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Gloster Ltd.

BSE: 538595 Sector: Industrials
NSE: N.A. ISIN Code: INE652C01016
BSE LIVE 15:40 | 17 Nov 624.80 2.05
(0.33%)
OPEN

624.00

HIGH

630.00

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619.00

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 624.00
PREVIOUS CLOSE 622.75
VOLUME 1878
52-Week high 688.00
52-Week low 420.00
P/E 13.90
Mkt Cap.(Rs cr) 654
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 624.00
CLOSE 622.75
VOLUME 1878
52-Week high 688.00
52-Week low 420.00
P/E 13.90
Mkt Cap.(Rs cr) 654
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Gloster Ltd. (GLOSTER) - Auditors Report

Company auditors report

TO THE MEMBERS OF GLOSTER LIMITED Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of Gloster Limited("the Company") which comprise the Balance Sheet as at March 31 2017 theStatement of Profit and Loss the Cash Flow Statement for the year then ended and asummary of the significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Financial Statements

2. The Company’s Board of Directors is responsible for the matters stated inSection 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements to give a true and fair view of thefinancial position financial performance and cash fiows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules2014. This responsibility also includes maintenance of adequate accounting recordsinaccordance 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 controlsthat were operating efiectively 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.

Auditors’ Responsibility

3. Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

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 ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company’spreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company’s Directors as well as evaluating theoverall presentation of the financial statements.

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

Opinion

8. 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 afiairs of the Companyas at March 31 2017 and its profit and its cash fiows for the year ended on thatdate.

Report on Other Legal and Regulatory Requirements

9. As required by ‘the Companies (Auditor’s Report) Order 2016’ issuedby the Central 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 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 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 Sheetthe Statement of Profit and Loss and the Cash Flow Statement dealt with by this Reportare in agreement with the books of account (d) In our opinion the aforesaid standalonefinancial statements comply with the Accounting Standards specified under Section 133 ofthe Act read with Rule 7 of the Companies (Accounts) Rules 2014 (e) On the basis of thewritten representations received from the directors as on March 31 2017 taken on recordby the Board of Directors none of the directors is disqualified as on March 31 2017 frombeing appointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating efiectiveness 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 has disclosed the impact if any of pendinglitigations as at March 31 2017 on its financial position in its standalone financialstatements – Refer Note 31. ii. The Company has derivative contracts as at March 312017 for which there were no material foreseeable losses Refer Note 35. There are no longterm contracts outstanding as at March 31 2017. iii. There has been no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the Company during the year ended March 31 2017. iv. The Company has providedrequisite disclosures in the financial statements as to holdings as well as dealings inSpecified Bank Notes during the period from 8th November 2016 to 30th December 2016.Based on audit procedures and relying on the management representation we report that thedisclosures are in accordance with books of account maintained by the Company and asproduced to us by the Management – Refer Note 42.

For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Sunit Kumar Basu
Place : Kolkata Partner
Date : May 12 2017 Membership Number 55000

ANNEXURE A TO INDEPENDENT AUDITORS’ REPORT

Referred to in paragraph 10 (f) of the Independent Auditors’ Report of even dateto the members of Gloster Limited on the standalone financial statements 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 financial reporting of GlosterLimited ("the Company") as of March 31 2017 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

Management’s Responsibility for Internal Financial Controls

2. The Company’s management is responsible for establishing and maintaininginternal financial controls based on the internal control over financial 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 (ICAI) Theseresponsibilities include the designimplementation and maintenance of adequate internalfinancial controls that were operating efiectively for ensuring the orderly and eficientconduct of its business including adherence to 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.

Auditors’ 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 deemed to be prescribed undersection 143(10) of the Act to the extent applicable to an audit of internal financialcontrols both applicable to an audit of internal financial controls and both issued bythe ICAI. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated efiectively 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 operatingefiectiveness. 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 efiectiveness 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 suficient 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

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 refiect 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 authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material efiect 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 control over financial reporting may become inadequate because of changesinconditions or that the degree of compliance with the policies or procedures maydeteriorate.

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 efiectively as at March 31 2017 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 Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Sunit Kumar Basu
Place: Kolkata Partner
Date: May 12 2017 Membership Number 55000

ANNEXURE B TO INDEPENDENT AUDITORS’ REPORT

Referred to in paragraph 9 of the Independent Auditors’ Report of even date to themembers of Gloster Limited on the standalone financial statements as of and for the yearended March 31 2017 i. (a) The Company is maintaining proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets are physically verified by the Management according to a phasedprogramme designed to cover all the items over a period of four years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. Pursuant to the programme a portion of the fixed assets has been physicallyverified by the Management during the year and no material discrepancies have been noticedon such verification.

(c) The title deeds of immovable properties as disclosed in Note 12 on fixed assets tothe financial statements are held in the name of the Company. ii. The physicalverification of inventory have been conducted at reasonable intervals by the Managementduring the year. The discrepancies noticed on physical verification of inventory ascompared to book records were not material. iii. The Company has not granted any loanssecured or unsecured to companies firms Limited Liability Partnerships or other partiescovered in the register maintained under Section 189 of the Act. Therefore the provisionsof Clause 3(iii) (iii) (a) (iii) (b) and (iii) (c) of the said Order are not applicableto the Company. iv. The Company has not granted any loans or made any investments orprovided any guarantees or security to the parties covered under Section 185 and 186.Therefore the provisions of Clause 3(iv) of the said Order are not applicable to theCompany.

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 is required to maintain cost records as specified under Section148(1) of the Act in respect of its products.

We have broadly reviewed the same and are of the opinion that prima facie theprescribed accounts and records have been made and maintained. We have not however madea detailed examination of the records with a view to determine whether they are accurateor complete. vii. (a) According to the information and explanations given to us and therecords of the Company examined by us in our opinion the Company is regular indepositing the 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 material statutory dues as applicable with the appropriateauthorities. (b) According to the information and explanations given to us and the recordsof the Company examined by us there are no dues of wealth-tax service-tax duty ofcustoms duty of excise which have not been deposited on account of any dispute. Theparticulars of dues of income tax sales tax and value added tax as at March 31 2017which have not been deposited on account of a dispute are as follows:

Name of the statute

Nature of dues

Amount of

Period to which the

Forum where the dispute is

Demand* (Rs)

amount relates

pending

West Bengal VAT Act 2003 West Bengal VAT 1304424 2007-08 West Bengal Taxation Tribunal
Central Sales Tax Act 1956 Central Sales Tax 671033 2007-08 Calcutta High Court
West Bengal VAT Act 2003 West Bengal VAT 4570981 2008-09 West Bengal Taxation Tribunal
West Bengal VAT Act 2003 West Bengal VAT 1734219 2009-10 Appellate & Revisional Board
Central Sales Tax Act 1956 Central Sales Tax 1554342 2009-10 Appellate &Revisional Board

 

Name of the statute

Nature of dues

Amount of

Period to which the

Forum where the dispute is

Demand* (Rs)

amount relates

pending

West Bengal VAT Act 2003 West Bengal VAT 2226350 2010-11 Appellate & Revisional Board
Central Sales Tax Act 1956 Central Sales Tax 3883904 2010-11 Appellate & Revisional Board
West Bengal VAT Act 2003 West Bengal VAT 2985287 2011-12 Appellate & Revisional Board
Central Sales Tax Act 1956 Central Sales Tax 7540895 2011-12 Appellate & Revisional Board
West Bengal VAT Act 2003 West Bengal VAT 5164136 2012-13 Appellate & Revisional Board
Central Sales Tax Act 1956 Central Sales Tax 8153448 2012-13 Appellate & Revisional Board

*Against the above a sum of Rs 42.01 lakhs has been deposited by the company underprotest.

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 borrowingsto any banks as at balance sheet date. The Company does not have any loans or borrowingsfrom any financial institution or Government nor has issued any debentures as at thebalance sheet date. ix. In our opinion and according to the information and explanationsgiven to us the Company has not raised any moneys by way of initial public ofier furtherpublic ofier (including debt instruments) and term loans have been applied for thepurposes for which they were obtained x. During the course of our examination of the booksand records of the Company carried out in accordance with the generally accepted auditingpractices in India and according to the information and explanations given to us we haveneither come across any instance of material fraud by the Company or on the Company by itsoficers or employees noticed or reported during the year nor have we been informed ofany such case by the Management. xi. The Company has paid/ provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act. xii. As the Company is not a Nidhi Companyand the Nidhi

Rules 2014 are not applicable to it the provisions of Clause 3(xii) of the Order arenot applicable to the Company. xiii. The Company has entered into transactions withrelated parties in compliance with the provisions of Sections 177 and 188 of the Act. Thedetails of such related party transactions have been disclosed in the financial statementsas required under Accounting Standard (AS) 18 Related Party Disclosures specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. xiv. TheCompany has not made any preferential allotment or private placement of shares or fully orpartly convertible debentures during the year under review. Accordingly the provisions ofClause 3(xiv) of the Order are not applicable to the Company. xv. The Company has notentered into any non cash transactions with its directors or persons connected with him.Accordingly the provisions of Clause 3(xv) of the Order are not applicable to theCompany. xvi. The Company is not required to be registered under

Section 45-IA of the Reserve Bank of India Act 1934. Accordingly the provisions ofClause 3(xvi) of the Order are not applicable to the Company.

For Lovelock & Lewes
Firm Registration Number: 301056E
Chartered Accountants
Sunit Kumar Basu
Place: Kolkata Partner
Date: May 12 2017 Membership Number 55000