporting 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 over financial
reporting 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 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 Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial
reporting, 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 over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Besides since the productive activities are under suspension, application of IFC for
financial reporting applied in limited context for the company.
Opinion
In our opinion, the Company has, an adequate internal financial controls system over
financial reporting in limited context of its functionary and such internal financial
controls over financial reporting were operating effectively as at 31stMarch
2023, 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.
G. BASU & COMPANY
CHARTERED ACCOUNTANTS
R . NO . – 301174E
PARTNER
(G . GUHA)
(M . NO – 054702 )
UDIN : 23054702BGYGZL7702
Place : Kolkata
Date : 22nd May 2023.
Annexure-2
Report on the matters Specified in paragraphs 3 and 4 of the Companies(Auditors
Report) Order, 2020 i. a.The Company has maintained proper records showing full
particulars including quantitative details and situation of Property, plant and equipment.
b. The Company has no Intangible assets.
c. The property and plant & equipment have been physically verified by the
management at reasonable intervals. As informed no material discrepancies between book
records and the physical inventories have been noticed on such verification.
d. As per Information and Explanations given to us immovable properties held in the
name of the Company. As the Company has taken no loan from Bank / Financial Institutions
the immovable property has not been charged.
e. The company has not revalued its property. Plant and Equipment during the year.
f. No proceedings were been initiated or pending against the company for holding Benami
property under the provision of Benami property Transaction Act, 1988(45 of 1988) and
rules made there under.
ii. a. The inventories have been physically verified during the year by management and
as reported no material discrepancies were noticed. However, in our opinion the exercise
verification needs to be more elaborative including technical evaluation of each item in
the context of utility for the purpose of due identification of unusable stock for the
purpose of assessment of realizable value in genuine prospective.
b. The Company has not availed or been sanctioned any working capital loan from Banks
or Financial Institutions at any point during the year.
iii. a. The Company has not made investments, provided any guarantee or Security or
granted any loans or advances in the nature of loans , secured or unsecured, to companies,
firms, Limited
Liability Partnerships or other parties covered in the register maintained under
Section 189 of the Companies Act, 2013.
b. The Company has no subsidiary and granted loans.
iv. The company has not given any loans, guarantees, securities or make investments
under section 185 and 186 of the Companies Act 2013.
v. The Company has not accepted any deposit from the public within the meaning of
Section 73 to 76 of the Act and the Rules framed there under to the extent notified.
vi. Maintenance of cost records and accounts has not been prescribed by the Central
Government undersubsection(1)ofSection148oftheCompaniesAct,2013.
vii. a. According to information and explanations given to us, ‘the company is
regular in depositing undisputed statutory dues including Goods and Service Tax, Provident
Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise
Duty, Value Added Tax, Goods and Service Tax, Cess and any other statutory dues to the
appropriate authority to the extent applicable to it. According to the information and
explanations given to us, no undisputed amounts payable in respect of the aforesaid dues
were outstanding as at 31st March, 2023 for a period of more than six months from the date
of they become payable..
b. The dues on account on sales tax, Excise Duty, and Customs duty disputed by the
company and not being paid,vis-?-visforums where such disputes are pending are mentioned
below:-
Particulars |
Forum where Dispute is pending |
Amount (Rs.) in00 |
Year of demand |
Nature of dues Levy of sales tax on sale of wires manufacture out of
tax paid wire rod |
|
High Court Chattisgarh |
2, 143.82 |
1987-88 |
|
|
Board of Revenue |
2,22,024.24 |
1997-98,1999-2000 & 2001-2002 |
-do - |
Sales Tax |
Addl. Commissioner |
4,09,195.97 |
1983-84, 1986-87, 1995-96, 1996-97, 1998-99, 2000-01 |
-do- |
|
|
|
2003-04 & 2005-06, |
|
|
Deputy Commissioner |
21,590.19 |
1984-85,1992-93 & 2002-03 |
-do- |
Excise Duty |
High Court Chattisgarh |
8,730.13 |
1987-88 |
Levy of Excise duty on sales of Zinc ash & dross |
CustomsDuty |
Commissioner |
2,467.56 |
1980-81 |
Levy of additional custom duty on import of wire rod |
|
Appellate |
3,339.63 |
1980-81 |
-do- |
|
Tribunal |
|
|
ESI dues for the period when the company provided medical facility to
theworkers as per order of Honble Supreme Court. |
E.S.I. |
High Court |
1,32,427.53 |
1991-98 |
|
viii. According to the information and explanation given to us there are no
transactions that are not recorded in the books of accounts and nothing have been
surrendered or disclose as income during the year in the tax assessment under the Income
Tax Act, 1961(43 of 1961)
ix. The Company has not defaulted in repayments of loans or other borrowings or in the
payment of interest thereon.
x. a. The Company did not raise any money by way of Initial Public Offer or (including
debt instruments) further Public Offer
b. The Company has not made any preferential allotment or private placement of Shares
or convertible debentures (fully, partially or optionally convertible) during the year
xi. a. Based upon the audit procedures performed on information and explanations given
by the management to us , we report that no fraud by the company or any fraud On the
Company by its Officers or Employees has been noticed or reported during the year and
during the course of our audit
b. 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 Rule13 of the Companies (Audit and
Auditors) Rules, 2014, with Central Government.
c. According to the information given to us no whistle – blower complaints
received during the year by the Company
xii. The Company is not a Nidhi Company.
xiii. All transactions with the related parties are in compliance with section 177 and
188 of the companies Act, 2013 where applicable and the details have been disclosed in the
Financial Statements, as required by the applicable accounting standards. xiv. The Company
has Internal Audit Systems commensurate with the size and nature of its business
xv. The Company has no entered in to any non – cash transactions with directors.
xvi. The Company is not required to be registered under section 45-I A of the Reserve
Bank of India Act, 1934.
xvii. The Company has incurred Cash Losses during the financial year and in the
immediately preceding financial year.
xviii. There has been resignation of the statutory auditors during the year on expiry
of term of five years.
xix. According to the information and explanations given to us and 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 , our
knowledge of the Board of Director and management plans and based on our examination of
the evidence supporting the assumptions, nothing has come to our attention, which causes
us to believe that any material uncertainty exists as on the date of the audit report that
Company is not 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,
however, state that our statement is not an assurance as to the future viability of the
Company. 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 fall due.
xx. The Company has no project in hand which is ongoing.
G. BASU & COMPANY
CHARTERED ACCOUNTANTS
R . NO . – 301174E
PARTNER
(G . GUHA)
(M . NO – 054702 )
UDIN : 23054702BGYGZL7702
Place : Kolkata
Date : 22nd May 2023.
+91-9892691696
