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You can view full text of the latest Auditor's Report for the company.

BSE: 503776ISIN: INE170C01019INDUSTRY: Construction, Contracting & Engineering

BSE   ` 41.49   Open: 41.01   Today's Range 39.51
44.90
+0.49 (+ 1.18 %) Prev Close: 41.00 52 Week Range 33.38
50.00
Year End :2018-03 

Report on the Financial Statements

We have audited the accompanying standalone Ind AS financial statements of MODIPON LIMITED (‘the Company’), which comprise the Balance Sheet as at 31st March 2018, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash flows and the Statement of Changes in Equity for the year then ended and a summary of significant accounting policies and other explanatory information (herein after referred to as “Standalone Ind AS financial statements”).

Management’s Responsibility for the Financial Statements

The Company’s 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 and presentation of these financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income and cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit.

We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s directors, as well as evaluating the overall presentation of the standalone Ind AS financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion on the standalone Ind AS financial statements.

Basis for Qualified Opinion

1. Balance confirmation certificates were not obtained by the Company from creditors, loans and advances given/received, house/shop security depositors, in-operative current accounts with banks and loan account with Punjab National Bank (PNB).

Consequent adjustments required, if any, has not been carried out in the financial results. [Refer Note No. 36]

2. (a) The Company has not provided interest of $ 1000.54 Lakhs up to March 31, 2008 on overdue amounts payable to a supplier resulting in understatement of liabilities and debit balance of reserve and surplus by $ 1000.54 Lakhs each; and

(b) The amount of interest to be provided for in the books of account for the period April 1, 2008 to March 31, 2018 has not been ascertained. [Refer Note No. 35(c)]

3. The amount of interest to be provided for in the books of account, if any, for the period April 1, 2007 to March 31, 2018 to Small and Micro Enterprise has not been ascertained. [Refer Note No. 40]

4. During the year ended March 31, 2009, the Company has sold 68,042 sq.yds. of its vacant land at Modinagar for $ 1021.15 Lakhs (original cost $ 1.95 Lakhs) for which the approval of bank is pending. [Refer Note No. 42(b)]

5. During the year 2011-12, the Company has given physical possession of its vacant 59 (46 as on March 31, 2015) houses located at Modinagar, Uttar Pradesh to a lender i.e. Ashoka Mercantile Limited (AML), a related party, (balance outstanding of loan taken from AML as on March 31, 2015 as per books of account: secured loan $ 882.29 Lakhs and unsecured loan $ 1125.57 Lakhs) for use without any charges/rent/security deposit and no lease rent agreement has been entered into with AML. The Company contends that the temporary possession of houses for use without charges was given to AML as security only as the Company was unable to repay the loans taken from AML. [Refer notes to Note No. 45]

6. (a) The Punjab National Bank (PNB) had approved one time settlement of its outstanding dues of Rs. 1900 lacs vide its approval letters dated April 02, 2014 and April 12, 2014 respectively. In terms of the settlement, OTS amount of $ 1710 lakhs (Net of upfront payment of $ 190 lakhs) was to be paid by the company in four quarterly installments with interest during financial year 2014-15. However, the company was able to manage the payment of $ 630 lakhs up to March 31, 2015 and at the request of the Company, PNB condone the delay and revived the OTS vide its letter dated July 02, 2015 requiring the Company to make payment of residual OTS amount of $ 1270 lakhs by March 31, 2016 and total interest on OTS payment @ 10.25% (simple) by June 30, 2016. The Company has paid $ 1205 lakhs upto March 31, 2018 and balance 65 lakhs along with outstanding interest remain to be paid. [Refer notes to Note No. 43(b)]

(b) The company has again requested vide letter dated 9th June 2017 to discharge its residual OTS liability of Rs. 65 lakhs and also requested for waiver of interest component on OTS settlements.

(c) The Company has also requested for assignment of the debt in favour of one of the NBFC company at the time of full and final settlement of outstanding residual amount and overdue interest (OTS of Rs 100 lakhs and interest of Rs 255 lakhs up to 31st May 2017) and Lender Punjab National Bank has requested to the company to convey the details of the NBFC company for assignment of debts so as to enable the bank to inform the same to its competent authority for the approval. Further, several letters regarding the approval of NBFC have been sent by the Company. PNB Bank vide its letter dated 01.02.2018 informed the company, that the request for revival of OTS was unacceptable and further asked to repay the bank dues.

(d) The outstanding liability in the books of the company is higher than the OTS amount by Rs. 183.90 lakhs. However, interest on OTS amount has been provided @ 10.25% p.a. amounting to $ 7.35 lakhs for the year ended on March 31st 2018.

(e) In the absence of any documentary evidences from the management as well as PNB, we are unable to quantify the amount of interest on the amount of $ 183.90lacs; the amount of $ 183.90lacs is over and above the loan amount on account of the sales tax liability on PNB on account of the auction held by the bank for old plant and machinery of the company.

7. (a). The amounts paid by the Ashoka Mercantile Limited (AML), a related party, to Abu Dhabi Commercial Bank (ADCB) on account of One Time Settlement (OTS) of dues of the bank was accounted for in the books of the Company to the extent of OTS amount paid to the ADCB by AML and the balance amount of $ 153.92 Lakhs is still lying unallocated under unsecured loans in view of pending successful implementation of OTS of the dues of PNB as the settlement of assigned dues with AML is linked to the OTS of dues with PNB. [Refer notes to Note No. 43(d)]

(b) The amount paid to Karnataka Bank by Ashoka Mercantile Limited (AML), a related party, during the year ended March 31, 2012, on account of OTS of dues of the bank was accounted for in the books of the Company to the extent of OTS amount paid to the Karnataka Bank by AML and the balance amount of $ 339.20 Lakhs is still lying unallocated under unsecured loans in view of pending successful implementation of OTS of the dues of PNB as the settlement of dues with AML is linked to the OTS of dues with PNB. [Refer notes to Note No. 43(c) (i)]

(c) The part payment made to Bank of Baroda by Ashoka Mercantile Limited (AML), a related party, during the year ended March 31, 2013 on account of OTS of dues of the bank was accounted for in the books of the company to the extent of OTS amount paid to the Bank of Baroda by AML and the Company and the balance amount of $ 232.04 Lakhs is still lying unallocated under unsecured loans in view of pending successful implementation of OTS of the dues of PNB as the settlement of dues with AML is linked to the OTS of dues with PNB. [Refer notes to Note No. 43(c) (ii)]

The effect if any, on the income/expenditure of the company on final OTS with PNB cannot be ascertained.

8. The company has 15% redeemable cumulative preference shares of Rs 100 each. Preference share due for redemption since 31st March 1996.”

Qualified Opinion

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 paragraphs in the ‘Basis for Qualified Opinion,, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS.

Emphasis of Matter

The above financial results of the Company for the year ended March 31, 2018 has not been prepared on a going concern basis since the Company has closed its manufacturing operations since May 19, 2007 (closure of factory w.e.f. September 8, 2007) on account of huge losses incurred and sale of entire plant & machinery during the year ended March 31, 2010. [Refer Note No. 37]

Our opinion is not qualified in respect ofthis matter. Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including the Ind AS,

a) In the case of the Balance Sheet ,of the state of affairs of the Company as at 31 March 2018;

b) In the case of the Statement of Profit & Loss including other comprehensive income, of the loss for the year ended on that date;

c) In the case of the Cash Flow Statement, of the cash flows for the year ended on that date; and

d) In the case of the Statement of Changes in Equity, of the change in equity for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the order.

2. 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 purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards speci-fled under Section 133 of the Act, read with rules issued thereunder;

(e) on the basis of the written representations received from the directors as on 31 March 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2018 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”; and

(g) with respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. On the basis of written representations received from the management of the Company, the Company has disclosed the impact of pending litigations on its financial position in its financial statements- Refer Note No.35 to the financial statements.

ii. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company;

Annexure ‘A’ To the Independent Auditors’ Report

The Annexure referred to in independent Auditors’ Report to the members of the Company on the standalone Ind AS financial statements for the year ended March 31, 2018; we report that:

i) In respect of fixed assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.

b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified at periodic intervals. In accordance with this programme for the year, no material discrepancies were noticed on such verification. In our opinion, such periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

c) On the basis of written representation received from the management of the Company, the title deeds of immovable properties held in the name of the Company are mortgaged with the Banks for securing the long term borrowings and credit limits raised by the Company. Following title deeds have not been provided to us:

(Amount in $ Lakhs)

Net book value of immovable property as on March 31, 2018 (A)

Title deeds available (B)

Title deed not available (A-B)

17.44

14.78

2.66

ii) On the basis of information and explanation provided by the management, the Company does not hold any inventory therefore the provisions of paragraph 3 (ii) (a) to (b) are not applicable to the Company.

iii) According to the information and explanation given to us, the Company had not granted loans, secured or unsecured, to any of the Companies, Arms or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Therefore, the provisions of paragraph 3(iii) (a) to (c) of the Companies (Auditor’s Report) Order, 2016 are not applicable to the Company.

iv) According to the information and explanation given to us, the Company has complied with the provisions of section 186 of the Companies Act, 2013 in respect of Investments made.

v) In our opinion, the Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable.

vi) On the basis of available information and explanation provided to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Amendment Rules, 2014 dated December 31, 2014 to the current operations carried out by the Company. Accordingly, the provisions of paragraph 3(vi) of the Companies (Auditor’s Report) Order, 2016 are not applicable to the Company.

vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including Income tax, Sales tax, Service tax, duty of Customs, duty of Excise, Value Added Tax, Cess and other material statutory dues have generally been regularly deposited during the year by the Company with the appropriate authorities, According to the information and explanations given to us following undisputed amounts payable in respect of Income tax, Sales tax, Service tax, duty of Customs, duty of Excise, Value Added Tax, Cess and other material statutory dues were in arrears as at 31st March, 2018 for a period of more than six months from the date they became payable:

Name of the Statute

Nature of Dues

Amount ($ in Lakhs)

Sales Tax Laws

Sales Tax Payable-Branch

1.49

Sales Tax Laws

1% State Development Tax

.01

Sales Tax Laws

12%U.P.Trade Tax

2.83

Sales Tax Laws

2.5%U.P.Trade Tax

.01

Sales Tax Laws

3% Central Sales Tax

.06

Sales Tax Laws

Sales Tax

.01

Sales Tax Laws

8% U.P.Trade Tax

.01

Sales Tax Laws

Turnover Tax

.01

Sales Tax Laws

Vat Collection 4%

.02

Central Excise Laws

Excise Duty From Amount Payable

82.60

Income Tax Laws

Income Tax Deducted At Source

47.60

Total

134.65

(b) According to the records of the Company examined by us and the information and explanations given to us, there were no dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax, except the following, which have not been deposited on account of any dispute:

The Following are the particulars of above Dues on account of Sales Tax, duty of Excise, duty of Customs, Water Tax and Income Tax etc. as at March 31, 2018 that have been disputed by the Company in Appeals pending before the Appellate Authorities

Name of the Statute

Nature of Dues

Amount (In Lacs $)

Period to which amount relates

Forum where dispute is pending

Sales Tax Laws

Sales Tax

94.22

1428.88

1010.75

2004-05

2005-06

2006-07

Commissioner (Appeal)

Sales Tax Laws

Sales Tax

1.41

1991-92

High Court

Sales Tax Laws

Sales Tax

12.43

2007-08

Addl. Commissioner

Customs Law

Custom Duty

74.66

1982-83

Asst. Commissioner

Custom Duty

19.39

2002-03

Appellate Tribunal

The Uttar Pradesh Water Supply and Sewerage (Amendment ) Act, 1999

Water Tax

7.11

1997-98 &

1998-99

Additional Civil Judge

Central Excise Law

Excise Duty

115.75

1983-84

High Court

Income tax Act,1961

Non -Deduction of TDS

107-71

109.84

2006-07 to 200809

High Court ITAT/ Commissioner(A)

Civil Suit

Trade payables

95.08

2008-09

Delhi High Court

Civil Suit

Trade payables

18.13

2009-10

District Court, Saket, Delhi

viii) In our opinion and according to the information and explanation given to us, the details of default in respect of dues to a bank are as under:

(a) The Punjab National Bank (PNB) had approved one time settlement of its outstanding dues of $ 1900 lacs vide its approval letters dated April 02, 2014 and April 12, 2014 respectively. In terms of the settlement, OTS amount of $ 1710 lakhs (Net of upfront payment of $ 190 lakhs) was to be paid by the company in four quarterly installments with interest during financial year 2014-15. However, the company was able to manage the payment of $ 630 lakhs up to March 31, 2015 and at the request of the Company, PNB condone the delay and revived the OTS vide its letter dated July 02, 2015 requiring the Company to make payment of residual OTS amount of $ 1270 lakhs by March 31, 2016 and total interest on OTS payment @ 10.25% (simple) by June 30, 2016. The Company has paid $ 1205 lakhs upto March 31, 2018 and balance $ 65 lakhs along with outstanding interest remain to be paid.

(b). The company has again requested vide letter dated 9th June 2017 to discharge its residual OTS liability of $ 65 lakhs and also requested for waiver of interest component on OTS settlements.

(c) The Company has also requested for assignment of the debt in favour of one of the NBFC company at the time of full and final settlement of outstanding residual amount and overdue interest (OTS of $ 100 lakhs and interest of $ 255 lakhs up to 31st May 2017) and Lender Punjab National Bank has requested to the company to convey the details of the NBFC company for assignment of debts so as to enable the bank to inform the same to its competent authority for the approval. Further, several letters regarding the approval of NBFC have been sent by the Company. PNB Bank vide its letter dated 01.02.2018 informed the company, that the request for revival of OTS was unacceptable and further asked to repay the bank dues.

(d) The outstanding liability in the books of the company is higher than the OTS amount by $ 183.90 lakhs. However, interest on OTS amount has been provided @ 10.25% p.a. amounting to $ 7.35 lakhs for the year ended on March 31st 2018.

(e) In the absence of any documentary evidences from the management as well as PNB, we are unable to quantify the amount of interest on the amount of $ 183.90 lacs ; the amount of $183.90 lacs is over and above the loan amount on account of the sales tax liability on PNB on account of the auction held by the bank for old plant and machinery of the company.

Further, No Debentures have been issued by the company during the year, therefore provisions of this clause is not applicable to the company.

ix) The Company did not raise any money by the way of initial public or further public offer (including debt instruments) during the year. However, the term loans taken during the year were applied for the purpose for which the same has been raised.

x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.

xi) The Company has paid/provided managerial remuneration in accordance with provisions of section 197 read with Schedule V to the Companies Act, 2013 as applicable to the Company.

xii) The Company is not a Nidhi Company and hence, the provisions of paragraph 3(xii) of the Order are not applicable to the Company.

xiii) During the course of our examination of the books and records of the Company, all transactions entered with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 and the details have been disclosed in the financial statements etc, as required by the applicable accounting standards.

xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of paragraph 3(xiv) of the Order are not applicable to the Company.

xv) The Company has not entered into any non-cash transactions with directors or persons connected with him and hence provisions of section 192 of the Companies Act, 2013 are not applicable.

xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of paragraph 3(xvi) of the Order are not applicable to the Company.

Annexure ‘B’ to the Independent Auditors’ Report of even date on the financial statement of Modipon Limited

Report on the Internal Financial Controls under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls over financial reporting of Modipon Limited (“the Company”) as of March 31, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s 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 (‘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 company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s 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 auditor’s judgment, 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 Company’s internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s 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 company’s 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s 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.

Opinion

According to the information and explanation given to us, the Company has not established its internal financial controls over financial reporting on criteria based on or considering the essential components of internal control stated in Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. Because of this reason, we are unable to obtain sufficient appropriate audit evidence to provide a basis for our opinion whether the Company has adequate internal financial controls over financial reporting and whether such internal financial controls were operating effectively as at March 31, 2018.

We have considered the disclaimer reported above in determining the nature, timing, and extent of audit tests applied in our audit of the financial statements of the Company, and disclaimer does not affect our opinion on the financial statements of the Company.

For B. M. Chatrath & Co. LLP

Chartered Accountants,

FRN: E300025

Sd/-

CA. Sunil Kumar Jha

Place : New Delhi Partner

Date : 28th May 2018 Membership No.543805