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Ambar Protein Industries Ltd.

BSE: 519471 Sector: Industrials
NSE: N.A. ISIN Code: INE072V01017
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Ambar Protein Industries Ltd. (AMBARPROTEIN) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

AMBAR PROTEIN INDUSTRIES LTD.

Report on the Financial Statements

I have audited the accompanying financial statements of Ambar Protein Industries Ltd.which comprise the Balance Sheet as at 31 March 2016 the Statement of Profit and Loss andthe Cash Flow Statement for the year then ended and a summary of significant accountingpolicies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters in section 134(5) ofthe Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

My responsibility is to express an opinion on these financial statements based on myaudit. I have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under and the Order under Section 143(11)of the Act.

I conducted my audit in accordance with the Standards on Auditing specified undersection 143(10) of the Act. Those Standards require that I comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of thefinancial statements that give true and fair view in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe financial statements.

I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion on the financial statements.

Opinion

In my opinion and to the best of my information and according to the explanations givento me the aforesaid financial statements give the information required by the Act in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India;

a) in the case of the Balance Sheet of the state of affairs of the Company as at March31 2016;

b) in the case of the Statement of Profit and Loss of the profit for the year ended onthat date; and

c) in the case of the Cash Flow Statement of the cash flows for the year ended on thatdate.

Report on other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order2016 issued by the CentralGovernment of India in term of subsection (11) of section 143 of the Companies Act2013 Igive in the Annexure a statement on the matters specified in the paragraphs 3 and 4 of theOrder to the extent applicable.

As required by section 143(3) of the Act I report that:

a) I have sought and obtained all the information and explanations which to the best ofmy knowledge and belief were necessary for the purposes of my audit.

b) In my opinion proper books of account as required by law have been kept by theCompany so far as appears from my examination of those books.

c) The Balance Sheet the Statement of Profit and Loss and Cash Flow Statement dealtwith by this Report are in agreement with the books of account.

d) In my opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

e) On the basis of written representations received from the directors as on 31 March2016 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2016 from being appointed as a director in terms of Section 164(2) of theAct.

f) With respect to the other matters included in the Auditor's Report and to best of myinformation and according to the explanations given to me:

i. The Company has disclosed the impact of pending litigations if any on its financialposition in its financial statements.

ii. The Company has made provision in its financial statements as required under theapplicable law or accounting standards for material foreseeable losses if any on longterm contracts.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

Place: Ahmedabad
Date : 30.05.2016. Dhaval K. Shah
(Chartered Accountants)
Membership No. 154176

ANNEXURE 'A' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1(f) under 'Report on Other Legal and RegulatoryRequirements' section of my report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ('the Act')

I have audited the internal financial controls over financial reporting of AMBARPROTEIN INDUSTRIES LTD ('the Company') as of March 31 2016 in conjunction with myaudit of the standalone financial statements of the Company for the year ended and as onthat date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India (the 'Guidance Note'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to Company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act.

Auditors' Responsibility

My responsibility is to express an opinion on the Company's internal financial controlsover financial reporting based on my audit. I conducted my audit in accordance with theStandards on Auditing prescribed under Section 143(10) of the Act and the Guidance Noteto the extent applicable to an audit of internal financial controls. Those Standards andthe Guidance Note require that I comply with the ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects.

My audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. My audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors' judgment including the assessment of the risks ofmaterial misstatement of the standalone financial statements whether due to fraud orerror.

I believe that the audit evidence I have obtained is sufficient and appropriate toprovide a basis for my audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlsover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In my opinion to the best of my information and according to the explanations given tome the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2016 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note.

Place: Ahmedabad
Date : 30.05.2016. Dhaval K. Shah
(Chartered Accountants)
Membership No. 154176

ANNEXURE 'B' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements'section of my report of even date)

1. In respect of the fixed assets of the Company:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The fixed assets were physically verified during the year by the Management inaccordancewith a regular programme of verification which in my opinion provides forphysical verification of the fixed assets at reasonable intervals. According to theinformation and explanations given to me no material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to me and the records examinedby me and based on the examination of the records of the Company the title deeds ofimmovable properties are held in the name of the Company.

2. In respect of the inventories of the Company:

(a) As explained to me the inventories were physically verified during the year by theManagement at reasonable intervals and no material discrepancies were noticed on physicalverification.

3. The Company has not granted any loans secured or unsecured to companies firms orother parties covered in the Register maintained under Section 189 of the Act.

4. In my opinion and according to the information and explanations given to me theCompany has complied with the provisions of Section 185 and 186 of the Act in respect ofgrant of loans making investments and providing guarantees and securities as applicable.

5. In my opinion and according to the information and explanations given to me theCompany has not accepted deposits during the year and does not have any unclaimeddeposits. Therefore the provisions of the clause 3 (v) of the Order are not applicable tothe Company.

6. I have broadly reviewed the cost record maintained by the company under themaintenance of cost records rules specified by the Central Government under sub section(1) of section 148 of the Act as I am of the opinion that prima facie the prescribedcost records have been made and maintained. I have however not made a detailedexamination of the cost records with a view to determine whether they are accurate orcomplete.

7. According to the information and explanations given to me in respect of statutorydues:

a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Income Tax Sales Tax and ValueAdded Tax Wealth Tax Service Tax duty of Customs duty of Excise Cess and othermaterial statutory dues applicable to it with the appropriate authorities.

b) There were no undisputed amounts in respect of provident fund employee stateinsurance income tax sales tax service tax value added tax duty of Customs duty ofExcise Cess and other material statutory dues in arrears as at 31st March 2016 for aperiod of more than six months from the date they become payable.

c) According to the information and explanations given to me there are no dues ofProvident fund investor education and protection fund employees state insurance incometax sales tax wealth tax service tax excise duty custom duty cess and any otherstatutory dues which have not been deposited with the appropriate authorities on accountof any disputes.

d) There were no amounts required to be transferred to the Investor Education andProtection Fund and hence this clause is not applicable.

8. In my opinion and according to the information and explanations given to me theCompany has not defaulted in the repayment of loans or borrowings to bank. The Companydoes not have any loans or borrowings from financial institutions or government and hasnot issued any debentures.

9. In my opinion and according to the information and explanations given to me theCompany has not raised moneys by way of Initial Public Offer or further public offer(including debt instruments or term loans and hence reposting under clause 3(ix) of theOrder is not applicable.

10. In my opinion and according to the information and explanations given to me nofraud by the Company and no fraud on the Company by its officers or employees has beennoticed or reported during the year.

11. In my opinion and according to the information and explanations given to me theCompany has paid/provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.

12. The Company is not a Nidhi Company and hence reporting under Clause 3(xii) of theOrder is not applicable.

13. In my opinion and according to the information and explanation given to me theCompany is in compliance with Section 177 and 188 of the Act where applicable for alltransactions with the related parties and the details of related party transactions havebeen disclosed in the financial statements as required by the applicable Accountingstandards.

14. During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underClause 3(xiv) of the Order is not applicable to the Company.

15. In my opinion and according to the information and explanations given to me duringthe year the Company has not entered into non cash transactions with its directors orpersons connected to its directors and hence provisions of section 192 of the Act are notapplicable.

16. The Company is not required to be registered under section 45-I of the Reserve Bankof India Act 1934.

Place: Ahmedabad
Date : 30.05.2016. Dhaval K. Shah
(Chartered Accountants)
Membership No. 154176