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Gujarat Themis Biosyn Ltd.

BSE: 506879 Sector: Health care
NSE: GUJTHEMIS ISIN Code: INE942C01029
BSE LIVE 14:41 | 22 Aug 40.65 0.05
(0.12%)
OPEN

41.55

HIGH

41.55

LOW

40.55

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 41.55
PREVIOUS CLOSE 40.60
VOLUME 692
52-Week high 64.50
52-Week low 40.00
P/E 13.92
Mkt Cap.(Rs cr) 59
Buy Price 40.65
Buy Qty 26.00
Sell Price 41.70
Sell Qty 54.00
OPEN 41.55
CLOSE 40.60
VOLUME 692
52-Week high 64.50
52-Week low 40.00
P/E 13.92
Mkt Cap.(Rs cr) 59
Buy Price 40.65
Buy Qty 26.00
Sell Price 41.70
Sell Qty 54.00

Gujarat Themis Biosyn Ltd. (GUJTHEMIS) - Auditors Report

Company auditors report

TO THE MEMBERS OF GUJARAT THEMIS BIOSYN LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of GUJARAT THEMIS BIOSYNLIMITED ("theCompany") which comprise the Balance Sheet as at March 312016 the Statement of Profit and Lossthe Cash Flow Statement for the year then endedand asummary of the significant accounting policiesand other explanatory information.

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section134(5) of theCompanies Act 2013 ("the Act") with respect to the preparation ofthese financialstatements that give a true and fair view of the financial positionfinancial performance and cash flowsof the Company in accordance with the accountingprinciples generally accepted in India including theAccounting 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 inaccordance withthe provisions of the Act for safeguarding the assets of the Company and for preventinganddetecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuringthe accuracy and completeness of the accounting recordsrelevant to the preparation and presentationof the financial statements that give a trueand fair view and are free from material misstatementwhether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit.

We have taken into account the provisions of the Act the accounting and auditingstandards andmatters which are required to be included in the audit report under theprovisions of the Act and theRules made thereunder.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10)of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform theaudit to obtain reasonable assurance about whetherthe financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthedisclosures in the financial statements.

The procedures selected depend on the auditor’s judgmentincluding the assessmentof the risks of material misstatement of the financial statements whether dueto fraud orerror. In making those risk assessments the auditor considers internal financialcontrolrelevant to the Company’s preparation of th financial statements that give atrue and fair view in orderto design audit procedures that are appropriate in thecircumstances. An audit also includesevaluating the appropriateness of the accountingpolicies used and the reasonableness of theaccounting estimates made by the Company’sDirectors as well as evaluating the overall presentation ofthe financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriatetoprovide a basis forour audit opinion on the financial statements.

Basis for Qualified Opinion

(i) The outstanding balances as at March 31 2016 in respect of certain balances ofloans & advances liability for expenses trade payables and creditors for capitalexpenditure are subject to confirmation from respective parties and consequentialreconciliation and adjustment arising there from if any. Consequential impact thereof onthe financial statements is not ascertainable [Refer note no. 29].

(ii) The components of fixed assets as prescribed under the provisions Companyhasnotdeterminedandidentifiedsignificant of para 4(a) under the heading Notes after Part C inSchedule II of the Companies Act 2013. The impact of the same on financial statements isnot ascertainable [Refer note no. 9(b)].

Qualified Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us except for the possible effects of the matters described in the Basis forQualified Opinion paragraph above the aforesaid financial statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2016 and its profit and its cash flows for theyear ended on that date.

Emphasis of Matter

We draw attention to the matter in note no. 4(b) of the financial statements regardingrepayment of Rs. 20598563/- against the outstanding non-interest bearingunsecured loan of Rs. 35000000/- during the year by the company to its promoterThemis Medicare Limited pending approval from BIFR.

Our opinion is not modified in respect of this matter.

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 we give in the "Annexure A"a statementon the matters specified in paragraphs 3 and 4 of the said Order to the extentapplicable.

2. As required by Section 143 (3) of the Act we report that:

(a) We have sought and except for the matters described in the Basis for QualifiedOpinionparagraph obtained all the information and explanations which to the best ofourknowledge and belief were necessary for the purposes of our audit;

(b) Except for the possible effects of the matter described in the Basis for QualifiedOpinion paragraph above in our opinion proper books of account as required by law havebeen kept by the Company so faras 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 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.

(e) The matters described in the ‘Basis for Qualified Opinion’ and‘Emphasis of Matter’ paragraphs above in our opinion may have an adverse effect onthe functioning of the Company.

(f) On the basis of the written representations received from the directors as on March31 2016 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of Section 164 (2) ofthe 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 the "Annexure B".

(h) With respect to the other matters to be included in the Auditor’s Report inaccordance withRule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of ourinformation 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 34 to the financial statements;

ii. According to the information & explanations given to us the Company did nothave any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses – Refer Note 35 to the financial statements;

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company Refer Note 36 to the financial statements.

For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
Sd/-
(NARENDRA JAIN)
Place : Mumbai PARTNER
Date : 11th May 2016 Membership No. 048725

"Annexure A" to the Independent Auditors’ Report

"Annexure A" referred to in paragraph 1 under the heading of "Report onOther Legal and Regulatory Requirements" of Independent Auditors’ Report to themembers of GUJARAT THEMIS BIOSYN LIMITED ("the Company") for the yearended March 31 2016. We report that:

(i) a) The Company has maintained proper records showing full particulars includingquantitative details and situation of its assets. the fixed assets in accordance with aprogramme of verification which in our

b) The Company has physically verified the fixed assets in accordance with a programmeof verification which in our opinion provides for physical verification of all fixedassets at reasonable intervals. We have been informed that no material discrepancies werenoticed on such verification.

c) In our opinion and according to information and explanations given to us and on thebasis of an examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

(ii) The inventory has been physically verified during the year by the management. Inour opinion the frequency of verification is reasonable.According to the records producedbefore us for our verification there were no material discrepancies noticed on physicalverification of stocksas compared to the book records and the same have been properlydealt with in the books of account of the Company;

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to any Companies Firms Limited LiabilityPartnerships or other Parties covered in the register maintained under Section 189 of theCompanies Act 2013 therefore the provisions of clause 3 (III) of Companies(Auditor’s Report) Order 2016 are not applicable to the Company.

(iv) In our opinion and according to information and explanations given to us theCompany has complied with provisions of Section 185 and 186 of the Act in respect ofloans investments guarantees and security.

(v) The Company has not accepted any deposits during the year from public within themeaning of the provisions of section 73 to 76 or any other relevant provisions of theCompanies Act 2013 and the rules made thereunder.

(vi) We are informed that no cost records are required to be maintained by the Companyunder Section 148(1) of the Companies Act 2013.

(vii) a) Undisputed Statutory Dues including Gujarat Value Added Tax (GVAT) TaxDeducted at Source (TDS) Notified Area Tax Drainage cess charges Employees’ StateInsurance (ESIC) ESIC dues in respect of contractors Service Tax duty of exciseProvident Fund have generally been regularly deposited with the appropriate authoritieshowever delay have been observed in some cases. According to the information andexplanations given to us there were no undisputed statutory dues which have remainedoutstanding as at March 31 2016 for the period of more than six months from the date theybecame payable except in respect of Provident Fund amounting to Rs. 8169/-.

b) According to the information and explanation given to us there are no dues ofincome tax sales tax service tax duty of customs duty of excise and value added taxwhich have not been deposited on account of any dispute except the following:

Name of the Statute Nature of the Dues Amount (Rs.) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Demand u/s 143 (3) 1079703/- A.Y. 2001-2002 Hon. High Court Gujarat
Income Tax Act 1961 Demand u/s 156 250/- A.Y. 1996-1997 Income Tax Appellate Tribunal Ahmedabad
Income Tax Act 1961 Demand u/s 156 2412247/- A.Y. 2011-2012 Income Tax Appellate Tribunal Ahmedabad

(viii) In our opinion and according to the information and explanations given to usthe company has not defaulted in repayment of dues to a financial institution bankGovernment or debenture payment of interest relating to Indian rupee term loan from Bankthe details of which are given as under:

Indian RupeeTerm Loan from Bank
Period Of Default Principal Interest
Upto 30 days 1830000 557774
31 to 60 days 610000 191619

(ix) The Company has not raised money by way of initial public offer or further publicoffer (including debt instruments) during the year.In our opinion the term loans raisedduring the year have been applied for the purpose for which they were raised;

(x) According to the information and explanations given to us no fraud by the Companyor on the company by its officers or employees has been noticed or reported during thecourse of our audit.

(xi) According to the information and explanations give to us and based on ourexamination of the records of the Company 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) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly the provisions of clause 3 (xii) of Companies(Auditor’s Report) Order 2016 are not applicable to the Company.

(xiii) According to the information and explanations given to us all transactions withthe related parties are in compliance with Section 177 and 188 of the Companies Act 2013where applicable and the details have been disclosed in the statements as required by theapplicable accounting standards.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the company the Company has not entered into non-cashtransactions with directors or persons connected with him.

(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 Companies(Auditor’s Report) Order 2016 are not applicable to the Company.

For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
Sd/-
(NARENDRA JAIN)
Place : Mumbai PARTNER
Date : 11th May 2016 Membership No.048725

Annexure ‘B’ to the Independent Auditor’s Report

"Annexure B" referred to in paragraph 2(h) under the heading of "Reporton Other Legal and Regulatory Requirements" of Independent Auditors’ Report tothe members of GUJARAT THEMIS BIOSYN LIMITED ("the Company") for the yearended March 31 2016.

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

We have audited the internal financial controls over financial reportingof GUJARATTHEMIS BIOSYN LIMITED ("the Company") as of March 31 2016 in conjunctionwith our audit of the financial statements of the Company for the year 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding 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 Companies Act 2013.

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 on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing to the extent applicable toan audit of internal financial applicable to an audit of Internal Financial Controls andboth issued by the Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively in all material respects.

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 obtaining an understanding of internalfinancial controls over financial reporting assessing exists and testing and evaluatingthe design and operating effectiveness of internal control 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 duetofraud 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 the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company’s internal financial controlover financial 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 transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance 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 controls over financialreporting the internal financial control over financial reporting may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures 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 controlsoverfinancialreporting 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 stated in the Guidance Note on Audit of InternalFinancial Controls over Financial Reporting issued by the Institute of CharteredAccountants of India.

For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
Sd/-
(NARENDRA JAIN)
Place : Mumbai PARTNER
Date : 11th May 2016 Membership No.048725