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AYM Syntex Ltd.

BSE: 508933 Sector: Industrials
NSE: AYMSYNTEX ISIN Code: INE193B01039
BSE LIVE 15:40 | 06 Dec 72.70 -1.45
(-1.96%)
OPEN

73.05

HIGH

73.20

LOW

71.55

NSE LIVE 15:31 | 06 Dec 72.95 -1.20
(-1.62%)
OPEN

74.45

HIGH

74.70

LOW

72.00

OPEN 73.05
PREVIOUS CLOSE 74.15
VOLUME 5321
52-Week high 163.50
52-Week low 65.00
P/E 5.73
Mkt Cap.(Rs cr) 285.27
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 73.05
CLOSE 74.15
VOLUME 5321
52-Week high 163.50
52-Week low 65.00
P/E 5.73
Mkt Cap.(Rs cr) 285.27
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

AYM Syntex Ltd. (AYMSYNTEX) - Auditors Report

Company auditors report

To

The members of AYM Syntex Limited (Formerly Welspun Syntex

Limited)

Report on the Financial Statements

1. We have audited the accompanying financial statements of AYM Syntex Limited(Formerly Welspun Syntex Limited) ("the Company") which comprise theBalance Sheet as at 31 March 2016 the Statement of Profit and Loss and the Cash FlowStatement for the year then ended and a summary of the significant accounting policiesand other explanatory information.

Management's Responsibility for the Financial Statements

2. 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.

Auditor's Responsibility

3. Our responsibility is to express an opinion on these financial statements based onour audit.

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 qualified audit opinion on the financial statements.

Basis for Qualified Opinion

4. Attention is drawn to Note 30 regarding freehold land of Rs. 23.23 lacs (includingdevelopment expenses of Rs.14.98 lacs incurred on such land capitalized in the financialyear 2002-03) for which the Company holds no title. The Company is in possession of thesaid land without any interference and is in the process of executing the documents totransfer the said land in its name. Further in respect of certain residential flatsaggregating to Rs. 10.65 lacs (written down value as at 31 March 2016) documents of titledeeds are not available with Company. Accordingly we are unable to determine whether anyadjustment to these amounts is necessary. Our audit opinion on the financial statementsfor the year ended 31 March 2015 was also qualified in respect of the above matter.

Opinion

5. In our opinion and to the best of our information and according to the explanationsgiven to us except for the possible effects of the matters described in the Basis forQualified Opinion paragraph above the aforesaid 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 31 March 2016 and its profit and its cash flows for the year ended on thatdate.

Report on Other Legal and Regulatory requirements

6. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of Section 143(11) of the Act and onthe basis of such checks of the books and records of the Company as we consideredappropriate and according to the information and explanations given to us we give in the"Annexure A" a Statement on the matters specified in paragraphs 3 and 4 of theOrder.

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

a) We have sought and except for the matter described in the Basis for QualifiedOpinion paragraph above obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit;

b) Except for the possible effects of the matter described in the Basis for QualifiedOpinion paragraph above in our opinion proper books of account as required by law havebeen kept by the Company 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) Except for the possible effects of the matter described in the Basis for QualifiedOpinion paragraph above in our opinion the aforesaid financial statements comply withthe Accounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

e) The matter described in the Basis for Qualified Opinion paragraph above in ouropinion may have adverse effect on the functioning of the Company.

f) 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 31 March2016 from being appointed as a director in terms of Section 164 (2) of the Act;

g) 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 B"; and

h) 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 27 to the financial statements;

ii. The Company did not have any long-term contracts including derivative contractshaving any material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended 31 March 2016.

For MGB & Co. LLP

Chartered Accountants

Firm Registration Number 101169W/W-100035

Sanjay Kothari

Partner

Membership Number 048215

Mumbai 6 May 2016

ANNEXURE - A TO THE AUDITOR'S REPORT

The Annexure referred to in Paragraph 6 under the heading of "Report on OtherLegal and Regulatory Requirements" of our report of even date to the members of AYMSyntex Limited on the financial statements for the year ended 31 March 2016

(i) (a) The Company has maintained proper records showing full

particulars including quantitative details and situation of its fixed assets.

(b) The fixed assets have been physically verified by the management during the year asper the phased program designed to cover all the fixed assets over a period which in ouropinion is reasonable having regard to the size of the Company and nature of its assets.Discrepancies noticed on such verification which are not material have been properlydealt with in the books of account.

(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 except in case of the following immovable properties

Nature of immovable property

No. of cases

Value as at 31 March 2016 (in lacs)

Remarks

Gross block Net block

Freehold Land 3 49.91 23.23 Title not transferred in the name of the Company
Residential Flats 6 14.85 10.65 Documents of title deeds not available with the Company

(ii) The physical verification of inventory excluding stocks lying with third partiesand stocks in transit have been conducted by the Management at reasonable intervals duringthe year. In respect of inventory lying with third parties these have been substantially

confirmed by them. The discrepancies noticed on physical verification of inventory ascompared to book records were not material.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms limited liabilitypartnerships or other parties covered in the register maintained under Section 189 of theAct.

(iv) In our opinion and according to the information and explanations given to us theCompany has neither given any loan/guarantee nor provided any security. In respect ofinvestments made the Company has complied with the provisions of Section 186 of the Act.

(v) The Company has not accepted any deposits from the public within the meaning ofSections 73 to 76 of the Act and the rules framed thereunder.

(vi) We have broadly reviewed the cost records maintained by the Company prescribed bythe Central Government under Section 148(1) of the Act and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have howevernot made a detailed examination of such records with a view to determine whether they areaccurate or complete.

(vii) According to the records of the Company examined by us and information andexplanations given to us:

(a) Undisputed statutory dues including provident fund employees' state insuranceincome tax sales tax service tax duty of customs duty of excise value added tax cessand others as applicable have generally been regularly deposited with the appropriateauthorities except delay in few cases. There are no undisputed amounts payable in respectof aforesaid dues outstanding as at 31 March 2016 for a period of more than six monthsfrom the date they became payable.

(b) There are no dues of value added tax which have not been deposited on account ofany dispute. The disputed dues of income tax sales tax service tax duty of customs andduty of excise which have not been deposited are as under:

Name of the statute

(Nature of dues)

Period to which the amount relates Amount (Rs. in lacs) Forum where dispute is pending
The Customs Act 1962
Duty of customs F.Y. 1996-1997 and F.Y. 1997-1998 72.55 Commissioner of Customs Mumbai
F.Y. 2006-2007 168.36 Commissioner of Customs (Imports) Navi Mumbai
F.Y. 2006-2007 and F.Y. 2007-2008 3.78 Deputy Commissioner of Central Excise and Customs Vapi
F.Y. 2013-14 25.00 Commissioner of Customs (Appeals) Mumbai
The Central Excise Act 1944
Duty of excise F.Y. 1997-1998 546.24 The Supreme Court of India
F.Y. 2005-2006 and F.Y. 2006-2007 138.34 Commissioner of Central Excise and Customs Vapi
F.Y. 2003-2004 0.50 Commissioner of Central Excise (Appeals) Mumbai
F.Y. 2007-2008 41.42 Joint Commissioner of Central Excise and Customs Vapi
Service tax F.Y. 2005-2006 and F.Y. 2006-2007 1.95 Deputy Commissioner of Central Excise and Customs Vapi
F.Y. 2006-2007 55.96 Commissioner of Central Excise Customs and Service Tax Vapi
F.Y. 2007-2008 to F.Y. 2012-2013 123.52 Commissioner of central excise Vapi
Bombay Sales Tax Act 1959
Sales tax F.Y. 2002-2003 and F.Y. 2003-2004 166.09 Joint Commissioner of Sales Tax (Appeal) Thane
Income Tax Act 1961
Income tax F.Y. 2009-2010 and F.Y. 2011-2012 46.86 Commissioner of Income Tax (Appeals) Mumbai

(viii) 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 banks and financial institutions. The Company does not have any loans fromgovernment and has not issued any debentures.

(ix) In our opinion and according to the information and explanations given to us theCompany has not raised any money by way of initial public offer or further public offer(including debt instruments) during the year. Moneys raised by way of term loans duringthe year have been applied for the purposes for which they were raised.

(x) 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 any instance of material fraud by the Company or on the Company by itsofficers or employees noticed or reported during the year nor have been informed of anysuch case by the Management.

(xi) According to the records of the Company examined by us and information andexplanations given to us the Company has paid/provided for managerial remuneration inaccordance with the requisite approvals mandated by the provisions of Section 197 readwith 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 and the Nidhi Rules 2014 are not applicable to it.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act and details of such transactions have beendisclosed in the financial statements as required by the applicable accounting standards.

(xiv) According to the records of the Company examined by us and information andexplanations given to us the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year.

(xv) According to the records of the Company examined by us and information andexplanations given to us the Company has not entered into non-cash transactions withdirectors or persons connected with him.

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

For MGB & Co. LLP

Chartered Accountants

Firm Registration Number 101169W/W-100035

Sanjay Kothari

Partner

Membership Number 048215

Mumbai 6 May 2016

ANNEXURE - B TO THE AUDITORS' REPORT

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

We have audited the internal financial controls over financial reporting of AYMSyntex Limited (Formerly Known as Welspun Syntex Limited)

("the Company") as of 31 March 2016 in conjunction with our audit of thefinancial 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 31 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 MGB & Co. LLP

Chartered Accountants

Firm Registration Number 101169W/W-100035

Sanjay Kothari

Partner

Membership Number 048215

Mumbai 6 May 2016

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