We were engaged to audit the accompanying standalone financial statements of IVRCL Limited (the "Company"), which comprise the Standalone Balance Sheet as at March 31, 2024, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year on that date and a summary of the significant accounting policies and other explanatory information for the year then ended in which are incorporated the unaudited returns of all
the branches of the Company for the year ended on that date. We do not express an opinion on the accompanying standalone financial statements of the Company. Because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraph, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for the audit opinion. Accordingly, we do not express an opinion on the standalone financial statements of the Company for the year ended March 31, 2024.
2. Basis of Disclaimer of Opinion
We refer to the following notes in the accompanying standalone financial statements:
a. Note 38 of the standalone financial statement, in respect of the preparation of standalone financial statements of the Company has incurred a Net Loss of Rs. 26,959.62 Million for the year ended March 31, 2024 resulting into accumulated losses of Rs. 1,74,637.15 Million and erosion of its Net worth as at March 31, 2024. This includes inter alia Rs. 6,940.23 Million towards Finance cost. The Company has obligations towards fund-based borrowings (including interest) aggregating to Rs. 1,91,151.67 Million as per books of accounts and non-fund based exposure aggregating to Rs. 3,736.86 Million, operational creditors and statutory dues, subject to reconciliation/verification as stated in note below, that have been demanded/recalled by the financial/operating creditors pursuant to ongoing Liquidation process as going concern, obligations pertaining
to operations including unpaid creditors and statutory dues as at March 31, 2024. As the company is a going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019 and started receiving the bid amount under Third E-auction process for sale of the company as a going concern, in the opinion of the management, the company will continue its operations and the above results have been prepared on the basis that the Company is Going Concern and however, the Company may be unable to realize its assets and discharge its liabilities in the normal course of business. The ultimate outcome of these matters is at present not ascertainable. Accordingly, we are unable to comment on the consequential impact, if any, on the accompanying Statement.
b. Note 39 of the standalone financial statement, in respect of recognition of deferred tax asset on account of carrying forward unused tax losses and other taxable temporary differences aggregating to Rs.
9,570.59 Million generated as on 31st March 2017. Subsequently, there has not been recognised deferred tax on unused tax losses and other taxable temporary difference a raised except on Ind AS adjustment. As the company is a going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019 and started receiving the bid amount under Third E-auction process for sale of the company as a going concern the management of the
c. Note 40 of the standalone financial statement in connection with the existence of material uncertainties over the reliability of bank guarantees encashed by customers, certain trade receivables, security deposit, withheld, claims of indirect taxes and other deposits including bank guarantees encashed by customers aggregating to Rs.15,767.48 Million which are subject matters of various disputes /arbitration proceedings/ negotiations with the customers and contractors due to termination / fore closure of contracts and other
d. Note 41 of the standalone financial statement in respect of investment of Rs. 18,343.88 Million in subsidiaries, associate and joint ventures engaged in BOT and other projects as at March 31, 2024 which are under disputes with the concessionaire/clients and have significant accumulated losses as at March 31, 2024. The management of the Company is at various stages of negotiation/communication/arbitration with respective contractee/clients of such subsidiaries engaged in BOT and other projects to recover the dues and cost incurred by the Company and taking necessary steps to turnaround the loss-making subsidiary Companies. As the company is a
company is confident that sufficient future taxable income will be available against which such deferred tax asset will be realized. However, in our opinion, in absence of convincing evidence that sufficient future taxable income will be available against which such deferred tax assets can be realized, such recognition is not in accordance with Indian Accounting Standard 12 "Income Taxes" (Ind AS 12). Had the aforesaid deferred tax assets not been recognized, loss after tax for the year ended March 31, 2024 would have been higher by Rs.
9.570.59 Million and other equity would have been lower by Rs.
9.570.59 Million.
disputes. The management of Company is confident of positive outcome of litigation/ resolution of dispute and recovering the aforesaid dues. However, the management is in the process of initiating arbitration/other legal action for such invocations. Had the aforesaid assets been provided for impairment, loss after tax for the year ended March 31, 2024 would have been higher by Rs. Rs.15,767.48 Million, and other equity would have been lower by Rs. Rs.15,767.48 Million.
going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019 and started receiving the Bid amount under Third E-auction process for sale of the company as a going concern considering the long-term nature of investments and in view of ongoing discussion, no provision has been considered necessary by the management in respect of impairment in the value of investment. In absence of a fair valuation of these Investments, we are unable to comment upon the carrying value of these investments and the consequential impact, if any, on the accompanying standalone financial results.
e. Note 42 of the standalone financial
statement in respect of loans and advances of Rs. 8,028.10 Million as at March 31, 2024 given to subsidiary companies, associate, net receivable against development rights, that are outstanding for long period. The management of the Company is at various stages of
negotiation/communication/ with respective subsidiary/associate
company to recover the dues and cost incurred by the Company. As the company is a going concern by order of the NCLT dated 26th July 2019 with
f. Note 38 and 43 of the standalone financial statement in respect commencement of Liquidation process as going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019, various claims submitted by the operational creditors, the financial creditors, employees, statutory authorities and other creditors against the Company including the claims on Company's subsidiaries. Some of these claims are under further
g. Note 45 of the standalone financial statement in respect of Confirmation of balances could not be obtained as at March 31, 2024 for bank balances, bank borrowings and for various trade receivables including retention, loans and advances, and trade payables including other financial/non-financial
h. Note 46 of the standalone financial statement in respect of Physical verification for fixed assets aggregating to Rs.950.05 Million (net block as on March 31, 2024) and inventory aggregating to Rs. 521.62 Million (as on March 31, 2024) could not be carried out at majority locations including project site due to shortage of manpower and accessibility of the stock yards that are terminated/ foreclosed/ having slow progress and the status is still
corrigendum order issued on July 31, 2019 and started receiving the Bid amount under Third E-auction process for sale of the company as a going concern and accordingly, no provision has been considered necessary by the management in respect of impairment in the value of loans and advances. Had the aforesaid assets been provided for impairment, loss after tax for year ended March 2024 would have been higher by Rs. 8,028.10 Million, other equity would have been lower by Rs. 8,028.10 Million.
verification/validation and the same may be updated as per any additional information which may be received in the future. Hence there are differences between the liabilities admitted vis-a-vis balance as per books of account, that are currently under consideration/reconciliation. Pending reconciliation/admission of such claims, we are unable to comment on the consequential impact, if any, on the accompanying statement;
liabilities though, the management has requested for the confirmation of balances and the status is still continued. The Management believes that no material adjustments would be required in books of account upon receipt of these confirmations.
continued. The Management believes that no item of fixed assets and inventory has a net realizable value in the ordinary course of business which is less than the amount at which it is included in the fixed assets and inventories. Accordingly, no provision is required in respect of such fixed assets and inventories. In absence of any alternative corroborative evidence, we are unable to comment on the recoverability of the same.
i. Note 47 of the standalone financial statement in respect of various input credits and balances with various statutory authorities pertaining to service tax, sales tax /GST, Income Tax etc. aggregating to Rs. 2,377.61 Million as at March 31, 2024. The recovery of these amounts is subject to reconciliation, filing of returns and
j. Note 53 of the standalone financial statement in respect of IVRCL Chengapally Tollways Limited, subsidiary of IVRCL Limited was in to CIRP from 20th April, 2022 and the claim was submitted of Rs. 78.9 Millions of which the claim admitted by RP of Rs. 58.4 Millions. The resolution plan has been approved vide order dated 1st May 2023 by Hon'ble NCLT, Hyderabad and as per the resolution plan approved by NCLT
k. As stated in Note 56 of the standalone financial statements, no impairment assessment of tangible and intangible assets has been carried out as at March 31, 2024. Therefore, we are
l. As stated in Note 57 of the standalone financial statements, the company has not filed GST returns for Rajasthan Region with effect from April 2023 due to suspension of IVRCL Limited GST registration in Rajasthan by the GST authorities stating the reason that IVRCL Limited is under Liquidation and advised to obtain fresh registration. The turnover from Rajasthan region during the period from April 2023 to March 2024 is Rs. 266.3 Million and the GST is Rs 47.9 Millions . Input tax credit from the subcontractors is at Rs.46.1 Million. The penal interest on the GST liability will be around Rs. 3.5 Million and fee for delay filing will be Rs.0.02
admission by respective statutory authorities and the status is still continued. No adjustments have been made in the books of accounts in respect of such amounts., thus we are unable to comment on whether any provision for impairment in the value of advances is required.
provides that operational creditors shall be paid in full as claim admitted, hence IVRCL claim admitted of Rs. 58.4 Millions to be receivable. IVRCL Limited had an Equity investment of Rs.2,285.53 Millions in IVRCL Chengapally Tollways Limited. Thus we are unable to comment on whether any loss on account of realisation is to be account for in the value of investment is required.
unable to comment on the consequential impairment, if any, that is required to be made in the carrying value of property, plant and equipment and intangible assets
million until March 31, 2024. As the company is a going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019 and started receiving the bid amount under Third E-auction process for sale of the company as a going concern, in the opinion of the management, the company will continue its operations and about the realisation of said amount. The ultimate outcome of these matters is at present not ascertainable. Accordingly, we are unable to comment on the consequential impact, if any, on the accompanying Statement.
m. As stated in Note 57 of the standalone financial statements, the company has not filed GST returns for Karnataka Region with effect from July 2023 due to suspension of IVRCL Limited GST registration in Karnataka by the GST authorities stating the reason that IVRCL Limited is under Liquidation and advised to obtain fresh registration. The turnover from Karnataka region during the period from July 2023 to March 2024 is Rs. 149.0 Million and the GST is Rs. 13.8 Million. Input tax credit from the subcontractors is at Rs.13.2 Million. The penal interest on the GST liability will be around Rs. 0.03 Million and fee for delay filing will be Rs.0.01 Million
n. Audit assertions i.e., existence, completeness, valuation, cut-off etc. with respect to the majority of the assets and liabilities cannot be concluded due to lack of sufficient and appropriate evidence. In addition, we could not obtain sufficient and appropriate evidence for adequacy and reasonableness of management estimates for various provisions, fair valuation/net realizable value of
until March 31, 2024. As the company is a going concern by order of the NCLT dated 26th July 2019 with corrigendum order issued on July 31, 2019 and started receiving the bid amount under Third E-auction process for sale of the company as a going concern, in the opinion of the management, the company will continue its operations and about the realisation of said amount. The ultimate outcome of these matters is at present not ascertainable. Accordingly, we are unable to comment on the consequential impact, if any, on the accompanying Statement.
various assets etc. including our inability to carry out certain other mandatory analytical procedures required for issuing a audit report. These matters can have a material and pervasive impact on the Statement of the Company. We draw attention to certain such matters and its consequential impact, if any, on the Statement including their presentation/disclosure.
In view of the matters described in our 'Basis for Disclaimer of Opinion' mentioned above, we are unable to obtain sufficient and appropriate evidence to provide a basis for our opinion on this Standalone Financial Results. Accordingly, we do not express opinion on this Standalone Financial Results.
3. Emphasis of Matter
We draw attention to the following matters:
a. Note 48 of the standalone financial statement in respect of a Show Cause Notice U/s 279 (1) of the IT Act 1961 for initiation of prosecution proceedings U/s 276 (B) of the IT Act 1961 for failure to deposit the
deducted Tax at Source within the due date in Central Government Account for the financial year 2016-17 & 2017-18 for the amount of Rs. 103.40 Million and Rs. 189.12 Million respectively.
In respect of the above, the IT department has also sent notices U/s 226 (3) of the IT Act 1961 to certain banks and customers of the company demanding the recovery of the aforesaid arrears.
Pursuant to the application under Section 60(5) of the Insolvency and Bankruptcy Code 2016, the National Company Law Tribunal, Hyderabad vide its order dated 17th December
2019 directs the IT department to withdraw the garnishee notices issued to the Banks and also directed the Banks to release any amount due to corporate Debtor.
b. Note 48 of the standalone financial statement in respect of demand under section 271(1)(c)of the Income Tax Act 1961 for the AY. 2015-16, 2016¬ 17 and 2017-18 aggregating Rs. 314.84 Million which has been
c. Note 49 of the standalone financial statement in respect of received order of the Regional Provident Fund Commissioner in the matter of levy of damages pertaining to the earlier years' U/s 14 B of the Employees'
In respect of the above, The Employees' Provident Fund Organisation has also sent notice u/s 8 F of the Employees' Provident Fund and Miscellaneous Provisions of the
The company has filed an appeal U/s 7-I of the Employees' Provident Funds and Miscellaneous Provisions Act, 1952 with the Employees' Provident
adjusted against the Refund Receivables and the same has not been recognized in the books of accounts as the company appealed the matter before CIT(Appeals).
Provident Funds and Miscellaneous Provisions Act, 1952 aggregating to Rs. 0.41 Million for the period from 10/1999 to 02/2009 and Rs. 60.86 Million for the period from 07/2009 to 03/2015.
Act, 1952 to a Bank demanding the recovery of Rs. 91.22 Million (including interest of Rs. 29.96 Million).
Fund Appellate Tribunal, Bangalore Bench regarding the damages amounting to Rs. 61.26 Million and the matter is presently sub-judice.
Our report is not qualified in respect of these matters.
4. 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, and we do not provide a separate opinion on these matters. We were unable to determine the key audit matters because of the matters
described in the Basis of Disclaimer of Opinion Section of our report.
In view of ongoing Liquidation process, the Liquidator is responsible for the preparation of 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,
5. Information Other than the Standalone Financial Statements and Auditor's Report Thereon
Corporate Governance and Shareholder's Information, but does not include the standalone financial statements and our auditor's report thereon. These reports could not be expected to be made available to us because of Board are not in existence.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
The Hon'ble National Company Law Tribunal, Hyderabad Bench ("NCLT") has passed its Order dated July 26, 2019 read with corrigendum order issued on July 31, 2019 for Liquidation of M/s IVRCL Limited "as going concern" and the Resolution professional (RP) for the Company has been appointed as the
The Hon'ble National Company Law Appellate Tribunal, New Delhi ("NCLAT") vide its order dated September 06, 2019 ordered that the Liquidator to ensure that the company remains as going concern and the liquidator would not sell or transfer or alienate movable or immovable property of the corporate
In view of ongoing liquidation process, The Liquidator 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 standalone financial statements that give a true and fair view of the financial position, financial performance (including other
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
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. Under
Liquidator. The Liquidator shall exercise the powers and duties as enumerated in sections 35 to 50, 52 to 54 of the Insolvency and Bankruptcy Code, 2016 read with Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016.
debtor without the prior approval of the Appellate Tribunal. The said order is vacated by the Hon'ble National Company Law Appellate Tribunal, New Delhi ("NCLAT") vide its order dated May 29, 2020 and upholds the Order of NCLT, Hyderabad dated July 26, 2019 with corrigendum order dated July 31, 2019.
comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act, read with relevant Rules issued thereunder.
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.
in sections 35 to 50, 52 to 54 of the Insolvency and Bankruptcy Code, 2016 read with Insolvency and Bankruptcy Board of India (Liquidation Process) Regulations, 2016, it is incumbent upon liquidator to manage the operations of the Company as a going concern and the standalone financial statements have been prepared on going concern basis.
The liquidator is also responsible for overseeing the Company's financial reporting process.
Our responsibility is to conduct an audit of the standalone financial statements in accordance with Standards on Auditing and to issue an auditor's report. However, because of the matter described in the Basis for Disclaimer of
We are independent of the Company in accordance with the Code of Ethics and provisions of the Act that are relevant to our audit of the standalone financial statements in India under the Act, and
8. Other Matter
a. We did not audit the separate financial statements of 4 joint ventures included in standalone financial statements, whose financial results reflects company's share in net Profit of joint venture aggregating to ? 1.64 million for the year ended March 31, 2024. 28 joint ventures were not considered in standalone financial statement. In our opinion and
b. We did not audit the financial statements/information of all branches included in the Standalone financial statements of the company whose financial statements/financial
Our opinion on the standalone financial statements is not modified in respect of the above matters with respect to our reliance on the work
Opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these standalone financial statements.
we have fulfilled our other ethical responsibilities in accordance with the Code of Ethics and the requirements under the Act.
according to the information and explanations given to us by the Management, these financial statements /financials information, in aggregate, are not material to the Company and have not been subjected to audit hence, we are unable to comment on the consequential impact, if any, on the accompanying statements.
information reflects total assets of ? 782.45 Million as at March 31, 2024 and total revenue is NIL for the year ended on that date as considered in standalone financial statements.
done and the reports of the other auditors and the financial statements/ financial information certified by the liquidator.
9. Report on Other Legal and Regulatory Requirements
1.
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As required by the Companies (Auditors' Report) Order, 2020 ("the Order") issued by the Central Government in terms of section 143 (11) of the Act, and except for the possible effects, of the matter described in the Basis for Disclaimer of Opinion section, we give in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
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2.
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As required by section 143 (3) of the Act, we report that:
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a)
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As described in the Basis for Disclaimer of Opinion section, we were unable to obtain all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
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b)
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Due to the effects/possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether 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 and unaudited accounts/returns adequate for the purpose of our audit have not been received from the branches and the branches were not visited by us.
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c)
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The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive income), the Standalone Cash Flow Statement and the Standalone Statement of Changes in Equity dealt with by this Report are in agreement with the books of account and the unaudited accounts/returns of the branches not visited by us.
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d)
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Due to the effects/possible effects of the matters described in the Basis for Disclaimer of Opinion paragraph, we are unable to state whether the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act.
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e)
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The matters described in the Basis for Disclaimer of Opinion paragraph may have an adverse effect on the functioning of the Company;
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f)
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In the term of the Insolvency and Bankruptcy Code, 2016 ("the Code"), Under the liquidation the board of directors have been terminated and the power of board has been exercised by the Liquidator of the Company. Hence, written representation from directors have not been taken on record by the Board of Directors. Accordingly, we are unable to comment whether none of the director is disqualified as on March 31, 2024 from being appointed as a director in the terms of Section 164 (2) of the Act.
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g)
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The reservation relating to maintenance of accounts and other matters connected therewith are as stated in the Basis for Disclaimer Opinion section.
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h)
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With respect to the matter to be included in the Auditors' Report under section 197(16) of the Act:
In our opinion and according to the information and explanations given to us, the Company is under liquidation hence the board of directors have been terminated and no remuneration paid to any director during the current year.
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i)
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With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such
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controls, refer to our separate Report in "Annexure B". Our report expresses disclaimer of opinion on the adequacy and operating effectiveness of the Company's internal financial control over financial reporting.
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j)
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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 information and explanations given to us:
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i.
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Except for the effects/possible effects of matters described under Basis for Disclaimer of Opinion paragraph, the Company has disclosed the impact of pending litigations on its financial position to the extent ascertained, in its standalone financial statements (Refer note 35);
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ii.
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Except for the effects/possible effects of matters described under Basis for Disclaimer of Opinion paragraph, the Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts and on derivative contracts, if any;
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iii.
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There has been no delay in transferring the amounts that were due to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2024;
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iv(a).
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According to our examination of books of accounts, to the best of its 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.
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iv(b).
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According to our examination of books of accounts, to the best of its knowledge and belief, 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
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iv(c).
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Based on such audit procedures that we 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 iv(a) and iv(b) contain any material misstatement.
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v.
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The Company has not recommended any dividend during the year therefore no question of compliance with Section 123 of the Act.
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For CHATURVEDI & CO. LLP
Chartered Accountants
Firm Registration No.302137E/E300286
RAJESH KUMAR AGARWAL
Partner
Place: Delhi ICAI Membership No. 058769
Date : May 29, 2024 UDIN No.
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