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NESCO Ltd.

BSE: 505355 Sector: Others
NSE: NESCO ISIN Code: INE317F01035
BSE LIVE 15:40 | 23 Oct 531.75 -3.95
(-0.74%)
OPEN

535.50

HIGH

535.50

LOW

515.00

NSE 15:57 | 23 Oct 528.50 -6.90
(-1.29%)
OPEN

535.40

HIGH

536.05

LOW

520.90

OPEN 535.50
PREVIOUS CLOSE 535.70
VOLUME 3261
52-Week high 590.85
52-Week low 324.20
P/E 20.86
Mkt Cap.(Rs cr) 3,746
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 535.50
CLOSE 535.70
VOLUME 3261
52-Week high 590.85
52-Week low 324.20
P/E 20.86
Mkt Cap.(Rs cr) 3,746
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

NESCO Ltd. (NESCO) - Auditors Report

Company auditors report

To

The Members of

NESCO LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of NESCOLIMITED ('the CompanyRs.) which comprise the Balance Sheet as at 31 March 2017 theStatement of Profit and Loss (including other comprehensive income) the Cash FlowStatement and the Statement of changes in equity for the year then ended and a summary ofthe significant accounting policies and other explanatory information (herein afterreferred to as Rs.Standalone Ind AS Financial StatementsRs.).

Management's Responsibility for the Standalone Ind AS 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 Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Act read with relevant rules issued thereunder. 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 standalone Ind As financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's 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 in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with the ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe 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 auditor's 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 Rs.PROFIT' (including othercomprehensive income) its cash flows and the changes in equity for the year ended on thatdate.

Other matters

The comparative financial information of the Company for the year ended 31 March 2016and the transition date opening balance sheet as at 01 April 2015 included in thesestandalone Ind AS financial statements are based on the statutory financial statementsprepared in accordance with the Companies (Accounting Standards) Rules 2006 audited by uswhose report for the year ended 31 March 2016 and 31 March 2015 dated 30 May 2016 and 23May 2015 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 on the standalone Ind AS financial statements and our report on Other Legaland Regulatory Requirements below is not modified in respect of these matters.

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 of India in terms of Section 143 (11) of the Act we givein Rs.Annexure A' 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 theCompany so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss the Cash Flow Statement andthe statement of changes in equity dealt with by this Report are in agreement with thebooks of account.

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Accounting Standards specified under Section 133 of the Act read with relevant ruleissued thereunder;

(e) On the basis of written representations received from the directors as on 31 March2017 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2017 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 controls refer to ourseparate Report in Rs.Annexure B' and

(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 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 financial Statements - Refer Note 25(b)(c) and (d) to the financialstatements.

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 to theInvestor Education and Protection Fund by the Company; and

iv. The Company has provided requisite disclosures in the standalone Ind AS financialstatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom 08 November 2016 to 30 December 2016. Based on audit procedures and relying on themanagement representation we report that the disclosures are in accordance with the booksof accounts maintained by the Company and as produced to us by the Management. Refer Note46 to the Standalone Ind AS Financial Statements.

For Manubhai & Shah LLP

Chartered Accountants

FRN. 106041W/W100136

Ashish Shah

Partner

Membership No: 103750

Mumbai 29 May 2017

ANNEXURE Rs.A' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under Rs.Report on Other Legal and RegulatoryRequirements" Section 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) The Company has regular programme of physical verification of its fixed assets bywhich all the assets are verified in a phased manner over a period of 3 years. In ouropinion this periodicity of physical verification is reasonable having regard to the sizeof the Company and the nature of its assets. We are informed that no materialdiscrepancies were noticed in respect of the assets physically verified during the year.

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 the immovable properties areheld in the name of company unless otherwise stated (refer note 10 of Fixed Asset)

ii. The physical verification of inventory has been conducted at reasonable intervalsby the management during the year and the discrepancies noticed on physical verificationof inventory as compared to book records were not material and have been appropriatelydealt with in the books of account.

iii. According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to Companies firms Limited LiabilityPartnerships (LLP) or other parties covered in the register maintained under Section 189of the Companies Act 2013. Accordingly the provisions stated in paragraph 3 (iii) (a) to(c) of the order are not applicable to the Company.

iv. In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Section 185 and 186 of the Companies Act 2013with respect to the loans and Investments made and guarantees and security provided by it.

v. The Company has not accepted any deposits from public in accordance with theprovisions of Section 73 to 76 of the Companies Act 2013 and Rules framed there under tothe extent notified.

vi. Pursuant to the Rules made by the Central Government of India the Company isrequired to maintain cost records as specified under the provisions of sub-section (1) ofSection 148 of the Act in respect of its products. We have broadly reviewed the same andare of the opinion that the prescribed accounts and records have been made andmaintained. We have not however made a detailed examination of the records with a view todetermine whether they are accurate and complete.

vii. a) According to the records of the Company and as per the information andexplanations given to us the Company has been generally regular in depositing withappropriate authorities undisputed statutory dues including provident fund employees'state insurance income-tax sales-tax wealth tax service tax duty of customs duty ofexcise value added tax cess and any other statutory dues applicable to it.

According to the information and explanation given to us no undisputed amounts arepayable in respect of Provident fund employees' state insurance income-tax sales-taxwealth tax service tax duty of customs duty of excise value added tax cess and anyother statutory dues which were applicable to it were in arrears as at 31 March 2017 fora period of more than six months from the date they became payable.

b) According to the information and explanation given to us the following dues havenot been deposited by the Company on account of disputes with appropriate authorities

Name of the Statute Nature of the Dues Financial Year Amount (Rs. in Lakhs) Forum where dispute is pending
The Income Tax Act 1961 Assessment Dues 2006-07 14.66 Dy. Commissioner of Income Tax
2007-08 7.07 ITAT
2009-10 38.63 ITO
2010-11 113.09 ITO
2011-12 13.15 ITO
2012-13 0.18 ITO
2013-14 26.48 ITO

viii. The Company does not have any loans or borrowings from any financial institutionbanks government dues to debenture holders during the year. Accordingly paragraph3(viii) of the Order is not applicable.

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. Accordinglyparagraph 3 (ix) of the Order is not applicable.

x. 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 year nor have been informed of any such case by the management.

xi. According to the information and explanation 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 ofSections 197 read with Schedule V of the Companies Act 2013.

xii. 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.

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 financial statements as required by the applicableaccounting 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 under review. Accordingly the provisions of clause 3 (xiv) of the Order are notapplicable to the Company.

xv. 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 its directors or persons connected with him. Hence provisions ofSection 192 of the Act are not applicable.

xvi. In our opinion the Company is not required to be registered under Section 45 IAof the Reserve Bank of India Act 1934.

For Manubhai & Shah LLP

Chartered Accountants

FRN. 106041W/W100136

Ashish Shah

Partner

Membership No: 103750

Mumbai

29 May 2017

ANNEXURE 'B' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2(f) under "Report on Other Legal and RegulatoryRequirements" Section of our report of even date)

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 NescoLimited ('the companyRs.) as on 31 March 2017 in conjunction with our audit of theStandalone Ind AS 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 controlsstated in the Guidance Note on Audit of Internal Financial Controls over FinancialReporting issued by the Institute of Chartered Accountants of India ('ICAIRs.). Theseresponsibilities include design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherance to the Company's policies the safeguarding ofits assets the prevention and detection of fraud and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

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 Rs.Guidance NoteRs.) and the Standards on Auditing issued by ICAI and deemed to beprescribed under Section 143 (10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountant 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 procedure 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 judgments including the assessment of the risk ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that 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 detail accurately 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 principles and that receipts andexpenditures 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 statement.

Inherent limitation of Internal Financials Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrol material misstatement due to error or fraud may recur and not detected. Alsoprojections of any evaluation of the internal financial controls over financial reportingto future periods are subject to the risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that thedegree of compliance with policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as on 31 March 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Manubhai & Shah LLP

Chartered Accountants

FRN. 106041W/W100136

Ashish Shah

Partner

Membership No: 103750

Mumbai 29 May 2017.