July 21
July 21
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        CASE STUDY -1
        About You
        You are a knowledgeable Chartered Accountant and appointed as a partner in an established
        firm of Chartered Accountants based out of Mumbai. You are very much excited on your
        becoming a partner and cannot afford to wait to sign your first set of audited accounts.
        A New Client
        Your audit firm added a new client, "Sunshine Cot Spin Ltd" (SCSL), a family owned, closely
        held, Public Limited Company, located at Pune to act as the Statutory Auditors of the Company
        and audit the books of accounts of the Company for the financial year 2020-2021. The Company
        is engaged in spinning and weaving of cotton yarn. The Audit firm's Senior Partner, CA. Sriman
        Narayan, (fondly referred to as 'SN') has allocated the client to you to conduct the audit. The
        senior partner is very close to the family which owns the Company and you strongly believe that
        this is atleast part of the reason why the Company decided to appoint your audit firm.
        About SCSL
        SCSL has evolved to be a significant player in cotton yarn spinning in Pune, commanding a
        premium market for their products and also exports its products to several countries. SCSL has
        two manufacturing plants at Pune housing around 1.5 lakh sq ft each. The spinning division in
        factory 'A' has an installed capacity of 2.25 lakh spindles, producing around 20 tonnes of cotton
        yarn per day. The weaving division at factory 'B' has an installation of 50 Suzler projectile
        machines. The export sales constituted around 30% of the total revenues as at 31st March,
        2021. In Nov 2019, the Company was awarded a certificate of recognition as an export house
        by the Joint Director of Foreign Trade. One of the Company's division is also continuously
        engaged in leasing of properties - Mobile Towers as its principal or ancillary generating
        activities. Going forward, the company's strategy is to expand their existing capacity in spinning
        and weaving as well as enter in the textile chain including processing, garments and home
        textiles. Their vision is to scale new heights in the textile industry from fibre to finished products
        and to be at the forefront of the industry.
        Commencement of the Audit Process
        The CFO of the Company made available to you the audited accounts of the last five years and
        the draft summary of management prepared financial statements for the FY 2020 -2021 subject
        to audit of certain items that need clarifications and resolutions from the statutory auditors.
        Before the commencement of the audit, you reviewed the Company's audited accounts of the
        previous year. You noticed that the Auditors Report was qualified due to non -compliance with a
        mandatory accounting standard with respect to valuation of a high valued property that the
        Company owns. The audit opinion adds that the auditor is unable to quantify the impact of this
        non-compliance with the accounting standard. At this point, you made a telephonic conversation
        with the previous auditor informing them about your firm's appointment as auditor and also
        discussed the qualification in the previous audit report.
        You were wondering whether the audit qualification issued was appropriate in the circumstances
        and you feel that a 'limitation of scope' opinion may have been more appropriate rather than
        "except for dis-agreement with accounting treatment due to non-compliance with an accounting
        standard”…. You are considering the impact of this issue when CA.SN comes into your office.
        He provides you certain important inputs of SCSL and then asks whether you have any
        clarifications to be sought. At this juncture, you inform CA.SN what you have found. He
        immediately replies: "I don't see any issues. If the Company does not believe that it is worth
        paying for this information, then who are we to tell them otherwise. It is a family business after
        all. If we have to, then, we can also adopt the same approach as the previous auditors and
        qualify the audit report on the same grounds." CA.SN further stated that you should go ahead
        with the audit work and reassess the position once the audit fieldwork has been completed by
        your team.
        Precarious situation and the way forward
        Now you are in a very precarious situation. You need to build a strategy. On the one hand, as
        an individual, you don't feel like to compromise anything in the audit process as well as your
        Independence and on the other hand, the relationship of CA.SN with the Company matters you
        a lot. Finally, after a good thought, you have proposed to balance the situation with an
        appropriate presentation of a matter that needs proper reporting and / or by pointing out the
        legal position before hand with a view to avoid / rectify any lapse or shortcomings to the
        satisfaction of both the Company's management and CA.SN. You always believe in Professional
        Scepticism / Professional Judgement and is of the opinion that it is your legitimate right to advise
        your clients to comply with the rule of law, promote transparency in financial and business
        transactions, make your clients much more tax complaint vis-a-vis intelligent tax planning rather
        than tax dogging and tax evasion.
        Accordingly, you made a detailed audit program and deputed your audit team to look
        meticulously into every material aspects and conduct the audit from the propriety angle. You
        also instructed that all observations made by the audit team would be reviewed by you with
        proper assessments to ensure that the financial statements reflects a true and fair view.
        7.   You as the engagement partner has requested the Management to provide email
             addresses of trade receivables of the company for the purpose of obtaining balance
             confirmation from the trade receivables. The Management asked its Sales Manager to
             send confirmation requests to the trade receivables and collect all the responses and
             provide the same to the Auditors. The Management informed that confirmation with respect
             to two of its trade receivables namely X Limited and Y Limited will not be available as a
             dispute is going on with them. With respect to other trade receivables, the Sales Manager
             provided you all the balance confirmations.
        8.   While verifying the inventories as on 31 st March, 2021, you observed that significant
             amount of inventories belonging to the Company are held by third parties. However, the
             Company has kept all the records of the inventories maintained by the third parties.
        9.   SCSL purchased new computers for ` 10 lakhs on October 5, 2020, installed the same in
             its office and put the said computers to use on the same date.
        10. The Company has incurred an expenditure of ` 10 lakhs on advertisement in a souvenir of
            a registered political party.
        11   While preparing the Ind AS financial statements for the previous year ended 31.03.2020,
             SCSL has observed that it had presented certain material liabilities as non -current in its
             financial statements for the year ended 31.03.2019. While preparing annual financial
             statements for the year ended 31.03.2021, management discovers that these liabilities
             should have been classified as current. The Management intends to restate the
             comparative amounts for the prior period presented (i.e as at 31.03.2020).
        12   Other Issues of Management for your professional advice SCSL is considering a new sales
             strategy for one of its small subsidiary company that will be valid for the next 4 years. They
             want to know the value of new strategy. Following information relating to the year which
             has just ended is available:
                                                 Income Statement
                                                                                 Amount (in ` ‘000)
               Sales                                                                         20,000
               Gross Margin (20%)                                                             4,000
               Administration, Selling and Distribution Expenses (10%)                        2,000
               PBT                                                                            2,000
               Tax (30%)                                                                        600
               PAT                                                                            1,400
               Balance Sheet Information
               Fixed Assets                                                                   8,000
               Current Assets                                                                 4,000
               Equity                                                                       12,000
             If it adopts the new strategy, sales will grow at the rate of 20% per year for three years.
             The gross margin ratio, assets turnover ratio, the capital structure and the income tax rate
             will remain unchanged. Depreciation would be 10% of net fixed assets at th e beginning of
             the year. The company's target rate of return is 15%.
             At this juncture, before proceeding further, Mr. SN has desired to have an interim meeting
             with you to get an hands on summary of the audit observations and also with proper
             solutions to address them. So get ready to comprehend, analyse and apply to arrive at a
             correct solution to the issues given here under:
             You are requested to provide the correct option to the following questions. Please indicate
             your option in capital letters. No reasoning is required. Note that the financial statements
             of the Company for the year under review are prepared using IND AS and your answers
             on Direct Tax Laws should relate to Assessment Year 2021-22.
        1.1 In respect of the inputs given in para (1) above, is there any further responsibility of the
            statutory auditor with regard to the other formalities to be performed for related party
            transactions (RTP)?
             (A) There is no further responsibility as the best audit evidence for the RTP is the
                 Management representation letter.
             (B) There is no further responsibility, as the statutory auditor is responsible for verifying
                 the balances and disclosure of RTPs. The identification of RTPs is the responsibility
                 of the Management.
             (C) Yes, the statutory auditor has the responsibility to perform the audit procedures to
                 identity, assess and respond to the material misstatements arising from the entity's
                 failure to account for/ disclose related party relationships, transactions and balances.
             (D) Yes, the statutory auditor has the ultimate responsibility to detect fraud and error with
                 respect to RTPs.
        1.2 With respect to the inputs given in para (7) above, which of the following is warranted as
            per the requirement of the relevant SA?
             (A) As the Statutory Auditor, you should not have relied on the explanation provided by
                 the Management with respect to the trade receivables namely X Limited and Y Limited
                 and you should have performed alternative procedures with respect to such trade
                 receivables.
             (B) As the Statutory Auditor, based on the risk assessment and materiality, you should
                 have obtained direct responses atleast from some significant, if not all, trade
                 receivables instead of the sales manager receiving direct responses and forwarding
                 the same to you.
             (C) Both (A) and (B)
             (D) You should give a qualified opinion as balance confirmations with respect to two trade
                 receivables were not available.
        1.3. With respect to the inputs given in para (9) above, the allowable depreciation under the
             Income Tax Act would be:
             (A) ` 1.5 Lakhs
             (B) ` 2 Lakhs
             (C) ` 3 Lakhs
             (D) ` 4 Lakhs
        1.4 With respect to the inputs given in para (10) above, which of the following statement is
            correct as per the Income Tax Act?
             (A) Such expenditure is an allowable deduction while computing its business income.
             (B) Such expenditure is not an allowable deduction while computing its business income.
             (C) Such expenditure is not an allowable deduction while computing its business income
                 but is allowable as a deduction from gross total income.
             (D) Such expenditure is neither allowable as a deduction from business income nor
                 allowable as a deduction from gross total income.
        1.5 With respect to the inputs given in para (11) above, which of the following statement is
            valid as per the Companies Act, 2013?
             (A) Change in Estimate - Restatement of previous year comparative is not required.
             (B) Change in Estimate - Restatement of previous year comparative is required.
             (C) Prior period error - Restatement of previous year comparative is not required.
             (D) Prior period error - Restatement of previous year comparative is required.
                                                                                    (2 x 5 = 10 Marks)
        1.6 With reference to the case study, comment on whether communication made with the
            previous auditor is in line with relevant clause of Schedule to the Chartered Accountants
            Act, 1949 and Code of Ethics.                                                   (3 Marks)
        1.7 Comment whether the classification referred in para (5) above is correct or not in the light
            of Schedule III to the Companies Act, 2013.                                      (4 Marks)
        1.8 In respect of the inputs given in para (12) above, determine the incremental value due to
            adoption of the new strategy in line with the strategic financial management principles
            adopted by the company.                                                         (8 Marks)
             The term “other operating revenue” is not defined. This would include Revenue arising
             from a company’s operating activities, i.e., either its principal or ancillary revenue-
             generating activities, but which is not revenue arising from sale of products or rendering
             of services. Whether a particular income constitutes “other operating revenue” or “other
             income” is to be decided based on the facts of each case and detail understanding of
             the company’s activities.
             The classification of income would also depend on the purpose for which the particular
             asset is acquired or held.
             In the given case, it is mentioned that one of their divisions also deals in Leasing of
             properties – Mobile Towers. The company is primarily engaged in spinning and weaving
             of cotton yarn. The revenue arising out of mobile towers division may be considered as
             either its principal or ancillary revenue-generating activities. Accordingly, the rent arising
             from leasing of Mobile towers properties would be classified under the head “Revenue
             from Operations” in the Statement of Profit and Loss. Hence, it cannot be shown under
             the head “Other Income”.
        1.8 Projected Balance Sheet
        CASE STUDY - 2
        You are a young dynamic Management Consultant of 30 years of age, having graduated from a
        top notch business school in India and later on obtained a Doctorate degree in Finance from
        USA. At the age of 27 years, you started a consultancy firm in Bengaluru, India for providing
        scratch to end business advisory solutions to start-up companies, especially on innovative ways
        to finance a start-up, direct taxes, financial reporting, legal advisory under FEMA, 1999 and
        Insolvency and Bankruptcy Code, 2016. Your clients are spread across the country and you
        have a sizeable team of professionals working under your entire advisory practice.
        Your client, Soft Tech Automobile Solutions Private Limited (STAS) is one of the India’s start-
        up companies incorporated at Delhi in the year 2017. The main objective of the Company is to
        develop a niche, never invented before, customized software packages for two and three
        wheeler automobile manufacturers in India and abroad. The Company is the first ever start-up
        company wholly owned, managed by women technocrats with only women employees. It was
        promoted by Ms. Sunandha and Ms. Pracheeti, IITians from Delhi.
        Ever since the promoters started their venture, they have, within a span of one year, garnered
        about 15 reputed automobile companies in India and twelve foreign companies in USA as their
        customers with long term contracts and significant business in terms of volume and money
        value. The promoters have also formed a wholly owned subsidiary at Singapore which has a
        liaison office in Mumbai and currently has very limited operations in India. The Indian liaison
        office, at present, employs about 30 people primarily to represent the foreign subsidiary in
        dealing with the customers in India.
        Because of their innovative and user friendly software package, that provides high value
        addition, and going by the success they reaped within a year, it is for sure, that, they would
        flourish and branch out in their business within the next five years of their establishment. In
        other words, the Company is also looking at rapid expansion over the next three years.
        Nevertheless, what disturbs them, is the infusion of initial funds and continued working capital
        in the start-up to meet their commitments.
        STAS is well recognized for its governance standards and is very keen to implement its zero
        tolerance for non-compliances policy. Under the circumstances, they have reached out to you
        seeking your advice on strategic financial management vis-a-vis innovative ways to finance a
        start up, matters on financial reporting and direct taxation. Besides the above, they also wanted
        you to advise them on the regulatory provisions of FEMA, 1999, IBC Code, 2016 that may impact
        their business. Accordingly, they have requested you to join their internal brainstorming session
        organized to discuss and decide on the way forward. This meeting will be attended by Ms.
        Sunandha, Managing Director, Ms. Pracheeti, Joint Managing Director, Ms. Anjana, Chief
        Financial Officer, Ms. Samanvitha, Manager, Taxation and Ms. Jaishvitha, Company Secretary.
        Prior to the meeting, the promoters have informed you and given the following inputs:
        (a) A few export invoices raised by the Company towards supply of goods or services were
            remaining outstanding from the foreign party (in excess of the stipulated thresholds for suo
            moto write oft) and despite the Company's best efforts, the amounts have become doubtful
            of recovery.
        (b) During the financial year 2020-21, the Company had changed its method of accounting
            compared to the previous financial year (2019-20) and had reported a closing stock of
            computer peripherals amounting to ` 2 lakhs only as on 31.03.2021. Also, the Company
            had borrowed a sum of ` 10 crores equally from two public sector banks and two NBFCs.
            The Company had promptly repaid few deposits amounting to ` 80 lakhs to the deposit
            holders.
        (c) The Company acquired 5 state of the art, hitech computers, peripherals and servers (herein
            after referred to as 'Plant') at a cost of ` 2 Crores (with no break down of the component
            parts). The estimated useful life is 10 years. At the end of the 2nd year, one of the majo r
            component (Server) has become obsolete and requires replacement as further
            maintenance is uneconomical. The balance of the plant is perfect and expected to last for
            next 10 years. The cost of the replacement of new component is ` 60,00,000. The discount
            rate assumed is 5%
        (d) The statutory Auditors of the Company, M/s. DEF & Associates, where CA. Mr. F, who is
            one of the partners of the audit firm who does not sign the audited financials of the
            Company had borrowed a sum of ` 4 lakhs from the subsidiary company for a short term
            repayable within 2 months. He had also purchased accounting software worth ` 1.10 lakhs
            from the said company. Both the sum borrowed and the cost of the. accounting software
            are not yet paid by Mr. F.
        (e) Ms. Suman, sister of Ms. Sunandha, (the Managing Director of the Company) is a resident
            of Singapore and she owns an immovable property in Varanasi, which she inherited from
            her father, who was a resident in India. Currently, Ms. Sunandha uses the property.
        (f)   Ms. Pracheeti, the Joint Managing Director wants to know the legal remedies available in
              India for recovering amounts rightfully due to the Company in case of a wilful default by
              the customer. In this regard, she is curious to understand the legal provisions of Insolvency
              and Bankruptcy Code, 2016 which would come handy for enforcing timely actions by the
              defaulting customers, where required. She also wanted to understand how the settlement
              of the dues would be prioritized as compared to various secured creditors of the defaulting
              company at the time of insolvency.
        (g) The income tax assessment of the Company was completed under Section 143(3) of the
            Income Tax Act, 1961 with an addition of income of ` 24 lakhs to the returned income.
            The Company had preferred an appeal before the Commissioner of Appeals which is
            pending disposal.
        Asks from You
        You are requested to advise STAS based on your understanding of their requirements, issues
        and clarifications sought. You can make relevant assumptions, if any, as may be required to
        explain your views so as to provide a holistic and relevant feedback. Your timely advices may
        go a long way to the dynamic women entrepreneurs in scaling new heights in their business
        operations. Good Luck........!
        Provide the correct options to the following questions:
        2.1 Under the provisions of the Foreign Exchange Management Act, 1999, amounts receivable
            referred in para (a) above:
              (A) Will remain in the books for ever and nothing needs to be done.
              (B) To be continued to be treated as good till such time the approval from the RBI/
                  Authorized Dealer is obtained for write-off.
              (C) Can be written off in the accounts and claimed as an allowable expense for taxation
                  purposes and the procedural aspects of approvals from the RBI /AD may be obtained
                  later.
              (D) To be provided for in the accounts towards doubtful receivables, disallowed for
                  income tax computation purposes and the write-off to be effected in compliance with
                  the FEMA/RBI directions and income tax requirements.
        2.2 In the light of the information provided in para (b) above, state which among the below
            transactions which were undertaken by the Company needs to be reported by the Statutory
            Auditors under fiscal laws?
              (i)   ` 10 crore loan taken, which is exceeding the limit specified under Section 269 SS of
                    the Income tax Act, 1961.
             (ii) Changed its method of accounting from the previous financial year.
             (iii) Repayment of deposits of ` 80 lakhs which is exceeding the limit specified under
                   Section 269 T of the Income Tax Act, 1961.
             (iv) Reporting of closing stock of computer peripherals worth ` 2 Lakhs only.
             OPTIONS
             (A) (i), (iii) & (iv)
             (B) (ii) & (iii)
             (C) (i) & (iii)
             (D) (i), (ii), (iii) & (iv)
        2.3 With respect to the acts carried out by CA. Mr. F, what can you infer about the appointment
            of M/s. DEF & Associates as Statutory Auditors of the Company?
             (A) It is valid since the indebtedness is not with STAS.
             (B) It is valid since CA. Mr. F is not signing the financials of STAS.
             (C) It is valid since the indebtedness is within the prescribed limits.
             (D) It is not valid since the indebtedness exceeds prescribed limit of ` 1 lakh.
        2.4 Can Ms. Suman continue to hold the property?
             (A) No, she cannot hold, transfer or invest in India, since she is resident outside India.
             (B) Yes, she can continue to hold in India, since she is a person of Indian ori gin and the
                 property is located in India.
             (C) Yes, she can continue to hold in India, since this was inherited from a person who
                 was resident in India.
             (D) Yes, she can continue to hold in India, since her sister uses the property whenever
                 she travels to Varanasi.
        2.5 Under the Insolvency and Bankruptcy Code, 2016, with reference to information in para
            (f), the foreign subsidiary can initiate action against the defaulting companies in India for
            non-payment of its enforceable dues:
             (A) For any amount in excess of US $ 100 in its capacity as financial creditor.
             (B) For any amounts in excess of ` 10 million with the approval of NCLT.
             (C) For any amount in excess of US $ 100 in its capacity as corporate debtor.
             (D) For any amounts in excess of ` 10 million without the approval of NCLT.
                                                                                       (2 x 5 = 10 Marks)
        2.6 Being the referred Management Consultant, what are some of the ways you would suggest
            STAS management to finance their start-up?                                  (5 Marks)
        2.7 In respect of the information provided in para (c) above, examine whether the cost of new
            component (server) be recognized as an asset and if so, what should be the carrying value
            of the plant at the end of the second year?                                    (5 Marks)
        2.8 In respect of the information provided in para (g) above, please answer the following
            questions:
             (i)   Can the Commissioner make a revision under Section 263 of the Income Tax Act,
                   1961 both in respect of matters covered in appeal and other matters?
             (ii) Can STAS seek revision under Section 264 of the Income Tax Act, 1961 in respect
                  of the matters other than those preferred in appeal?                 (5 Marks)
        ANSWER TO CASE STUDY 2
                                                   PART – A
        2.1 (B)
        2.2 None of the options given is correct.
        2.3 None of the options given is correct.
        2.4 (C)
        2.5 (B)
                                                   PART – B
        2.6 Every startup needs access to capital, whether for funding product development, acquiring
            machinery and inventory or paying salaries to its employee. Though we can think first of
            bank loans as the primary source of money, only to find out that banks are re ally the least
            likely benefactors for startups. So, we suggest innovative measures include maximizing
            non-bank financing.
             Here are some of the sources for funding a startup:
             (i)   Personal financing: It may not seem to be innovative but you may be surprised to
                   note that most budding entrepreneurs never thought of saving any money to start a
                   business. This is important because most of the investors will not put money into a
                   deal if they see that you have not contributed any money from your personal sources.
             (ii) Personal credit lines: One qualifies for personal credit line based on one’s personal
                  credit efforts. Credit cards are a good example of this. However, banks are very
                  cautious while granting personal credit lines. They provide this facility only when the
                  business has enough cash flow to repay the line of credit.
             (iii) Family and friends: These are the people who generally believe in you, without even
                   thinking that your idea works or not. However, the loan obligations to friends and
                   relatives should always be in writing as a promissory note or otherwise.
             (iv) Peer-to-peer lending: In this process group of people come together and lend money
                  to each other. Peer to peer lending has been there for many years. Many small and
                  ethnic business groups having similar faith or interest generally support each other in
                  their start up endeavors.
             (v) Crowd funding: Crowd funding is the use of small amounts of capital from a large
                 number of individuals to finance a new business initiative. Crowdfunding makes use
                 of the easy accessibility of vast networks of people through social media and
                 crowdfunding websites to bring investors and entrepreneurs together.
             (vi) Micro loans: Microloans are small loans that are given by individuals at a lower
                  interest to a new business ventures. These loans can be issued by a single individual
                  or aggregated across a number of individuals who each contribute a portion of the
                  total amount.
             (vii) Vendor financing: Vendor financing is the form of financing in which a company
                   lends money to one of its customers so that he can buy products from the company
                   itself. Vendor financing also takes place when many manufacturers and distributors
                   are convinced to defer payment until the goods are sold. This means extending t he
                   payment terms to a longer period for e.g. 30 days payment period can be extended
                   to 45 days or 60 days. However, this depends on one’s credit worthiness and payment
                   of more money.
             (viii) Purchase order financing: The most common scaling problem faced by startups is
                    the inability to find a large new order. The reason is that they don’t have the necessary
                    cash to produce and deliver the product. Purchase order financing companies often
                    advance the required funds directly to the supplier. This allows the completion of
                    transaction and profit flows up to the new business.
             (ix) Factoring accounts receivables: In this method, a facility is given to the seller who
                  has sold the good on credit to fund his receivables till the amount is fully received.
                  So, when the goods are sold on credit, and the credit period (i.e. the date upto which
                  payment shall be made) is for example 6 months, factor will pay most of the sold
                  amount up front and rest of the amount later. Therefore, in this way, a startup can
                  meet his day to day expenses.                                        (Any 5 points)
        2.7 The new component will produce economic benefits to company, and the cost is
            measurable. Hence, the item should be recognised as an asset.
             The original invoice for the plant did not specify the cost of the component; however, the
             cost of the replacement ` 60,00,000 can be used as an indication (usually by
             discounting) of the likely cost, two years previously.
              If an appropriate discount rate is 5% per annum, ` 60,00,000 discounted back two years
              amounts to ` 54,42,177 [` 60,00,000/(1.05) 2], i.e., the approximate cost of component
              before 2 years.
              The current carrying amount of the component which is required to be replaced of
              ` 43,53,742 would be derecognised from the books of account, (i.e., Original Cost
              ` 54,42,177 as reduced by accumulated depreciation for past 2 years ` 10,88,435,
              assuming depreciation is charged on straight-line basis.)
              The cost of the new component, ` 60,00,000 would be added to the cost of plant,
              resulting in a revision of carrying amount of plant to ` 1,76,46,258 (i.e., ` 1,60,00,000*
              – ` 43,53,742 + ` 60,00,000).
              *Original cost of plant ` 2,00,00,000 reduced by accumulated depreciation (till the end
              of 2 years) ` 40,00,000.
        2.8
                (i)    As per section 263, the Commissioner has the power to revise an order
                       prejudicial to revenue, even if the order is the subject matter of appeal before
                       Commissioner (Appeals). However, the power of the Commissioner under
                       section 263 shall extend to only such matters as had not been considered and
                       decided in such appeal. The doctrine of partial merger would apply in this case.
                       Even in a case where the appeal is pending but not yet decided, the
                       Commissioner cannot exercise his revisionary jurisdiction in respect of those
                       issues which are the subject matter of appeal . CWT Vs Sampathmal Chordis
                       (2002) 256 ITR 440 (Mad).
                (ii)   As per section 264(4), the Commissioner shall not revise any order under
                       section 264, where such order has been made the subject of an appeal to the
                       Commissioner (Appeals), even if the revision pertains to a matter, other than
                       the matter(s) covered in the appeal. Thus, the concept of total merger would
                       apply in the case of section 264.
                       Therefore, STAS cannot seek revision under section 264 even in respect of
                       matters other than those preferred in appeal. As held by Hon’ble Supreme
                       Court in the case of Hindustan Aeronautics Ltd Vs CIT (2000) 243 ITR 898.
        CASE STUDY - 3
        Your Position in the Professional Arena
        You are an open minded, sensible, competent and innovative Management Consultant providing
        solutions in financial reporting, budgetary control, cost analysis, capital budgeting and other
        areas of costing and management reporting. You are also advising corporates on the
        implications of mergers and amalgamations covering various aspects inter-alia on the legal,
        business and corporate tax related matters.
        You are specifically approached by various corporates to implement governance and ethics into
        the very fabric of the client's organization, revising and re-framing the compliance framework,
        policies, processes in line with the corporate & allied laws and other local regulations.
        Professional Work
        During the month of January 2021, six different Companies approached you seeking your advice
        with respect to their proposals as outlined below:
        Proposals
        (1) KG LIMITED (KGL)
             KOL is a manufacturing company that produces a wide range of consumer products for
             home consumption. Among its popular brand are its energy efficient and environment
             friendly LED lamps. The Company has a quality control department that monitors the
             quality of production. As per the recent ‘poor quality report', the current rejection rate of
             LED lamps is 5% of units input. 5,000 units input goes through the process each day. Each
             unit that is rejected costs ` 200 to the Company. The quality control department has
             proposed few changes to the inspection process that would enable early detection of
             defects. This would reduce the overall rejection rate from 5% to 3 % of units input. The
             improved inspection costs would cost the company ` 15,000 per day.
        (2) GANGOTRI LIMITED (GL)
             GL is intending to acquire Madhruk Limited (ML) (by merger) (a company not within the
             definition of a "small company" under the Companies Act, 2013) and the following
             information are available in respect of both the companies:
                                                                                                 (In ` )
               Particulars                                 Gangotri Limited         Madhruk Limited
               Total Current Earnings                                2,50,000                   90,000
               Number of outstanding shares                            50,000                   30,000
               Market price per share                                      21                        14
             Besides the above, GL has lent an amount of ` 10 lakhs to ML as an inter-corporate deposit
             (ICD) for meeting various working capital requirements in the year 2018 which is being
             rolled over every 6 months since ML is not in a position to repay the loan as per agreed
             tenure. It is also not servicing any interest and the amount of interest payable as per the
             terms is not recognized in the books of ML in view of uncertainties attached to revenue
             recognition.
             The CFO of GL believes that this proposal of merger is completely workable and in fact
             the same needs to be mandatorily pursued through the fast track mechanism available
             under the regulatory framework. He further added that the ICD which remains as
             outstanding from ML will also be eliminated on merger and hence the issue of repayment
             also does not arise.
        (3) EL GEE INDUSTRIES LIMITED (EGIL)
             EGIL manufactures standard heavy duty steel storage racks for industrial use. Each
             storage rack is sold for ` 750 each. The Company produces 10,000 racks per annum.
             Relevant cost data per annum are as follows:
               Cost Component                     Budget              Actual     Actual Cost p.a. (`)
               Direct Material             5,00,000 sq. ft.   5,20,000 sq. ft.              20,00,000
               Direct Labour                  90,000 hrs.       1,00,000 hrs.               10,00,000
               Machine Setup                  15,000 hrs.         15,000 hrs.                 1,50,000
               Mechanical Assembly           2,00,000 hrs.      2,00,000 hrs.               30,00,000
             The actual and budgeted operating levels are the same. Actual and standard rates of
             material procurement and hourly labour rate are also the same. Any variance in cost is
             solely on account of difference in the material usage and hours required to complete
             production. Aggressive pricing from competitors has driven down sales. A comparable rack
             is available in the market for ` 675 each. Shankar, the marketing manager has determined
             that in order to maintain the company's existing market share of 10,000 racks, EGIL must
             reduce the price of each rack to ` 675.
        (4) JM BAKES & CONFECTIONERS LTD (JMBCL)
             JMBCL started a Bakery and Confectionery store. The MD of JMBCL, Mr. X contacted Mr.
             Y, representing Iyer & Co., Confectioners & Bakers (ICCB) for supply of cakes and biscuits.
             The communication between the parties were over email. On e-mail, there was a term of
             service between the parties containing that "any disputes regarding quality or delivery shall
             be submitted to arbitration conducted under the guidance of Indian Confectionery
             Manufacturers Association. Please place your order if the above terms and conditions are
             agreeable to you." X placed an order.
        (5) SHANTHI BIOTECH LIMITED (SBTL)
             SBTL had a paid up equity share capital of ` 20 crores divided into 20,00,000 equity shares
             of ` 10 each. The Company had 2,000 equity shareholders. A petition was submitted
             before the Tribunal signed by 320 members holding 40,000 equity shares of the Company
             for the purpose of claiming relief against oppression and mismanagement by the majority
             of the shareholders. Subsequently, 160 members, who had signed the petition withdrew
             their consent.
        (6) SUPER SPINNING LTD (SSL)
             While computing the statement of total income prepared in accordance with ICDS for the
             A.Y.2019-20, the following information was noted:
             The amount of employee benefits include a sum of ` 4,50,000 in respect of bonus payable
             to employees. In the previous year 2018-2019, the Company and its employees union had
             a dispute over payment of bonus. In order to avoid late payment of bonus, the Company
             formed a trust and transferred the amount of bonus payable to employees to the said trust.
             The dispute was settled in the month of November, 2019 and the trust paid the amount of
             bonus to the employees on 30 th December, 2020.
        You are requested to provide the correct option to the following questions. Please indicate your
        option in capital letters. No reasoning is required.
        3.1 Whether the proposal of Gangotri Limited for the merger of Madhruk Limited needs to be
            mandatorily pursued under "fast track mode"?
             (A) Yes
             (B) No
             (C) Yes, as it involves capital reduction
             (D) Would vary on a case to case basis depending on the contents of the scheme.
        3.2 On giving effect to the scheme of merger, the ICD provided by Gangotri Limited (GL) to
            Madhruk Limited (ML):
             (A) Will remain in the books of ML.
             (B) Will be squared off.
             (C) Will remain as a memorandum entry.
             (D) Will remain only in the books of GL.
        3.3 State which statement is correct with respect to the arbitration agreement made between
            JMBCL and ICCB under the provisions of the Arbitration and Conciliation Act,
             (A) It is not valid agreement, as the terms of service is not contained in same document
                 of agreement.
             (B) It is not valid, as the agreement is not laid down in particular format formally.
             (C) It is not valid, as communication over email of the term of services is not proper.
             (D) It is valid arbitration agreement in writing contained in correspondence between the
                 parties over email.
        3.4 In respect of SBTL, as per the given facts:
             (A) The petition becomes automatically void.
             (B) The petition is nevertheless maintainable subject to the condition that approval of 80
                 members is obtained within a period of 30 days.
             (C) The petition is nevertheless maintainable subject to the condition that approval of at
                 least 40 members is obtained within a period of 30 days.
        helped the company in cutting its cost considerably and improving its profitability. Post
        introduction of Goods and Service Tax (GST), the Company has resorted to certain practices
        which were challenged by the Department. Several GST refunds received by the Company from
        the Goods and Service Tax department were alleged to be failing the principle of unjust
        enrichment under the Act. The exposure arising out of the same needs careful evaluation.
        Further, the company is also having several issues with respect to supply and reversals/returns
        and the process of invoicing/raising of credit and debit notes requires complete overhaul. It has
        paid GST on several supplies without considering the subsequent reversals resulting in over
        payment of taxes since it was not clear on the provisions, clarity was also sought on all owable
        refunds. Further, the time limits for claiming refunds of excess tax paid/unutilised Input credit
        also requires evaluation since this could have a significant impact on the net worth of the
        company.
        DP (Regd.)
        DP (Regd.) is a partnership firm where G and K are the current partners. Earlier M was also a
        partner, who retired on 31.03.2019. The firm primarily focuses on exports and has got good
        recoveries over the past 2 years.
        Majority of the exports of the firm were routed through a third party under the deemed exports
        category which was challenged by the GST authorities recently. The firm has also been slapped
        with a tax notice on their supplies made in financial year 2018-19 which if confirmed would
        virtually result in wiping out all the net worth and the partners may have to pay from their
        personal assets in view of their joint and several liability.
        G and K believe that if there is a requirement to pay the tax, then M would also be required to
        pay the same as per the applicable provisions, though M challenges this position. In view of the
        tax uncertainty, the firm is willing to consider a total buy out by any large company.
                                                     Part-A
        4.1 Presume that T Limited proposes to pursue amalgamation of PB Pvt. Ltd. and pursuant to
            the same, agrees to pay higher price (higher than the price decided under the scheme) to
            J based on his negotiation, the extra amount/compensation received by J shall be:
             (A) Fully payable to him in his individual capacity.
             (B) Full payable to the remaining minority shareholders.
             (C) Allocated to all minority shareholders on pro rata basis.
             (D) Allocated to all majority shareholders on pro rata basis.
        4.2 Z has an absolute discretion to exclude the matters raised by J in the board minutes, if it -
             (A) is relevant or material to the proceedings.
             (B) is detrimental to the interests of the Chairman.
        4.4 (A)
        4.5 (B)
                                                   PART – B
        4.6 POWER TO ACQUIRE SHARES OF SHAREHOLDERS DISSENTING FROM SCHEME
            OR CONTRACT APPROVED BY MAJORITY [SECTION 235 OF THE COMPANIES ACT,
            2013]
             (1) Basic requirements as to acquisition of shares [Sub-section (1)]:
                  •     The scheme or contract involving the transfer of shares or any class of sha res
                        in a company (the transferor company) to another company (the transferee
                        company) has been approved by the holders of not less than 9/10th in value of
                        the shares whose transfer is involved.
                  •     The approval from 9/10th shareholders in value shall be received within four
                        months after making of an offer in that behalf by the transferee company.
                  •     The shares already held at the date of the offer by Transferee Company, or by
                        a nominee of the transferee company or its subsidiary companies shall not be
                        counted for this purpose. The transferee company shall express his desire to
                        acquire the remaining shares of dissenting shareholders within two months after
                        the expiry of the said four months and shall give notice in the prescribed manner
                        to any dissenting shareholder that it desires to acquire his shares.
             (2) Order of Tribunal to acquire shares of dissenting shareholders [Sub-section
                 (2)]: Where a notice under sub-section (1) is given, the transferee company shall,
                 unless on an application made by the dissenting shareholder to the Tribunal, within
                 one month from the date on which the notice was given and the Tribunal thinks fit to
                 order otherwise, be entitled to and bound to acquire those shares on the terms on
                 which, under the scheme or contract, the shares of the approving shareholders are
                 to be transferred to the transferee company.
             (3) Application by dissenting shareholders [Sub-section (3)]:
                  (i)   Where a notice has been given by the transferee company on an application
                        made by the dissenting shareholder and the Tribunal has not, made an order
                        to the contrary i.e. order made in favor of the company, the transferee company
                        shall, on the expiry of one month from the date on which the notice has been
                        given, or,
                  (ii) if an application to the Tribunal by the dissenting shareholder is then pending, -
                       Nothing is required to be done.
                  (iii) after that application has been disposed of-
                        shall send a copy of the notice to the transferor company together with an
                       capital of a company, or
                  •    in the event of any person or group of persons- becoming ninety per cent.
                       majority or holding ninety per cent. of the issued equity share capital of a
                       company,
                  by virtue of an amalgamation, share exchange, conversion of securities or for any
                  other reason, such acquirer, person or group of persons, as the case may be, shal l
                  notify the company of their intention to buy the remaining equity shares.
             (2) Offer of equity shares to minority shareholders by acquirer, person or group of
                 persons [Sub-section (2)]: The acquirer, person or group of persons shall offer to
                 the minority shareholders of the company for buying the equity shares held by such
                 shareholders at a price determined on the basis of valuation by a registered valuer in
                 accordance with Rule 27.
             (3) Offer to majority shareholder to purchase the minority equity shareholding
                 [Sub-section (3)]: The minority shareholders of the company may offer to the
                 majority shareholders to purchase the minority equity shareholding of the company
                 at the price determined in accordance with Rule 27.
             (4) Deposit of amount in separate bank account [Sub-section (4)]: The majority
                 shareholders shall deposit an amount equal to the value of shares to be acquired by
                 them under sub-section (2) or sub-section (3), as the case may be, in a separate bank
                 account to be operated by the company whose shares are being transferred for at
                 least one year for payment to the minority shareholders and such amount shall be
                 disbursed to the entitled shareholders within sixty days:
                  Provided that such disbursement shall continue to be made to the entitled
                  shareholders for a period of one year, who for any reason had not been made
                  disbursement within the said period of sixty days or if the disbursement have been
                  made within the aforesaid period of sixty days, fail to receive or claim payment arising
                  out of such disbursement.
             (5) Role of company whose shares are being transferred to act as a transfer agent
                 in the event of purchase [Sub-section (5)]: In the event of a purchase under this
                 section, the company whose shares are being transferred shall act as a transfer agent
                 for receiving and paying the price to the minority shareholders and for taking delivery
                 of the shares and delivering such shares to the majority, as the case may be.
             (6) Company whose shares are being transferred to issue shares [Sub-section (6)]:
                 In the absence of a physical delivery of shares by the shareholders within the time
                 specified by the company,
                  •    the share certificates shall be deemed to be cancelled, and
                  •    the company whose shares are being transferred shall be authorised to issue
                       shares in lieu of the cancelled shares and complete the transfer in accordance
                       with law, and
                  •    make payment of the price out of deposit made under sub-section (4) by the
                       majority in advance to the minority by despatch of such payment.
             (7) Right of shareholders to make an offer for sale of minority equity shareholding
                 [Sub-section (7)]: In the event of a majority shareholder or shareholders requiring
                 a full purchase and making payment of price by deposit with the company for-
                  •    any shareholder or shareholders who have died or ceased to exist, or
                  •    whose heirs, successors, administrators or assignees have not been brought on
                       record by transmission,
                  the right of such shareholders to make an offer for sale of minority equity shareholding
                  shall continue and be available for a period of three years from the date of majority
                  acquisition or majority shareholding.
             (8) Sharing of additional compensation [Sub-section (8)]: Where the shares of
                 minority shareholders have been acquired in pursuance of this section, and as on or
                 prior to the date of transfer following such acquisition, the shareholders holding
                 seventy-five per cent. or more minority equity shareholding negotiate or reach an
                 understanding on a higher price for any transfer, proposed or agreed upon, of the
                 shares held by them without disclosing the fact or likelihood of transfer taking place
                 on the basis of such negotiation, understanding or agreement,-
                  the majority shareholders shall share the additional compensation so received by
                  them with such minority shareholders on a pro rata basis.
                  Explanation—For the purposes of this section, the expressions “acquirer” and “person
                  acting in concert” shall have the meanings respectively assigned to them in clause
                  (b) and clause (e) of sub-regulation (1) of regulation 2 of the Securities and Exchange
                  Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.
             (9) Determination of price for purchase of minority shareholders: Rule 27 prescribes
                 that the registered valuer shall determine the price to be paid by the acquirer, person
                 or group of persons referred to in sub-section (1) of section 236 of the Act for
                 purchase of equity shares of the minority shareholders of the company in accordance
                 with the prescribed rules.
             (10) On failure of acquisition of shares [Sub-section (9)]: When a shareholder or the
                  majority equity shareholder fails to acquire full purchase of the shares of the minority
                  equity shareholders, then, the provisions of this section shall continue to apply to the
                  residual minority equity shareholders, even though,—
                  (a) the shares of the company of the residual minority equity shareholder had been
                      delisted; and
                  (b) the period of one year or the period specified in the regulations made by the
                      Securities and Exchange Board under the Securities and Exchange Board of
                      India Act, 1992, had elapsed.
        4.7
                 Particulars
                 The refundable amount under GST shall, instead of being credited to the Consumer
                 Welfare Fund, be paid to IP Limited, if such amount is relatable to —
                 (a) refund of tax paid on export of goods or services or both or on inputs or input
                       services used in making such exports;
                 (b) refund of unutilized ITC in case of zero rated supplies made without payment
                       of tax or accumulated ITC on account of inverted duty structure;
                 (c) refund of tax paid on a supply which is not provided, either wholly or partially,
                       and for which invoice has not been issued, or where a refund voucher has
                       been issued;
                 (d) refund of tax in pursuance of section 77 of the CGST Act, 2017, i.e. tax paid
                       on a transaction treated to be an intra-State supply, but which is subsequently
                       held to be an inter-State supply or vice-versa.;
                 (e) the tax and interest, if any, or any other amount paid by Innovative Papers
                       Limited, if it had not passed on the incidence of such tax and interest to any
                       other person; or
                 (f) the tax or interest borne by such other class of applicants as the Government
                       may, on the recommendations of the Council, by notification, specify [Section
                       54(8) of the CGST Act, 2017].                            [Any 3 points]
                 The allowable refunds are as under:-
                 (i)     Export/supply to SEZ developer/unit on payment of IGST
                 (ii)    Refund of unutilized ITC
                 (iii) Refund of tax paid on the supply of goods regarded as deemed exports may
                         be claimed.
                 (iv) Refund of any balance in the electronic cash ledger after payment of tax,
                         interest, penalty, fee or any other amount payable under this Act or the rules
                         made there under may be claimed.
                 (v)     Refund on account of tax paid on a supply which is not provided, either
                         wholly or partially, and for which invoice has not been issued (tax paid on
                         advance payment).
                 (vi) Refund of tax wrongly collected and paid to the Government (i.e. CGST &
                         SGST paid by treating the supply as intra-State supply which is subsequently
                         held as inter-State supply and vice versa).
                  (vii)    Refund of the IGST paid by tourist leaving India on any supply of goods taken
                           out of India by him.
                  (viii)   Tax becomes refundable as a consequence of judgment, decree, order or
                           direction of the Appellate Authority, Appellate Tribunal or any Court.
                  (ix)     On finalization of provisional assessment, if any tax becomes refundable to
                           taxpayer (on account of assessed tax on final assessment being less than
                           the tax deposited by the taxpayer).
                  (x)      Refund of taxes on purchases made by UN bodies or embassies etc.
                  (xi)     Refund of taxes to the retail outlets established in departure area of an
                           international airport beyond immigration counters making tax free supply to
                           an outgoing international tourist.
                  (xii)    Refund of advance tax deposited by a casual taxable person/ Non-resident
                           taxable person.
                  (xiii)   Refund of excess payment of tax.
                                                                                          [Any 2 points]
        CASE STUDY - 5
        S Limited is company having its registered and corporate office at New Delhi. It is specialised
        in manufacturing machinery products and is looking to expand its operations across the nation.
        60% of the S Limited's shares are held by the Government of India and rest by other investors.
        The company is also in the process of negotiations with other companies to take over their
        business for strategic advantage.
        Since the company has been in existence for more than 10 years, the board resolution was
        passed to make political contributions amounting to ` 10,00,000 for the year ending March 31 st,
        2021. However, the average net profit of company for immediately preceding 3 years is
        ` 8,00,000 only. The management of company is concerned regarding the maximum amount of
        political contributions to be made considering the relevant provisions of laws being in force.
        Since the timeline to continue the audit for existing auditors has come to an end. So, at the
        meeting held of its Board of Directors, it was decided to unanimously appoint M/s ABC Chartered
        Accountants. This is the first time that S Limited would be applying Ind AS for the preparation
        of its financials for the current financial year 2020-2021. Ind AS mandates that an entity shall
        present three Balance Sheets as at: (a) the end of the current period; (b) the end of the
        preceding period; and (c) the beginning of the preceding period, in its first -time adoption of Ind
        AS. During this process, the company is also required to present the opening Ind AS Balance
        Sheet as at the date of transition. Accordingly, following is the Balance Sheet prepared as per
        earlier GAAP as at the beginning of the preceding period along with the additional information:
1 to be read as 2019
        Additional Information:
        •    Other current liabilities include ` 3,90,000 liabilities to be paid in cash such as expense
             payable, salary payable etc. and ` 60,000 are statutory government dues.
        •    Long term loans and advances include ` 40,000 loan and the remaining amount consists
             advance to staff of ` 1,10,000.
        •    Other non-current assets of ` 2,00,000 consists Capital advances to suppliers.
        •    Other current assets include ` 3,50,000 current assets receivable in cash and Prepaid
             expenses of ` 50,000.
        •    Short term provisions include Dividend payable including DDT of ` 2,00,000. The dividend
             payable had been as a result of board meeting wherein the declaration of dividend for
             financial year 2018-2019 was made. However, it is subject to approval of shareholders in
             the annual general meeting.
        Chief Financial Officer of S Limited has also presented the following information against
        corresponding relevant items in the Balance Sheet:
        •    Property, Plant & Equipment consists a class of assets as office buildings whose carrying
             amount is ` 10,00,000. However, the fair value of said office building as on the date of
             transition is estimated to be ` 5,00,000. Company wants to follow revaluation model as its
             accounting policy in respect of its property, plant and equipment for the first annual Ind AS
             financial statements.
        •    The fair value of Intangible Assets as on the date of transition is estimated to be
             ` 2,50,000. However, the management is reluctant to incorporate the fair value changes
             in books of account although auditor does not agree to the same.
        •    S Ltd. had acquired 80% shares in Excel Private Limited few years ago thereby acquiring
             the control in it at that time. S Ltd. recognised goodwill as per erstwhile accounting
             standards by accounting the excess of consideration paid over the net assets acquired at
             the date of acquisition. Fair value exercise was not done at the time of acquisition. Now
             auditors insist the company that fair value exercise must be done with retrospective effect
             as on the date of transition.
        •    Trade receivables include an amount of ` 20,000 as provision for doubtful debts measured
             in accordance with previous GAAP. Now as per latest estimates, the provision needs to be
             revised to ` 25,000.
        •    Six years ago, company had given a loan of ` 1,00,000 to an entity for the term of 10 years.
             Transaction costs were incurred separately for this loan. The loan carries an interest rate
             of 7% p.a. and it was carried at cost in its initial recognition. The principal amount is to be
             repaid in equal instalments over the period of ten years at the year end. Interest is also
             payable at each year end. The fair value of loan as on the date of transition is ` 50,000 as
             against the carrying amount of loan which at present amounts ` 40,000. However, Ind AS
             109 mandates to charge the interest expense as per effective interest method after the
             adjustment of transaction costs. Management says it is tedious task in the given case to
             apply the effective interest rate changes with retrospective effect and hence is reluctant to
             apply the same retrospectively in its first-time adoption.
        •    In the long-term borrowings, ` 4,50,000 of component is due towards the State
             Government. Interest is payable on the government loan at 4% p.a., however the prevailing
             rate in the market at present is 8% p.a. The fair market value of loan stands at ` 4,20,000
             as on the relevant date.
        •    Under Previous GAAP, the mutual funds were measured at cost or market value, whichever
             is lower. Under Ind AS, the Company has designated these investments at fair value
             through profit or loss. The value of mutual funds as per previous GAAP is ` 2,00,000 as
             included in 'current investments'. However, the fair value of mutual funds as on the date of
             transition is ` 2,30,000.
        •    Ignore separate calculation of deferred tax on above adjustments. Assume the net deferred
             tax income to be ` 50,000 on account of Ind AS transition adjustments.
        During the briefing with internal audit head of S Limited, internal auditor has put an observation
        that a contractor, M/s DG Brothers Private Limited, has been providing the services to S Limited
        since the beginning of the year. M/s DG Brothers Private Limited does billing to S Limited's
        corporate office each month at ` 50,000 (exc. GST). From the invoice particulars, it is found
        that M/s DG Brothers Private Limited is situated at Ghaziabad, Uttar Pradesh and having PAN
        no. XXXXXXXXXX. The total invoice amount comes to ` 59,000 incorporating GST @ 18%.
        Meanwhile, company deducts Tax Deduction at Source (TDS) of M/s DG Brothers Private
        Limited each month amounting to ` 500 on the amount of ` 50,000 and not on ` 59,000.
        Accountant is worried that he should have been deducting TDS on ` 59,000 as its non-
        compliance would require the company to pay interest on late payment of TDS / Short deduction.
        There is another service provider, Amit Shukla who as a professional had assisted the company
        for Ind AS adjustments. Amit Shukla billed ` 10,00,000 to the company on 16th January, 2021.
        Company booked the said invoice in its books with the date as mentioned in invoice and
        deducted the TDS accordingly. However, company has deposited the due TDS amount on
        30th April, 2021.
                                                    Part-A
                                        (Multiple Choice Questions)
        5.1 Appointment of S Limited's statutory auditors at annual general meeting is not valid since:
             (A) Prior approval of Central Government has not been taken.
             (B) Prior approval of Comptroller and Auditor General of India has not been taken.
             (C) Appointment should be valid for 1 year only.
             (D) Comptroller and Auditor General of India auditors can only appoint the auditors.
        5.2 Calculate the amount of political contribution S Limited can make to political party for the
            year ending 31st March, 2020.
             (A) ` 10,00,000
             (B) ` 8,00,000
             (C) Nil
             (D) No Limit
        5.3 Calculate the amount of TDS to be deducted by S Limited against the monthly invoice of
            M/s DG Brothers Private Limited.
             (A) ` 1,180
             (B) ` 1,000
             (C) ` 885
             (D) ` 750
        5.4 Calculate the interest on late payment of TDS, S Limited is required to pay a nd deposit to
            the account of Central Government in the case of Amit shukla.
             (A) ` 5,000
             (B) ` 7,500
             (C) ` 4,500
             (D) ` 4,000
        5.5 The place of supply and tax leviable in case of services provided by M/s DG Brothers
            Private Limited to S Limited is-
             (A) Delhi, CGST & SGST
             (B) Delhi, IGST
                                                      PART – B
        5.6 Ind AS 101 prescribes the accounting principles for first-time adoption of Ind AS. It lays
            down various ‘transition’ requirements when a company adopts Ind AS for the first time.
            Conceptually, the accounting under Ind AS should be applied retrospectively at the time
            of transition to Ind AS. However, to ease the process of transition, Ind AS 101 has given
            certain exemptions from retrospective application of Ind AS.
              An entity shall prepare and present an opening Ind AS Balance Sheet at the date of
              transition to Ind AS. This is the starting point for its accounting in accordance with Ind
              AS.
              An entity shall, in its opening Ind AS Balance Sheet:
              -     recognise all assets and liabilities whose recognition is required by Ind AS;
              -     not recognise items as assets or liabilities if Ind AS do not permit such recognition;
              -     reclassify items that it recognised in accordance with previous GAAP as one type of
                    asset, liability or component of equity, but are a different type of asset, liability or
                    component of equity in accordance with Ind AS; and
              -     apply Ind AS in measuring all recognised assets and liabilities.
              The accounting policies in opening Ind AS Balance Sheet may differ from those that it
              used for the same date using previous GAAP. The resulting adjustments arise from
              events and transactions before the date of transition to Ind AS, shall be recognised
              directly in retained earnings (or, if appropriate, another category of equity) at the date of
              transition to Ind AS.
        5.7                 Transition Date (Opening) Ind-As Balance Sheet of S Limited
                                                 As at 1 st April 2019
                                                                                                         (`)
                  Particulars                                 Previous     Transitional     Opening Ind
                                                                 GAAP           Ind AS      AS Balance
                                                                           adjustments           Sheet
                  ASSETS
                  Non-current assets
                  Property, plant and equipment (Note 1       20,00,000       (5,00,000)       15,00,000
                  of Ans 5.8)
                  Goodwill (Note 2 of Ans 5.8)                 1,00,000                 -       1,00,000
                  Other Intangible assets (Note 3 of Ans       2,00,000                 -       2,00,000
                  5.8)
              Financial assets:
                 Investment                          5,00,000             -    5,00,000
                 Loans (Note 4 of Ans 5.8)             40,000       10,000      50,000
                 Other financial assets              1,10,000             -    1,10,000
              Other non-current assets               2,00,000             -    2,00,000
              Current assets
              Inventories                           12,50,000             -   12,50,000
              Financial assets
                 Investments (Note 5 of Ans 5.8)    18,00,000       30,000    18,30,000
                 Trade receivables (Note 6 of Ans    9,00,000             -    9,00,000
                 5.8)
                 Cash and bank balances             10,00,000             -   10,00,000
                 Other financial assets              3,50,000             -    3,50,000
              Other current assets                     50,000             -     50,000
              TOTAL ASSETS                          85,00,000    (4,60,000)   80,40,000
              EQUITY AND LIABILITIES
              Equity
              Equity share capital                  10,00,000             -   10,00,000
              Other equity                          25,00,000    (2,10,000)   22,90,000
              Non-current liabilities
              Financial liabilities
                 Borrowings (Note 7 of Ans 5.8)      4,50,000             -    4,50,000
              Provisions                             3,50,000             -    3,50,000
              Deferred tax liabilities (Net)         3,50,000      (50,000)    3,00,000
              Current liabilities
              Financial liabilities
                 Trade payables                     22,00,000             -   22,00,000
                 Other financial liabilities         3,90,000             -    3,90,000
              Other current liabilities                60,000             -     60,000
              Provisions (Note 8 of Ans 5.8)        12,00,000    (2,00,000)   10,00,000
              TOTAL EQUITY AND LIABILITIES          85,00,000    (4,60,000)   80,40,000
OTHER EQUITY
             Hence company can continue to carry the goodwill in its books of account as per the
             previous GAAP.
             Note 3: Intangible assets:
             Para D7 read with D6 of Ind AS 101 states that a first-time adopter may elect to use a
             previous GAAP revaluation at, or before, the date of transition to Ind AS as deemed cost
             at the date of the revaluation, if the revaluation was, at the date of the reval uation, broadly
             comparable to:
             (a) Fair value; or
             (b) Cost or depreciated cost in accordance with Ind AS, adjusted to reflect, for example,
                 changes in a general or specific price index.
             However, there is a requirement that Intangible assets must meet the definition and
             recognition criteria as per Ind AS 38.
             Hence, company can avail the exemption given in Ind AS 101 as on the date of transition
             to use the carrying value as per previous GAAP.
             Note 4: Loan:
             Para B8C of Ind AS 101 states that if it is impracticable (as defined in Ind AS 8) for an
             entity to apply retrospectively the effective interest method in Ind AS 109, the fair value of
             the financial asset or the financial liability at the date of transition to Ind AS shall be the
             new gross carrying amount of that financial asset or the new amortised cost of that financial
             liability at the date of transition to Ind AS.
             Accordingly, ` 50,000 would be the gross carrying amount of loan and difference of
             ` 10,000 (` 50,000 – ` 40,000) would be adjusted to retained earnings.
             Note 5: Mutual Funds:
             Para 29 of Ind AS 101 states that an entity is permitted to designate a previously
             recognised financial asset as a financial asset measured at fair value through profit or loss
             in accordance with paragraph D19A. The entity shall disclose the fair value of financial
             assets so designated at the date of designation and their classification and carrying amount
             in the previous financial statements.
             D19A states that an entity may designate a financial asset as measured at fair value
             through profit or loss in accordance with Ind AS 109 on the basis of the facts and
             circumstances that exist at the date of transition to Ind AS.
             Note 6: Trade receivables:
             Para 14 of Ind AS 101 states that an entity’s estimates in accordance with Ind AS at the
             date of transition to Ind AS shall be consistent with estimates made for the same date in
             accordance with previous GAAP (after adjustments to reflect any difference in accounting
             policies), unless there is objective evidence that those estimates were in error.
             Para 15 of Ind AS 101 further states that an entity may receive information after the date
             of transition to Ind AS about estimates that it had made under previous GAAP. In
             accordance with paragraph 14, an entity shall treat the receipt of that information in the
             same way as non-adjusting events after the reporting period in accordance with Ind AS 10,
             Events after the Reporting Period.
             The entity shall not reflect that new information in its opening Ind AS Balance Sheet (unless
             the estimates need adjustment for any differences in accounting policies or there is
             objective evidence that the estimates were in error). Instead, the entity shall reflect that
             new information in profit or loss (or, if appropriate, other comprehensive income).
             Note 7: Government Grant:
             Para 10A of Ind AS 20 states that the benefit of a government loan at a below-market rate
             of interest is treated as a government grant. The loan shall be recognised and measured
             in accordance with Ind AS 109, Financial Instruments. The benefit of the below-market
             rate of interest shall be measured as the difference between the initial carrying value of
             the loan determined in accordance with Ind AS 109, and the proceeds received. The
             benefit is accounted for in accordance with this Standard.
             However, Para B10 of Ind AS 101 states, a first-time adopter shall classify all government
             loans received as a financial liability or an equity instrument in accordance with Ind AS 32,
             Financial Instruments: Presentation. Except as permitted by paragraph B11, a first-time
             adopter shall apply the requirements in Ind AS 109, Financial Instruments, and Ind AS 20,
             Accounting for Government Grants and Disclosure of Government Assistance,
             prospectively to government loans existing at the date of transition to Ind AS and shall not
             recognise the corresponding benefit of the government loan at a below-market rate of
             interest as a government grant. Consequently, if a first-time adopter did not, under its
             previous GAAP, recognise and measure a government loan at a below-market rate of
             interest on a basis consistent with Ind AS requirements, it shall use its previous GAAP
             carrying amount of the loan at the date of transition to Ind AS since the carrying amount of
             the loan in the opening Ind AS Balance Sheet. An entity shall apply Ind AS 109 to the
             measurement of such loans after the date of transition to Ind AS.
             Note 8: Dividend
             Dividend should be deducted from retained earnings during the year when it has been
             declared and approved. Accordingly, the provision declared for preceding year should be
             reversed (to rectify the wrong entry). Retained earnings would increase proportionately
             due to such adjustment.