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Astec Lifesciences Ltd.

BSE: 533138 Sector: Agri and agri inputs
NSE: ASTEC ISIN Code: INE563J01010
BSE LIVE 10:33 | 12 Dec 532.00 -1.75
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NSE 10:20 | 12 Dec 532.75 0.05
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OPEN 535.00
PREVIOUS CLOSE 533.75
VOLUME 509
52-Week high 694.80
52-Week low 475.00
P/E 50.14
Mkt Cap.(Rs cr) 1,039
Buy Price 531.20
Buy Qty 22.00
Sell Price 532.00
Sell Qty 51.00
OPEN 535.00
CLOSE 533.75
VOLUME 509
52-Week high 694.80
52-Week low 475.00
P/E 50.14
Mkt Cap.(Rs cr) 1,039
Buy Price 531.20
Buy Qty 22.00
Sell Price 532.00
Sell Qty 51.00

Astec Lifesciences Ltd. (ASTEC) - Auditors Report

Company auditors report

To the Members of Astec LifeSciences Limited

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of AstecLifeSciences Limited (‘the Company’) which comprise the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss (including Other Comprehensive Income)the Cash Flow Statement and the Statement of Changes in Equity for the year then endedand a summary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Financial Statements

2. The Company’s Board of Directors is responsible for the matters stated inSection 134(5) of the Companies Act 2013 (‘the Act’) with respect to thepreparation of these standalone financial statements that give a true and fair view of thestate of affairs (financial position) profit or loss (financial performance includingother comprehensive income) cash flows and changes in equity of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (‘Ind AS’) specified under Section 133 of the Act. 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 judgements 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 standalone financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor’s Responsibility

3. Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

4. 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.

5. 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 whetherthese standalone financial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditor’s judgement including the assessment of the risks of material misstatementof the financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial controls relevant to theCompany’s preparation of the financial statements that give a true and fair view inorder to design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company’s Directors as wellas evaluating the overall presentation of the financial statements.

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

Opinion

8. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India including Ind AS specified under Section133 of the Act of the state of affairs (financial position) of the Company as at March31 2017 and its profit (financial performance including other comprehensive income) itscash flows and the changes in equity for the year ended on that date.

Other Matter

9. The Company had prepared separate sets of statutory financial statements for theyear ended March 31 2016 and March 31 2015 in accordance with Accounting Standardsprescribed under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014 (as amended) on which we issued auditor’s reports to the shareholders ofthe Company dated May 4 2016 and May 16 2015 respectively. These financial statementshave been adjusted for the differences in the accounting principles adopted by the Companyon transition to Ind AS which have also been audited by us. Our opinion is not modifiedin respect of this matter.

Report on Other Legal and Regulatory Requirements

10. As required by the Companies (Auditor’s Report) Order 2016 (‘theOrder’) issued by the Central Government of India in terms of Section 143(11) of theAct we give in the "Annexure 1"a statement on the matters specified inparagraphs 3 and 4 of the Order.

11. 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 purpose 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 standalone financial statements dealt with by this report are in agreement withthe books of account; d) In our opinion the aforesaid standalone financial statementscomply with Ind AS specified under Section 133 of the Act;

e) on the basis of the written representations received from the directors and taken onrecord by the Board of Directors none of the directors is disqualified as on March 312017 from being appointed as a director in terms of Section 164(2) of the Act;

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in "Annexure 2" to this report; g) with respect to the othermatters to be included in the Auditor’s Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules 2014 (as amended) in our opinion and to the best ofour information and according to the explanations given to us:

i. The Company as detailed in Note No.39 to the standalone financial statements hasdisclosed the impact of pending litigations on its financial position;

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

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

iv. The company as detailed in Note No.9 to the standalone financial statements hasmade requisite disclosures in these standalone financial statements as to holdings as wellas dealings in Specified Bank Notes during the period from November 8 2016 to December30 2016.

Based on the audit procedures performed and taking into consideration the informationand explanations given to us in our opinion these are in accordance with the books ofaccount maintained by the company.

For Shah & Kathariya

Chartered Accountants

Firm’s Registration No.: 115171W

P M Kathariya

Partner

Membership No.: 031315

Place: Mumbai

Date: May 4 2017

ANNEXURE – 1 TO THE AUDITORS REPORT

The annexure referred to in independent auditors report to the members of the Companyon the standalone financial statements for the year ended March 31 2017. We report that:(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) As explained to us the Company has a program for physical verification of fixedassets at periodic intervals. In our opinion the period of verification is reasonablehaving regard to the size of the Company and the nature of its assets. The discrepanciesreported on such verification were not material and have been properly dealt with in thebooks of account.

(c) Based on our audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to information and explanations givenby the management the title deeds of immovable properties are held in the name of thecompany.

(ii) The management has conducted physical verification of inventory at reasonableintervals during the year and no material discrepancies were noticed on such physicalverification.

(iii) The Company has granted loans to one company covered in the register maintainedunder section 189 of the Companies Act 2013.

(a) In our opinion the rate of interest and other terms and conditions on which theloans had been granted to the Company covered in the register maintained under section 189of the Act are not prima facie prejudicial to the interest of the company.

(b) In the case of the loan granted to the company covered in the register maintainedunder section 189 of the Act the borrower has been regular in the payment of theprincipal and interest as stipulated.

(c) There are no overdue amounts in respect of the loan granted to the Company coveredin the register maintained under section 189 of the Companies Act 2013.

(iv) In our opinion and according to the information and explanations given to usprovisions of section 185 and 186 of the Companies Act 2013 in respect of loans todirectors including entities in which they are interested and in respect of loans andadvances given investments made and guarantees and securities given have been compliedwith by the company.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Companies Act 2013 related to the manufacture or service of AgroProducts and are of the opinion that prima facie the specified accounts and records havebeen made and maintained. We have not however made a detailed examination of the same.

(vii) (a) Undisputed statutory dues including provident fund employees’ stateinsurance income-tax sales-tax wealth-tax service tax duty of custom duty of excisevalue added tax cess and other material statutory dues have generally been regularlydeposited with the appropriate authorities though there has been a slight delay in a fewcases.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees’ state insurance income-taxwealth-tax service tax sales-tax duty of custom duty of excise value added tax cessand other material statutory dues were outstanding at the year end for a period of morethan six months from the date they became payable.

(b) According to the records of the Company the dues outstanding of income-taxsales-tax wealth-tax service tax duty of custom duty of excise value added tax andcess on account of any dispute are as follows:

Name of the statute Nature of dues Amount (Rs ) in Lakh Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax 59.16 AY 2007-08 High Court
Income Tax Act 1961 Income Tax 169.10 AY 2009-10 CIT (A)
1.93 AY 2011-12
7.26 AY 2014-15
Income Tax Act 1961 Income Tax 30.47 AY 2009-10 ITAT
169.94 AY 2010-11
MVAT Act 2002 CST 148.47 FY 2004-05 JSCT (Appeal)
1445.21 FY 2006-07 DCST (Appeal)
Central Excise Act Excise Duty 4251.13 FY2009–FY 2014 CESTAT
279.50 FY2009–FY 2014 CESTAT
39.00 FY2009–FY 2014 CESTAT
19.64 FY2014–FY 2015 CESTAT
1691.77 FY2009–FY 2014 High Court
Customs Act 1962 Custom Duty 13.70 FY 2013-14 Commissioner of
Custom

(viii) Based on our audit procedures performed for the purpose of reporting the trueand fair view of the financial statements and according to information and explanationsgiven by the management we are of the opinion that the Company has not defaulted inrepayment of dues to a financial institution bank or debenture holders or government.

(ix) Based on our audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management and on an overall examination of the balance sheet we report thatmonies raised by way term loans were applied for the purposes for which those were raised.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management we report that no fraud on or by the officers and employees ofthe Company has been noticed or reported during the year.

(xi) Based on our audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management we report that the managerial remuneration has been paid /provided in accordance with the requisite approvals mandated by the provisions of section197 read with Schedule V to the Companies Act 2013.

(xii) In our opinion the Company is not a nidhi company. Therefore the provisions ofclause 3(xii) of the order are not applicable to the Company and hence not commented upon.

(xiii) Based on our audit procedures performed for the purpose of reporting the trueand fair view of the financial statements and according to the information andexplanations given by the management transactions with the related parties are incompliance with section 177 and 188 of Companies Act 2013 where applicable and thedetails have been disclosed in the notes to the financial statements as required by theapplicable accounting standards.

(xiv) According to the information and explanations given to us and on an overallexamination of the balance sheet the company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and hence not commented upon.

(xv) Based on our audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management the Company has not entered into any non-cash transactions withdirectors or persons connected with him.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For Shah & Kathariya

Chartered Accountants

Firm’s Registration No.: 115171W

P M Kathariya

Partner

Membership No.: 031315

Place: Mumbai

Date: May 4 2017

ANNEXURE – 2 TO THE AUDITORS REPORT

ANNEXURE TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THE STANDALONEFINANCIAL STATEMENTS OF ASTEC LIFESCIENCES LIMTED

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

To the Members of Astec LifeSciences Limited

We were engaged to audit the internal financial controls over financial reporting ofAstec LifeSciences Limited ("the Company") as of March 31 2017 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended 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 (ICAI).

These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to the Company’s policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditor’s 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 as specified under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of Internal Financial Controls and bothissued by the Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively 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 judgement 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 internal financial controls system overfinancial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company’s internal financial control overfinancial reporting 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 havea 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 March 31 2017 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 Shah & Kathariya

Chartered Accountants

Firm’s Registration No.: 115171W

P M Kathariya

Partner

Membership No.: 031315

Place: Mumbai

Date : May 4 2017