The Members of
ROOPA INDUSTRIES LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of Roopa Industries limited (theCompany)which comprise the Balance Sheet as at 31sMarch 2017 the Statementof Profit and Loss and the Cash Flow Statement for the year then ended and a summary ofthe significant accounting policies and other explanatory information for the year thenended.
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 of thesefinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with theaccounting principlesgenerally accepted in India including the Accounting Standards prescribed under section133 of the Act as applicable.
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 judgements 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 financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.
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 thereunder andthe Order under section 143 (11) ofthe Act.
We conducted our audit of the financial statements in accordance with the Standards onAuditing specified under Section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement. Anaudit involves performing procedures to obtain audit evidence about the amounts and thedisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.
In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the financial statements that give a true andfair view in order to design audit procedures that are appropriate in the circumstances.An audit also includes evaluating the appropriateness of the accounting policies used andthe reasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the afore said financial statements give the information required by the Actin the manner so required and give atrue and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31sMarch2017 and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. 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 and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.
d) In our opinion the aforesaid financial statements comply with the AccountingStandards prescribed under section 133 of the Act as applicable.
e) On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in termsof 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 A.
g) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule11 ofthe Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:
(i) There are no pending litigations which would impact the financial position of thecompany;
(ii) The Company has no foreseeable losses on long-term contracts and has no derivativecontracts outstanding as at 31st March2017;
(iii) The company has no duesrequired to be transferred to the Investor Education andProtection Fund;
(iv) The Company has provided requisite disclosures in the financial statements as toholding as well as dealings in Specified Bank Notes during the period from 8thNovember2016 to 30thDecember 2016. Based on audit procedures and relying on themanagement representation we report that the disclosures are in accordance with books ofaccount maintained by the Company and as produced to us by the Management - Refer Note 15to the financial statements.
2. As required by the Companies (Auditor's Report) Order 2016 (the Order) issued bythe
Central Governmentin terms of Section 143(11) of the Act we give in Annexure B astatement
on the matters specified in paragraphs 3 and 4 of the Order.
For S T Mohite & Co.
(M. No. 015635)
Place : Hyderabad
Date : 30thMay 2017
ANNEXURE-A TO THE INDEPENDENT AUDIT REPORT
Annexure A To The Independent Auditor's Report Of Even Date On The Financial Statementsof Roopa Industries Limited
(Referred to in paragraph (f) under Report on Other Legal and RegulatoryRequirements' of 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
We have audited the internal financial controls over financial reporting of RoopaIndustries Limited ("the Company") as of March 31st 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 based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India. 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 safe guarding 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") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under Section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that We comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31st 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.
For S T Mohite & Co.
(M. No. 015635)
Place : Hyderabad
Date : 30hMay 2017
"Annexure B" to the Independent Auditors' Report (referred to in Paragraph 1of the section on "Report on other legal and regulatory requirements" of ourReport of even date)
Ref.to CARO Report by Independent Auditors
3(i) Fixed Assets
3(i)(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.
3(i)(b) As explained to us all the fixed assets have been physically verified by themanagement in a phased periodical manner which in our opinion is reasonable havingregard to the size of the Company and nature of its assets. No material discrepancies werenoticed on such physical verification.
3(i)(c) According to the information and explanations given to us and the recordsexsamimed by us and based on the examination of sale deeds conveyance deeds encomberancecertificates verified by us we report that the title deeds comprising all the immovableproperties of lands and buildings which are free hold are in the name of the company asat date of the balance sheet.
As explained to us the inventories has been physically verified during the year by themanagement at regular intervals .In our opinion the frequency of such verification isreasonable.
3(iii) Loans to parties covered by Sec.189 of the Companies Act2013 ("The Act)
3(iii) (a) According to the information and explanation given to us the company hasduring the
3(iii) (b) partnerships firms or other parties covered in the register required to bemaintained U/
3(iii) (c) s 189 of the Act. Accodingly paragraph 3(iii) of the Order is not applicableto the company.
3(iv) Loans guaranteessecurities to and investments in other companies
In our opinion and according to the information and explanation given to us thecompany has no transactions for compliance u/s 185 and complied with the provisions ofSec. 186 of the Act with respecitve investments and guarantees.
3(v) Acceptance of deposits
The company has not accepted any deposits and hence paragraph 3(5) of the order is notapplicable to the company.
3(vi) Maintenance of cost records
The maintanance of cost records as specified by the Central Government Under Section148(1) of the Companies Act 2013('The Act') is applicable to the company for theFinancial Year ending 31.03.2017. We have broadly verified the cost records maintained bythe company under Section 148(1)of the Act and we are of the opinion that prima faciethe prescribed accounts and cost records have been maintained. We are however notrequired to and not carreid out any a detailed examination of such accounts and recordswith a view to determining whether they are or complete or accurate.
3(vii) Statutory Dues
3(vii)(a) According to the records examined by us the company is depositing withappropriate authorities undisputed statutory dues with delays including Provident fundEmployee state insurance Sales tax Service tax Customs duty Excise duty Value addedtax cess and other statutory dues where ever applicable. According to the information andexplanation given to us no undisputed arrears of statutory dues were outstanding exceptto the extent of Rs. 45.56 Lakhs in respect of Provident Fund VAT dues and Advance tax ason the last date of the financial year for a period of more than six months from the datethey became payable.
3(vii) (a) According to the information and explanation given to us there are nomaterial dues of statutory dues of Income tax sales tax Service tax Customs dutyExcise duty Value added tax cess and other dues that have not been deposited on accountof any dispute except the following dues of income tax have not been deposited by thecompany on account of pending disputes as detailed here under.
Ref.to CARO Report by Independent Auditors
|Name of the Statute ||Nature of Dues ||Total Amount (Rs.) ||Period to which the amt. relates ||Forum where dispute is pending |
|1 The Income Tax Act 1961 ||Disallowance of Depreciation ||13.08 Lakhs ||1996 ||Appeal filed by the department and pending before Andhra Pradesh High Court. |
8 3(viii) Defaults in repayments to Financial Institutions/Banks/Debenture holders
The company has borrowed Term loans and working capital loans from banks and has notissued any debentures. According to the information and explanation given to us and basedon our verification the company in our opinion has not defaulted but there have beendelays in the payment/ repayments of loans or borrowings to the banks.
9 3(ix) Initial public offer/further offer
In our opinion and according to the information and explanation given to us thecompany has not made any initial public offer or further public offer of securites(including debt insturments) and the term loans have been applied by the company duringthe year for the purposes for which they are raised.
10 3(x) Frauds by or on the company
Based upon the audit procedures performed and to the best of our knowledge andaccording to the information and explanation given to us by the management we report thatno fraud by the company and no material fraud on the company by its officers or employeeshas been noticed are reported during the course of our audit.
11 3(xi) Managerial Remuneration
The company has paid/provided managerial remuneration to its whole time directorsduring the year and in our opinion and according to the information and explanation givento us such managerial remuneration is according with the provisions of section 197 of theAct read with Schedule V to the Act.
12 3(xii) Nidhi company
In our opinion and according to the information and explanation given to us thecompany is not a nidhi company and hence paragraph 3(xii) of the order is not applicableto the company.
13 3(xiii) Transactions with Related parties
As explained to us and as per records of the company in our opinion the transactionswith related parties are in compliance with provisions of section 177 and section 188 ofthe Act and the details have been disclosed in the financial statements as required by theapplicable accounting standards.
14 3(xiv) Preferential allotment u/s 62 or private placement u/s 42 of the Act
According to the records of the company it has not made any preferential allotment ofsecurities U/s 62 during the year. The Company has not made private placement of shares orfully/partly convertible debentures U/s. 42 of the Act during the year under report forsuch Private Placement.
15 3(xv) Non-cash transactions with directors u/s 192 of the Act
According to the records of the company the company has not entered during the year into any non cash transactions with directors or directors of its subsidiaries or personsconnected with him and hence provisions of Sec 192 of the Act and paragraph 3(xv) of theOrder is not applicable to the company.
16 3(xvi) Registration u/s 45-1A of Reserve Bank of India Act1934
The company is not required to be registered under section 45-1A of the Reserve bank ofIndia Act 1934 and hence paragraph 3(xvi) of the order is not applicable to the company.
For S T Mohite & Co.
(M. No. 015635)
Place : Hyderabad
Date : 30th May 2017