INDEPENDENT AUDITOR’S REPORT
To
The Members of
Balmer Lawrie & Company Limited
Report on the Audit of Standalone Financial
Statements
Opinion
We have audited the standalone financial statements
of Balmer Lawrie & Company Limited (“the
Company”), which comprise the balance sheet as
at 31st March 2023, and 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 which are included the
returns for the year ended on that date audited by the
branch auditors of the Company’s branches located
at Northern, Southern and Western Regions of the
country (hereinafter referred as “Standalone Financial
Statements”).
In our opinion and to the best of our information and
according to the explanations given to us, 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 Indian Accounting Standards
prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules,
2015, as amended, (“Ind AS”) and other accounting
principles generally accepted in India, of the state of
affairs of the Company as at March 31,2023, the profit
and total comprehensive income, changes in equity
and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial
statements in accordance with the Standards on
Auditing (“SA”s) specified under section 143(10) of
the Act. Our responsibilities under those Standards
are further described in the Auditor’s 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 made thereunder, and we have fulfilled
our other ethical responsibilities in accordance with
these requirements and the ICAI’s Code of Ethics.
We believe that the audit evidence obtained by us is
sufficient and appropriate to provide a basis for our
audit opinion on the standalone financial statements.
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 period. These matters were addressed
in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion
thereon, we do not provide a separate opinion on these
matters. We have determined the matters described
below to be the key audit matters to be communicated
in our report:
Emphasis of Matter
We draw attention to the following matters in the Notes
to the standalone financial statements, which describe
the uncertainty related to the outcome.
a) Note No. 42.8 which states that trade receivables,
loans and advances and deposits for which
confirmations are not received from the parties
are subject to reconciliation and consequential
adjustments on determination/ receipt of such
confirmation.
b) Note No. 42.30 which states that the Company has
not made any provision towards its investments
made in subsidiary, M/s Visakhapatnam Port
Logistics Park Limited (VPLPL).
c) Note No. 42.37 which states that the Company
had made payments/provision of certain portion
of demand raised by Syama Prasad Mookerjee
Port (SMP) which is under reconciliation. Balance
demand is shown under contingent liabilities
(Claims against the Company not acknowledged
as debts).
d) Note No. 23: “Other Trade Payable” includes
the sundry creditor for expenses amounting to
Rs.322.62 Lakhs (P.Y. Rs. 322.57 Lakhs) of E&P
Division, Kolkata, which are lying unpaid since
long, as the matters are under litigation.
e) Note No. 42.19(i)(*) which states that as per the
order of Hon’ble National Company Law Tribunal
(NCLT), the demat account service provider has
unilaterally reduced the investment of the Company
in the shares (both equity and preference) of
M/s Transafe Services Limited (TSL). However,
the Company continues to display these quantities
of shares under its Investment (Refer Note No. 6-
“Financial Assets- Investments- Non-Current”).
Our opinion is not modified in respect of the above
matters.
Information Other than the Financial Statements
and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the
other information. The other information comprises the
information included in the Management Discussion
and Analysis, Board’s Report including Annexures
to Board’s Report, Business Responsibility Report,
Corporate Governance Report and Shareholder
Information, but does not include the standalone
financial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements
does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial
statements, our responsibility is to read the other
information and, in doing so, consider whether the
other information is materially inconsistent with the
standalone financial statements or our knowledge
obtained during the course of our audit or otherwise
appears to be materially misstated.
If, based on the work we have performed, we conclude
that there is a material misstatement of this other
information, we are required to report that fact. We
have nothing to report in this regard.
Responsibility of Management and those Charged
with Governance for the standalone Financial
Statements
The Company’s 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, including
other comprehensive income, changes in equity and
cash flows of the Company in accordance with the Ind
AS and other accounting principles generally accepted
in India. This responsibility also includes maintenance
of adequate accounting records in accordance with
the provisions of the Act for safeguarding 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 statements 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
Company’s 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.
The Board of Directors are responsible for overseeing
the Company’s financial reporting process.
Auditor’s responsibilities for the Audit of
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 auditor’s 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 standalone 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 financial
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 management’s
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
Company’s ability to continue as a going concern.
If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor’s
report to the related disclosures in the standalone
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 auditor’s 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 standalone financial statements,
including the disclosures, and whether the
standalone financial statements represent the
underlying transactions and events in a manner that
achieves fair presentation.
Materiality is the magnitude of misstatements in the
standalone financial statements that, individually or
in aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of the
standalone financial statements may be influenced.
We consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work
and in evaluating the results of our work; and (ii) to
evaluate the effect of any identified misstatements in
the standalone financial statements.
We communicate with those charged with governance
regarding, among other matters, the planned scope
and timing of the audit and significant audit findings,
including any significant deficiencies in internal
financial 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 standalone
financial statements of the current period and are
therefore the key audit matters. We describe these
matters in our auditor’s 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 Matter
We did not audit the financial statements/ information
of branches situated in Northern, Southern and
Western Regions included in the standalone
financial statements of the Company whose financial
statements/financial information reflect total assets of
Rs.1,24,236.80 Lakhs as at 31st March 2023 and
the total revenue of Rs.1,79,058.67 Lakhs for the year
ended on that date, as considered in the standalone
financial statements / information of these branches
have been audited by the branch auditors whose
reports have been furnished to us, and our opinion
in so far as it relates to the amounts and disclosures
included in respect of these branches, is based solely
on the report of such branch auditors.
Our opinion is not modified in respect of the above
matter.
Report on Other Legal and Regulatory
requirements
1. As required under section 143(5) of the of the
Companies Act, 2013, we give in the Annexure-A,
a Statement on the Directions / Sub-Directions
issued by the Comptroller and Auditor General of
India after complying the suggested methodology
of Audit, the action taken thereon and its impact
on the accounts and financial statements of the
Company.
2. As required by the Companies (Auditor’s Report)
Order, 2020 (“the Order”), issued by the Central
Government of India in terms of sub-section (11) of
section 143 of the Companies Act, 2013, we give
in the Annexure-B, a statement on the matters
specified in paragraphs 3 and 4 of the Order, to
the extent applicable to the Company.
3. 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 purpose of our audit.
b) In our opinion proper books of account as
required by law have been kept by the Company
so far as appears from our examination of
those books and proper returns adequate for
the purposes of our audit have been received
from the branches not visited by us.
c) The reports on the accounts of the branch
offices of the Company audited under Section
143(8) of the Act by branch auditors have
been sent to us and have been properly dealt
with by us in preparing this report.
d) The Balance Sheet, Statement of Profit and
Loss including Other Comprehensive Income,
Statement of Changes in Equity and Statement
of Cash Flow dealt with by this report are in
agreement with the books of account and with
the returns received from the branches not
visited by us.
e) In our opinion, the aforesaid standalone
financial statements comply with the Indian
Accounting Standards specified under
Section 133 of the Act, read with relevant rules
thereunder.
f) The provisions of Section 164(2) of the
Companies Act, 2013 are not applicable
to Government Companies in terms of
notification No. GSR 463(E) dated 5th June
2015 issued by the Ministry of Company
Affairs, Government of India.
g) 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-C. Our report expresses
an unmodified opinion on the adequacy and
operating effectiveness of the Company’s
internal financial controls over financial
reporting.
h) 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 (as amended), in our opinion and
to the best of our information and according to
the explanations given to us:
i) As per records made available to us,
the Company has disclosed the impact
of pending litigations on its financial
position in its notes & its annexures to the
standalone financial statements - Refer
Note 42.3(a) and its Annexure “A” to the
standalone financial statements.
ii) The Company does not have any material
foreseeable losses 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 it’s knowledge and
belief, other than as disclosed in the
notes to the accounts, 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(s) or entity(ies), including
foreign entities (“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 it’s knowledge
and belief, other than as disclosed in
the notes to the accounts, no funds
have been received by the Company
from any person(s) or entity(ies),
including foreign entities (“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 such audit procedures that
we have 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), as provided
under (a) and (b) above, contain any
material mis-statement.
v) As stated in Note No. 45 to the Standalone
Financial Statement
a) The Final Dividend proposed in the
previous year, declared and paid by
the Company during the year is in
accordance with Section 123 of the
Act, as applicable.
b) The Board of Directors of the Company
have proposed Final Dividend for the
year which is subject to the approval
of the members at the ensuing Annual
General Meeting. The amount of
dividend proposed is in accordance
with Section 123 of the Act, as
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 March 31,2023.
For B. K. SHROFF & CO.
Chartered Accountants
Firm Registration No.: 302166E
(P. K. SHROFF)
PARTNER
Place: Kolkata Membership No. : 059542
Date: 25th May, 2023 UDIN: 23059542BGYEBD8745
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