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Haldyn Glass Ltd.

BSE: 515147 Sector: Industrials
NSE: N.A. ISIN Code: INE506D01020
BSE LIVE 15:40 | 21 Aug 38.20 -0.70
(-1.80%)
OPEN

39.00

HIGH

39.00

LOW

38.00

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 39.00
PREVIOUS CLOSE 38.90
VOLUME 17263
52-Week high 50.80
52-Week low 26.00
P/E 16.61
Mkt Cap.(Rs cr) 206
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 39.00
CLOSE 38.90
VOLUME 17263
52-Week high 50.80
52-Week low 26.00
P/E 16.61
Mkt Cap.(Rs cr) 206
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Haldyn Glass Ltd. (HALDYNGLASS) - Auditors Report

Company auditors report

To the Members of

HALDYN GLASS LIMITED

Report on the Standalone Financial Statements

1. We have audited the accompanying Standalone Financial Statements of Haldyn GlassLimited (“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 inSection 134(5) of the Companies Act 2013 (“the Act”) with respect to thepreparation of these Standalone financial statements that give a true and fair view of thefinancial position financial performance and cash flows 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)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding 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 Standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

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 accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules 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 the audit to obtain reasonable assurance about whetherthe Standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on theauditor’s judgement including the assessment of the risks of material misstatementof the Standalone financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany’s preparation and fair presentation of the Standalone financial statementsthat give a true and fair view in order to design audit procedures that are appropriate inthe circumstances. An audit also includes evaluating the appropriateness of accountingpolicies used and the reasonableness of the accounting estimates made by Company’sDirectors as well as evaluating the overall presentation of the Standalone 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

4. 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:

a) in the case of the Balance Sheet of the state of affairs of the Company as at 31stMarch 2016;

b) in the case of the Statement of Profit and Loss of the profit for the year ended onthat date; and

c) in the case of the Cash Flow Statement of the cash flows for the year ended on thatdate.

Emphasis of Matter

5 Without qualifying our opinion attention is invited to Note No. 39 (a) of theStandalone financial statements regarding managerial remuneration paid to ManagingDirector and Executive Chairman in excess of limits specified under Section 197 of theCompanies Act 2013 read with Schedule V which is subject to approval of the CentralGovernment.

Report on Other Legal and Regulatory Requirements

6 As required by the Companies (Auditor’s Report) Order 2016 (the“Order”) issued by the Central Government of India in terms of Section 143(11)of the Companies Act 2013 and on the basis of verification of the books and records asconsidered appropriate and available and according to the information and explanationsgiven to us we enclose in the Annexure ‘A' a statement on the matters specified inparagraphs 3 and 4 of the said order.

7. 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 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 Standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

(e) On the basis of written representations received from directors as on 31stMarch 2016 and taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2016 from being appointed as director in terms ofSection 164 (2) of the Act.

(f) With respect to the adequacy of the Internal Financial Controls over FinancialReporting of the Company and operating effectiveness of such controls we enclose ourseparate report in Annexure ‘B’.

(g) 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 Standalone financial statements to the extent determinable/ascertainable -Refer Note 32 to the financial statements.

ii) The Company does not have any long term contracts including derivative contractsfor which there are any material foreseeable losses and thus no provision is requiredunder the applicable law or Accounting Standards towards material foreseeable losses.

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

For Mukund M. Chitale & Co.
Chartered Accountants
Firm Registration No. 106655W
(S. M. Chitale)
Place: Mumbai Partner
Date: May 27 2016 M. No. 111383

ANNEXURE ‘A' TO THE AUDITORS' REPORT

Statement on the matters specified in paragraphs 3 and 4 of Companies (Auditor’sReport) Order 2016

(Referred to in paragraph 6 of our Audit Report of even date)

i) a) The Company has maintained proper records showing full particulars includingquantitative details and situa tion of fixed assets and certain particulars in respect ofplant and machinery office equipments and furniture & fixture are being updated bythe company.

b) According to information and explanations given to us fixed assets of the Companyare being physically verified according to a phased programme of verification so as toverify all assets within a period of three years which in our opinion is reasonablehaving regard to the size of the Company and the nature of its fixed assets. As informedduring the year no material discrepancies to the extent reconciled with the recordsavailable in this respect were noticed on such verifications except discrepancy noticedon physical verification of moulds having written down value of Rs. 112.74 lakhs whichhave been written off in the Statement of Profit and loss.

c) According to information and explanations given to us the title deeds of theimmovable properties as disclosed in Note No. 12 - Fixed Assets of the StandaloneFinancials Statements are in the name of the Company except in case of land of 12248 sq.mt. having Gross Block and Written down value of Rs. 17 lakhs which is yet to beregistered in the name of the Company. All the immovable properties are in the erstwhilename of the Company i.e. Haldyn Gujrat Glass Limited.

ii) As informed to us the inventories have been physically verified by the managementat reasonable intervals during the year. Further according to the information andexplanations given to us the discrepancies noticed on verification between the physicalstocks and the book records were not material having regard to the size of the Company andnature of its operations and have been properly dealt with in the books of account

iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms or other parties covered inthe register maintained under section 189 of the Companies Act 2013. Accordingly theprovisions relating to same contained in Clause 3 (iii) (a) to (c) of the Order are notapplicable.

iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Section 186 of the Companies Act 2013 inrespect of loans and investments made and guarantees and security provided by it. TheCompany has not granted any loans or made any investments or provided any guarantees orsecurity to the parties covered under Section 185 of the Companies Act 2013.

v) As informed the Company has not accepted any deposits during the year from publicwithin the meaning of the directives issued by Reserve Bank of India and the provisions ofsections 73 to 76 or any other relevant provisions of the Companies Act 2013 and rulesframed there under. Accordingly the provisions relating to same contained in Clause 3 (v)of the Order are not applicable.

vi) According to information and explanations given to us the Company is required tomaintain cost records as prescribed by the Central Government under section 148 of theCompanies Act 2013. We have broadly reviewed the books of accounts maintained by theCompany pursuant to the rules made by the Central Government for the maintenance of thecost records under section 148 of the Companies Act 2013 and are of the opinion thatprima facie the prescribed records have been maintained. We have however not made adetailed examination of the said records with a view to determine whether they areaccurate and complete.

vii) a) According to the information and explanations given to us the Company isgenerally regular in depositing with appropriate authorities undisputed statutory duesincluding Provident Fund EmployeeS' State Insurance Income Tax Sales Tax Wealth TaxService Tax Custom Duty Excise Duty and other material statutory dues applicable to itas per the available records as far as ascertained by us on our verification except fordelay in payment of Wealth Tax.

According to the information and explanations given to us there were no undisputedamounts payable in respect of outstanding statutory dues as aforesaid as at 31stMarch 2016 for a period of more than six months from the date they became payable exceptto the extent mentioned hereinbelow:

Name of Statute Nature of Dues Amount (Rs. in Lakhs) Period to which amount relates Due Date Date of Payment
Wealth Tax Act 1957 Wealth Tax 1.25 F.Y. 2013-14 30th November 2014 Not yet paid

b) According to the records examined by us and as per the information and explanationsgiven to us the particulars of statutory dues as at March 31 2016 which have not beendeposited on account of disputes and the forum where the dispute is pending is as under:

Name of the Statute Nature of Tax Amount (Rs. In Lakhs) Period to which the amount relates Forum where dispute is pending
Central Sales Tax Act Sales Tax 501.11 F.Y. 1999-2000 to F.Y. 2003-2004 & 2008-2009 to 2011-2012 DSCT Appeal-2 Vadodara
Income Tax Income Tax 272.26 F.Y. 2009-2010 CIT (Appeals)*
Act 1961 6.87 F.Y. 2010-2011 Assessing Officer
196.54 F.Y. 2011-2012 CIT (Appeals)
153.67 F.Y. 2012-2013 Assessing Officer

* Order passed by relevant authority revised order pending to be received fromAssessing Officer.

viii) According to information and explanation provided to us the Company has notdefaulted in repayment of loans or borrowings to any Financial Institutions or banks orgovernment as at the balance sheet date. The Company has not issued any debentures.

ix) According to the information and explanations given to us the Company has notraised any moneys by way of initial public offer further public offer (including debtinstruments) and term loans. Accordingly the provisions relating to same contained inClause 3 (ix) of the Order are not applicable.

x) During the course of our examination of books of account and as far asrecords/details made available and verified by us and according to the information andexplanations given to us we have neither come across any instance of material fraud on orby the Company noticed and reported during the year nor we have been informed of suchcase by the management except payment of Rs. 15.02 lakhs made to the creditor which wasnot credited to his Bank account. The same has been provided for in the books of account.

xi) According to the information and explanations given to us the Company haspaid/provided for managerial remuneration in excess of limits specified under Section 197of the Companies Act 2013 read with Schedule V to the extent of Rs. 113.90 lakhs forwhich approval of Central Government is sought for by the Company. The Company will seekfor refund of excess remuneration paid in the event of approval is not granted by theCentral government.

xii) In our opinion and according to the information and explanation given to us theCompany is not a Nidhi Company. Accordingly provisions of Clause 3 (xii) of the order arenot applicable to the Company.

xiii) The Company has entered into transactions with related parties in compliance withthe provisions of Section 177 and 188 of the Act. The details of such related partytransactions have been disclosed in the financial statements as required under AccountingStandard (AS) 18 Related Party Disclosures specified under Section 133 of the Act readwith 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 audit. Accordingly theprovisions of clause 3 (xiv) of the Order are not applicable to the Company.

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 person connected with them. Accordingly provisions ofclause 3 (xv) of the Order are not applicable to the Company.

xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. According the provisions of clause 3(xvi) of the Order are notapplicable to the Company.

For Mukund M. Chitale & Co.
Chartered Accountants
Firm Registration No. 106655W
Place: Mumbai (S. M. Chitale) Partner
Date: May 27 2016 M. No. 111383

ANNEXURE ‘BRs. TO THE AUDITORS' REPORT

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

(Referred to in paragraph 7 (f) of our Audit Report of even date)

1. We have audited the internal financial controls over financial reporting of HaldynGlass Limited (“the Company”) as of March 31 2016 in conjunction with our auditof the financial statements of the Company for the year ended on that date.

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 design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct 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 Companies Act 2013.

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 Standards on Auditing to the extent applicable to an audit of internal financialcontrols and the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the “Guidance Note”) both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively 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 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 judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

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

4. 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

5. 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

6. 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 312016 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 Mukund M. Chitale & Co.
Chartered Accountants
Firm Registration No. 106655W
Place: Mumbai (S. M. Chitale) Partner
Date: May 27 2016 M. No. 111383