To the Members of SPML Infra
Limited
Report on the Audit of the
Standalone Financial Statements
Qualified Opinion
We have audited the
accompanying standalone financial statements of SPML Infra Limited (the Company),
which comprise the Balance Sheet as at 31st March, 2023, the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes in Equity and the
Statement of Cash Flows for the year then ended, and notes to the standalone 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 and based on the
consideration of the reports of other auditors in respect of certain joint operations, as
referred to in the Other Matters section of our report below, except for the
effects/possible effects of the matters 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 (the Act) in the manner so required and
give a true and fair view in conformity with the accounting principles generally accepted
in India including the Indian Accounting Standards (Ind AS) prescribed under
Section 133 of the Act, of the state of affairs of the Company as at 31st March, 2023, its
profit including other comprehensive income, changes in equity and its cash flows for the
year ended on that date.
Basis for Qualified Opinion
As stated in:
a. Note no. 42 to the
standalone financial statements, interest on YTM basis amounting to R6,276.13 lakhs (31st
March, 2022: R6,027.24 lakhs) was not provided on Optionally Convertible Debentures (OCDs)
issued to lenders under S4A scheme, which is not in accordance with the requirements of
Ind AS 23: Borrowing Costs read with Ind AS 109:Financial Instruments. Had such interest
expense been recognized, the finance costs, profit before tax, profit after tax and total
comprehensive income would have been impacted to the extent of the aforesaid amount for
the year ended 31st March, 2023. Further, since the issue of OCDs , the total liability
not provided for in respect of such interest on YTM basis is R29,590.66 lakhs as at 31st
March, 2023 (31st March, 2022: R23,314.53 lakhs). The Auditors Report for the year
ended 31st March, 2022 was also qualified in respect of this matter.
b. Note no. 16.5 to the
standalone financial statements, interest expense of R19,951.70 lakhs and R491.86 lakhs on
the Companys borrowings from certain financial creditors (banks) and certain
financial creditors (other than banks) respectively, has not been recognized for the year
ended 31st March, 2023 (31st March, 2022: R19,795.66 lakhs and R714.06 lakhs
respectively). This is not in accordance with the requirements of Ind AS 23: Borrowing
Costs read with Ind AS 109: Financial Instruments. Had the aforesaid interest expenses
been recognized, the finance costs, profit before tax, profit after tax and total
comprehensive income would have been impacted to the extent of the aforesaid amounts for
the year ended 31st March, 2023. The Auditors Report for the year ended 31st March,
2022 was also qualified in respect of this matter.
c. Note no. 43 to the
standalone financial statements, the Companys trade receivables (net of ECL) as at
31st March, 2023 includes R7,372.07 lakhs (31st March, 2022: R8,066.17 lakhs) relating to
certain projects where the claims are presently under arbitration/ litigation proceedings.
Pending the ultimate outcome of these matters (fate of which is presently
unascertainable), we are unable to comment on the recoverability thereof. The Auditors
Report for the year ended 31st March, 2022 was also qualified in respect of this matter.
We conducted our audit in accordance with the
Standards on Auditing (SAs) 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 Standalone 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 standalone 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.
Emphasis of Matters
We draw attention to the following notes to the
standalone financial statements:
(i) Note no. 44, regarding uncertainties relating
to the recoverability of certain trade & other receivables as at 31st March, 2023 and
recognition of interest income thereon, arising out of arbitration awards pronounced in
favour of the Company.
(ii) Note no. 41, regarding write back of R603.16
lakhs (31st March, 2022: R727.96 lakhs) in respect of certain credit balances.
(iii) Note no. 47, regarding postponement of
recognition of income from interest on unsecured loans given to certain subsidiaries,
joint ventures and associates which are impaired fully/partially by way of expected credit
losses.
(iv) Note no. 16.4 , which indicates that the
Company has defaulted in payment of dues to certain financial creditors and its borrowing
facilities with banks are irregular as at 31st March, 2023. Based on the mitigating
factors as mentioned in the aforesaid Note no. 16.4, the Companys Board of Directors
is of the view that going concern basis of accounting is appropriate for preparation of
the standalone financial statements.
Our opinion is not modified in respect of these
matters.
Key Audit Matters
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 year. These matters were addressed in the context of our audit
of the standalone 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 matters
described in the Basis for Qualified Opinion section hereinabove, we have determined the
matters described below to be the key audit matter to be communicated in our report.
Key Audit Matter |
How our audit addressed the key
audit matter |
Pending litigations (refer
Note no. 31 to the standalone financial statements ) |
Principal Audit Procedures: |
The Company is subject to number
of claims and litigations including arbitrations, mainly with customers and tax
authorities. The assessment of the likely outcome of these matters can be judgmental due
to the uncertainty inherent in their nature. |
Our audit approach was a
combination of test of internal controls and substantive procedures including: |
This area is significant to our
audit, since the accounting and disclosure of claims and litigations are complex and
judgmental, and the amounts involved are, or maybe, material to the standalone financial
statements. |
Assessing the appropriateness of
the design and implementation of the Companys controls over the assessment of
litigations and completeness of disclosures. Supporting documentations are tested to
assess the status of Arbitrations/legal proceedings with reference to related counselors
views for likely outcome of these matters. |
Information other than the
Standalone Financial Statements and Auditors Report thereon
The Companys 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 standalone 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 standalone
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 standalone 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 standalone financial statements
or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the other
information, 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
The Companys 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 financial position, financial performance, changes in equity 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 Companies (Indian Accounting Standards) Rules, 2015 as amended. 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 standalone financial
statement that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
In preparing the standalone
financial statements, management 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 no realistic alternative but to do
so.
Those Board of Directors are
also responsible for overseeing the Companys financial reporting process.
Auditors
Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance
about whether the standalone 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 these
standalone financial statements.
As part of an audit in accordance with SAs, 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 Companies Act, 2013, we are also responsible
for expressing 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
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.
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.
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.
Other Matters
a. We did not audit the financial statements /
financial information of 4 (four) joint operations included in the standalone financial
statements, whose financial statements / financial information reflect total assets of
R14,010.28 lakhs as at 31st March, 2023, total revenues of R23,440.93 lakhs and total net
profit after tax of R21.93 lakhs for the year ended on that date, as considered in the
standalone financial statements. These financial statements / financial information have
been audited by other auditors whose reports have been furnished to us by the Companys
management and our opinion on the standalone financial statements, in so far as it relates
to the amounts and disclosures included in respect of these joint operations, is based
solely on the audit reports of such other auditors and on the procedures performed by us
as stated in the section Auditors Responsibilities for the Audit of the Standalone
Financial Statements hereinabove.
b. We did not audit the financial statements /
financial information of 5 (five) joint operations included in the standalone financial
statements, whose financial statements / financial information reflect total assets of
R2,224.35 lakhs as at 31st March, 2023, total revenues of R11,347.28 lakhs and total net
profit after tax of R15.23 lakhs for the year ended on that date, as considered in the
standalone financial statements. These financial statements / financial information are
unaudited and have been furnished to us by the Companys management and our opinion
on the standalone financial statements, in so far as it relates to the amounts and
disclosures included in respect of these joint operations, is based solely on such
un-audited financial statements/financial information. In our opinion and according to the
information and explanations given to us by the Companys management, these financial
statements / financial information are not material to the Standalone Financial
Statements.
c. Owing to non-availability of financial
statements/financial information/financial results of 3 (three) joint operations, the same
were not included in the standalone financial statements. According to the information and
explanations given to us by the Companys management, such financial
statements/financial information/financial results are not material to the Standalone
Financial Statements.
Our opinion is not modified in respect of these
matters.
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 Act, we give in Annexure A
a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based
on our audit we report that:
a) We have sought and except for the possible
effect of the matters described in the Basis for Qualified Opinion section hereinabove,
obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit;
b) Except for the possible effects of the matters
described in the Basis for Qualified Opinion section hereinabove, 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, Statement of Changes in Equity and the
Statement of Cash Flow dealt with by this Report are in agreement with the books of
account;
d) Except for the effects of the matters described
in the Basis for Qualified Opinion section hereinabove, in our opinion, the aforesaid
standalone financial statements comply with the Indian Accounting Standards specified
under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules,
2015, as amended ;
e) The matters described in the Basis for Qualified
Opinion section hereinabove may have an adverse effect on the functioning of the Company;
f) 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.;
g) The qualification relating to the maintenance of
accounts and other matters connected therewith are as stated in the Basis for Qualified
Opinion section hereinabove;
h) With respect to the adequacy of the internal
financial controls with reference to financial statements of the Company and the operating
effectiveness of such controls, refer to our separate Report in Annexure - B
i) 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 Company has disclosed the impact of pending
litigations on its financial position in its standalone financial statements Refer
Note no. 31 to the standalone financial statements;
ii. Except for the possible effects of the matters
described in the Basis for Qualified Opinion section hereinabove, the Company has made
provision, as required under the applicable law or Ind AS, 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
Company.
iv. (a) The Management has represented that, to the
best of its knowledge and belief, no funds have been advanced or loaned or invested
(either from borrowed funds or share premium or any other sources or kind of funds) by the
Company to or in any other person or entity, including a foreign entity (Intermediaries),
with the understanding, whether recorded in writing or otherwise, that the Intermediary
shall, whether directly or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Company (Ultimate
Beneficiaries) 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
person or entity, including a foreign entity (Funding Parties), with the
understanding, whether recorded in writing or otherwise, that the Company shall, whether,
directly or indirectly, lend or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries)
or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
and
(c) Based on the audit procedures that have been
considered reasonable and appropriate in the circumstances, nothing has come to our notice
that has caused us to believe that the representations under sub-clause (i) and (ii) of
Rule 11(e) of the Companies (Audit and Auditors) Rules, 2014, as amended, as provided
under (a) and (b) above, contain any material misstatement.
v. No dividend has been declared or paid during the
year by the Company. Hence, compliance with Section 123 of the Act is not applicable.
vi. Proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014 for maintaining books of account using accounting software which
has a feature of recording audit trail (edit log) facility is applicable to the Company
with effect from April 1, 2023 and accordingly, reporting under Rule 11(g) of Companies
(Audit and Auditors) Rules, 2014 is not applicable for the financial year ended 31st
March, 2023.
3. In our opinion, according to the information and
explanations given to us, remuneration paid by the Company to its directors for the year
ended 31st March, 2023 has been in accordance with the provisions of section 197 read with
Schedule V to the Act;
For Maheshwari &
Associates
Chartered Accountants
FRN: 311008E
CA. Bijay Murmuria
Partner
Place: Kolkata Membership No.:
055788
Date: 13th June, 2023 UDIN:
23055788BGYJQW9579
Annexure-A to the Independent
Auditors Report
[Referred to in paragraph 1
under Report on Other Legal and Regulatory Requirements in the Independent
Auditors Report of even date, to the members of SPML Infra Limited on the standalone
financial statements for the year ended March 31, 2023]
To the best of our information
and according to the explanations provided to us by the Company and the books of account
and records examined by us in the normal course of audit, we state that:
(i) (a) (A) The Company has
maintained proper records showing 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) The Company has a regular program of physical
verification of its Property, Plant and Equipment under which they are verified in a
phased manner which, in our opinion, is reasonable having regard to the size of the
Company and the nature of its assets. In accordance with this program, certain Property,
Plant and Equipment were physically verified by the management and no material
discrepancies between the book records and the physical inventory have been noticed on
such verification.
(c) The title deeds of immovable properties (other
than properties where the company is the lessee and the lease agreements are duly executed
in favour of the lessee), disclosed in the standalone financial statements and included
under the head Property, Plant and Equipment, are held in the name of Company
as at the balance sheet date.
(d) The Company has not revalued any of its
Property, Plant and Equipment (including Right of Use assets) or intangible assets or both
during the year. Hence, reporting under clause 3(i)(d) of the Order is not applicable.
(e) No proceedings have been initiated during the
year or are pending against the Company as at March 31, 2023 for holding any benami
property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made
thereunder.
ii. (a) In our opinion, the
management has conducted physical verification of inventory at reasonable intervals during
the year and the coverage and procedure of such verification by the management seems to be
appropriate; no discrepancies of 10% or more in the aggregate for each class of inventory
were noticed on such physical verification.
(b) The Company has been sanctioned working capital
limits in excess of five crore rupees, in aggregate, from banks/financial institutions on
the basis of security of current assets of the Company; as explained and represented to us
by the Company, since the Companys borrowal facilities with banks have been
classified as non-performing assets, the company has not filed any quarterly returns or
statements with such banks during the financial year. Note no 16.6 to the financial
statements may also be referred to in this regard.
iii. (a) During the year, the
Company has not provided loans, advances in the nature of loans, stood guarantee or
provided security to any other entity. Accordingly, reporting under clause 3(iii)(a) of
the Order is not applicable.
(b) In our opinion, the investments made by the
Company are prima facie not prejudicial to the Companys interest. The Company has
not provided any guarantees or given any security; the terms and conditions of grant of
certain loans to companies which are related parties are prima facie
prejudicial to the Companys interest on account of the fact that they are unsecured
and were granted at rates of interest which are lower than the cost of funds to the
Company.
(c) In respect of loans granted by the Company, the
schedule of repayment of principal and payment of interest has been stipulated but in some
cases the repayments of principal and receipts of interest are irregular.
(d) In respect of loans granted by the Company,
there is no overdue for more than 90 days as at the balance sheet date.
(e) There were no loans or advances in the nature
of loan granted to any parties which had fallen due during the year, that have been
renewed or extended or fresh loans granted to settle the overdues of existing loans given
to the same parties.
(f) The Company has not granted any loans or
advances in the nature of loans either repayable on demand or without specifying any terms
or period of repayment during the year. Hence, reporting under clause 3(iii)(f) of the
Order is not applicable.
iv. In our opinion, Company
has complied with the provisions of section 185 and 186 of the Act, to the extent
applicable, in respect of loans, investments, guarantees, and security.
v. The Company has not
accepted any deposits or amounts which are deemed to be deposits. Hence, reporting under
clause 3(v) of the Order is not applicable.
vi. The Company is required to
maintain cost records under sub-section (1) of section 148 of the Act. We have broadly
reviewed the books of account maintained by the Company pursuant to the Rules made by the
Central Government for the maintenance of cost records u/s 148 of the Act, and are of the
opinion that prima facie, the prescribed accounts and records have been made and
maintained. We have not, however, made a detailed examination of the same.
vii. (a) Undisputed statutory
dues including Goods and Services Tax, provident fund, employees state insurance,
income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess
and any other statutory dues, as applicable, have not been regularly deposited with the
appropriate authorities and there have been significant delays in a large number of cases.
Undisputed amounts payable in respect thereof, which were outstanding at the year-end for
a period of more than six months from the date they become payable are as follows :
Name of the statute |
Nature of the dues |
Amount (Rs. in Lakhs) |
Period to which the amount
relates |
Due date |
Date of payment |
Professional Tax |
Professional Tax |
9.56 |
June 2016 to August 2022 |
15th day of the subsequent month |
Not yet paid |
Employee State Insurance,1948 |
Employee State Insurance Dues |
18.93 |
June 2016 to August 2020 |
15th day of the subsequent month |
Not yet paid |
The Employees Provident Funds and
Miscellaneous Provisions Act, 1952 |
Provident Fund dues |
0.25 |
April 2022 to August 2022 |
15th day of the subsequent month |
April 29, 2023 |
Gujarat Value Added Tax Act, 2003 |
Works Contract Tax |
3.82 |
Apr 2017 to June 2017 |
15th day of the subsequent month |
Not yet paid |
Uttar Pradesh Value Added Tax Act,
2008 |
Works Contract Tax |
3.17 |
Mar 2016 to June 2017 |
15th day of the subsequent month |
Not yet paid |
Delhi Value Added Tax Act, 2005 |
Works Contract Tax |
11.94 |
Apr 2017 to June 2017 |
15th day of the subsequent month |
Not yet paid |
Jharkhand Value Added Tax Act,
2005 |
Works Contract Tax |
4.19 |
Apr 2017 to June 2017 |
15th day of the subsequent month |
Not yet paid |
Tripura Value Added Tax Act, 2005 |
Works Contract Tax |
1.22 |
Apr 2017 to June 2017 |
15th day of the subsequent month |
Not yet paid |
Bihar Value Added Tax Act, 2005 |
Works Contract Tax |
124.48 |
Apr 2015 to August 2016 |
15th day of the subsequent month |
Not yet paid |
Rajasthan Value Added Tax Act,
2003 |
Works Contract Tax |
2.09 |
Apr 2017 to June 2017 |
15th day of the subsequent month |
Not yet paid |
The Orissa Value Added Tax Act,
2004 |
Works Contract Tax |
1.76 |
Apr 2015 to June 2017 |
15th day of the subsequent month |
Not yet paid |
(b) Details of statutory dues referred to in
sub-clause (a) above which have not been deposited with the appropriate authorities as on
March 31, 2023, on account of any dispute, are as follows:
Name of the statute |
Nature of the dues |
Amount (Rs. in Lakhs) |
Amount paid under Protest |
Period to which the amount
relates |
Forum where dispute is pending |
Central Sales Tax Act, 1956 |
Non production of C and E forms |
105.10 |
- |
FY 2005-06 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
Central Sales Tax Act, 1956 |
Claim exemption u/s 6(2)of Central
Sales Tax Act,1956 |
293.97 |
- |
FY 2007-08 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
West Bengal Value Added Tax Act,
2003 |
Non production of C and E forms |
105.34 |
- |
FY 2007-08 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
Name of the statute |
Nature of the dues |
Amount (Rs. in Lakhs) |
Amount paid under Protest |
Period to which the amount
relates |
Forum where dispute is pending |
Central Sales Tax Act, 1956 |
Claim exemption u/s 6(2)of Central
Sales Tax Act,1956 |
404.98 |
- |
FY 2008-09 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
Central Sales Tax Act, 1956 |
Non production of C and E forms |
285.55 |
- |
FY 2009-10 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
West Bengal Value Added Tax Act,
2003 |
Denial of deduction u/s18(2) of
the WB VAT Act |
335.63 |
- |
FY 2009-10 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
West Bengal Value Added Tax Act,
2003 |
Exemption under RGGVY scheme &
Denial of deduction u/s18(2) of the WB VAT Act |
width:49.8pt;padding:0cm 5.4pt 0cm 5.4pt;
height:35.55pt> 95.74 |
- |
FY 2008-09 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
West Bengal Value Added Tax Act,
2003 |
Disallowance of input tax credit ,
interest charged and demand of purchase and output tax |
75.27 |
- |
FY 2012-13 |
West Bengal Commercial Taxes
Appellate and Revisional Board, Kolkata |
Bihar VAT Act, 2005 |
Disallowance of labour component |
43.13 |
- |
FY 2007-08 |
JCCT Appeals, Patna |
Bihar VAT Act, 2005 |
Denied the exemption u/s 6(2) of
the CST Act, on the grounds of pre-determined sales and non-production of statutory forms |
234.27 |
- |
FY 2010-11 |
JCCT Appeals, Patna |
Central Sales Tax Act, 1956 |
Our CST Sales u/s 6(2) IS accepted
and taxed where Form C and E1 are due to be received and produced, interest added |
82.12 |
- |
FY 2011-12 |
JCCT Appeals, Patna |
UP VAT Act, 2008 |
Tax Liability on Exempted project
RGGVY sales |
44.13 |
8.82 |
FY 2007-08 |
Additional Commissioner, Agra |
Jharkhand VAT Act, 2005 |
Tax Demand on receipts and
suppression of turnover |
193.41 |
- |
FY 2005-06 to 2010-11 |
JCCT (Appeals) Jamshedpur |
Jharkhand VAT Act, 2005 |
Tax Demand on receipts and
suppression of turnover |
38.24 |
- |
FY 2011-12 |
JCCT (Appeals) Jamshedpur |
Central Sales Tax Act, 1956 |
Tax Demand on receipts and
suppression of turnover |
61.53 |
- |
FY 2011-12 |
JCCT (Appeals) Jamshedpur |
Delhi VAT Act, 2004 |
Miscellaneous Demand |
26.00 |
- |
FY 2012-13 |
Commissioner DVAT, Delhi |
Rajasthan VAT Act, 2003 |
Tax liability on interstate Sales |
9.37 |
- |
FY 2009-10 |
Deputy Commissioner, Appeals-II
Jaipur |
Rajasthan VAT Act, 2003 |
Tax liability on interstate Sales |
110.64 |
- |
FY 2011-12 |
Deputy Commissioner, Appeals-II
Jaipur |
Bihar VAT Act, 2005 |
Denied the exemption u/s 6(2) of
the CSTAct, on the grounds of pre-determined sales and non-production of statutory forms |
163.49 |
20.00 |
FY 2013-14 |
JCCT Appeals, Patna |
Finance Act, 1994 |
Service Tax |
23.13 |
- |
FY 2005-06 to 2006-07 |
Commissioner Service Tax, Kolkata |
West Bengal Value Added Tax Act,
2003 |
CST 6(2) sales taxed under VAT Act
at full rate. |
1,132.94
|
FY
2016-17 |
Sr JCCT, Appeals, Commercial
Taxes, Kolkata |
|
Central Sales Tax Act, 1956 |
Non submission of C
forms and E forms |
91.44
|
FY
2014-15 |
Appeal filed at JCCT Patna |
(viii) _There were no
transactions relating to previously unrecorded income that have been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
(a) As at March 31, 2023, the Company is in default
in respect of repayment of loans/ borrowings and in the payment of interest thereon to the
following banks as detailed below:
Nature of Borrowing |
Name of lender |
Amount not paid on due date ?
In lakhs |
Whether principal or interest |
No. of days delay or unpaid |
Remarks if any |
Banks |
|||||
Cash Credit |
Andhra Bank |
1,258.02 |
Principal |
1186 |
- |
Cash Credit |
Bank of Baroda |
7,108.64 |
Principal |
1217 |
- |
Cash Credit |
Canara Bank |
26,049.19 |
Principal |
1172 |
- |
Cash Credit |
ICICI Bank |
3,946.46 |
Principal |
1186 |
- |
Cash Credit |
Oriental Bank of Commerce |
3,062.46 |
Principal |
1248 |
- |
Cash Credit |
Punjab National Bank |
12,985.33 |
Principal |
1248 |
- |
Cash Credit |
State Bank of India |
25,890.98 |
Principal |
1219 |
- |
Cash Credit |
Syndicate Bank |
8,479.29 |
Principal |
1172 |
- |
Cash Credit |
Union Bank of India |
2,158.41 |
Principal |
1186 |
- |
Working Capital Demand Loan |
ICICI Bank |
4,759.03 |
Principal |
1186 |
- |
Working Capital Demand Loan |
Oriental Bank of Commerce |
746.41 |
Principal |
1248 |
- |
Working Capital Demand Loan |
State Bank of India |
10,625.40 |
Principal |
1219 |
- |
Term Loan |
Canara Bank |
1,248.39 |
Principal |
1172 |
- |
Term Loan |
Oriental Bank of Commerce |
111.98 |
Principal |
1248 |
- |
Term Loan |
State Bank of India |
258.19 |
Principal |
1219 |
- |
Term Loan |
State Bank of India |
1,032.07
|
Principal |
1219 |
- |
Term Loan |
State Bank of India |
61.46 |
Principal |
1219 |
- |
Term Loan |
Union Bank of India |
67.08 |
Principal |
1186 |
- |
(b) As represented to us by the management, the
Company has not been declared a wilful defaulter by any bank or financial institution or
other lender.
(c) In our opinion, prima facie the term loans were
applied for the purpose for which the loans were obtained.
(d) On an overall examination of the financial
statements of the Company, prima facie no funds raised on short-term basis have been
utilised for long-term purposes by the Company.
(e) On an overall examination of the financial
statements of the Company, the Company has not taken any funds from any entity or person
specifically on account of or to meet the obligations of its subsidiaries or associates.
(f) The Company has not raised any loans during the
year on the pledge of securities held in its subsidiaries, joint ventures or associate
companies. Hence reporting under clause 3(ix)(f) of the Order is not applicable.
(x) (a) The Company has not
raised moneys by way of initial public offer or further public offer (including debt
instruments) during the year and hence reporting under clause 3(x)(a) of the Order is not
applicable.
(b) During the year, the Company has made
preferential allotment of shares towards extinguishment of existing unsecured loans and
the requirements of section 42 and section 62 of the Companies Act, 2013 have been
complied with. No private placement of shares or convertible debentures (fully, partially
or optionally convertible) was made by the Company during the year.
(xi) (a) As represented to us
by the management, no fraud by the Company and no fraud on the Company has been noticed or
reported during the year.
(b) No report under sub-section (12) of Section 143
of the Companies Act, 2013 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,
during the year and upto the date of this report.
(c) As represented to us by the management, there
were no whistle-blower complaints received by the Company during the year.
(xii) The Company is not a
Nidhi Company and hence reporting under clause 3(xii) of the Order is not applicable.
(xiii) In our opinion,
transactions with the related parties are in compliance with Sections 177 and 188 of the
Companies Act, 2013 where applicable and the details of related party transactions have
been disclosed in notes to the standalone financial statements, as required by the
applicable accounting standards.
(xiv) (a) In our opinion, the
Company has an internal audit system commensurate with the size and nature of its
business.
(b) We have considered the internal audit reports
for the year under audit in determining the nature, timing and extent of our audit
procedures.
(xv) As represented to us by
the management, during the year the Company has not entered into any non-cash transactions
with its directors or persons connected with its directors. Hence, provisions of Section
192 of the Companies Act, 2013 are not applicable to the Company.
(xvi) (a) In our opinion, the
Company is not required to be registered under section 45-IA of the Reserve Bank of India
Act 1934.
(b) The Company has not conducted any Non-Banking
Financial or Housing Finance activities during the year.
(c) The Company is not a Core Investment Company
(CIC) as defined in the regulations made by the Reserve Bank of India.
(d) As represented to us by the management, the
Group does not have any CIC as part of the Group.
(xvii) The Company has
incurred a cash loss of ? 24,648.87 lakhs in the financial year covered by our audit and ?
23,234.21 lakhs in the immediately preceding financial year. The aforesaid figures have
been arrived at after considering the effect of the quantified qualifications in the audit
reports for the respective years. The effect of the unquantified qualifications has not
been taken into consideration for the purpose of making comments in respect of this
clause.
(xviii) There has been no
resignation of the statutory auditors during the year.
(xix) On the basis of the
financial ratios, ageing and expected dates of realisation of financial assets and payment
of financial liabilities, other information accompanying the financial statements, our
knowledge of the Board of Directors and management plans and based on our examination of
the evidence supporting the assumptions, we believe that as on the date of this audit
report there are constraints regarding the Companys capability to meet its
liabilities existing as at the date of balance sheet, as and when they fall due within a
period of one year from the balance sheet date. In this regard, we draw attention to Note
No 16.4 to the standalone financial statements of the Company, which mentions the
rationale as to why the Board of Directors of the Company considers it appropriate to
prepare the financial results on a going concern basis. We further state that our
reporting is based on the facts up to date of this audit report.
(xx) (a) There is no unspent
amount towards Corporate Social Responsibility (CSR) in respect of other
than ongoing projects, requiring a transfer to a Fund specified in Schedule VII to
the Companies Act, 2013 in compliance with second proviso to sub-section (5) of Section
135 of the said Act. Accordingly, reporting under clause 3(xx)(a) of the Order is not
applicable. (to discuss with SB )
(b) There is no unspent amount towards CSR in
respect of ongoing project, requiring a transfer to a special account in
compliance with the provisions of sub-section (6) of Section 135 of the Companies Act,
2013. Accordingly, reporting under clause 3(xx)(b) of the Order is not applicable.
For Maheshwari &
Associates
Chartered Accountants
FRN: 311008E
CA. Bijay Murmuria
Partner
Place: Kolkata Membership No.:
055788
Date: 13th June, 2023 UDIN:
23055788BGYJQW9579
Annexure-B to the Independent
Auditors Report of SPML Infra Limited
[ Referred to in paragraph
2(h) under Report on Other Legal and Regulatory Requirements section in our
Independent Auditors Report of even date to the members of SPML Infra Ltd. on the
standalone financial statements for the year ended 31st March, 2023 ]
Report on the Internal
Financial Controls with reference to Financial Statements 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 financial statements of SPML Infra Limited (the
Company) as of 31stMarch, 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 Board of
Directors is responsible for establishing and maintaining internal financial controls
based on the internal control with reference to financial statements 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 (the Guidance
Note) 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 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 Act.
Auditors Responsibility
Our responsibility is to
express an opinion on the Companys internal financial controls with reference to
financial statements based on our audit. We conducted our audit in accordance with the
Guidance Note and the Standards on Auditing specified under section 143(10) of the Act, to
the extent applicable to an audit of internal financial controls, both 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 internal
financial controls with reference to 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
with reference to financial statements and their operating effectiveness. Our audit of
internal financial controls with reference to financial statements included obtaining an
understanding of internal financial controls with reference to financial statements,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal controls 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.
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 with reference to financial
statements.
Meaning of Internal
Financial Controls with reference to Financial Statements
A companys internal
financial control with reference to 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
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 authorisations 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 with reference to Financial Statements
Because of the inherent
limitations of internal financial controls with reference to 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
financial statements to future periods are subject to the risk that the internal financial
controls with reference to 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
financial statements and such internal financial controls with reference to financial
statements were operating effectively as at 31st March, 2023, based on the internal
control with reference to financial statements criteria established by the Company
considering the essential components of internal control stated in the Guidance Note
issued by the ICAI.
For Maheshwari &
Associates
Chartered Accountants
FRN: 311008E
CA. Bijay Murmuria
Partner
Place: Kolkata Membership No.:
055788
Date: 13th June, 2023 UDIN:
23055788BGYJQW9579
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