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Black Rose Industries Ltd.

BSE: 514183 Sector: Industrials
NSE: N.A. ISIN Code: INE761G01016
BSE LIVE 15:40 | 20 Nov 37.05 1.45
(4.07%)
OPEN

36.50

HIGH

37.50

LOW

34.60

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 36.50
PREVIOUS CLOSE 35.60
VOLUME 50220
52-Week high 42.45
52-Week low 21.00
P/E 37.81
Mkt Cap.(Rs cr) 189
Buy Price 0.00
Buy Qty 0.00
Sell Price 37.00
Sell Qty 100.00
OPEN 36.50
CLOSE 35.60
VOLUME 50220
52-Week high 42.45
52-Week low 21.00
P/E 37.81
Mkt Cap.(Rs cr) 189
Buy Price 0.00
Buy Qty 0.00
Sell Price 37.00
Sell Qty 100.00

Black Rose Industries Ltd. (BLACKROSEINDUS) - Auditors Report

Company auditors report

INDEPENDENT AUDITORS’ REPORT ON STANDALONE FINANCIAL STATEMENTS

TO THE MEMBERS OF

BLACK ROSE INDUSTRIES LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of BLACK ROSEINDUSTRIES LIMITED ("the Company") comprising of the Balance Sheet as atMarch 31 2017 the Statement of Profit and Loss the Cash Flow Statement for the yearthen ended and a summary of significant accounting policies and other .

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the preparation of thesestandalone financial in terms of requirements of the Companies Act 2013 (hereinafterreferred to as "the Act") that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting 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 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 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

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act and the Rulesmade thereunder including the accounting and auditing standards and matters which arerequired to be included in the audit report.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act and other authoritative pronouncements issued by the Instituteof Chartered Accountants of India. Those Standards and pronouncements require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the standalone financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the statements. The procedures selected depend on the auditor’sjudgment including the assessment standalonefinancial of the risks of materialmisstatement of the standalone financial statements whether due to fraud or error. Inmaking those risk assessments the auditor considers internal financial control relevantto the Company’s preparation of the standalone financial statements that give a trueand fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by theCompany’s Directors as well as evaluating the overall presentation of the financialstatements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiventous the financial statements give the information required by the Act in the mannerso required and give a true and fair view in conformity with the accounting principlesgenerally accepted in India: a) In the case of the Balance Sheet of the state of affairsof the Company as at March 31 2017; b) In the case of the Statement of Profit and Lossof the Profit for the year ended on that date; and c) In the case of the Cash FlowStatement of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of Sub-section (11) ofSection 143 of the Companies Act 2013 and on the basis of such checks of the books andrecords of the Company as we considered appropriate and according to the information andexplanations given to us we give in the Annexure-A a statement on the matters specifiedin paragraphs 3 and 4 of the Order.

2. 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 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) comply with the Accounting Standards specified In our opinion the aforesaidstandalone financial under 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 312017 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 st March 2017 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 ourcomments mentioned in Annexure-B to this report.

g) With respect to the other matters to be included in the Auditor’s Report inaccordance with the Rule 11 of the Companies (Audit and Auditors) Rules 2014 in ouropinion and to the best of our information and according to the explanations given to uswe report that:

i) The Company does not have any pending litigations which would impact its financialposition. ii) The Company did not have any long term contracts including derivativecontracts for which there were any material foreseeable losses. iii) There were no amountswhich were required to be transferred to the Investors Education and Protection Fund bythe Company.

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 8th November2016 to 30th December 2016. Based on audit procedures and relying on themanagement representation we report that the disclosures are in accordance with books ofaccount maintained by the Company and as produced to us by the Management.

For and on behalf of
KARNAVAT & CO.
Chartered Accountants
Firm Regn No. 104863W
(Shashikant Gupta)
Place: Mumbai Partner
Dated: May 30 2017 Membership No. 45629

ANNEXURE-A TO INDEPENDENT AUDITORS’ REPORT

The Annexure referred to in paragraph 1 under the ‘Report on Other Legal andRegulatory Requirements’ our report to the members of BLACK ROSE INDUSTRIES LIMITED(‘the Company’) for the year ended on March 31 2017. We report that:-i. Inrespect of its fixed assets:

(a) The Company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The Company has a regular programme of physical verification of fixed assets whichis in our opinion reasonable having regard to the size of the Company and the nature ofits assets. In accordance with this programme certain fixed assets have been physicallyverified by the management during the year and no material discrepancies have been noticedon such verification.

(c) As per the information and explanation given to us by the management the titledeeds of the immovable properties as disclosed in fixed assets (Note No. 11 to thefinancial Company.

ii. In respect of its inventories:

The inventory has been physically verified during the year by the management. In ouropinion the frequency of verification is reasonable. There were no material discrepanciesnoticed on physical verification of inventories as compared to the book records. iii. TheCompany has not granted any loans secured or unsecured to Companies firms or otherparties covered in the register maintained under section 189 of the Act and henceprovisions of Clause 3(iii) of the aforesaid Order are not applicable to the Company. iv.In our opinion and according to the information and explanations given to us the Companyhas not made ant investments or granted any loans or provided any guarantee or security tothe parties covered under Section 185 and hence provisions of Clause 3(iv) of theaforesaid Order in this regard are not applicable to the Company. Further the Company hascomplied with provision of Section 186 of the Act in respect of the loans granted by it.v. In our opinion and according to the information and explanations given to us theCompany has not accepted deposits from the public within the meaning of Sections 73 7475 and 76 of the Act and the Rules framed thereunder to the extent notified. vi. We havebroadly reviewed the cost records maintained by the Company specified by the CentralGovernment under sub-section (1) of the Section 148 of the Act and are of the opinion thatprima facie the prescribed cost records have been maintained. We have however not made adetailed examination of the cost records with a view to determine whether they areaccurate or complete. vii. (a) According to the records of the Company the Company isgenerally regular in depositing with appropriate authorities undisputed statutory duesincluding provident fund employees’ state insurance income-tax sales tax wealthtax duty of customs duty of excise value added tax or cess and other statutory duesapplicable to it.

Further according to the information and explanations given to us no undisputedamounts payable in respect of provident fund employees’ state insurance income-taxsales tax wealth tax duty of customs duty of excise value added tax or cess and otherstatutory dues were outstanding as at 31-03-2017 for a period of more than six monthsfrom the date they became payable except for the following:

Nature of dues Financial year Amount (Rs)
Central Sales- tax 2007-08 68690/-
Central Sales- tax 2008-09 27046/-
Central Sales- tax 2009-10 74568/-

(b) According to the records of the Company and information and explanations given tous the following are the particulars of disputed dues on account of Income Tax and SalesTax that have not been deposited:

Name of the Statute Nature of Dues Amount of Demand net of deposits (Rs ) Period to which amount relates Forum where dispute is pending
Income Tax Act 1961 Demand of Penalty raised u/s 271(1)(C) Rs 231686/- A.Y. 2005-06 CIT (Appeals)
Central Sales Tax Act 1956 Demand and Penalty Rs 4032129/- F.Y. 2009-10 Commissioner (Appeals)
Central Sales Tax Act 1956 Demand and Penalty Rs 7989077/- F.Y. 2010-11 Commissioner (Appeals)
Central Sales Tax Act 1956 Demand and Penalty Rs 5372712/- F.Y. 2012-13 Commissioner (Appeals)

viii. Based on our audit procedures and according to the information and explanationsgiven to us by the management we are of the opinion that the Company has not defaulted inrepayment of dues to financial institutions and bank.

ix. The Company has not raised any money by way of initial public offer further publicoffer (including debt instruments) and term loans and hence provisions of Clause 3(ix) ofthe aforesaid Order are not applicable to the Company.

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 employeesnoticed or reported during the year nor have we been informed of any such case by themanagement.

xi. The Company has paid/provided managerial remuneration in accordance with therequisite approvals mandated by the provision of the Section 197 read with Schedule V ofthe Act.

xii. The Company is not a Nidhi Company and the Nidhi Rules 2014 are not applicable tothe Company and hence provisions of Clause 3(xii) of the aforesaid Order are notapplicable to the Company.

xiii. The Company has entered into the transaction with the related parties incompliance with the provisions of the Section 177 and 188 of the Act. The details of suchrelated party transactions have been disclosed in the standalone statements as requiredunder Accounting Standard (AS)18 Related Party Disclosuresspecifiedunder financialSection 133 of the Act read with 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 and henceprovisions of Clause 3(xiv) of the aforesaid Order are not applicable to the Company.

xv. The Company has not entered into any non-cash transactions with its directors orthe persons connected with him and hence provisions of Clause 3(xv) of the aforesaid Orderare not applicable to the Company.

xvi. The Company is not required to be registered Section 45-IA of the Reserve Bank ofIndia Act 1934 and hence provisions of Clause 3(xvi) of the aforesaid Order are notapplicable to the Company.

For and on behalf of
KARNAVAT & CO.
Chartered Accountants
Firm Regn No. 104863W
(Shashikant Gupta)
Place: Mumbai Partner
Dated: May 30 2017 Membership No. 45629

ANNEXURE-B TO INDEPENDENT AUDITORS’ REPORT

The Annexure referred to in paragraph 2(f) under the ‘Report on Other Legal andRegulatory Requirements’ our report to the members of BLACK ROSE INDUSTRIES LIMITED(‘the Company’) for the year ended on March 31 2017.

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

We have audited internal financial reporting of BLACK ROSE INDUSTRIES LIMITED("the controls over

Company") as of March 31 2017 in conjunction with our audit of the standalonefinancial statements of the Company for the year then ended on that date.

Management’s Responsibility for the 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 Guidance Note on Audit of Internal Financial Controls over Financial Reporting issuedby the Institute of Chartered Accountants of India (ICAI). These responsibilities includesdesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the orderly and efficient conduct of businessincluding adherence to Company’s policies the safeguarding of the 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 Act.

Auditor’s Responsibility

Our responsibility is to express an opinion on 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 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 Guidance note require that we comply with ethicalrequirements and plan and perform 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 procedure 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 controls based on the assessed risk. Theprocedures selected depend on the auditor’s judgement including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud orerror.

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 controlssystem over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A Company’s internal financial control over financial reporting is a processdesigned to provide a reasonable assurance regarding the reliability of financialreporting and preparation of financial statements for external purpose in accordance withgenerally accepted accounting principles. A Company’s internal financialcontrol 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 the transactions are recorded as necessary topermit preparation of financial statements in accordance with the generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance 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 control over financialreporting to are subject to the risk that the internal financial control over financialreporting may become inadequate changes in conditions or that the degree of compliancewith the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material aspects an adequate internalfinancial control system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2017 criteria basedon the internal control over financial established by the Company considering theessential components of internal control stated in Guidance Note on Audit of InternalFinancial Controls over Financial Reporting issued by the Institute of CharteredAccountants of India.

For and on behalf of
KARNAVAT & CO.
Chartered Accountants
Firm Regn No. 104863W
(Shashikant Gupta)
Place: Mumbai Partner
Dated: May 30 2017 Membership No. 45629