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Inditalia Refcon Ltd.

BSE: 517526 Sector: Industrials
NSE: N.A. ISIN Code: INE149C01013
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Inditalia Refcon Ltd. (INDITALIAREFCON) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

INDITALIA REFCON LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of INDITALIA REFCON LIMITED (the"Company") which comprise the Balance Sheet as at 31st March 2017the Statement of Profit and Loss and the Cash Flow Statement for the year then ended anda summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act 2013 (the "Act") with respect to the preparation ofthese 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 judgments 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

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 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 financial statements are free from material misstatement.

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 but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid 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 31stMarch 2017 and 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 Section 143(11) of the Act we give in theAnnexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. 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 the

Company 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 financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

(e) On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in termsof Section 164 (2) of the Act.

(f) The company has adequate internal financial controls systems in place and the sameis operating effectively.

(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 opinion and to thebest of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financialposition other than an appeal for waiver of interest and penalties which is pending beforethe Chief Commissioner of IT (V) The Company has made adequate disclosure in this regardand our detailed comments in the matter are given in paragraph (vii)(d) of the Annexure.

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

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For V. S. PATANGIA & CO.
Chartered Accountants
(Firm Registration No. 107626 W)
Sd/-
(Vimal S. Patangia)
(Proprietor)
Mumbai (Membership No. 38271)
27th May 2017

ANNEXURE TO THE AUDITOR'S REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

a) In respect of its fixed assets : The Company has maintained proper records showingfull particulars including quantitative details and situation of fixed assets. Howeverpresently the Company has no Fixed Assets.

b) In respect of its inventories:

i. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventories followed by the Management werereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.

ii. As explained to us the Company has no commercial activity at present andtherefore has no inventories on its books.

iii. In our opinion and according to the information and explanations given to us theCompany has maintained proper records of its inventories and no material discrepancieswere noticed on physical verification

c) 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 required to be maintained under Section 189 of the Companies Act 2013.

d) According to the information and explanations given to us the Company has notgranted any loans made any investments or provided any guarantee or security for loansavailed by any other person or body corporate etc. covered by the provisions of Sec. 185& 186 of the Companies Act 2013.

e) According to the information and explanations given to us the Company has notaccepted any deposit during the year.

f) The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Act for any of the products/services rendered by the Company.

g) According to the information and explanations given to us in respect of statutorydues we have to state as follows :-

a. The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees State Insurance Income-tax Service Tax Cess Dutiesof Customs and Central Excise and all other statutory dues applicable to it with theappropriate authorities and there were no outstanding statutory dues in arrears as on thelast day of the financial year outstanding for a period of more than six months from thedate they became payable.

b. There is an outstanding demand for Interest and Penalties for delayed payment ofIncome Tax dues relating to FY 94-95 to 97-98 (4 years). The amounts consisting ofinterest u/s 234 and 220(2) amounted to Rs.3200000/- (approx). The company has disputedthe claim for interest and has sought waiver of the interest from the Chief Commissionerof Income Tax (V) Mumbai. The matter is pending before the CCIT. The financial impact ofan adverse decision in the appeal if any cannot be judged at present.

h) In our opinion and according to the information and explanations given to us theCompany had no repayment obligation to financial institutions and banks during the year.The Company has not issued any debentures.

i) The Company has not raised any monies from the Capital Market in recent past.

j) To the best of our knowledge and according to the information and explanations givento us no fraud by the Company and no material fraud on the Company has been noticed orreported during the year.

k) The Company has paid Monthly Remuneration to Managing Director Chief FinanceOfficer and Company Secretary. In view of the fact that the Company is incurring lossesthe remuneration paid to the managerial personnel was approved by a Special Resolution ofthe shareholders of the Company as per requirement of Sec.197 read with Schedule V of theCompanies Act 2013. The same was also approved by the Audit Committee and the Appointmentand Remuneration Committee constituted under Sec.177 and 178 respectively of the CompaniesAct 2013.

l) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

m) Transactions with Related Parties :- The Company has appointed Promoter Directors toplace of profit as MD and CFO. The remuneration paid/payable for such appointment waswithin the limits prescribed under Rule 15(3)(ii)(b) of the Co.'s (Meetings of Board &its Powers) Rules 2014.

n) According to the information and explanations give 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..

o) 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. Accordingly paragraph 3(xv) ofthe Order is not applicable.

p) The Company is not required to be registered under section 45-IA of the Reserve Bankof India Act 1934.

For V. S. PATANGIA & CO.
Chartered Accountants
(Firm Registration No. 107626 W)
Sd/-
Mumbai (Vimal S. Patangia)
27th May 2017 (Proprietor)
(Membership No. 38271)