TO THE MEMBERS OF BHARAT WIRE ROPES LIMITED
Report on the Financial Statements
1. We have audited the accompanying financial statements of BHARAT WIRE ROPESLIMITED ("the Company") which comprise the Balance Sheet as at March 312017 the Statement of Profit and Loss the Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information.
2. 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 of thesefinancial statements to give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.
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 judgments and estimates that arereasonable and prudent; and designimplementation and maintenance of adequate internalfinancial controlsthat 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.
3. Auditors' Responsibility
Our responsibility is to express an opinion on these financial statements based on ouraudit.
4. We have taken into account the provisions of the Act and the Rules made thereunderincluding the accounting standards and matters which are required to be included in theaudit report.
5. We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10)of the Act and other applicable authoritative pronouncements issued by theInstitute of Chartered Accountants of India. Those Standards and pronouncements requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement.
6. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditors' 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.
7. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at March31 2017 and its profit and its cash flows for the year ended on that date
9. Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order 2016' issued by theCentral Government of India in terms of sub-section (11) of section 143 of the Act(hereinafter referred to as the "Order") and on the basis of such checks of thebooks and records of the Company as we considered appropriate and according to theinformation and explanations given to us we give in the Annexure B a statement on thematters specified in paragraphs 3 and 4 of the Order.
10. 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 March31 2017 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2017 from being appointed as a director in terms of Section 164 (2) of theAct.
(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 A.
(g) With respect to the other matters to be included in the Auditors' Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our knowledge and belief and according to the information andexplanations given to us:
i) The Company does not have any pending litigations as at March 31 2017 which wouldimpact its financial position.
ii) The Company does not have any long-term contracts as at March 31 2017 for whichthere could be any material foreseeable losses. The Company does not have derivativecontracts as at March 31 2017.
iii) There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended March 31 2017.
iv) The Company has provided requisite disclosures in the financial statements as toholdings as well as dealings in Specified Bank Notes during the period from November 82016 to December 30 2016. Based on audit procedures and relying on the managementrepresentation we report that the disclosures are in accordance with books of accountmaintained by the Company and as produced to us by the Management. Refer note 2.15.
| ||For and on behalf of |
| ||SUREKA ASSOCIATES |
| ||Chartered Accountants |
| ||Firm's Registration No. 110640W |
| ||Suresh Sureka |
|Place : Mumbai ||Partner |
|Date : 27thMay 2017 ||Membership No. 34132 |
ANNEXURE A TO INDEPENDENT AUDITORS' REPORT
Referred to in paragraph 10(f) of the Independent Auditors' Report of even date to themembers of BHARAT WIRE ROPES LIMITED on the financial statements as of and for the yearended March 31 2017
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Act
1. We have audited the internal financial controls over reporting of BHARAT WIREROPES LIMITED ("the Company") as of March 31 2017 in conjunction with ouraudit of the financial statements of the Company for the year ended on that date.
2. 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 conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Act.
3. Auditors' Responsibility
Our responsibility is to express an opinion on the financial Company's internalfinancial controls over 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 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. Those 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 financial in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the 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.
5. 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.
6. 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.
7. Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over reportingincluding the possibility of collusion or improper management override of controlsmaterial misstatements due to error or fraud may occur and not be detected. Alsoprojections of any evaluation fi of the internal financial controls over reporting tofuture periods are subject to the risk that the internal financial control over reportingmay become inadequate because of changes in conditions or that the degree of compliancewith the policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalcontrols system over reporting and such internal financial controls over reporting wereoperating effectively as at March 31 2017 based on the internal control over 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 Chartered Accountants of India.
| ||For and on behalf of |
| ||SUREKA ASSOCIATES |
| ||Chartered Accountants |
| ||Firm's Registration No. 110640W |
| ||Suresh Sureka |
| ||Partner |
| ||Membership No. 34132 |
|Place : Mumbai || |
|Date : 27thMay 2017 || |
ANNEXURE B TO INDEPENDENT AUDITORS' REPORT
Referred to in paragraph 9 of the Independent Auditors' Report of even date to themembers of BHARAT WIRE ROPES LIMITED on the financial statements as of and for theyear ended March 31 2017
i. The Company is maintaining proper records showing full particulars includingquantitative detail and situation of fixed assets.
ii. These fixed assets have been physically verified by the management at reasonableintervals. According to information and explanations given to us there were no materialdiscrepancies noticed on such verification. In our opinion the frequency of verificationis reasonable. iii. The title deeds of immovable properties are held in the name of theCompany.
ii. The physical verification of Inventory excluding stocks with third parties andstocks in transit have been conducted at reasonable intervals by the management during theyear. The discrepancies noticed on physical verification of Inventory as compared to bookrecords were not material.
iii. The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained underSection 189 of the Act. Therefore the provisions of Clause 3(iii) (iii)(a) (iii)(b) and(iii)(c) of the said Order are not applicable to the Company.
iv. The Company has not granted any loans or made any investments or providedany guarantees or security to the parties covered under Section 185 and 186. Thereforethe provisions of Clause 3(iv) of the said Order are not applicable to the Company.
v. The Company has not accepted any deposits from the public within the meaning ofSections 73 74 75 and 76 of the Act and the Rules framed there under to the extentnotified.
vi. 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 opinion that prima faciethe prescribed accounts and records have been made and maintained. We have not howevermade a detailed examination of the records with a view to determine whether they areaccurate or complete.
vii. (a) According to the information and explanations given to us and the records ofthe Company examined by us in our opinion the Company is regular in depositingundisputed statutory dues in respect of Provident fund employee's state insurance incometax sales tax duty of excise and service tax and other material statutory dues asapplicable with the appropriate authorities.
(b) According to the information and explanations given to us and the records ofthe Company examined by us there are no dues of service tax duty of custom and cesswhich have not been deposited on account of any dispute. The particulars of dues of incometax duty of excise and Central Sale Tax as at March 31 2017 which have not beendeposited on account of a dispute are as follows:
|Name of the Statute (Nature of Dues) ||Amount ||Period to which amount relates ||Forum where dispute is pending |
| ||(Rs. in Lacs) || || |
|Income Tax Act1961 ||27.57 ||AY 2010-11 ||Commissioner of Income Tax(Appeals) |
|Income Tax Act1961 ||51.61 ||AY 2011-12 ||Income Tax Appellate Tribunal |
|Income Tax Act1961 ||1.41 ||AY 2012-13 ||Commissioner of Income Tax (Appeals) |
|Central Sales Tax Act 1956 ||38.45 ||April 11 to March 12 ||JC Sales Tax (Appeals VIII) |
viii. According to the records of the Company examined by us and the information andexplanation given to us the Company has not defaulted in repayment of loans or borrowingto any financial institutions bank and government. Further the Company has not issuedany debentures. ix. In our opinion and according to the information and explanationsgiven to us the moneys raised by initial public offer and term loan were applied for thepurposes for which those are 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 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 ny such case by themanagement.
xi. The Company has paid / provided for managerial remuneration in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V of theAct. xii. 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 to theCompany.
xiii. The Company has entered into transactions with related parties in compliance withthe provisions of Sections 177 and 188 of the Act. The details of such related partytransactions have been disclosed in the financial statements as required under AccountingStandard (AS) 18 Related Party Disclosures specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014.
xiv. 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.
xv. 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.
xvi. 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 notapplicable to the Company.
For and on behalf of SUREKA ASSOCIATES
Chartered Accountants Firm's Registration No. 110640W
Suresh Sureka Partner Membership No. 34132
Place : Mumbai
Date : 27th May 2017