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Jindal Stainless (Hisar) Ltd.

BSE: 539597 Sector: Metals & Mining
NSE: JSLHISAR ISIN Code: INE455T01018
BSE LIVE 10:25 | 23 Nov 218.90 0.20
(0.09%)
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225.00

HIGH

225.00

LOW

218.70

NSE 10:14 | 23 Nov 219.70 0.35
(0.16%)
OPEN

220.80

HIGH

221.40

LOW

219.10

OPEN 225.00
PREVIOUS CLOSE 218.70
VOLUME 17172
52-Week high 239.20
52-Week low 78.00
P/E 18.76
Mkt Cap.(Rs cr) 5,165
Buy Price 218.05
Buy Qty 133.00
Sell Price 218.90
Sell Qty 331.00
OPEN 225.00
CLOSE 218.70
VOLUME 17172
52-Week high 239.20
52-Week low 78.00
P/E 18.76
Mkt Cap.(Rs cr) 5,165
Buy Price 218.05
Buy Qty 133.00
Sell Price 218.90
Sell Qty 331.00

Jindal Stainless (Hisar) Ltd. (JSLHISAR) - Auditors Report

Company auditors report

To The Members of Jindal Stainless (Hisar) Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of JINDAL STAINLESS(HISAR) LIMITED ("the Company") which comprise the Balance Sheet as at 31stMarch2016 the Statement of Profit and Loss the Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information inwhich are incorporated the RETURN for the year ended on that date audited by the branchauditor of the Company’s branch at Kothavalasa in Vizianagaram district AndhraPradesh.

Management’s Responsibility for the Standalone 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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash fl ows of the Company in accordance with theaccounting 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 and applicationof appropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial 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 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 there under.

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 andthe disclosures in the standalone financial statements. The procedures selected depend onthe auditor’s judgment including the assessment of the risks of materialmisstatement of the standalone financial statements whether due to fraud or error. Inmaking those risk assessments the auditor considers internal financial control relevantto the Company’s preparation of the standalone 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 standalonefinancial statements.We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the standalone financialstatements.

Opinion

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 of the state of affairs of the Companyas at 31stMarch 2016 and its profit and its cash fl ows for the year ended onthat date.

Emphasis of Matters:

We draw attention to the following matters: a) Pending Confirmation of Balances ofCertain borrowings as stated in footnote (*) of Note 7 read with note no. 26 of thefinancial statements. b) Loan & advances to certain subsidiary companies consideredas good and fully realizable/recoverable and no provision for diminution in value isconsidered necessary in the opinion of the managementas stated in Note 36(B) of thefinancial statements. c) Transfer of Mining Rights pursuant to the Scheme in favour of theCompany is subject to necessary approvals of the concerned authorities as stated in Note26 (1)(g) of the financial statements; and pending the same effect of mining operationscarried out by JSL as above included in the financial statement of JSL as stated in Note26 (2) of the financial statements. d) Pending allotment of equity shares against amountof Rs. 36618.67 Lacs by JSL of the aforesaid equity shares to the company shown asinvestment (pending allotment) under non-current investment for the reasons as explainedin note no. 26 (1) (d) of the financial statements. Our opinion is not modified in respectof these matters.

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 Act and on the basis of such checks of the books and records of theCompany as we considered appropriate and according to the information and explanationsgiven to us during the course of audit we give in the Annexure ‘A’ a statementon the matters specified in the paragraphs 3 and 4 of the Order.

2. As required by Section 143 (3) of the Act we report that: (a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief 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 and proper returnsadequate for the purpose of our audit have been received from the branch not visited byus.

(c) The reports on the accounts of the branch office of the Company audited undersection 143(8) of the Act by branch auditor have been sent to us and have been properlydealt with us in preparing this report.

(d) 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 and with the returnsreceived from the branch not visited by us.

(e) 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) Rules2014.

(f) 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.

(g) As required by section 143(3)(i) of the Companies Act 2013 and based on thechecking of the books and records of the Company as we considered appropriate andaccording to the information and explanations given to us our separate report withrespect to the adequacy of the internal financial controls over financial reporting of theCompany and the operating effectiveness of such controls is as per Annexure ‘B’.

(h) 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. TheCompany has disclosed the impact of pending litigations on its financial position in itsstandalone financial statements – refer note no. 27 & 38 to the standalonefinancial statements. ii. The Company has made provision as required under the applicablelaw or accounting standards for material foreseeable losses if any on long termcontracts including derivatives contracts. iii. There was no amount which was required tobe transferred to the Investor Education and Protection Fund by the Company.

For LODHA & CO. For S.S. KOTHARI MEHTA & CO.
Chartered Accountants Chartered Accountants
FRN: 301051E FRN: 000756N
N.K. LODHA SUNIL WAHAL
Partner Partner
Membership No. 85155 Membership No. 87294
Place : New Delhi
Dated : 27th May 2016

Annexure "A" referred to in paragraph 1 under the heading "Report onother legal and regulatory requirements" of our report of even date on the StandaloneFinancial Statements of JINDAL STAINLESS (HISAR) LIMITED for the year ended 31st March2016

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

(b) The Company has a regular programme of Physical Verification of its Fixed assets bywhich fixed asset have been verified by the management according to the programe ofperiodical physical verification in a phased manner which in our opinion is reasonablehaving regard to the size of the Company and the nature of its fixed assets. Thediscrepancies noticed on such physical verification were not material.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company read with footnote (@) of note no. 10 of the standalonefinancial statement.

2. The inventories of the Company (except stock lying with the third parties and intransit) have been physically verified by the management at reasonable intervals. In ouropinion the procedures of physical verification of inventory followed by the Managementare reasonable in relation to the size of the Company and nature of its business.Thediscrepancies noticed on such physical verification of inventory as compared to bookrecords were not material.

3. The Company has granted loans unsecured to one company covered in the registermaintained under section 189 of the Companies Act 2013:-a) According to the informationand explanations given to us and based on the audit procedures conducted by us we are ofthe opinion that terms and conditions of aforesaid loans so granted are not prejudicial tothe interest of the Company. b) In respect of aforesaid loan repayment of principal &payment of interest has been stipulated and Interest (payable on half yearly basis)has notbecome due for payment as on 31stMarch 2016. c) In respect of aforesaid loanprincipal and interest has not become due for payment as on 31stMarch 2016.

4. According to the information explanations and representations provided by themanagement and based upon audit procedures performed we are of the opinion that inrespect of loans investments guarantees and security the Company has complied with theprovisions of the Section 185 and 186 of the Companies Act 2013.

5. In our opinion and according to the information and explanations given to us theCompany has complied with the directive issued by the Reserve Bank of India and theprovisions of Section 73 to76 of the Act or any other relevant provisions of the Act andthe rules framed there under (to the extent applicable).Based on the records andinformation and explanations provided to us the company has not accepted any deposit fromthe public during the year. We have been informed that no order has been passed by theCompany Law Board or National Company Law Tribunal or Reserve Bank of India or any Courtor other Tribunal in this regard.

6. We have broadly reviewed the books of account maintained by the company pursuant tothe rules made by the Central Government for the maintenance of cost records under section148(1) of the Act in respect of the company’s products to which the said rules aremade applicable and are of the opinion that prima facie the prescribed records have beenmade and maintained. We have however not made a detailed examination of the said recordswith a view to determine whether they are accurate or complete.

7. (a) According to the records of the Company the Company is regular in depositingundisputed statutory dues including provident fund employees’ state insuranceincome tax sales-tax service tax duty of customs duty of excise value added tax cessand other material statutory dues with the appropriate authorities to the extentapplicable and there are no undisputed statutory dues payable for a period of more thansix months from the date they become payable as at 31st March 2016. (b) According to therecords and information & explanations given to us there are no dues in respect ofincome tax that have not been deposited with the appropriate authorities to the extentapplicable on account of any dispute and the dues in respect of service tax duty ofcustoms duty of excise sales tax and value added tax that have not been deposited withthe appropriate authorities on account of any dispute and the forum where the dispute ispending are given below: -

Name of the statue Nature of the Dues Amount Period to which (Rs. in lacs) the amount relates Forum where dispute is pending
Central Excise Act1944 Excise Duty 1.69 April 95 - June 95 High Court New Delhi
658.08 Jan 99 - Dec 04 High Court of Punjab & Haryana.
265.43 Oct 11 - Jul 13 Commissioner (Appeals) Delhi-I
24.60 July 11 - Sept 11 Revisionary AuthorityGoI New Delhi
217.47 Oct 13 - Jun 14 Commissioner (Appeals) Delhi-I
180.04 Aug 08 - June 09 CESTAT Chandigarh
73.59 Aug 09 - Feb 10 CESTAT Chandigarh
54.38 Jan 05 - June 05 CESTAT Chandigarh
7.57 2000-01 CESTAT Chandigarh
1480.40 July 05 - Dec 07 Commissioner Rohtak
1.83 Dec 06 - Oct 07 Commissioner (Appeal) Visakhapatnam
556.69 2006-2007 CESTAT Chandigarh
7.63 1994-95 Addl. Commissioner of Central Excise Rohtak.
1.02 April 07 - Oct 07 High Court of Punjab & Haryana.
4.74 May 07 - Oct 07 High Court of Punjab & Haryana.
5.21 Jul-09 High Court of Punjab & Haryana.
The Custom Act 1962 Custom Duty 60.00 2008-09 CESTAT Delhi.
10.00 2012-13 CESTAT Delhi.
Finance Act1994 Service Tax 522.83 Dec 03 - March-06 CESTAT Chandigarh
9.79 2005-06 to 2010-11 Addl. Commissioner of Central Excise Rohtak.
The Central Sales Tax 1956 Sales Tax 3.00 1993-94 High Court of Punjab & Haryana.

8. In our opinion on the basis of audit procedures and according to the informationand explanations given to us the Company has not defaulted in repayment of loans andborrowings to financial institutions banks government and dues to debenture holders asapplicable.

9. On the basis of information and explanations given to us term loan were applied forthe purpose for which the loans were obtained. No moneys have been raised during the yearby way of initial public offer or further public offer.

10. Based on the audit procedure performed and on the basis of information andexplanations provided by the management no fraud by the Company and no material fraud onthe Company by its officers or employees has been noticed or reported during the course ofthe audit.

11. Accordingtotheinformationandexplanationsgiventousandbased on our examination of therecords of the Companymanagerial remuneration has been paid/ provided inaccordance withthe requisite approvals mandated by the provisions of section 197 read with Schedule V tothe Companies Act.

12. 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. 13. According to the information and explanations and records made availableby the management of the Company and audit procedure performedfor transactions with therelated parties during the yearthe Company has complied with the provisions of Section177 and 188 of the Act where applicable. As explained and as per records details ofrelated party transactions have been disclosed in the standalone financial statements asper the applicable Accounting Standards.

14. According to the information and explanations given to us the Company has not madeany preferential allotment or private placement of shares or fully or partly convertibledebentures during the year.During the year the Company has issued and allotted125000000 number Compulsory Convertible Warrants (CCW) of Rs.2/- each to promoter groupentities on preferential basis for the purpose to infuse funds by promoters in terms ofsanction letter dated 23rd November 2015 by State Bank of India as stated in Note 30 ofthe accompanying financial statements and in this connection requirement of section 42 ofthe Companies Act 2013 has been complied with.

15. On the basis of records made available to us and according to information andexplanations given to us the Company has not entered into non-cash transactions with thedirectors or persons connected with him. 16. The Company is not required to be registeredunder section 45-IA of the Reserve Bank of India Act 1934.

For LODHA & CO. For S.S. KOTHARI MEHTA & CO.
Chartered Accountants Chartered Accountants
FRN: 301051E FRN: 000756N
N.K. LODHA SUNIL WAHAL
Partner Partner
Membership No. 85155 Membership No. 87294
Place : New Delhi
Dated : 27th May 2016

ANNEXURE ‘B’ TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THESTANDALONE FINANCIAL STATEMENTS OF JINDAL STAINLESS (HISAR) LIMITED

Report on the Internal Financial Controls over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of JINDALSTAINLESS (HISAR) LIMITED ("the Company") as of March 31 2016 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat date in which are incorporated the RETURN for the year ended on that date audited bythe branch auditor of the Company’s branch at Kothavalasa in Vizianagaram districtAndhra Pradesh.

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 design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to Company’s policies the safeguarding of its assetsthe prevention 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 issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate 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 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 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 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 refl ect 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 authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized 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

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 March 31 2016 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 LODHA & CO. For S.S. KOTHARI MEHTA & CO.
Chartered Accountants Chartered Accountants
FRN: 301051E FRN: 000756N
N.K. LODHA SUNIL WAHAL
Partner Partner
Membership No. 85155 Membership No. 87294
Place : New Delhi
Dated : 27th May 2016