You are here » Home » Companies » Company Overview » Gillanders Arbuthnot & Company Ltd

Gillanders Arbuthnot & Company Ltd.

BSE: 532716 Sector: Others
NSE: GILLANDERS ISIN Code: INE047B01011
BSE LIVE 15:26 | 22 Sep 62.50 -0.40
(-0.64%)
OPEN

61.45

HIGH

62.50

LOW

61.20

NSE 15:31 | 22 Sep 60.75 -2.60
(-4.10%)
OPEN

63.10

HIGH

63.10

LOW

60.40

OPEN 61.45
PREVIOUS CLOSE 62.90
VOLUME 680
52-Week high 85.30
52-Week low 55.20
P/E
Mkt Cap.(Rs cr) 133
Buy Price 60.25
Buy Qty 25.00
Sell Price 62.50
Sell Qty 720.00
OPEN 61.45
CLOSE 62.90
VOLUME 680
52-Week high 85.30
52-Week low 55.20
P/E
Mkt Cap.(Rs cr) 133
Buy Price 60.25
Buy Qty 25.00
Sell Price 62.50
Sell Qty 720.00

Gillanders Arbuthnot & Company Ltd. (GILLANDERS) - Auditors Report

Company auditors report

TO THE MEMBERS OF GILLANDERS ARBUTHNOT AND COMPANY LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of GillandersArbuthnot and Company Limited ('the Company') which comprise the Balance Sheet as at 31stMarch 2016 the Statement of Profit and Loss the Cash Flow Statement for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.

Management's Responsibility for the Standalone 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 preparation of thesestandalone financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgements and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

3. 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 specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.

4. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditor's judgement 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.

5. 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

6. 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 of the state of affairs of the Companyas at 31st March 2016 and its loss and its cash flows for the year ended on that date.

Other Matters

7. We did not audit the financial statements/ information of two units included in thestandalone financial statements of the Company whose financial statements reflect totalassets of Rs. 38741.06 lakhs as at 31st March 2016 and total revenues of Rs. 32919.15lakhs for the year ended on that date as considered in the standalone financialstatements. The financial statements/information of these units have been audited by thebranch auditors whose reports have been furnished to us and our opinion in so far as itrelates to the amounts and disclosures included in respect of these units is based solelyon the report of such branch auditors.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

8. As required by the Companies (Auditor's Report) Order 2016 ('the Order') issued bythe Central Government of India in terms of sub-section (11) of section 143 of the Act wegive in the Annexure A a statement on the matters specified in the paragraph 3 and 4 ofthe Order.

9. 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 reports on the accounts of Engineering (MICCO) Division and GIS Cotton Mill (aunit of Textile Division) of the Company audited under section 143(8) of the Act has beensent to us and have been properly dealt with us in preparing our report;

d) 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;

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 31stMarch 2016 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2016 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 B' to this report; and h) With respect to the other mattersto be included in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules 2014 in our opinion and to the best of our information and accordingto the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements as stated in Note 31 to the financial statements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;

iii. There has been no delay in transferring amounts to the Investor Education andProtection Fund by the Company.

For Singhi & Co.
Chartered Accountants
Firm's registration number: 302049E
Anurag Singhi
Place: Kolkata Partner
Dated: 29th May 2016 Membership number: 066274

Annexure - A to the Independent Auditor's Report

(Referred to in paragraph 8 with the heading 'Report on Other Legal and RegulatoryRequirements' section of our report of even date) We report that: i. In respect of itsfixed assets: a) The Company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets. b) As explained to us thefixed assets have been physically verified during the year by the management and/or by afirm of Chartered Accountants on behalf of the management at reasonable intervals and nomaterial discrepancies have been noticed on such physical verification. In our opinionthis periodicity of physical verification is reasonable having regard to the size of theCompany and the nature of its assets. c) According to the information and explanationsgiven to us and on the basis of our examination of the records of the Company the titledeeds of immovable properties as disclosed in Note No. 12 on Fixed Assets are held in thename of the Company except for 1 (one) lease for estate and development having a grossblock of Rs. 115.03 lakhs and net block of Rs. 115.03 lakhs which is under renewal. ii. Asexplained to us inventories (excluding inventories with third parties) were physicallyverified during the year by the management or by a firm of Chartered Accountants on behalfof the management at reasonable intervals and no material discrepancies were noticed onsuch verification. In respect of inventories lying with third parties those havesubstantially been confirmed by them. iii. According to the information and explanationsgiven to us the Company has not granted any loan secured/unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Act. Consequently the provisions of clauses iii (a) iii (b) and iii(c) of the Order are not applicable to the Company. iv. In our opinion and according tothe information and explanations given to us the Company has complied with the provisionsof section 185 and 186 of the Act with respect to the loans investments guarantees andsecurity. v. According to information and explanations given to us the Company hascomplied with the directives issued by Reserve Bank Of India and the provisions ofSection 73 to 76 or any other relevant provisions of the Act and the Rules framed thereunder with respect to deposits (from public). According to the information andexplanation's given to us no Order has been passed by the Company Law Board or NationalCompany Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on theCompany in respect of the aforesaid deposits. vi. We have broadly reviewed the costrecords maintained by the Company relating to its products (Chemical Engineering Tea andTextile) pursuant to the Companies (Cost Accounting Records) Rules 2011 prescribed by theCentral Government under section 148(1) of the Act and are of the opinion that primafacie the prescribed Cost Records have been made and maintained. We have however not madea detailed examination of the cost record with a view to determine whether they areaccurate or complete. vii. According to the information and explanations given to us andthe records of the Company examined by us: a) The Company is generally regular indepositing undisputed statutory dues including Provident Fund Employees' StateInsurance Income-tax Sales-tax Service Tax duty of customs duty of excise valueadded tax cess and other statutory dues as applicable to the appropriate authorities.There are no arrears in respect of the aforesaid dues as at 31st March 2016 for a periodof more than six months from the date they became payable. b) The particulars of dues ofincome tax sales tax duty of excise service tax duty of customs and value added taxas applicable have not been deposited by the Company on account of disputes are asfollows.

Name of the Statute Nature Of Dues Amount (Rs. In lacs) Period to which the amount relates Forum where dispute is pending
The Central Sales Sales Tax 34.60 2003-04 & 2004-05 West Bengal Commercial Taxes
Tax Act 1956 Appellate and Revisional Board Kolkata
309.25 2006-07 to 2011-12 West Bengal Commercial Taxes
Appellate and Revisional Board Kolkata
190.63 2012-13 The Appellate Joint Commissioner Sales Tax Kolkata
The West Bengal Sales Tax 30.25 1996-97 & 1998-99 Deputy Commissioner of
Sales Tax Act1994 Commercial Taxes Kolkata
0.10 2003-04 & 2004-05 West Bengal Commercial Taxes
Appellate and Revisional Board Kolkata
0.82 2001-02 Settlement of Dispute Board
The West Bengal Value Sales Tax 62.03 2012-13 The Appellate Joint Commissioner
Added Tax Act 2005 Sales Tax Kolkata
347.37 2006-07 to 2007-08 West Bengal Commercial Taxes Appellate
and Revisional Board Kolkata
Bengal Finance Sales Tax 15.66 1985-86 West Bengal Commercial Taxes and Revisional
(Sales Tax) Act 1941 Board Kolkata Additional Commissioner of
Commercial Tax (Appeal) Odisha
Orissa Sales Tax Act1947 Sales Tax 0.53 1998-99 Additional Commissioner of Sales Tax Cuttack
The Central Sales Tax Sales Tax 9.30 1998-99 & 1999-2000 Additional Commissioner of Sales Tax
(Orissa) Rules 1957 Cuttack
Jharkhand Value Sales Tax 87.88 2009-10 to 2012-13 Sales Tax Tribunal Commissioner of
Added Tax Act 2005 Commercial Taxes Ranchi
The Central Excise Duty 34.32 Upto 1987-88 Office of the Commissioner-
Excise Act 1944 Central Excise
90.04 (Net of amount paid Various periods from Office of the Additional/Deputy
under Protest Rs.3.29 lakhs) 1994-95 to 2007-08 Commissioner of Central Excise
Finance Act 1994 Service Tax 274.24 (Net of amount paid 2003-04 to 2011-12 CESTAT Kolkata
under Protest Rs.81.66 lakhs)
Nil (Net of amount paid 2006-07 & 2007-08 CCE (Appeals) Bhubaneswar-ii
under Protest Rs.17.75 lakhs
35 Lakhs (Net of amount paid June 2005 to CESTAT Chennai
under Protest Rs.4 lakhs) September 2010
27.69 Lakhs (Net of amount October 2010 to Commissioner of Central Excise
paid under Protest Rs.2.24 lakhs) June 2012 (Appeals)
Income Tax Income Tax 9.12 2007-08 to 2015-16 Asst. commissioner of I.T- CPC(TDS)
Act 1961 5.86 1987-88 Hon'ble High Court at Calcutta

viii. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not defaulted in repayment ofloans or borrowings to any financial institution bank or Government. The Company hadneither any outstanding debenture at the beginning of the year nor has it issued anydebenture during the year. ix. The Company did not raise any money by way of initialpublic offer or further public offer (including debt instruments) during the year.According to the information and explanation given to us by the management term loanswere applied for the purpose for which the loans were obtained. x. According to theinformation and explanations given to us no fraud by the Company or on the Company by itsofficers or employees has been noticed or reported during the course of our audit. xi.According to the information and explanations give to us and based on our examination ofthe records of the Company 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 andexplanations given to us the Company is not a nidhi company. Accordingly paragraph3(xii) of the Order is not applicable to the Company. xiii. According to the informationand explanations given to us and based on our examination of the records of the Companytransactions with the related parties are in compliance with sections 177 and 188 of theAct where applicable and details of such transactions have been disclosed in the financialstatements as required by the applicable accounting standards. xiv. According to theinformation and explanations give to us and based on our examination of the records of theCompany the Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year. xv. According to theinformation and explanations given to us and based on our examination of the records ofthe Company the Company has not entered into non-cash transactions with directors orpersons connected with him. Accordingly paragraph 3(xv) of the Order is not applicable.xvi. According to the information and explanations given to us the

Company is not required to be registered under section 45-IA of the Reserve Bank ofIndia Act 1934.

For Singhi & Co.
Chartered Accountants
Firm's registration number: 302049E
Anurag Singhi
Place: Kolkata Partner
Dated: 29th May 2016 Membership number: 066274

Annexure - B to the Independent Auditor's Report

(Referred to in paragraph 9 (g) with the heading 'Report on Other Legal and RegulatoryRequirements' section of our report of even date in respect to statutory audit ofGillanders Arbuthnot and Company Limited for the year ended 31st March 2016)

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

1. We have audited the internal financial controls over financial reporting ofGillanders Arbuthnot and Company Limited ('the Company') as of 31st March 2016 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

2. 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 Act.

Auditor's Responsibility

3. 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 deemed to beprescribed under section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively 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.

1. Meaning of Internal Financial Controls over Financial Reporting

6. A company's internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures 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

7. 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

8. 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 31st 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 Singhi & Co.
Chartered Accountants
Firm's Registration Number: 302049E
Anurag Singhi
Partner
Place: Kolkata Membership Number: 06627466274
Dated: 29th May 2016