Nuway Organic Naturals India Ltd.
|BSE: 531819||Sector: Others|
|NSE: N.A.||ISIN Code: INE414L01012|
|BSE 15:29 | 18 Jan||Stock Is Not Traded.|
|NSE 05:30 | 01 Jan||Stock Is Not Traded.|
|BSE: 531819||Sector: Others|
|NSE: N.A.||ISIN Code: INE414L01012|
|BSE 15:29 | 18 Jan||Stock Is Not Traded.|
|NSE 05:30 | 01 Jan||Stock Is Not Traded.|
THE MEMBERS OF NUWAY ORGANIC NATURALS (INDIA) LIMITED.
Report on the Financial Statements
We have audited the accompanying financial statements of Nuway Organic Naturals(India) Limited ("the Company") which comprise the Balance Sheet as at 31/03/2017the Statement of Profit and Loss for the year then ended and a summary of thesignificant 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 position andfinancial performance of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of 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 financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
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 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 judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor 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 Directors as well as evaluating the overall presentationof the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our qualified audit opinion on the financial statements.
Basis for Qualified Opinion
1. The company has not provided us details in respect of pending litigations andtherefore has not disclosed the impact of pending litigations which describes theuncertainty related to the outcome of the litigations filed against the company.
2. The company has not conducted the physical verification of the inventory held at theend of the year and also not provided us the sufficient documents in respect ofverification and valuation of stock. Accordingly we are unable to satisfy ourselvesconcerning the inventory quantities held at 31st March 2017 which are stated in theBalance Sheet at Rs.155.24 Lac as per Schedule No 15 of the Financial Statements.
3. The company has not provided us any confirmation in respect of balances of tradereceivables loans advances other current assets Trade payables and current liabilitiesfrom the parties. Accordingly we are unable to satisfy ourselves about the authenticity ofbalances as stated in the Financial Statements.
4. In respect of other expenditure amounting to Rs. 46.85 lac as stated in Schedule No26 pertaining to L-13 expenses no details were produced to us for verification .
5. Confirmation in respect of bank balances lying in Current A/c's as well as FixedDeposits were not provided.
As a result of these matters we were unable to determine whether any adjustments mighthave been found necessary in respect of recorded or unrecorded inventories accountsreceivable advances and current liabilities in the Balance Sheet and the correspondingelements making up the Statement of Profit and Loss and Cash Flow Statement.
In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the matter described in the Basis for qualifiedopinion paragraph the aforesaid financial statements give the information required bythe 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 31/03/2017 and its Loss & its cash flows for the yearended on that date.
Emphasis of matter
Without qualifying our opinion we draw attention to Note 2(a) in the financialstatements which discloses the premise upon which the Company has prepared its financialstatements by applying the going concern assumption notwithstanding that its net worthhas been fully eroded the Company incurred accumulated losses of Rs. 36.58 Cr. till theyear ended 31st March 2017 .These conditions indicate the existence of a materialuncertainty that may cast significant doubt about the Company's ability to continue as agoing concern.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditors' Report) Order2016("the Order")issued by the Central Government of India in terms of sub section (11) of section 143 ofthe Companies Act 2013. We give in the Annexure A statements on the mattersspecified 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) Except for the effects of the matter described in the Basis for qualified opinionparagraph 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 and dealt with by this
Report are in agreement with the books of account.
(d) Except for the effects of the matter described in the Basis for qualified opinionparagraph 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 31/03/2017taken on record by the Board of Directors none of the directors is disqualified as 31/03/2017from being appointed as a director in terms of Section 164 (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 be included in the Auditor's Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in ouropinion and to the best of our information and according to the
explanations given to us:
i. The Company has not disclosed the impact of pending litigations on its financialposition in its financial statements.
ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts.
iii. There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
iv. The company has not provided requisite disclosures in the financial statements asto the holdings as well as dealings in Specified Bank Notes during the period from 8thNovember 2016 to 30th December 2016.
Annexure - A to the Auditors' Report
Reports under The Companies (Auditor's Report) Order 2017 (CARO 2017) for the yearended on 31st March 2017
The Members of NUWAY ORGANICS NATURAL INDIA LTD.
(1) In Respect of Fixed Assets
(a) The company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) Fixed assets have not been physically verified by the management at reasonableintervals; No material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us title deeds are in nameof company.
(2) In Respect of Inventories
Physical verification of inventory has not been conducted at reasonable intervals bythe management.
(3) Compliance under section 189 of The Companies Act 2013
According to the information and explanations given to us the Company has not grantedany laws secured or unsecured to Companies Firms Limited Liability Partnerships orother parties covered in the register maintained under Section 189 of the Companies Act2013. Accordingly reporting under clauses 3 (iii) (a) (b) and )c) of the Order does notarise.
(4) Compliance under section 185 and 186 of The Companies Act 2013
According to the information and explanations given to us the company has not advancedany loan given any guarantee or provided any security to the parties covered underSection 185. The Company has not given any loan or made any investment covered underSection 186 of the Companies Act 2013. Accordingly reporting under clause 3(iv) of theorder does not arise.
(5) Compliance under section 73 to 76 of The Companies Act 2013 and Rulesframed there under while accepting Deposits
According to the information and explanations given to us the company has not acceptedany deposits within the meaning of section 73 to 76 or any other relevant provisions ofthe Companies Act 2013 and the rules framed there under. Accordingly reporting underclause 3(v) of the Order does not arise.
(6) Maintenance of cost records
According to the information and explanations given to us and the records of theCompany examined by us in our opinion the Company is not required to maintain costrecords pursuant to the Rules made by the Central Government for the maintenance of costrecords under sub-section (1) of section 148 of the Companies Act 2013.
(7) Deposit of Statutory Dues
(a) The company is regular in depositing with appropriate authorities statutory duesincluding provident fund employees' state insurance income tax sales-tax service taxduty of customs duty of excise value added tax cess and any other statutory duesapplicable to it.
(b) There was no information and explanations given by the management regardingdisputes with the revenue authorities regarding any duty or tax payable.
(8) Repayment of Loans and Borrowings
As per the information and explanations given by the management we are of the opinionthat the company has not defaulted in repayment of dues to a financial institution bankor debenture holders.
(9) Utilization of Money Raised by Public Offers and Term Loan For which theyRaised
During the year there was no money raised by public offer or term loans
(10) Reporting of Fraud During the Year
Based on our audit procedures and the information and explanation made available to usno such fraud noticed or reported during the year.
(11) Managerial Remuneration
Managerial remuneration has been paid or provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct.
(12) Compliance by Nidhi Company Regarding Net Owned Fund to Deposits Ratio
As per information and records available with us the company is not Nidhi Company.
(13) Related party compliance with Section 177 and 188 of companies Act - 2013
Yes All transactions with the related parties are in compliance with section 177 and188 of Companies Act 2013 where applicable and the details have been disclosed in theFinancial Statements etc. as required by the applicable accounting standards.
(14) Compliance under section 42 of Companies Act - 2013 regarding Privateplacement of Shares or Debentures
The company has not made any preferential allotment or private placement.
(15) Compliance under section 192 of Companies Act - 2013
The company has not entered into any non-cash transactions with directors or personsconnected with him.
(16) Requirement of Registration under 45-IA of Reserve Bank of India Act 1934
The company is not required to be registered under section 45-IA of the Reserve Bank oflndia Act.
Annexure - B to the Auditors' Report
Report on the Internal Financial Controls under Clause (i) of Subsection 3 of section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of NUWAYORGANICS NATURAL INDIA LTD ("the Company") as of 31 March 2017 inconjunction with our audit of the financial statements of the Company for the year endedon 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.
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 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 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.
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 Institute of CharteredAccountants of India.