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Atul Ltd.

BSE: 500027 Sector: Industrials
NSE: ATUL ISIN Code: INE100A01010
BSE LIVE 12:45 | 13 Dec 2554.00 -4.55
(-0.18%)
OPEN

2545.00

HIGH

2563.00

LOW

2512.00

NSE 12:19 | 13 Dec 2549.95 0.05
(0.00%)
OPEN

2542.20

HIGH

2556.85

LOW

2533.70

OPEN 2545.00
PREVIOUS CLOSE 2558.55
VOLUME 2384
52-Week high 2635.00
52-Week low 1951.25
P/E 33.38
Mkt Cap.(Rs cr) 7,575
Buy Price 2554.00
Buy Qty 1.00
Sell Price 2558.00
Sell Qty 2.00
OPEN 2545.00
CLOSE 2558.55
VOLUME 2384
52-Week high 2635.00
52-Week low 1951.25
P/E 33.38
Mkt Cap.(Rs cr) 7,575
Buy Price 2554.00
Buy Qty 1.00
Sell Price 2558.00
Sell Qty 2.00

Atul Ltd. (ATUL) - Auditors Report

Company auditors report

To the Members of Atul Ltd

Report on the Standalone Indian Accounting Standards (Ind AS) Financial Statements

01. We have audited the accompanying Standalone Financial Statements of Atul Ltd(‘the Company') which comprise the Balance Sheet as at March 31 2017 the Statementof Profit and Loss (including Other Comprehensive

Income) the Statement of Cash Flows and the Statement of changes in equity for theyear then ended and a summary of the significant Accounting Policies and otherexplanatory information.

Management's responsibility for the Standalone Ind AS Financial Statements

02. The Board of Directors of the Company is responsible for the matters stated inSection 134(5) of the Companies Act 2013 (‘Act') with respect to the preparation ofthese Standalone Ind AS Financial Statements to give a true and fair view of the financialposition financial performance (including OtherComprehensiveIncome)cashflowsand changesin equity of the Company in accordance with the Accounting Principles generally acceptedin India including the Indian Accounting Standards specified in the

Companies (Indian Accounting Standards) Rules 2015 (as amended) under Section 133 ofthe Act. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate Accounting Policies; making judgements 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 Standalone Ind AS Financial Statements that give a true and fair view and arefree from material misstatement whether due to fraud or error.

Auditors' responsibility

03. Our responsibility is to express an opinion on theseStandalone Ind AS FinancialStatements based on our audit.

04. We have taken into account the provisions of the Act and the Rules made thereunderincluding the Accounting and Auditing Standards and matters which are required to beincluded in the Audit report.

05. We conducted our audit of the Standalone Ind AS Financial Statements in accordancewith the Standards on Auditing specified under Section 143(10) of the Act and otherapplicable authoritative pronouncements issued by the Institute of Chartered Accountantsof India. Those Standards and pronouncements require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe Standalone Ind AS Financial Statements are free from material misstatement.

06. An audit involves performing procedures to obtain audit evidence about the amountand the disclosures in the Standalone Ind AS Financial Statements. The procedures selecteddepend on the Auditors' judgement including the assessment of the risks of materialmisstatement of the Standalone Ind AS Financial Statements whether due to fraud or error.In making those risk assessments the Auditor considers Internal Financial Controlrelevant to the preparation of the Standalone Ind AS Financial Statements of the Companythat give a true and fair view in order to design audit procedures that are appropriatein the circumstances. An audit also includes evaluating the appropriateness of theAccounting Policies used and the reasonableness of the accounting estimates made by theDirectors of the Company as well as evaluating the overall presentation of the StandaloneInd AS Financial Statements.

07. We believe that the audit evidence we have obtained is sufficientand appropriate toprovide a basis for our audit opinion on the Standalone Ind AS Financial Statements.

Opinion

08. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone Ind AS Financial Statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the Accounting Principles generally accepted in India of the state of affairs of theCompany as at March 31 2017 and its profit (including Other Comprehensive Income) itscash flows and the changes in equity for the year ended on that date.

Other matter

09. The financial information of the Company for the year ended March 31 2016 and thetransition date opening Balance Sheet as at April 01 2015 included in these StandaloneInd AS Financial Statements are based on the previously issued Statutory FinancialStatements for the years ended March 31 2016 and March 31 2015 prepared in accordancewith the Companies (Accounting Standards) Rules 2006 (as amended) which were audited byus on which we expressed an unmodified opinion dated April 29 2016 and April 302015.The adjustments to those Financial Statements for the differences in Accounting Principlesadopted by the Company on transition to the Ind AS have been audited by us.

Our opinion is not qualified in respect of these matters.

Report on other legal and regulatory requirements

10. As required by the Companies (Auditor's Report) Order2016 issued by the CentralGovernment of India in terms of Sub-section (11) of Section 143 of the Act (‘theOrder') and on the basis of such checks of the books and records of the Company as weconsidered appropriate and according to the information and explanations given to us wegive in the Annexure B a statement on the matters specified in paragraphs 3 and 4 of theOrder.

11. As required by Section 143 (3) of the Act we report that: a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit. b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books. c) The Balance Sheet the Statement of Profit and Loss(including Other Comprehensive Income) the

Statement of Cash Flows and the Statement of changes in equity dealt with by thisReport are in agreement with the books of account. d) In our opinion the aforesaidStandalone Ind AS

Financial Statements comply with the Indian

Accounting Standards specified under Section 133 of the Act. e) On the basis of thewritten representations received from the Directors as on March 31 2017 taken on recordby the Board of Directors none of the Directors is disqualified as on March 31 2017 frombeing appointed as a Director in terms of Section 164 (2) of the Act. f) Withrespect to the adequacy of the Internal

Financial Controls over financial reporting of the Company and the operatingeffectiveness of such controls refer to our separate Report in Annexure A. g) Withrespect to the other matters to be included in the Auditors' Report in accordance withRule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to the bestof our knowledge and belief and according to the information and explanations given to us:i) The Company has disclosed the impact if any of pending litigations as at March 312017 on its financial position in its Standalone Ind AS

Financial Statements - refer Note 27.1; ii) The Company has made provision as at March31 2017 as required under the applicable law or Accounting Standards for materialforeseeable losses if any on long-term contracts including derivative contracts; iii)There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company during 2016-17. iv) The Company hasprovided requisite disclosures in the Financial Statements as to holdings as well asdealings in Specified Bank

Notes during the period from November 08 2016 to December 30 2016. Based on auditprocedures and relying on the Management representation we report that the disclosures arein accordance with books of account maintained by the Company and as produced to us by theManagement - refer Note 27.15.

For Dalal & Shah Chartered Accountants LLP

Firm Registration Number: 102020W / W-100040

S Venkatesh
Mumbai Partner
May 05 2017 Membership Number: 037942

Annexure A to Independent Auditors' Report

Referred to in paragraph 10(f) of the Independent Auditors' Report of even date to theMembers of Atul Ltd on the Standalone Financial Statements for the year ended March31 2017.

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

01. We have audited the Internal Financial Controls over financial reporting of AtulLtd (‘the Company') as ofMarch 31 2017 in conjunction with our audit of theStandalone Ind AS Financial Statements of the Company for the year ended on that date.

Management's responsibility for Internal Financial Controls

02. The Management of the Company is responsible for establishing and maintainingInternal Financial Controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls over financialreporting issued by the Institute of CharteredAccountants of India (ICAI). 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 the policies of the Company 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 Act.

Auditors' responsibility

03. Our responsibility is to express an opinion on the Internal Financial Controls ofthe Company over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the ‘Guidance Note') and the Standards on Auditing deemed to be prescribedunder Section 143(10) of the Act to the extent applicable to an audit of InternalFinancial Controls both applicable to an audit of Internal Financial Controls and bothissued by the ICAI. These Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate Internal Financial Controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

04. Our audit involves performing procedures to obtain audit evidence about theadequacy of the Internal Financial Controls system over financial reporting and theiroperating effectiveness. Our audit of Internal Financial Controls over financial reportingincluded obtaining an understanding of Internal Financial Controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the Auditor's judgement including the assessment of therisks of material misstatement of the Ind AS Financial Statements whether due to fraudor error.

05. We believe that the audit evidence we have obtained is sufficientand appropriate toprovide a basis for our audit opinion on the Internal Financial Controls system overfinancial reporting of the Company.

Meaning of Internal Financial Controls over financial reporting

06. The Internal Financial Control over financial reporting of a Company is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of Ind AS Financial Statements for external purposes in accordancewith Generally Accepted Accounting Principles. A Internal Financial Control over financialreporting of a Company includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of Ind ASFinancial Statements in accordance with Generally Accepted Accounting Principles and thatreceipts and expenditures of the Company are being made only in accordance withauthorisations of the Management and the Directors of the Company; and (3) providereasonable assurance regarding prevention or timely detection of unauthorised acquisitionuse or disposition of the assets of the Company that could have a material effect on theInd AS Financial Statements.

Inherent limitations of Internal Financial Controls over financial reporting

07. Because of the inherent limitations of Internal Financial Controls over financialreporting including the possibility of collusion or improper override of controls by theManagement 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

08. 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 theCompany 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 Dalal & Shah Chartered Accountants LLP
Firm Registration Number: 102020W / W-100040
S Venkatesh
Mumbai Partner
May 05 2017 Membership Number: 037942

Annexure B to the Independent Auditors' Report

Referred to in paragraph 10 of the Independent Auditors' Report of even date to theMembers of Atul Ltd on the Standalone Ind AS Financial Statements as of and for the yearended March 31 2017 01. a) The Company is maintaining proper records showing fullparticulars including quantitative details and situation of fixed assets. b) The fixedassets are physically verified by theManagement according to a phased programme designedto cover all the items over a period of 3 years which in our opinion is reasonablehaving regard to the size of the Company and the nature of its assets. Pursuant to theprogramme a portion of the fixed assets has been physically verified by the Managementduring the year and no material discrepancies have been noticed on such verification.c) The title deeds of immovable properties other than self-constructed immovableproperties (buildings) as disclosed in Note 2 and 3 on fixed assets to theInd ASFinancial Statements are held in the name of the Company (Atul Ltd) except for thefollowing:

Name of entity on the title deed Total number of Agreements Book value of land
(Rs. cr)
Atul Products Limited(*) 91 0.52
Atic Industries Limited 1 0.78
Cibatul Limited 3 0.15
Total 95 1.45

* Out of above 45 title deeds amounting to Rs. 0.07 cr forms part of Investmentproperties. (refer Note 3)

02. The physical verification of inventory (excluding stocks with third parties) havebeen conducted at reasonable intervals by the Management during the year. In respect ofinventory lying with third parties these have substantially been confirmed by them. Thediscrepancies noticed on physical verification of inventory as compared to book recordswere not material. 03. The Company has granted an interest bearing unsecured loan to awholly owned subsidiary company Atul Bioscience Ltd and an interest free unsecured loan toAmal Ltd [Pursuant to an Order of the Board for Industrial and Financial Reconstruction]covered in the register maintained under Section 189 of the Act. The Company has notgranted any loan secured or unsecured to firmsLimited Liability Partnerships or otherparties covered in the said register. a) In respect of the aforesaid loans the terms andconditions under which such loans were granted are not prejudicial to the Company'sinterest. b) In respect of the aforesaid loans the schedule of repayment of principal andpayment of interest has been stipulated and the parties are repaying the principalamounts as stipulated and are also regular in payment of interest as applicable. c) Inrespect of the aforesaid loans there is no amount which is overdue for more than 90 days.

04. In our opinion and according to the information and explanations given to us theCompany has not granted any loans or provided any guarantees or security in respect of anyloans to any party covered under Section 185 of the Act. In respect of loans granted toguarantees or security in respect of any loan and investments made in body corporates bythe Company the provisions of Section 186 of the Act has been complied with. The Companyhas given an interest free loan of Rs. 7.01 cr to Amal Ltd pursuant to the Order of theBoard for Industrial and Financial Reconstruction. (refer Note 27.13). 05. The Company hasnot accepted any deposits from the public within the meaning of Sections 73 74 75 and 76of the Act and the Rules framed there under to the extent notified.

06. Pursuant to the rules made by the Central Government of India the Company isrequired to maintain cost records as specified under Section 148(1) of the Act in respectof its products. We have broadly reviewed the same and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have nothowever made a detailed examination of the records with a view to determine whether theyare accurate or complete. 07. a) According to the information and explanations given to usand the records of the Company examined by us in our opinion the Company is regular indepositing the undisputed statutory dues including Provident Fund Employees' StateInsurance Income Tax Sales Tax Service Tax duty of customs duty of excise valueadded tax cess and other material statutory dues as applicable with the appropriateauthorities. b) According to the information and explanations given to us and the recordsof the Company examined by us there are no dues of sales-tax service-tax duty ofcustoms and value added tax which have not been deposited on account of any dispute. Theparticulars of dues of Income tax and duty of excise as at March 31 2017 which have notbeen deposited on account of a dispute are as follows:

Name of the statute Nature of dues Amount (Rs. in cr) (a) Period to which the amount relates Forum where the dispute is pending (b)
Central Excise Act 1944 Excise and service tax 0.94 1986 to 2016 Commissioner (Appeals)
4.07 1992 to 2011 Customs Excise and Service Tax
Appellate Tribunal
3.53 1994-95 High Court
Total 8.54
Income Tax Act 1961 Income tax 0.19 2009-11 Commissioner of Income Tax (Appeals)
Total 0.19

(a) Net of amounts deposited. / (b) Necessary stay received fromrespective authorities.

08. According to the records of the Company examined by us and the information andexplanations given to us the Company has not defaulted in repayment of loans orborrowings to any financial institution or bank orGovernment or dues to debenture holdersas at the Balance Sheet date.

09. The Company has not raised any moneys by way of initial public offer furtherpublic offer (including debt instruments) and term loans. Accordingly the provisions ofClause 3(ix) of the Order are not applicable to the Company.

10. During the course of our examination of the books and records of the Companycarried out in accordance with the Generally Accepted Auditing Practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by theManagement.

11. The Company has paid / provided for managerial remuneration in accordance with therequisite approvals mandated by the provisions of Section 197 read with Schedule V to theAct. 12. As the Company is not a Nidhi Company and the Nidhi Rules 2014 are notapplicable to it the provisions of Clause 3(xii) of the Order are not applicable totheCompany.

13. The Company has entered into transactions with Related Parties in compliance withthe provisions of Sections 177 and 188 of the Act where applicable. The details of suchRelated Party Transactions have been disclosed in the Ind AS Financial Statements asrequired under Indian Accounting Standard (Ind AS) 24 Related Party Disclosures specifiedunder Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.

14. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review. Accordingly theprovisions of Clause 3(xiv) of the Order are not applicable to the Company.

15. The Company has not entered into any non-cash transactions with its Directors orpersons connected with him. Accordingly the provisions of Clause 3(xv) of the Order arenot applicable to the Company.

16. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

Accordingly the provisions of Clause 3(xvi) of the Order are not applicable to theCompany.

For Dalal & Shah Chartered Accountants LLP
Firm Registration Number: 102020W / W-100040
S Venkatesh
Mumbai Partner
May 05 2017 Membership Number: 037942