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Arrow Greentech Ltd.

BSE: 516064 Sector: Industrials
NSE: ARROWGREEN ISIN Code: INE570D01018
BSE LIVE 15:40 | 05 Dec 479.70 -4.95
(-1.02%)
OPEN

494.60

HIGH

495.00

LOW

471.60

NSE LIVE 15:31 | 05 Dec 480.75 -3.10
(-0.64%)
OPEN

487.05

HIGH

491.70

LOW

470.30

OPEN 494.60
PREVIOUS CLOSE 484.65
VOLUME 2831
52-Week high 861.00
52-Week low 381.75
P/E 17.81
Mkt Cap.(Rs cr) 563.17
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 494.60
CLOSE 484.65
VOLUME 2831
52-Week high 861.00
52-Week low 381.75
P/E 17.81
Mkt Cap.(Rs cr) 563.17
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Arrow Greentech Ltd. (ARROWGREEN) - Auditors Report

Company auditors report

To

The Members of Arrow Greentech Limited

(formerly known as Arrow Coated Products limited)

Report on the Financial Statements

We have audited the accompanying financial statements of Arrow Greentech Limited.("the Company") which comprise the Balance Sheet as at 31st March 2016 andStatement of Profit and Loss and Cash Flow 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 preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating 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.

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 but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the financial statements.

Basis of Qualified Opinion

The Company has not complied with Accounting Standard 24 Discontinuing operations asmore fully explained in note 35 to the financial statements.

Qualified Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the matter described in Basis of Qualified Opinionparagraph and other the aforesaid financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2016 and its profits and its cash flows for the year ended on that date.

Other matters

Attention is invited in respect of managerial remuneration referred in note no 37.

Report on Other Legal and Regulatory Requirements

1. As required by Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of subsection (11) of section 143 ofthe Act and on the basis of such checks of the books and records of the Company as weconsidered appropriate and according to the information and explanation given to us wegive in the "Annexure A" a statement on the matters specified in Para 3 and 4 ofthe 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 March2016 from being appointed as a director in terms of Section164 (2) of the Act; and

(f) with respect to the adequacy of the internal controls over financial reporting ofthe Company and the operating effectiveness of such controls refer to our separate reportin "Annexure B"

(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 litigation on its financial positionin its financial statements-refer note 25 to the financial statements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There are no amounts required to be transferred to the Investor Education andProtection Fund by the Company.

For J. A. Rajani & Co.

Chartered Accountants

Firm Reg. No. 108331W

P. J. Rajani

Proprietor

Membership No. 116740

Place: Mumbai

Date: 14th May 2016.

"Annexure A" to the Independent Auditors' Report of even date on theFinancial Statements of Arrow Greentech Limited

Referred to in paragraph 1 under the heading 'Report on Other Legal & RegulatoryRequirement' of our report of even date to the financial statements of the Company for theyear ended 31st March 2016 :

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

(b) The Company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner. In accordance with this programmecertain fixed assets were verified during the year and no material discrepancies werenoticed on such verification. In our opinion this periodicity of physical verification isreasonable having regard to the size of the Company and the nature of its assets.

(c) The title deeds of immovable properties are held in the name of the company exceptfor Factory Land whose gross block & net block is Rs 2000('000) Office buildingwhose gross block is Rs 134 ('000) and net block is Rs 46 ('000) and Factory Buildingwhose gross block is Rs 2275('000) and net block is Rs 2167('000) as on balance sheetdate respectively.

2) Inventories have been physically verified by the management at reasonable intervalsduring the year. The discrepancies notices on such verification were immaterial and havebeen properly dealt with in the books of accounts of the Company.

3) The Company has not granted unsecured loan to a company covered in the Registermaintained under section 189 of the Act. Accordingly clause 3 (iii) (b) & (c.) of theOrder is not applicable to the Company.

4) In our opinion and according to the information and explanations given to us thecompany has complied with the provisions of section 185 and 186 of the Companies Act2013and rules framed thereunder In respect of loans investments guarantees andsecurity.

5) 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.

6) The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Companies Act 2013 for any of the products of the Company.

7) (a) According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company has been generally regularin depositing undisputed statutory dues including Income-Tax Value added tax Servicetax Custom Duty Excise Duty and any other statutory dues with the appropriateauthorities except for delays in some cases in depositing Service Tax and Tax deducted atsource. According to the information and explanations given to us no undisputed amountspayable in respect of the above were in arrears as at 31st March 2016 for a period ofmore than six months from the date on when they become payable except:-

Nature of the Dues Amount (Rs. in '000)
Locals Sales Tax 213
Income Tax 161
Provident Fund 23
Service Tax 77

(b) According to the information and explanation given to us there are no dues ofincome tax Value added tax service tax custom duty excise duty and any other statutorydues outstanding on account of any dispute except:-

Nature of the Dues Amount (Rs. in '000) Period Authority Before which in Appeal
Local Sales Tax 2839 F.Y 2003-04 Assistant Commissioner of Sales Tax.(Appeal) Mumbai
Central Sales Tax 442 F.Y 2003-04 Assistant Commissioner of Sales Tax.(Appeal) Mumbai
Local Sales Tax 3678 F.Y 2004-05 Assistant Commissioner of Sales Tax.(Appeal) Mumbai
Central Sales Tax 3521 F.Y 2004-05 Assistant Commissioner of Sales Tax.(Appeal) Mumbai
Central Sales Tax 3933 F.Y 2008-09 Assistant Commissioner of Sales Tax.(Appeal) Mumbai

8) In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of dues to banks & financial institution.

9) Based upon the audit procedures performed and the information and explanations givenby the management the company has not raised moneys by way of initial public offer orfurther public offer including debt instruments and term Loans. Accordingly theprovisions of clause 3 (ix) of the Order are not applicable to the Company and hence notcommented upon.

10) Based upon the audit procedures performed and the information and explanationsgiven by the management we report that no fraud by the Company or on the company by itsofficers or employees has been noticed or reported during the year.

11) Based upon the audit procedures performed and the information and explanationsgiven by the management managerial remuneration has been paid in accordance with therequisite approvals mandated by the provisions of section 197 read with schedule V of theCompanies Act2013.

12) In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 4 (xii) of the Order are not applicable to the Company.

13) In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards.

14) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year underreview. Accordingly the provisions of clause 3 (xiv) of the Order are not applicable tothe Company and hence not commented upon.

15) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or persons connected with him. Accordingly the provisions of clause 3 (xv) ofthe Order are not applicable to the Company and hence not commented upon.

16) In our opinion the company is not required to be registered under section 45 IA ofthe Reserve Bank of India Act 1934 and accordingly the provisions of clause 3 (xvi) ofthe Order are not applicable to the Company and hence not commented upon.

For J. A. Rajani & Co.

Chartered Accountants

Firm Reg. No. 108331W

P. J. Rajani

Proprietor

Membership No. 116740

Place: Mumbai

Date: 14th May 2016.

"Annexure B" to the Independent Auditor's Report of even date on theFinancial Statements of Arrow Greentech Limited

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 ArrowGreentech Limited ("the Company") as of 31st March 2016 in conjunction with ouraudit 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 financial control over financial reportingcriteria established by the Company considering the essential components of internalcontrols stated in the Guidance note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India. 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 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 included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgement including the assessment of the risks of materialmisstatement 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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial 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.

Qualified Opinion

According to information and explanation given to us and based on our audit amaterial weakness has been identified as at 31st March 2016 in the Company relating toinadequate internal financial control over financial reporting in respect of compliancewith accounting standard in relation to discontinuing operation.

A 'material weakness' is a deficiency or a combination of deficiencies in internalfinancial control over financial reporting such that there is a reasonable possibilitythat a material misstatement of the company's annual or interim financial statements willnot be prevented or detected on a timely basis.

In our opinion to the best of our information and according to the explanation givento us except for possible effects of the material weakness described above on theachievement of the objectives of the control criteria the company has maintained in allmaterial respects adequate internal financial controls over financial reporting and suchinternal financial controls over financial reporting were operating effectively as of 31stMarch2016 based on the internal control over financial reporting criteria established bythe Company considering the essential components of internal controls stated in theGuidance note on Audit of Internal Financial Controls over Financial Reporting issued bythe Institute of Chartered Accountants of India.

We have considered the material weakness identified and reported above in determiningthe nature timing and extent of audit tests applied in our audit of the financialstatements of the Company for the year ended 31st March2016 and the material weaknessaffects our opinion on the said financial statements of the Company.

For J. A. Rajani & Co.

Chartered Accountants

Firm Reg. No. 108331W

P. J. Rajani

Proprietor

Membership No. 116740

Place: Mumbai

Date: 14th May 2016.

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