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Indo Biotech Foods Ltd.

BSE: 519222 Sector: Agri and agri inputs
NSE: INDBIOFOOD ISIN Code: INE183C01012
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Indo Biotech Foods Ltd. (INDBIOFOOD) - Auditors Report

Company auditors report

To the Members of Indo Biotech Foods Limited

Report on the Financial Statements

We have audited the financial statements of Indo Biotech Foods Limited which comprisethe balance sheet as at 31 March 2016the statement of profit and loss and the cash flowstatement for the year then endedand a summary of significant accounting policies andother 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 the Companies Act2013 ("the Act") with respect to the preparation andpresentation of these financial statements that give a true and fair view of the financialpositionfinancial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in Indiaincluding the Accounting Standardsspecified under Section 133 of the Actread with Rule 7 of the Companies (Accounts)Rules.2014.This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and designimplementation and maintenance of adequate internal financialcontrolsthat were operating effectively for ensuring the accuracy and completeness of theaccounting recordsrelevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatementwhetherdue to fraud or error.

Auditors' Responsibility

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

We have taken Into account the provisions of the Actthe 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 judgmentincluding the assessment of the risks of material misstatement of thefinancial statementswhether due to fraud or error.In making those risk assessmentstheauditor 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 Directorsas well as evaluating the overall presentationof 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 Act inthe manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in Indiaof the state of affairs of the Company as at 31March 2016 and its loss 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') issuedby the Central Government of India In terms of sub-section (11) of section 143 of theAct.we give In the Annexure Aa statement on the matters specified in the paragraph 3 and4 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 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 Statementdealt with by this Report are In agreement with the books of account;

(d) In our opinionthe aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act.read with Rule 7 of the Companies(Accounts) Rules2014;

(e) On the basis of the written representations received from the directors as on 31March 2016 taken on record by the Board of Directorsnone of the directors Is disqualifiedas on 31 March 2016 from being appointed as a director In terms of Section 164 (2) of theAct;

(f) With respect to the adequacy of the Internal financial controls over financialreporting of the Company and the operating effectiveness of such controlsrefer to 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.2014in our opinionand to the best of our information and according to the explanations given to us:

(h) The Company does not have pending litigations which would impact its financialposition.

(I) The Company did not have any long term contracts Including derivative contracts forwhich there we any material foreseeable losses.

(j) There has been no delay In transferring amountsrequired to be transferredto theInvestor Education and Protection Fund by the Company.

The Annexure referred to In the Auditors' Report to the members of the company on thefinancial statements for the year ended on March 31.2016we report that:

(i) (a) The company has maintained proper records showing full particulars.Includingquantitative details and situation of fixed assets.

(b) The management during the year has not physically verified the fixed assets.

(c) According to the Information and explanations given to us and on the basis of ourexamination of the records of the Companythe title deeds of immovable properties are heldIn the name of the Company.

(ii) (a) The inventory has not been physically verified during the year by themanagement

(b) Since the physical verification of the Inventory has not been conducted we can notcomment whether the procedure of physical verification Is reasonable and adequate Inrelation to the size of the company.

(c) In our opinion and according to the Information and explanations given to us thecompany is maintaining proper records of Inventorybut In absence of physical verificationwe can not comment on the discrepancies If any between book stock and physical stock.

(iii) The company has not granted any loamsecured or unsecured tocompaniesfirms.Limited Liability Partnerships or other parties covered In the registermaintained under section 189 of the Companies Act.2013.If so.

(iv) In our opinion and according to the Information and explanations given to ustheCompany has complied with the provisions of section 185 and 186 of the Act.with respect tothe loans and investments made.

(v) The company has not accepted any deposits from the public within the meaning ofSection 70 to 76 of the Act and Rules framed there under to extent notified.

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

(vii) The company is regular In depositing undisputed statutory dues Includingprovident fundemployees' state insuranceincome-tax.sales-tax.service tax.value addedtax.cess and any other statutory dues to the appropriate authorities.If any

(viii) According to the information and explanations given to us.and the recordsexamined by us.there are no dues In respect of sales tax.income tax.duty ofcustomswealth-tax.service tax.entry tax.value added tax.central sales tax.duty ofexcisecess as at March 2016 that have not been deposited with the appropriate authorityon account of any disputes.

(ix) (a) The company does not have any loans or borrowings from any financialInstitutionbanksgovernment or debenture holders during the year.Accordinglyparagraph 3(ix) of order is not applicable.

(b) According to the Information and explanations given to us the Company has takeninterest free loans from two parties amounting to Rs.2.9686910/-.

(c) As the loan is interest free and there are no other terms and conditions attachedto this loan. hence we cannot comment on whether they are prima facie prejudicial to thecompany.The loan taken Is repayable on demand.

(x) The Company did not raise any money by way of intial public offer or further publicoffer (including debt instruments) and term loans during the year.Accordinglyparagraph 3(ix) of the Order Is not applicable.

(xi) According to the information and explanations given to us.no material fraud by theCompany or on the Company by Its officers or employees has been noticed or reported duringthe course of our audit (xii) According to the information and explanations give to us andbased on our examination of the records of the Companythe Company has not paid/providedfor managerial remuneration In accordance with the requisite approvals mandated by theprovisions of section 197 read with Schedule V to the Act (xiii) in our opinion andaccording to the information and explanations given to us.the Company is not a nidhlcompany.Accordinglyparagraph 3(xil) of the Order is not applicable.

(xiv) All transactions with the related parties arc in compliance with sections 177 and188 of Companies Act.2013 where applicable and the details have been disclosed in theFinancial Statements etcas required by the applicable accounting standards.

(xv) There are accumulated losses at the end of the financial yearwhich exceeds thenet worth of the Company.The company has Incurred cash losses during the financial yearcovered by our audit and has also Incurred cash losses during the immediately precedingfinancial year.

(xvi) According to the Information and explanations give to us and based on ourexamination of the records of the Companythe Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xvii) According to the information and explanations given to us and based on ourexamination of the records of the Companythe Company has not entered into non-cashtransactions with directors or persons connected with him.Accordinglyparagraph 3(xv) ofthe Order is not applicable.

(xviii) The Company is not required to be registered under section 45-JA of the ReserveBank of India Act 1934.

Annexure - B to the Auditors Report

Referred in paragraph 2(f) of the Independent Auditors Report of even date to themembers of Indo Biotech Foods Limited on the financial statements for the year ended 31stMarch2016.

Report on the Internal Financial Controls under Clause (I) of Subjection 3 of Section143 of the Companies Act.2013 ("the Act')

We have audited the internal financial controls over financial reporting of IndoBiotech Foods Limited ("the Company') as of 31 March 2016 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

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 designimplementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness.Including adherence to company's policiesthe safeguarding of its assetstheprevention and detection of frauds and errorsthe accuracy and completeness of theaccounting recordsand the timely preparation of reliable financial Informationasrequired under the Companies Act2013.

Auditors' 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 Controb over Financial Reporting(the 'Guidance Note*) and the Standards on Auditingissued by ICAI and deemed to beprescribed under section 143(10) of the Companies Act2013to the extent applicable to anaudit of internal financial controlsboth applicable to an audit of Internal FinancialControls andboth 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.

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 financialreportingassessing the risk that a material weakness existsand testing and evaluatingthe design and operating effectiveness of Internal control based on the assessed risk.Theprocedures selected depend on the auditor's judgmentincluding the assessment of the risksof material misstatement of the financial statementswhether 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 controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's Internal financial control over financial reporting Is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes In accordance with generallyaccepted accounting principles.A company's internal financial control over financialreporting Includes those policies and procedures that (1) pertain to the maintenance ofrecords that.In reasonable detailaccurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principlesand that receipts andexpenditures 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 acquisitionuseor disposition of thecompany's assets that could have a 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 ofcontrolsmaterial misstatements due to error or fraud may occur and not bedetected.Alsoprojections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsorthat the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinionthe Company has.In all material respectsan adequate internal financialcontrols system over financial reporting and such internal financial controls overfinancial reporting were operating effectively as at 31 March 2016based on the Internalcontrol over financial reporting criteria established by the Company considering theessential components of internal control stated In the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For Batliboi & Purohit

Chartered Accountants

Firm Registration Number 101048W

SdA

R.D Hangekar

Partner

Membership Number:

Mumbai

30.05.2016