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Barak Valley Cements Ltd.

BSE: 532916 Sector: Industrials
NSE: BVCL ISIN Code: INE139I01011
BSE LIVE 15:06 | 23 Aug 28.00 0.80
(2.94%)
OPEN

28.25

HIGH

28.25

LOW

27.40

NSE 10:54 | 24 Aug 27.55 -0.45
(-1.61%)
OPEN

28.00

HIGH

28.00

LOW

27.55

OPEN 28.25
PREVIOUS CLOSE 27.20
VOLUME 550
52-Week high 43.00
52-Week low 18.70
P/E 45.90
Mkt Cap.(Rs cr) 62
Buy Price 28.00
Buy Qty 100.00
Sell Price 28.55
Sell Qty 100.00
OPEN 28.25
CLOSE 27.20
VOLUME 550
52-Week high 43.00
52-Week low 18.70
P/E 45.90
Mkt Cap.(Rs cr) 62
Buy Price 28.00
Buy Qty 100.00
Sell Price 28.55
Sell Qty 100.00

Barak Valley Cements Ltd. (BVCL) - Auditors Report

Company auditors report

To the Members of Barak Valley Cements Limited

Report on the Financial Statements

We have audited the accompanying standalone financial statements of BARAK VALLEYCEMENTS LIMITED ('the Company') which comprise the Balance Sheet as at March 312016 the Statement of Profit and Loss and the Cash Flow Statement for the year thenended and a summary of significant 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 Act2013 (''the Act'') with respect to the preparation andpresentation of these standalone financial statements that give a true and fair view ofthe financial position financial performance and cash flows of the Company in accordancewith the Accounting principles generally accepted in India including the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the company and for preventing and detecting frauds and other irregularities;selection and application of the of appropriate accounting policies; making judgements andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into accounts the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made there under.

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 anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgement including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders 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 Company's management as well as evaluating the overall presentatio n ofthe financial statements. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.

Opinion

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: (i) In the case of the Balance Sheet ofthe state of affairs of the Company as at 31st March 2016; (ii) In the case of theStatement of Profit and Loss of the Loss of the company for the year ended on that date;and (iii) In the case of Cash Flow Statement of the Cash Flows of the Company for theyear ended on that date.

Emphasis of Matter

We draw attention to Note 40 to the financial statements which states that theoperations of the 'Badarpur Energy Pvt. Ltd.' (Wholly owned subsidiary company of BarakValley Cements Ltd.) was discontinued since July 2014 due to non availability of requiredquality and quantity of biomass and still it is lying stopped. In this regard Noprovision for diminution in value of investments amounting to Rs. 31.77 Crores in BadarpurEnergy Pvt. Ltd. (wholly owned subsidiary) has been made as the management of the companyis confident that operations in the subsidiary company will continue in future and thereis no permanent decline in value of investment in subsidiary. Impact is presently notascertainable and as such cannot be commented upon by us. Our opinion is not qualified inrespect of this manner.

Report on other Legal & 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 paragraphs 3and 4 of the Order to the extent applicable.

2. 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 Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account. d) In our opinion theaforesaid standalone financial statements comply with the Accounting standards specifiedunder section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 ; e) On the basis of written representations received from the directors as on March 312016 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of section 164 (2) ofthe 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 B' g) With respect to the other matters included in theAuditor's report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 and to best of our information and according to the explanation given to us.

(i) The company has disclosed the impact of pending litigations on its financialposition in its financial statement.

(ii) The Company did not have any long term contracts including derivative contractsfor which 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.

For Kumar Vijay Gupta & Co.
Chartered Accountants
Firm Registration No. 007814-N
Sd/-
(CA. Mahesh Goel)
Place: New Delhi Partner
Date: 30th May 2016 M. No. 088958

Annexure "A" to the Independent Auditors' Report

The Annexure referred to in Paragraph (1) under the heading of "Report on OtherLegal and Regulatory Requirements" of our report for the year ended 31st March 2016.

1. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed asset s.

(b) The fixed assets of the company have been physically verified by the managementaccording to a phased programme on a rotational basis which in our opinion is reasonablehaving regard to the size of the company and nature of its fixed assets.

No material discrepancies were noticed on such 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.

2. The inventories have been physically verified during the year by the management ofthe company at reasonable intervals and no material discrepancies were noticed on physicalverification.

3. The Company has not granted any loans secured or unsecured to companies firms orother parties covered in the register maintained under section 189 of the Companies Act2013. So the provisions of paragraph 3(iii) are not applicable.

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 Act with respectto the loans investments guarantees and security provided.

5. According to the information and explanations given to us the company has notaccepted any deposit covered under sections 73 to 76 of the Companies Act and the rulesframed there under with regard to the deposits accepted from public during the year.

6. We have broadly reviewed the accounts and records maintained by the company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Act and are of the opinion that prima facie the prescribed accountsand records have been made and maintained. However we have not made any detailedexamination of the said records.

7. (a) The company is generally regular in depositing undisputed statutory duesincluding provident fund income-tax sales -tax wealth tax service tax duty ofcustoms duty of excise value added tax cess and other statutory dues applicable to itwith the appropriate authorities. There were no arrears of statutory dues as at 31stMarch' 2016 except for a sum of Rs.1060140/ - on account of Cess on cement for a periodof more than six months from the date they became payable.

(b) According to the information and explanations given to us the particulars ofdisputed taxes and duties as at March 312016 which have not been deposited with theappropriate authorities are as under:

Name of the Statute Nature of Dues Amount (Rs. In Lakhs) Period to which the amount relates Forum where dispute is pending
Income - Tax Act 1961. Income- Tax demand 169.13 A. Yr. 2007-08 to 2011- 12 Ist Appellate Authority Kolkata.
Assam Entry Tax Act 2008 Entry - Tax demand 90.79 2005 -06 to 2008 -09 Appellate Authority Guwahati.

8. According to the information and explanation given to us by the management thecompany has defaulted in repayment of dues to financial institutions or banks or debentureholders as under : (i) Working Capital Term Loan dues of IDBI Bank Ltd.Guwahati : Rs.6955263/- (for the period from January'16 to March' 16) (ii) Term Loan dues of NEDFiGuwahati : Rs. 11403589/- (for the period from January' 16 to March' 16)

9. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) during the year. According to the information andexplanations given by the management monies raised by way of term loans were applied forthe purpose for which they were raised.

10. According to the information and explanations given to us and based upon the auditprocedures performed during the year we report that no fraud on or by the Company hasbeen noticed or reported during the year.

11. In our opinion and according to the information and explanations given to usmanagerial remuneration has been paid in accordance with the requisite approvals mandatedby the provisions of section 197 read with schedule V to the Companies Act 2013.

12. The Company is not a Nidhi Company and hence reporting under clause (xii) of theCARO 2016 is not applicable.

13. 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 where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

14. 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. 15. 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 and hence provisions of section192 of the Companies Act 2013 are not applicable.

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

For Kumar Vijay Gupta & Co.
Chartered Accountants
Firm Registration No. 007814-N
Sd/-
(CA. Mahesh Goel)
Place: New Delhi Partner
Date: 30th May 2016 M. No. 088958

Annexure - B to the 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 BarakValley Cements Limited ("the Company") as of 31 March 2016 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 responsibilitiesinclude the design implementation and maintenance of adequate internal finan cialcontrols that were operating effectively for ensuring the orderly and efficient conduct ofits business including adherence to company's policies the safeguarding of its assetsthe prevention 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") issued by the ICAI and the Standards on Auditingprescribed under section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls. Those Standards and the Guidance Note requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting was established and maintained and if such controls operated effectively in allmaterial 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 to the best of our information and according to the explanations givento us the company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31 March 2016 based on the internal controlover financial reporting cr iteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Int ernal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Kumar Vijay Gupta & Co.
Chartered Accountants
Firm Registration No. 007814-N
Sd/-
(CA. Mahesh Goel)
Place: New Delhi Partner
Date: 30th May 2016 M. No. 088958