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Den Networks Ltd.

BSE: 533137 Sector: Media
NSE: DEN ISIN Code: INE947J01015
BSE 15:46 | 27 Mar 2018 Den Networks Ltd
NSE 05:30 | 01 Jan 1970 Den Networks Ltd
OPEN 100.00
PREVIOUS CLOSE 97.90
VOLUME 47284
52-Week high 149.55
52-Week low 65.00
P/E
Mkt Cap.(Rs cr) 1,975
Buy Price 100.90
Buy Qty 70.00
Sell Price 0.00
Sell Qty 0.00
OPEN 100.00
CLOSE 97.90
VOLUME 47284
52-Week high 149.55
52-Week low 65.00
P/E
Mkt Cap.(Rs cr) 1,975
Buy Price 100.90
Buy Qty 70.00
Sell Price 0.00
Sell Qty 0.00

Den Networks Ltd. (DEN) - Auditors Report

Company auditors report

TO THE MEMBERS OF DEN NETWORKS LIMITED

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

We have audited the accompanying standalone financial statements of DEN NetworksLimited (“the Company”) which comprise the Balance Sheet as at 31st March2015 the Statement of Profit and Loss the Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information.

MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

The Company’s Board of Directors is responsible for the matters stated inSection134(5) of the Companies Act 2013 (“the Act”) with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules2014. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

AUDITORS’ RESPONSIBILITY

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143 (10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reason able assurance about whetherthe financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The proceduress elected depend on theauditors’ judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company’spreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances but not for the purpose ofexpressing an opinion on whether the Company has in place an adequate internal financialcontrols system over financial reporting and the operating effectiveness of such controls.An audit also includes evaluating the appropriateness of the accounting policies used andthe reasonableness of the accounting estimates made by the Company’s Directors aswell as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financial statements.

OPINION

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2015 and its loss and its cash flows for the year ended on that date.

EMPHASIS OF MATTERS

We draw attention to note 43 of the standalone financial statements wherein it isstated that the Digital Addressable System (DAS) subscription fee has not yet beenfinalised and the revenue on account of the same has been recognised based on certainestimates which in the management’s view are reasonable.

Our opinion is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors’ Report) Order 2015 (“theOrder”) issued by the Central Government in terms of Section 143(11) of the Act wegive in the Annexure a statement on the matters specified in paragraphs 3 and 4 of theOrder to the extent applicable.

2. As required by Section143(3) of the Act we report that:

(a) We have sought and obtained all the information and explanations which to the bestof 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 theCompany 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 Statementdealt with by this Report are in agreement with the books of account.

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

(e) On the basis of the written representations received from the directors as on 31stMarch 2015 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2015 from being appointed as a director in terms of Section164(2) of the Act.

(f) With respect to the other matters to be included in the Auditors' Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand 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 financialposition in its financial statements.

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

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

For DELOITTE HASKINS & SELLS
Chartered Accountants
(Firms registration no. 015125N)
Sd/-
JITENDRA AGARWAL
NEW DELHI Partner
11 May 2015 (Membership No. 87104)

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements’ section of our report of even date)

i. In respect of its fixed assets:

a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

b. The Company has a program of verification of fixed assets to cover all items in aphased manner over a period of three years other than set top boxes which are inpossession of the customers/ third parties and distribution equipment comprising overheadand underground cables. Management is of the view that it is not possible to verify theseassets due to their nature and location. Pursuant to the program certain fixed assetswere physically verified by the Management during the year. According to the informationand explanation given to us no material discrepancies were noticed on such verification.

In our opinion other than for physical verification of set top boxes and distributionequipment referred to above the frequency of verification of fixed assets is reasonablehaving regard to the size of the Company and the nature of its assets.

ii. In respect of its inventories:

a. As explained to us the inventories were physically verified during the year by theManagement at reasonable intervals.

b. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventories followed by the Management werereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.

c. In our opinion and according to the information and explanations given to us theCompany has maintained proper records of its inventories and no material discrepancieswere noticed on physical verification.

iii. According to the information and explanations given to us the Company has grantedloans secured or unsecured to companies firms or other parties covered in the Registermaintained under Section 189 of the Companies Act 2013. In respect of such loans:

a. The receipts of principal amounts and interest have been regular/as perstipulations.

b. There is no overdue amount in excess of Rs. 1 lakh remaining outstanding as at theyear-end.

iv. In our opinion and according to the information and explanations given to ushaving regard to the explanations that some of the capital items purchased are of specialnature and suitable alternative sources are not readily available for obtaining comparablequotations there is an adequate internal control system commensurate with the size of theCompany and the nature of its business with regard to purchase of fixed assets and thesale of goods and services. During the course of our audit we have not observed any majorweakness in such internal control system.

v. According to the information and explanations given to us the Company has notaccepted any deposit during the year.

vi. We have broadly reviewed the cost records maintained by the Company pursuant to theCompanies (Cost Records and Audit) Rules 2014 as amended and the Cost Records and Audit(Telecommunication Industry) Rules prescribed by the Central Government under subsection(1) of Section 148 of the Companies Act 2013 and are of the opinion that prima faciethe prescribed cost records have been made and maintained. We have however not made adetailed examination of the cost records with a view to determine whether they areaccurate or complete.

vii. According to the information and explanations given to us in respect of statutorydues:

a. The Company has generally been regular in depositing its undisputed statutory duesincluding Provident Fund Employees' State Insurance Income Tax Sales Tax Wealth TaxService Tax Customs Duty Value Added Tax Cess and other material statutory duesapplicable to it with the appropriate authorities during the year. According to theinformation and explanations given to us the Company's operations did not give rise toany Excise Duty.

b. There were no undisputed amounts payable in respect of Provident Fund Employees'State Insurance Income Tax Sales Tax Wealth Tax Service Tax Customs Duty Value AddedTax Cess and other material statutory dues in arrears as at 31st March 2015 for a periodof more than six months from the date they became payable except for the dues related toamusement tax and entertainment tax the details of which are given below:

Name of Statute Nature of Dues Amount Involved (Rs in million) Period to which the Amount Relates Due Date
West Bengal Entertainment Cum Amusement Tax Act 1982 Amusement tax 10.24 April 2013 to March 2014 Within 30 days from the expiry of each month
Delhi E nte rtainment Tax Act 1996 Entertainment Tax 12.49 April 2014 to September 2014 Within 7 days from the expiry of each month

According to the information and explanations given to us the Company’soperations did not give rise to any Excise duty.

c. Details of dues of Value Added Tax and Sales Tax which have not been deposited as on31st March 2015 on account of disputes are given below:

name of Statute nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount involved (Rs in million)
UP Value Added Tax Act 2008 Value added tax Commercial Tax Tribunal Lucknow June 2013 5.84
UP Value Added Tax Act 2008 Value added tax Additional Commissioner Appeals April 2012 to March 2013 100.39
UP Value Added Tax Act 2008 Value added tax Deputy Commissioner Lucknow September 2013 to October 2013 14.36
Bihar Value Added Tax Act 2005 Value added tax Joint Commissioner of Commercial Tax (Appeals) April 2012 to March 2014 14.94
Karnataka Value Added Tax and CST Act 2003 Value added tax and Central Sales Tax Joint Commissioner of Commercial Tax (Appeals) April 2008 to March 2009 21.51
Kerala Value Added Tax and CST Act 2003 Value added tax and Central Sales Tax Assistant Commissioner Appeals Commercial Taxes Ernakulam April 2011 to March 2013 18.16

We are informed that there are no dues in respect of Income Tax Wealth Tax ServiceTax Customs Duty and Cess which have not been deposited on account of any dispute.

d. There are no amounts that are due to be transferred to the Investor Education andProtection Fund in accordance with the relevant provisions of the Companies Act 1956 (1of 1956) and Rules made there under.

viii The accumulated losses of the Company at the end of the financial year are lessthan fifty percent of its net worth and the Company has not incurred cash loss during thepreceding year but has incurred cash losses during the current financial year.

ix. In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of dues to banks and financial institutions.The Company has not issued any debentures.

x. In our opinion and according to the information and explanations given to us theterms and conditions of the guarantee given by the Company for loan taken by others frombanks and financial institutions are not prima facie prejudicial to the interests of theCompany.

xi. In our opinion and according to the information and explanations given to us theterm loans have been applied by the Company during the year for the purposes for whichthey were obtained.

xii. To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no material fraud on the Company has been noticedor reported during the year.

FOR DELOITTE HASKINS & SELLS
Chartered Accountants
(Firms registration no. 015125N)
Sd/-
JITENDRA AGARWAL
NEW DELHI Partner
11 May 2015 (Membership No. 87104)