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Chambal Fertilisers & Chemicals Ltd.

BSE: 500085 Sector: Agri and agri inputs
NSE: CHAMBLFERT ISIN Code: INE085A01013
BSE LIVE 09:39 | 08 Dec 71.80 1.80
(2.57%)
OPEN

72.60

HIGH

73.55

LOW

71.10

NSE LIVE 09:40 | 08 Dec 71.70 1.80
(2.58%)
OPEN

72.50

HIGH

73.45

LOW

71.00

OPEN 72.60
PREVIOUS CLOSE 70.00
VOLUME 173821
52-Week high 73.55
52-Week low 50.85
P/E 7.45
Mkt Cap.(Rs cr) 2988.39
Buy Price 71.75
Buy Qty 251.00
Sell Price 71.90
Sell Qty 110.00
OPEN 72.60
CLOSE 70.00
VOLUME 173821
52-Week high 73.55
52-Week low 50.85
P/E 7.45
Mkt Cap.(Rs cr) 2988.39
Buy Price 71.75
Buy Qty 251.00
Sell Price 71.90
Sell Qty 110.00

Chambal Fertilisers & Chemicals Ltd. (CHAMBLFERT) - Auditors Report

Company auditors report

To the Members of Chambal Fertilisers and Chemicals Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Chambal Fertilisersand Chemicals Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2016 the Statement of Profit and Loss the Cash Flow Statement for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation in which are incorporated the returns for the year ended on that date auditedby the branch auditors of the Company's Shipping division at Kolkata.

Management's Responsibility for the Standalone 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 ofthese standalone financial statements 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 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 thereunder. We conducted our audit inaccordance with the Standards on Auditing issued by the Institute of CharteredAccountants of lndia as specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement.

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 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 standalone 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 2016 its profit and its 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 ("the Order")issued by the Central Government in terms of sub-section

(11) of Section 143 of the Act we give in the Annexure I a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

2. as required by Section 142 i2i 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 and proper returnsadequate for the purposes of our audit have been received from branches not visited by us;

(c) The report on the accounts of the Shipping division of the Company audited underSection 143 (8) of the Act by branch auditor has been sent to us and have been properlydealt by us in preparing this report;

(d) The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account and with the returns receivedfrom branches not visited by us;

(e) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

(f) On the basis of the written representations received from the directors as on March31 2016 and taken on record by the Board of Directors none of the directors isdisqualified as on March 312016 from being appointed as a director in terms of Section164 (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 2 to this report".

(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 32(B) to the financial statements;

ii. The Company did not have any long-term contracts including derivative contractsfor which there were any material

foreseeable love:..

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

Other Matter

The accompanying financial statements include total assets of Rs.139284.67 lacs as atMarch 31 2016 total revenues and loss before tax of Rs.77337.53 lacs and Rs.472.12 lacsrespectively for the year ended on that date in respect of Shipping Division which havebeen audited by branch auditor whose financial statements other financial informationand auditor's report have been furnished to us. Our opinion in so far as it relates tothe amounts and disclosures included in respect of such division is based solely on thereport of such branch auditor. Our opinion is not modified in respect of this matter.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Anil Gupta
Place: New Delhi Partner
Date: May 11 2016 Membership Number: 87921

ANNEXURE 1 REFERRED TO IN PARAGRAPH 'REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS'OF OUR REPORT OF EVEN DATE

Re: Chambal Fertilisers and Chemicals Limited ('the Company')

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) Fixed assets have been physically verified by the management during the year basedon a phased programme of verifying all the assets over a period of two years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. No material discrepancies were noticed on physical verification.

(c) According to the information and explanations given by the management the titledeeds of immovable properties included in fixed assets are held in the name of the Companyexcept for one office premises of gross block of Rs. 409.07 lacs freehold land of grossblock of Rs. 0.89 lac and leasehold land of gross block of Rs. 44.14 lacs as at March 312016 for which the title deeds are not in the name of the Company.

(ii) The management has conducted physical verification of inventory at reasonableintervals during the year and no material discrepancies were noticed on such physicalverification.

(iii) (a) The Company has granted loans to two other parties covered in the registermaintained under Section 189 of the Companies Act 2013. In our opinion and according tothe information and explanations given to us the terms and conditions of the grants ofsuch loans are not prejudicial to the Company's interest.

(b) In respect of loans granted to other parties covered in the register maintainedunder Section189 of the Companies Act 2013 repayment of the principal amount is asstipulated and payment of interest has been regular.

(c) There is no overdue amount of loans granted to the parties listed in the registermaintained under Section 189 of the Companies Act 20 13

(iv) In our opinion and according to the information and explanations given to us theCompany has not advanced loans to directors including entities in which they areinterested to which provisions of Section 185 of the Companies Act 2013 apply. In ouropinion and according to the information and explanations given to us provisions ofSection 186 of the Companies Act 2013 in respect of loans and advances given investmentsmade guarantees and securities given have been complied with by the Company.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records underSection 148(I) of the Companies Act 2013 related to the manufacture of Urea and SSP andare of the opinion that prima facie the prescribed accounts and records have been madeand maintained. We have not however made a detailed examination of the same.

(vii) (a) The Company is generally regular in depositing with appropriate authortiesundisputed statutory dues including provident fund employees' state insurance income-taxsales-taxservice tax custom duty excise duty value added tax cess and other statutorydues applicable to it.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income-tax sales-taxservice tax customs duty excise duty value added tax cess and other statutory dueswere outstanding at the year end for a period of more than six months from the date theybecame payable.

(c) According to the records of the Company the dues outstanding of income-taxsales-tax setvice tax customs duty excise duty value added tax and cess on account ofany dispute are as follows:

Name of the statute Nature of dues Amount (Rs. in lacs) Period to which the amount relates Forum where dispute is pending
Rajasthan Sales-Tax Act 1994 Sales tax demand on usage of natural gas other than urea manufacture. 352.34 1996-2001 Rajasthan High Court Jodhpur
The Income Tax Act 196 1 Demand raised on short deduction of TEC 0.76 A.Y. 2011-12 2014-15 & 2016-17 Asst. Commissioner of Income Tax CPC- TDS Ghaziabad
Service Tax Law Finance Act 1994 Demand raised in respect of service tax not paid on tax deducted at source (TDS) portion on services received from foreign parties. 2.43 2008-09 Customs Excise & Service Tax Appellate Tribunal New Delhi
Uttar Pradesh Value Added Tax Act 2008 Sales Tax 2.24 September 2011 to March 2012 Uttar Pradesh Commercial Tax Tribunal Bench Agra Uttar Pradesh
Bihar Value Added Tax Act 2005 Sales tax 61.89 2013-14 Joint Commissioner Commercial Tax Patna Bihar
Finance Act 1994 Service Ta- 31.22 FY 2008-09 to June 20 12 Custom Excise and Service Tax Appellate Tribunal Allahabad Uttar Pradesh
Rajasthan Tax on Entry of Goods into Local Areas Act 1999 Entry ta. 0.24 FY 2013-14 Commercial Tax Officer Special Circle-II Kota

(The above does not include demands outstanding in relation to Textile division whichwas sold by the Company with effect from April 012015 and any statutory liabilitiesrelating to such business will be borne by the buyer in accordance with the BusinessTransfer Agreement signed between the Company and the buyer).

(viii) In our opinion and according to information and explanations given by themanagement the Company has not defaulted in repayment of dues to any financialinstitution or bank. The Company did not have any outstanding debentures and loan fromgovernment during the year.

(ix) In our opinion and according to the information and explanations given by themanagement the company has utilized the monies raised by the way of term loans for thepurposes for which those were raised. The Company has not raised any money by way ofintial public offer/ further public offer (including debt instruments)during the year.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management we report that no fraud by the Company and no fraud on theCompany by the officers and employees of the Company has been noticed or reported duringthe year.

(xi) According to the information and explanations given by the management themanagerial remuneration has been paid provided in accordance with the requisite approvalsmandated by the provisions of Section 197 read with Schedule V to the Companies Act 2013.

(xii) In our opinion the Company is not a nidhi company. Therefore the provisions ofclause 3(xii) of the Order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with Section 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and on an overallexamination of the balance sheet the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and hence reporting requirements under clause 3(xiv) of the Order are notapplicable to the Company hence not commented upon.

(xv) According to the information and explanations given by the management the Companyhas not entered into any non-cash transactions with directors or persons connected withthem as referred to in Section 192 of Companies Act 2013.

(xvi) According to the information and explanations given to us the provisions ofSection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Anil Gupta
Place: New Delhi Partner
Date: May 11 2016 Membership Number: 87921

ANNEXURE 2 TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF CHAMBAL FERTILISERS AND CHEMICALS LIMITED

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

To the Members of Chambal Fertilisers and Chemicals Limited

We have audited the internal financial controls over financial reporting of ChambalFertilisers and Chemicals Limited ("the Company") as of March 312016 inconjunction with our audit of the standalone financial statements of the Company for theyear 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 ('the Guidance Note'). 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 Company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act.

Auditor's 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 and the Standards on Auditing as specified under Section 143(10) ofthe Act to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 judgement including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error. Webelieve that the audit evidence we have obtained and the audit evidence obtained by theother auditor in terms of their report referred to in the paragraph 'Other Matter' belowis sufficient and appropriate to provide a basis for our audit opinion on the internalfinancial control; system over 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 lnternal 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 March 31 2016 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note.

Other Matter

Our report under Section 143(3)(i) of the Act on the adequacy and operatingeffectiveness of the internal financial controls over financial reporting of the Companyin so far as it relates to the Shipping division is based on the corresponding report ofthe auditor of such division.

For S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Anil Gupta
Place: New Delhi Partner
Date: May 11 2016 Membership Number: 87921

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