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Ambika Cotton Mills Ltd.

BSE: 531978 Sector: Industrials
NSE: AMBIKCO ISIN Code: INE540G01014
BSE LIVE 15:40 | 09 Dec 1058.50 7.75
(0.74%)
OPEN

1045.00

HIGH

1060.00

LOW

1045.00

NSE LIVE 15:31 | 09 Dec 1056.45 6.30
(0.60%)
OPEN

1054.05

HIGH

1060.00

LOW

1043.05

OPEN 1045.00
PREVIOUS CLOSE 1050.75
VOLUME 1198
52-Week high 1094.60
52-Week low 735.00
P/E 12.67
Mkt Cap.(Rs cr) 622.40
Buy Price 0.00
Buy Qty 0.00
Sell Price 1058.00
Sell Qty 1.00
OPEN 1045.00
CLOSE 1050.75
VOLUME 1198
52-Week high 1094.60
52-Week low 735.00
P/E 12.67
Mkt Cap.(Rs cr) 622.40
Buy Price 0.00
Buy Qty 0.00
Sell Price 1058.00
Sell Qty 1.00

Ambika Cotton Mills Ltd. (AMBIKCO) - Auditors Report

Company auditors report

To

The Members of Ambika Cotton Mills Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Ambika Cotton Mills Limited('the Company') which comprise the Balance Sheet as at 31st March 2016 the Statement ofProfit and Loss and the Cash Flow Statement for the year then ended and a summary ofsignificant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparationand presentation of these financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit.

We 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 thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we 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 andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2016 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in the Annexure A a statement on the matters specified in the paragraph3 and 4 of the order.

2. As required by Section 143 (3) of the Act we report that:

a) we have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

b) in our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books;

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

d) in our 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 the written representations received from the directors as on 31stMarch 2016 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2016 from being appointed as a director in terms of Section164 (2) of the Act; f) with respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate report in "Annexure B"; and

g) with respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. the Company has disclosed the impact of pending litigations on its financialposition in its financial statements – Refer Note 26 to the financial statements;

ii. The Company did not have any long-term contracts including derivatives contractsfor which there were any material foreseeable losses.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For L. Venkatasubbu & Co
Chartered Accountants
Firm Regn No. 004627S
Sd/-
( L. Venkatasubbu )
Date : 28.05.2016 Partner
Place : Coimbatore Membership No. 019791

ANNEXURE-A TO INDEPENDENT AUDITORS' REPORT

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the financial statements for the year ended 31st March 2016 we report that:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of its fixed assets on the basis of availableinformation.

(b) As explained to us the fixed assets have been physically verified by theManagement during the year at reasonable intervals which in our opinion is reasonablehaving regard to the size of the company and nature of its assets. No materialdiscrepancies were noticed on such physical verification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.

(ii) As explained to us the management has conducted the physical verification ofinventory at reasonable intervals and there were no material discrepancies noticed onphysical verification of the inventory as compared to book records.

(iii) The Company has not granted any loans secured or unsecured to companies firmsLimited Liability partnerships or other parties covered in the Register maintained undersection 189 of the Companies Act2013. Accordingly the provisions of clause 3 (iii) (a)to (c) of the Order are not applicable to the Company and hence not commented upon.

(iv) According to the information and explanations given to us the Company has notmade any loans investments gurantees and security attracting the provisions of sections185 and 186 of the Companies Act2013. Accordingly the provisions of clause 3 (iv) of theOrder are not applicable to the Company and hence not commented upon.

(v) The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 withregard to the deposits accepted from the public are not applicable.

(vi) The Central Government has prescribed the maintenance of cost records underSection 148 (1) (d) of the Companies Act 2013. We have broadly reviewed the accounts andrecords of the company in this connection and are of the opinion that prima-facie theprescribed accounts and records have been made and maintained. We have not however madea detailed examination of the same.

(vii) (a) According to the information and explanations given to us the Company isregular in depositing undisputed statutory dues including provident fund income-taxsales-tax service tax duty of customs duty of excise value added tax cess and anyother material statutory dues with the appropriate authorities. We are informed that theprovisions of Employees State Insurance Act1948 are not applicable to the Company.

According to the information and explanations given to us no undisputed amounts payablein respect of provident fund income-tax sales-tax service tax duty of customs duty ofexcise value added tax cess and other material statutory dues were in arrears as at 31stMarch 2016 for a period of more than six months from the date they became payable

(b) According to the information and explanations given to us the following dues ofincome-tax sales-tax service tax duty of excise have not been deposited by the Companyon account of disputes.

Name of the Statute Nature of Dues Amount Period to which the amount relates Forum where dispute is pending
(Rs. in Lakhs)
Income -Tax Act 1961 Income-Tax 26.12 Assessment year 1998-99 Madras High Court
Service Tax Service Tax 4.80 From 16.11.1997 to 01.06.1998 CESTAT Chennai
Central Excise Act 1944 Central Excise and Penalty 2.18 04.03.2005 (date of de-bonding) CESTAT Chennai
Service Tax Service Tax Interest and Penalty 2.95 From 18.04.2006 to 29.02.2008 CESTAT Chennai
Central Excise Act 1944 Excise Duty 11.33 From 20.05.1999 to 06.08.1999 Madras High Court
Central Excise Act 1944 Excise Duty 33.80 From 07.12.2008 to 06.07.2009 CESTAT Chennai
Service Tax Service Tax 23.99 From 01.10.2005 to 30.06.2006 Madras High Court
TNGST Act 1959 Sales Tax 3.72 Assessment year 1996-1997 Deputy Commissioner of Appeals (CT) Madurai
Central Excise Act 1944 Interest and Penalty 4.91 November 2008 to December 2010 CESTAT Chennai
Central Excise Act 1944 Interest and Penalty 0.84 November 2007 to January 2011 CESTAT Chennai
Central Excise Act 1944 Central Excise 410.01 Assessment Year 2005-06 Madurai Bench of Madras High Court
Total 524.65

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of dues to banks. The Company has not takenany loan either from financial institutions or from the Government and has not issued anydebentures.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3 (ix) of the Order is not applicable.

(x) According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

(xi) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company there are no transactions which falls underrelated parties transaction in terms of sections 177 and 188 of the Companies Act2013 anddetails of transactions which are required to be disclosed as required by the applicableaccounting standards in this regard have been disclosed in the financial statements.

(xiv) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For L. Venkatasubbu & Co
Chartered Accountants
Firm Regn. No. 004627S
Sd/-
(L. Venkatasubbu)
Partner
Date : 28.05.2016
Place : Coimbatore Membership No. 019791

ANNEXURE - B TO INDEPENDENT AUDITORS' REPORT

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of AmbikaCotton Mills limited ("the Company") as of 31st March 2016 in conjunction withour audit of the financial statements of the Company for the year ended on that 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 ('ICAI'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our 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 auditor's judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2016 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For L. Venkatasubbu & Co
Chartered Accountants
Firm Regn No. 004627S
Sd/-
(L. Venkatasubbu)
Date : 28.05.2016 Partner
Place : Coimbatore Membership No. 019791

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