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JMC Projects (India) Ltd.

BSE: 522263 Sector: Infrastructure
NSE: JMCPROJECT ISIN Code: INE890A01016
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OPEN 590.35
PREVIOUS CLOSE 579.60
VOLUME 4467
52-Week high 663.40
52-Week low 200.40
P/E 23.45
Mkt Cap.(Rs cr) 1,939
Buy Price 578.00
Buy Qty 18.00
Sell Price 0.00
Sell Qty 0.00
OPEN 590.35
CLOSE 579.60
VOLUME 4467
52-Week high 663.40
52-Week low 200.40
P/E 23.45
Mkt Cap.(Rs cr) 1,939
Buy Price 578.00
Buy Qty 18.00
Sell Price 0.00
Sell Qty 0.00

JMC Projects (India) Ltd. (JMCPROJECT) - Auditors Report

Company auditors report

To the Members of

JMC Projects (India) Limited

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of JMC Projects(India) Limited ("the Company") which comprise the Standalone Balance sheet asat 31 March 2017 the Standalone Statement of profit and loss (including othercomprehensive income) the Standalone Statement of cash flows and the Standalone Statementof changes in equity for the year then ended and a summary of the significant accountingpolicies and other explanatory information (hereinafter referred to as ‘StandaloneInd AS financial statements')

Management's Responsibility for the Standalone Ind AS 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 andpresentation of these standalone Ind AS financial statements that give a true and fairview of the financial position financial performance including other comprehensiveincome cash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)prescribed under Section 133 of the Act read with relevant rules issued thereunder.

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 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 standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based 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 of the standalone Ind AS financial statements in accordance withthe 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 standalone Ind

AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the Auditors' judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and 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 the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including Ind AS of thefinancial position of the Company as at

31 March 2017 and its financial performance including other comprehensive income itscash flows and the changes in equity for the year ended on that date.

Other matters

(a) The comparative financial information of the Company as at and for the year ended31 March 2016 and the transition date opening balance sheet as at 1 April 2015 included inthese standalone Ind AS financial statements are based on the previously issued statutorystandalone financial statements prepared in accordance with the Companies (AccountingStandards) Rules 2006 and audited by Kishan M. Mehta & Co. Chartered Accountants forthe years ended 31 March 2016 and 31 March 2015 whose reports dated 27 May 2016 and 28 May2015 respectively expressed an unmodified opinion on those standalone financialstatements as adjusted for the differences in the accounting principles adopted by theCompany on transition to the Ind AS which have been audited by us. Our opinion is notmodified in respect of this matter.

(b) We did not audit the Ind AS financial statements of two branches included in thestandalone Ind AS financial statements of the Company whose financial statements reflecttotal assets of INR 23826 lakhs as at 31 March 2017 and total revenue of INR 15723 lakhsfor the year ended on that date as considered in the standalone Ind AS financialstatements. The standalone Ind AS financial statements of these branches have been auditedby the branch auditors whose reports have been furnished to us and our opinion in so faras it relates to the amounts and disclosures included in respect of these branches isbased solely on the report of such branch auditors. Our opinion is not modified in respectof this matter.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors' Report) Order 2016 (‘the Order') issuedby the Central Government of India in terms of subsection (11) of Section 143 of the Actwe give in the Annexure A a statement on the matters specified in the paragraphs 3 and 4of the Order.

As required by sub-section (3) of Section 143 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 have been kept by the Companyso far as it appears from our examination of those books;

(c) the Balance sheet the Statement of profit and loss (including other comprehensiveincome) the Statement of cash flows and the Statement of changes in equity dealt with bythis report are in agreement with the books of account;

(d) in our opinion the aforesaid standalone Ind AS statements comply with theAccounting Standards prescribed under Section 133 of the Act read with relevant rulesissued thereunder;

(e) on the basis of the written representations received from the directors as on 31March 2017 taken on record by the board of directors none of the directors aredisqualified as on 31 March 2017 from being appointed as a director in terms ofsub-section (2) of Section 164 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; and

(g) with respect to the other matters to be included in the Auditors' 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 Ind AS financial statements – Refer Note 24 to thestandalone Ind AS financial statements; ii. the Company has made provision as requiredunder the applicable law or accounting standards for material foreseeable losses onlong-term contracts including derivative contracts (if any) - Refer Note 29 to thestandalone Ind AS financial statements;

iii. there has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company during the year ended 31 March2017; and

iv. the Company has provided requisite disclosure in its standalone Ind AS financialstatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom

8 November 2016 to 30 December 2016 and these are in accordance with the books ofaccounts maintained by the Company and as produced to us by the Management - Refer Note 39to the standalone Ind AS financial statements.

For B S R & Co. LLP

Chartered Accountants

Firm's Registration No: 101248W/W-100022

Vikas R Kasat

Partner

Membership No: 105317

law

Mumbai

16 May 2017

Annexure A to the Independent Auditors' Report – 31 March 2017

With reference to the Annexure A referred to in the Independent Auditors' Report to themembers of the Company on the standalone Ind AS financial statements for the year ended 31March 2017 we report the following:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment and investmentproperties.

(b) The Company has a regular programme of physical verification of its property plantand equipment and investment properties by which the property plant and equipment andinvestment properties are verified annually. In our opinion this periodicity of physicalverification is reasonable having regard to the size of the Company and the nature of itsassets. No material discrepancies were noticed upon such verification during the year andthese have been dealt with appropriately in the books of account.

(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 asdisclosed in Note 3 and Note 4 to the standalone Ind AS financial statements are held inthe name of the Company.

(ii) The inventory of building material components and spares has been physicallyverified by the management during the year. In our opinion the frequency of suchverification is reasonable. The discrepancies noticed on verification between the physicalstocks and the book records were not material and have been dealt with in books ofaccount.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms limited liabilitypartnerships or other parties covered in the register maintained under Section 189 of theCompanies Act 2013 (‘the Act'). Accordingly paragraphs 3 (iii) (a) (b) and (c) ofthe Order are not applicable to the Company.

(vi) In our opinion and according to the information explanations given to us theCompany has not given any loans or provided any guarantees or security to the partiescovered under Section 185 of the Act. Accordingly compliance under Section 185 of the Actis not applicable to the Company. According to the information and explanations given tous the provisions of Section 186 of the Act in respect of the loans given guaranteesgiven or securities provided are not applicable to the Company since it is covered as acompany engaged in business of providing infrastructural facilities. The Company has notmade any investments during the year. Accordingly compliance under Section 186 of the Actin respect of investment made during the year is not applicable to the Company.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits as per the directives issued by the Reserve Bank ofIndia and the provisions of Sections 73 to 76 or any other relevant provisions of the Actand the rules framed thereunder. Accordingly paragraph 3 (v) of the Order is notapplicable to the Company.

(vi) We have broadly reviewed the books of accounts maintained by the Company pursuantto the rules prescribed by the Central Government for the maintenance of cost recordsunder Section 148(1) of the Act and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained. However we have not made a detailedexamination of the cost records with a view to determine whether they are accurate orcomplete.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted/accrued in the books ofaccount in respect of undisputed statutory dues including Employees' State InsuranceProfession tax Income-tax Duty of customs Duty of excise Sales-tax Service tax Entrytax Local body tax Cess and other material statutory dues have been regularly depositedduring the year with the appropriate authorities. The amounts deducted/accrued in thebooks of account in respect of undisputed statutory dues including Provident fund Valueadded tax and Works contract tax have generally been regularly deposited during the yearwith the appropriate authorities though there have been slight delays in a few cases. Asexplained to us the Company did not have any dues on account of Wealth tax.

According to the information and explanations given to us no undisputed amountspayable in respect of Provident fund Employees' State Insurance Profession taxIncome-tax Duty of customs Duty of excise Sales-tax Service tax Value added taxWorks contract tax Entry tax Local body tax Cess and other material statutory dues werein arrears as at 31 March 2017 for a period of more than six months from the date theybecame payable.

and

(b) According to the information and explanations given to us there are no dues ofIncome-tax Sales tax Service tax Duty of customs Duty of excise and Value added tax asat 31 March 2017 which have not been deposited with the appropriate authorities onaccount of any dispute except as stated below:

(INR in lakhs)
Name of the Statute Nature of the Dues Amount Demanded Amount Deposited Under Disputes Period to which amount relates Forum where dispute is pending
Finance Act 1994 Tax Penalty and Customs Excise and Service tax
Interest 2898.09 2898.09 2007-08 to 2009-10 Appellate Tribunal Ahmedabad
Customs Excise and Service tax
2505.73 2505.73 2008-09 to 2012-13 Appellate Tribunal Ahmedabad
Customs Excise and Service tax
2.18 2.18 1997-98 Appellate Tribunal Ahmedabad
551.40 551.40 2015-16 Commissioner Ahmedabad
93.59 93.59 2015-16 Commissioner Ahmedabad
710.60 710.60 2015-16 Commissioner Ahmedabad
98.19 98.19 2012-13 to 2015-16 Commissioner Ahmedabad
176.23 176.23 2011-12 to 2015-16 Commissioner Ahmedabad
The West Bengal Tax Penalty and 57.10 57.10 2008-09 West Bengal Commercial Taxes Ap-
VAT Act 2003 Interest pellate and Revisional Board
105.80 105.80 2009-10 West Bengal Commercial Taxes Ap-
pellate and Revisional Board
430.01 430.01 2011-12 Dept. Commissioner Kolkata
Madhya Pradesh VAT Tax Penalty and 9.01 9.01 2009-10 Additional Commissioner Appeals
Act 2002 Interest 6.59 659 2009-10 Additional Commissioner Appeals
126.43 126.43 2013-14 Additional Commissioner Appeals
45.00 45.00 2013-14 Additional Commissioner Appeals
Gujarat VAT Act Tax Penalty and 261.72 261.72 2006-07 Gujarat VAT Tribunal
2003 Interest
Maharashtra VAT Tax Penalty and 145.10 145.10 2006-07 Dept. Commissioner of Sales Tax
Act 2002 Interest 15.14 15.14 2007-08 Joint Commissioner of Sales Tax
789.18 789.18 2008-09 Dept. Commissioner of Sales Tax
40.35 40.35 2009-10 Additional Commissioner Appeals
0.82 0.82 2014-15 Additional Commissioner Appeals
New Delhi VAT matter Tax Penalty and Interest 501.57 501.57 2012-13 & 2013-14 Objection Hearing Authority Sales Tax department Delhi
Income Tax Act Tax Penalty and 102.52 102.52 2012-13 Commissioner (Appeals)
1961 Interest 778.62 778.62 2005-06 to 2011-12 Income Tax Appellate Tribunal
18.54 18.54 2004-05 Supreme Court
Tamil Nadu Mineral Concession Rules 39.87 39.87 2006-07 Principal Secretary / Joint Secretary Industries

(viii) In our opinion and according to the information explanations given to us theCompany has not defaulted in repayment of loans and borrowings to the banks and financialinstitutions. The Company did not have any outstanding loans and borrowings to Governmentand outstanding dues to debenture holders during the year.

(ix) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not raised any moneys by way ofinitial public offer or further public offer (including debt instruments) during the year.In our opinion and according to the information and explanations given to us the termloans taken by the Company have been applied for the purpose for which they are raised.

(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by themanagement.

(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

(xii) In our opinion and according to the information explanations given to us theCompany is not a Nidhi company and the Nidhi Rules 2014 are not applicable to it.Accordingly paragraph 3 (xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the standalone Ind AS financial statements as requiredby applicable accounting standards.

(xiv) According to the information and explanations given 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. Accordingly paragraph 3 (xiv) of the Order is not applicable to the Company.

(xv)and 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 any non-cashtransactions with directors or persons connected with them. Accordingly paragraph 3 (xv)of the Order is not applicable to the Company.

(ix) In our opinion and according to the information and explanations given to us theCompany is not required to be registered under Section 45-IA of the Reserve Bank of IndiaAct 1934. Accordingly paragraph 3 (xvi) of the Order is not applicable to the Company.

For B S R & Co. LLP
Chartered Accountants
Firm's Registration No : 101248W/W-100022
Vikas R Kasat
Partner
Membership No: 105317
Mumbai
16 May 2017

Annexure B to the Independent Auditors' Report – 31 March 2017

(Referred to in our report of even date)

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 JMCProjects (India) Limited ("the Company") as of 31 March 2017 inconjunction with our audit of the standalone Ind AS financial statements of the Companyfor 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 Reportingissued 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 safeguarding ofits 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 (‘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 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 Act to the extent applicable to an auditof internal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the ICAI of India. Those Standards and the Guidance Note require thatwe comply with ethical requirements and plan and perform the audit to obtain reasonableassurance about 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 Auditors' judgement including the assessment of the risks ofmaterial misstatement of the standalone Ind AS financial statements whether due to fraudor 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 Standalone Ind AS financial statements for external purposes in accordancewith generally 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 the Standaloneof Ind AS financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and (3) providereasonable assurance regarding prevention or timely detection of unauthorised acquisitionuse or disposition of the company's assets that could have a material effect on theStandalone Ind AS 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 2017 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 ICAI.

For B S R & Co. LLP

Chartered Accountants

Firm's Registration No : 101248W/W-100022

Vikas R Kasat

Partner

Membership No: 105317

Mumbai

16 May 2017