To the Members of HINDUSTAN MOTORS LIMITED
Report on the Audit of the Financial Statements
We have audited the accompanying financial statements of Hindustan Motors Limited("the Company") which comprise the Balance Sheet as at 31st March 2019 and theStatement of Profit and Loss (including Other Comprehensive Income) the Statement ofChanges in Equity and the Statement of Cash Flows for the year then ended and notes to thefinancial statements including a summary of significant accounting policies and otherexplanatory information (hereina er referred to as financial statements).
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended("Ind AS") and other accounting principles generally accepted in India of thestate of a airs of the Company as at 31st March 2019 its profit and total ComprehensiveIncome changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards onAuditing (SAs) specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditors Responsibilities for theAudit of the Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India (ICAI) together with the ethical requirements that are relevant toour audit of the financial statements under the provisions of the Act and the Rules issuedthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the ICAIs Code of Ethics. We believe that the audit evidencewe have obtained is su cient and appropriate to provide a basis for our audit opinion onthe financial statements.
Emphasis of Ma er
We draw a ention to the following Notes to the financial statements:
(a) Note 47 to the Notes to the financial statements which indicates that the networth of the Company is fully eroded as at 31st March 2019 leading to a materialuncertainty about the Companys ability to continue as a going concern.However the financial statements of the Company have been prepared on a goingconcern basis for the reasons stated in the said Note.
Our opinion is not modified in respect of these ma ers
Key Audit Ma ers
Key audit ma ers are those ma ers that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These ma erswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these ma ers. Wehave determined the ma ers described below to be the key audit ma ers to be communicatedin our report.
Information Other than the Financial Statements and Auditors Report Thereon
The Companys Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Boards Report including Annexures to Boards ReportCorporate Governance and Shareholders Information but does not include the financialstatements and auditors report thereon.
Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.
If based on the work we have performed we conclude that there is materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
Our opinion is not modified in respect of the ma er.
Managements Responsibility for the Financial Statements
The Companys Board of Directors is responsible for the ma ers stated in section134(5) of the Act with respect to the preparation of these financial statements that givea true and fair view of the financial position financial performance total comprehensiveincome changes in equity and cash flows of the Company in accordance with the Ind AS andother accounting principles generally accepted in India. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating e ectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statement that give a true and fair view andare free from material misstatement whether due to fraud or error.
In preparing the financial statements management is responsible for assessing theCompanys ability to continue as a going concern disclosing as applicable ma ersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or tOfficease operations or has no realisticalternative but to do so.
A ention is drawn to Note 47 to the financial statements.
The Board of Directors are responsible for overseeing the Companys financialreporting process.
Auditors Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditors report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is su cient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.
Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operating eectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of managements use of the going concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompanys ability to continue as a going concern. We conclude that a materialuncertainty exists and a ention is drawn to Para (a) of Emphasis of Ma erparagraph herein above. Our conclusions are based on the audit evidence obtained up to thedate of our auditors report. However future events or conditions may cause theCompany tOfficease to continue as a going concern.
Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the e ect of anyidentified misstatements in the financial statements.
We communicate with those charged with governance regarding among other ma ers theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other ma ers that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
From the ma ers communicated with those charged with governance we determine those maers that were of most significance in the audit of the financial statements of the currentperiod and are therefore the key audit ma ers. We describe these ma ers in ourauditors report unless law or regulation precludes public disclosure about the ma eror when in extremely rare circumstances we determine that a ma er should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order 2016 ("theOrder") issued by the Central Government in terms of sub-section (11) of section 143of the Act we give in the Annexure a statement on the ma ers specified in paragraphs 3and 4 of the Order to the extent applicable.
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 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 Other Comprehensive Incomethe Statement of Changes in Equity and the Statement of Cash Flows dealt with by thisReport are in agreement with the books of account.
(d) In our opinion the aforesaid financial statements comply with the Ind AS specifiedunder Section 133 of the Act read with relevant rules issued thereunder.
(e) The going concern ma er described in Para (a) under the Emphasisof Ma er paragraph above in our opinion may have an adverse e ect on thefunctioning of the Company.
(f) On the basis of the wri en representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164 (2) of the Act.
(g) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating e ectiveness of such controls refer to ourseparate Report in "Annexure A".
(h) With respect to the other ma ers to be included in the Auditors Report inaccordance with the requirements of section 197(16) of the Act as amended:
According to the information and explanations given to us no managerial remunerationis paid to its directors during the year by the Company.
(i) With respect to the other ma ers to be included in the Auditors Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended inour opinion and to the best of our information and according to the explanations given tous:
i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements Refer Note 41 to the financial statements;
ii. the Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses ;
iii. there has been no delay in transferring amounts which were required to betransferred to the Investor Education and Protection Fund by the Company except asindicated in Note 22 to the financial statements.
| ||For RAY & RAY |
| ||Chartered Accountants |
| ||(Firms Registration No. : 301072E) |
| ||Asish Kumar Mukhopadhyay |
|Place : Kolkata ||Partner |
|Date : 29th May 2019 ||Membership No. : 056359 |