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Jindal Photo Ltd.

BSE: 532624 Sector: Consumer
NSE: JINDALPHOT ISIN Code: INE796G01012
BSE LIVE 19:40 | 19 Oct 90.90 -0.30
(-0.33%)
OPEN

92.00

HIGH

93.40

LOW

89.50

NSE 19:42 | 19 Oct 90.50 -1.55
(-1.68%)
OPEN

92.35

HIGH

94.05

LOW

89.10

OPEN 92.00
PREVIOUS CLOSE 91.20
VOLUME 3188
52-Week high 123.25
52-Week low 60.85
P/E 22.95
Mkt Cap.(Rs cr) 93
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 92.00
CLOSE 91.20
VOLUME 3188
52-Week high 123.25
52-Week low 60.85
P/E 22.95
Mkt Cap.(Rs cr) 93
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Jindal Photo Ltd. (JINDALPHOT) - Auditors Report

Company auditors report

To

The Members of

Jindal Photo Limited

Report on the Financial Statements

We have audited the accompanying financial statements of Jindal Photo Limited ("theCompany") which comprise the Balance Sheet as at 31 March 2016 the Statement ofProfit and Loss and Cash Flow Statement for the year then ended and a summary ofsignificant 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 Section134(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.

This responsibility also includes maintenance of adequate accounting records inaccordance 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 controls that were operating effectively 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.

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 there under. We conducted our audit in accordancewith the Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement. An audit involves performing procedures to obtain audit evidence about theamounts and the disclosures in the financial statements.

The procedures selected depend on the auditor’s judgment including the assessmentof the risks of material misstatement of the financial statements whether due to fraud orerror. In making those risk assessments the auditor considers internal financial controlrelevant to the Company’s preparation of the financial statements that give a trueand fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by theCompany’s Directors as well as evaluating the overall presentation of the financialstatements. We believe that the audit evidence we have obtained is sufficient andappropriate to provide 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 2016 and its loss and its cash flows for the year ended on that date.

Emphasis of Matter We draw attention to: a) Note 25 to the financial statementsrelating to non-provision of diminution in value of investments in shares non-provisionof doubtful loans and non-provision of amount recoverable from MCCL a Joint VentureCompany due to petition and claims are pending for finalization/ settlement.

b) Note 24 to the financial statements relating to the scheme of arrangement wherebythe Board of Directors of Jindal Photo Limited at their meeting held on 12th January 2015approved the scheme of arrangement (‘the scheme’) between Jindal Photo Limited(‘Demerged Company’) and Jindal Poly Films Limited (‘ResultingCompany’) for the demerger of the demerged undertaking (as defined in part (III) ofthe Scheme – Business of Manufacture production sale and distribution ofphotographic products of demerged company) into the Resulting Company.

As per the scheme the Demerged Undertaking of Jindal Photo Limited will standtransferred to the Resulting Company with effect from 1st April 2014 the Appointed Date.The scheme has been approved by the Hon’ble High Court of judicature at Mumbai on26.02.2016. Consequently for the year ended 31.03.2016 the core operations to betransferred to the Resulting Company i.e. Business of Manufacture production sale anddistribution of photographic products were transferred w.e.f. 1st April 2014 andaccordingly figures of previous year has also been re-casted.

Report on Other Legal and Regulatory requirements

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 statement on thematters specified in paragraphs 3 and 4 of the Order to the extent applicable.

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 Statement dealt with by this Reportare 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 2016 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2016 from being appointed as a director in terms of Section164 (2) of the Act.

f) 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 "Annexure B". g) With respect to the other matters to beincluded in the Auditor’s Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules 2014 in our opinion and to the best of our information and accordingto the explanations given to us:

i. The Company does not have any pending litigations which would impact its financialposition.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any 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 B.K.Shroff & Co.
Chartered Accountants
Firm Reg. No. : 302166E
Sanjiv Aggarwal
Place: New Delhi Partner
Date : 30.5.2016 Membership Number 085128

ANNEXURE - A REFERRED TO IN PARAGRAPH (1) UNDER THE HEADING OF "REPORT ON OTHERLEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

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

(b) All the fixed assets have been physically verified by the management according to aregular program which in our opinion is reasonable having regard to the size of thecompany and the nature of its assets. No material discrepancies with respect to bookrecords were noticed on such verification. (c) According to the information andexplanations given to us and on the basis of examination of records of the company thetitle deeds of immovable properties are held in the name of the company.

(ii) The Company does not have any inventory. Therefore the provisions of clause (ii)of the order are not applicable to the company.

(iii) The company has granted unsecured loan to one company listed in the registermaintained under section 189 of the Companies Act 2013 and we report that

a) The terms and conditions for grant of such loans are not prejudicial to the interestof the company.

b) The repayment of principal and payment of interest is on demand. No demand has beenmade by the company. The borrower has requested to waive the interest for the year 2015-16and the company has granted the request to waive the interest.

c) There are no overdue amounts

iv) In our opinion and according to the information and explanation given to us thecompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of loans Investments guarantees and security.

(v) According to the information and explanation given to us the company has notaccepted any deposit from the public. Therefore the provisions of clause (v) of the orderare not applicable to the company.

(vi) The Central Government has not specified maintenance of cost records under subsection (1) of Section 148 of the Companies Act 2013 in respect of products dealt with bythe company.

(vii) (a) The company is generally regular in depositing with the appropriateauthorities undisputed statutory dues including provident fund employees state insuranceincome tax sales tax service tax duty of custom duty of excise value added tax cessand any other statutory dues applicable to it. According to the information andexplanations given to us no undisputed amounts payable in respect thereof wereoutstanding as at 31st March2016 for a period of more than six months from the date theybecame payable

(b) According to the records of the company there are no dues of income tax or salestax or service tax or duty of custom or duty of excise or value added tax which have notbeen deposited on account of any dispute.

(viii)The company does not have any loans or borrowings from any financial institutionbank government or dues to debenture holders. Therefore the provisions of clause (viii)of the order are not applicable to the company.

(ix) The company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Therefore theprovisions of clause (ix) of the order are not applicable to the company.

(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 theyear. (xi) No managerial remuneration has been paid or provided.

(xii) The company is not a nidhi company and hence provisions of clause (xii) of theorder are not applicable to the company.

(xiii)In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the financial statements etc. as required by the applicable accountingstandards.

(xiv) During the year under review the company has not made any preferential allotmenton private placement of shares or fully or partly convertible debentures.

(xv) The company has not entered into any non-cash transactions with directors orpersons connected with him.

(xvi) The Company is not required to be registered under section 45-1A of the ReserveBank of India Act 1934.

For B.K.Shroff & Co.
Chartered Accountants
Firm Reg. No. : 302166E
Sanjiv Aggarwal
Place: New Delhi Partner
Date : 30.5.2016 Membership Number 085128

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 reporting of JindalPhoto Limited ("the Company") as of March 31 2016 in conjunction with our auditof the standalone 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 Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India(ICAI)". These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company’spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

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 and the Standards on Auditing issued by ICAI and deemed to beprescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the ICAI. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 judgement 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 my /our audit opinion on the Company’s internal financialcontrols system over 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:

a) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the Company;

b) 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 authorizations of management and directors of the Company; and

c) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the Company's assets that could have amaterial 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 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

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 31 March 2016 based on"the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Noteissued by the ICAI".

For B.K.Shroff & Co.
Chartered Accountants
Firm Reg. No. : 302166E
Sanjiv Aggarwal
Place: New Delhi Partner
Date : 30.5.2016 Membership Number 085128