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RTS Power Corporation Ltd.

BSE: 531215 Sector: Engineering
NSE: N.A. ISIN Code: INE005C01017
BSE LIVE 15:26 | 18 Aug 30.55 -0.70
(-2.24%)
OPEN

31.30

HIGH

32.80

LOW

30.50

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 31.30
PREVIOUS CLOSE 31.25
VOLUME 1847
52-Week high 38.90
52-Week low 24.20
P/E 13.40
Mkt Cap.(Rs cr) 25
Buy Price 30.55
Buy Qty 4.00
Sell Price 32.75
Sell Qty 100.00
OPEN 31.30
CLOSE 31.25
VOLUME 1847
52-Week high 38.90
52-Week low 24.20
P/E 13.40
Mkt Cap.(Rs cr) 25
Buy Price 30.55
Buy Qty 4.00
Sell Price 32.75
Sell Qty 100.00

RTS Power Corporation Ltd. (RTSPOWERCORPN) - Auditors Report

Company auditors report

To the Members of

RTS Power Corporation Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of RTS PowerCorporation Limited (‘the Company’) which comprise the Balance Sheet as at 31stMarch 2016 the Statement of Profit and Loss and the Cash Flow Statement for the yearthen ended and a summary of significant accounting policies and other explanatoryinformation.

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 preparationand presentation of these standalone financial statements that give a true and fair viewof the financial position financial performance and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone financial statements that give a true andfair view and are free from material misstatement 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 accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions 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 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 standalone financial statements. The procedures selected depend onthe auditor’s judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany’s preparation of the financial statements that give a true and fair view inorder to design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company’s Directors as wellas evaluating 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 standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2016 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 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 we give in the Annexure ‘A’ statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by Section 143 (3) of the Act we report that: i. 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. ii. In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books. iii. The Branch Auditor’s report in respect of branchesnot visited by us have been properly dealt with in preparing our report. iv. The BalanceSheet the Statement of Profit and Loss and the Cash flow Statement dealt with this Reportare in agreement with the books of account. v. In our opinion the aforesaid standalonefinancial statements comply with the Accounting Standards specified under Section 133 ofthe Act read with Rule 7 of the Companies (Accounts) Rules 2014. vi. On the basis of thewritten representations received from the directors as on 31st March 2016 taken on recordby the Board of Directors none of the directors is disqualified as on 31st March 2016from being appointed as a director in terms of Section 164 (2) of the Act. vii. Withrespect to the adequacy of the internal financial controls over financial reporting of theCompany and the operating effectiveness of such controls refer to our separate report in"Annexure B"; and viii. With respect to the other matters to be included in theAuditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014 in our opinion and to the best of our information and according to theexplanations given to us: i. The Company has disclosed the impact of pending litigationson its financial position in its standalone financial statements as referred to in NoteNo. 33 to the standalone financial statements. ii. The Company did not have any long-termcontracts including derivative contracts for which there were any material foreseeablelosses. iii. There has been no delay in transferring the amounts required to betransferred to the

Investor Education and Protection Fund by the Company.

For A.C. Bhuteria & Co.
Chartered Accountants
Firm Regn. No. 303105E
Rahul Sethia
Place: Kolkata Partner
Dated : 30th May 2016 Membership No.: 303931

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITORS REPORT REFERRED TO IN PARAGRAPH 1UNDER THE HEADING OF "REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OURREPORT OF EVEN DATE. i. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets have been physically verified by the management in a phasedmanner during the year which in our opinion is reasonable having regard to the size ofthe Company and nature of its business. No material discrepancies were noticed on suchverification. (c) According to the information and explanations given to us and on thebasis of our examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company. ii. Physical verification of inventorieshas been conducted at reasonable intervals by the management. No material discrepancieswere noticed on physical verification as compared to book record. iii. The Company has notgranted any loan secured or unsecured to Companies / firms/ parties covered in theregister maintained under Section 189 of the Companies Act 2013 (‘the Act’).Accordingly paragraphs 3(iii)(b) & 3(iii)(c) of the Order are not applicable to theCompany. iv. In our opinion and according to the information and explanations given to usthe Company has not given any loan/guarantee/security to or on behalf of any partyreferred to in Section 185 of the Companies Act 2013. The Company has complied withSection 186 in respect of loans and investments made. The Company has not given anyguarantee or provided any security in connection with a loan to any body corporate or anyother person. v. On the basis of our examination of books and records of the Company inour opinion and according to the information and explanations given to us the Company hasnot accepted deposits during the year and therefore the directives issued by the Reservebank of India and the provisions of Sections 73 to 76 or any other relevant provisions ofthe Companies Act 2013 and the rules framed there under are not applicable to the Company.vi. We have broadly reviewed the cost records maintained by the Company pursuant to theCompanies (Cost Records and Audit) Rules 2014 prescribed by the Central Government underSection 148(1) of the Companies Act 2013 and are of the opinion that prima facie theprescribed cost records have been maintained. We have however 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 thebasis of our examination of the books and records of the Company the Company is generallyregular in depositing undisputed statutory dues including provident fund employee’sstate insurance income tax sales tax service tax duty of customs duty of excisevalue added tax and other statutory dues as applicable to it with appropriate authorities.

According to the information and explanations given to us and on the basis of ourexamination of the books and records of the Company no undisputed amounts payable inrespect of provident fund income tax sales tax value added tax duty of customsservice tax cess and other material statutory dues were in arrears as at 31 March 2016for a period of more than six months from the date they became payable except as under:

Name of the Statute Nature of Dues Amount (Rs. ) Financial Year to which the amount relates
Rajasthan Tax on Entry of Goods in Local Area Act 1999 Entry Tax 2095481 2014-2015

b. According to the information & explanation give to us there are no dues ofIncome tax and other applicable Statutory Dues which have not been deposited on account ofany dispute except as under:

Name of the Statute Nature of Dues Amount (Rs. ) Period Forum where dispute is pending
Rajasthan VAT/CST VATCST 733527/- 2007-08 Tax Board Rajasthan
Interest Penalty 993285/- 2008-09
on Freight 872954/- 2009-10
and insurance 1121471/- 2010-11
recovered 2112544/- 2011-12
West Bengal VAT VAT 4046172/- 2009-10 Appellate & Revision Board of Sales Tax
West Bengal VAT VAT 20421568/- 2010-11 Joint Commissioner of Sales Tax
Central Sales Tax CST 1896071/- 2010-11 Joint Commissioner of Sales Tax
Central Sales Tax CST 1500753/- 2011-12 Joint Commissioner of Sales Tax

viii. Based on our audit procedures and as per the information & explanation givenby the management the Company has not defaulted in repayment of loans or borrowings tofinancial Institution or Banks. The Company has not issued any debentures.

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. The Company has not given any guaranteefor loan taken by others from banks and financial institution.

x. On the basis of our examination of books and records of the Company and according tothe information and explanation provided to us no fraud by the Company or on the Companyby its officers or employees has been noticed or reported during the year.

xi. According to the information and explanations give 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 Companies Act 2013. xii. In our opinion andaccording to the information and explanations given to us the Company is not a nidhicompany. Accordingly paragraph 3(xii) of the Order is not applicable.

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 Companies Act 2013 where applicable anddetails of such transactions have been disclosed in the financial statements as requiredby the applicable accounting standards.

xiv. In our opinion and according to the information and explanations give to us andbased on our examination of the records of the Company the Company has complied withprovisions of Section 42 of the Companies Act 2013 in respect of preferential allotment ofPreference shares made during the year. The Company has not made any preferentialallotment or private placement of fully or partly convertible debentures during the year.The amount raised by preferential allotment of shares has been used for the purposes forwhich it was raised.

xv. The company has not entered into any non cash transaction with directors or personsconnected with him under section 192 of the Companies Act 2013. xvi. The Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.

For A.C. Bhuteria & Co.
Chartered Accountants
Firm Regn. No. 303105E
Rahul Sethia
Place: Kolkata Partner
Dated : 30th May 2016 Membership No.: 303931

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 RTS PowerCorporation Ltd ("the Company") as of 31 March 2016 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 safeguardingof its 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.

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 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 auditinvolves performing procedures to obtain audit evidence about the adequacy of the internalfinancial controls system over financial reporting and their operating effectiveness. Ouraudit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor’s judgment including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error. We believe thatthe audit evidence we have obtained is sufficient and appropriate to provide a basis forour audit opinion on the Company’s internal financial controls system over financialreporting.

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 regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial 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 31 March 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.

Other Matters

Our aforesaid reports under Section 143(3)(i) of the Act on the adequacy and operatingeffectiveness of the internal financial controls over financial reporting insofar as itrelates to 6 branches is based on the corresponding reports of the branch auditors ofsuch branches.

For A.C. Bhuteria & Co.
Chartered Accountants
Firm Regn. No. 303105E
Rahul Sethia
Place: Kolkata Partner
Dated : 30th May 2016 Membership No.: 303931