- 2015.11 IWS
Company Name: Integrated Waste Solutions Group Holdings LimitedStock Code: 00923Year end: September 30, 2015
Basis for qualified conclusion
Our review conclusion on the Group’s interim financial report for the six months ended 30 September 2014 was qualified, given the circumstances as described in note 2 to the consolidated financial statements in respect of the departure from International Financial Reporting Standard 10, Consolidated financial statements (“IFRS 10”) and International Financial Reporting Standard 5, “Non-current assets held for sale and discontinued operations” (“IFRS 5”).
Had the financial results of the De-consolidated Subsidiaries (as defined in the 2015 annual report) been consolidated as required by IFRS 10 and IFRS 5, the Group would have consolidated and presented the financial results of the De-consolidated Subsidiaries as “Discontinued operations” until the date of disposal in July 2014 and the net cash flows attributable to operating, investing and financing activities of the discontinued operations prior to disposal would have been presented separately in the consolidated statement of cash flows.
In our auditor’s report dated 26 June 2015 on the consolidated financial statements for the year ended 31 March 2015, we reported the same matter which resulted in a qualified opinion. Our conclusion on the current period’s interim financial report is also modified because of the effect of this matter on the comparability of the current period’s figures and the corresponding figures.
Based on our review, except for the effects on the corresponding figures of the matter described in the “Basis for qualified conclusion” paragraph, nothing has come to our attention that causes us to believe that the interim financial report as at 30 September 2015 is not prepared, in all material respects, in accordance with International Accounting Standard 34.
- 2015.11 Z-OBEE
Company Name: Z-Obee Holdings LimitedStock Code: 00948Year end: March 31, 2014
BASIS FOR DISCLAIMER OF OPINION
Incomplete Books and Records
Up to the date of this report, given the loss of some books and records and serious doubts over the reliability of the Group’s accounting and other records, the Board believes that, it is almost impossible, and not practical, to ascertain the correct revenue and profit or loss (and the resultant assets and liabilities) for the current year for inclusion in the consolidated financial statements of the Group. Also, due to loss of some books and records, the Board believes that it is almost impossible, and not practical, to verify the financial information as reported in the consolidated financial statements of the Group for past years. We were therefore unable to carry out satisfactory audit procedures to obtain reasonable assurance regarding the completeness, accuracy, existence, valuation, classification and disclosures of the transactions of the Group.
Given these circumstances, which are more fully disclosed in note 2.2 to the financial statements, there were no practicable audit procedures that we could perform to satisfy ourselves that the information and documents presented to us for the purpose of our audit are complete and accurate in all material respects, nor to quantify the extent of adjustments that might be necessary in respect of the Group’s financial information.
As a result, in performing our audit of the consolidated financial statements of the Group for the year ended 31 March 2014, there were no practicable audit procedures that we could perform to satisfy ourselves that whether the balances of assets, liabilities and reserves as at 1 April 2012 and the corresponding figures for 2013 were fairy stated.
Included in the Company’s statement of financial position are investment in a subsidiary of US$2,622,935 and US$2,910,260 and due from subsidiaries of US$69,471,270 and US$57,422,638 as at 31 March 2014 and 31 March 2013 respectively, due to the scope limitations as mentioned above, we are unable to satisfy ourselves as to the fairness of the amounts carried as investment in a subsidiary and due from subsidiaries in the Company’s financial statements or to determine whether any provision for impairment loss is necessary in respect of the above. Any adjustments would have a consequential effect on the net assets of the Company as at 31 March 2014 and 31 March 2013 and of its net loss for the years then ended and the related disclosures in the consolidated financial statements.
Any adjustments found to be necessary in respect thereof had we obtained sufficient appropriate audit evidence would have had a consequential effect on the net assets of the Group as at 1 April 2012, 1 April 2013 and 31 March 2014, and of its loss/profit for the years ended 31 March 2014 and 31 March 2013, and the related disclosures thereof in the consolidated financial statements.
Non-Compliance with IFRSs and Omission of Disclosures
As explained in note 2.2 to the financial statements, as the consolidated financial statements of the Group have been prepared by the provisional liquidators and directors based on incomplete books and records, the provisional liquidators and directors believe they are almost impossible and not practicable to ascertain the correct amounts. Consequently, the provisional liquidators and directors of the Company were unable to confirm that the financial statements comply with IFRSs, or that the disclosure requirements of the Hong Kong Companies Ordinance and the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited have been complied with. Given these circumstances, which are more fully described in note 2.2, there were no practicable audit procedures that we could perform to quantify the extent of adjustments that might be necessary in respect of the Group’s financial statements.
Material Uncertainty Related to Going Concern Basis
In forming our opinion, we have considered the adequacy of the disclosures made in note 2.2 to the financial statements which explains that a proposal for the resumption of trading in the Company’s shares and the restructuring of the Group (the “Resumption Proposal”) was submitted to The Stock Exchange of Hong Kong Limited on 19 July 2015.
The consolidated financial statements have been prepared on a going concern basis on the assumption that the proposed restructuring of the Company will be successfully completed, and that, following the restructuring, the Group will continue to meet in full its financial obligations as they fall due in the foreseeable future. The consolidated financial statements do not include any adjustments that would result from a failure to complete the restructuring. We consider that the disclosures are adequate. However, in view of the extent of the uncertainty relating to the completion of the restructuring, we disclaim our opinion in respect of the material uncertainty relating to the going concern basis of preparation of these financial statements.
DISCLAIMER OF OPINION
Because of the significance of the matters described in the basis for disclaimer of opinion paragraphs, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion. Accordingly, we do not express an opinion on the consolidated financial statements as to whether they give a true and fair view of the state of affairs of the Company and of the Group as at 31 March 2014 and of the Group’s loss for the year then ended in accordance with International Financial Reporting Standards and as to whether the financial statements have been properly prepared in accordance with the disclosure requirements of the Hong Kong Companies Ordinance.