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Salona Cotspin Ltd.

BSE: 590056 Sector: Industrials
NSE: SALONA ISIN Code: INE498E01010
BSE LIVE 14:53 | 21 Nov 132.00 -0.70
(-0.53%)
OPEN

138.40

HIGH

140.00

LOW

132.00

NSE 15:45 | 21 Nov 132.40 -0.90
(-0.68%)
OPEN

133.30

HIGH

138.50

LOW

131.15

OPEN 138.40
PREVIOUS CLOSE 132.70
VOLUME 598
52-Week high 160.70
52-Week low 32.05
P/E 30.91
Mkt Cap.(Rs cr) 69
Buy Price 132.00
Buy Qty 18.00
Sell Price 137.00
Sell Qty 100.00
OPEN 138.40
CLOSE 132.70
VOLUME 598
52-Week high 160.70
52-Week low 32.05
P/E 30.91
Mkt Cap.(Rs cr) 69
Buy Price 132.00
Buy Qty 18.00
Sell Price 137.00
Sell Qty 100.00

Salona Cotspin Ltd. (SALONA) - Auditors Report

Company auditors report

To The Members of SALONA COTSPIN LIMITED COIMBATORE

1. Report on the Financial Statements

We have audited the accompanying financial statements of SALONA COTSPIN LIMITED("The Company") which comprise of the Balance Sheet as at 31st March 2016 andthe Statement of profit and Loss and Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information.

2. Management’s Responsibility for the Financial Statements

The Board of Directors is responsible for the matters stated in section 134(5) of theCompanies Act 2013 ("the Act") with respect to the preparation and presentationof these financial statements that give true and fair view of the financial positionfinancial performance and cash flows of the company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified u/s133 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 the safeguarding the assets of the Company and forpreventing and detecting the 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 financialstatement that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

3. Auditors’ Responsibility

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.

We conducted our audit in accordance with the Standards on Auditing specified u/s143(10) of the Act. Those standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether the financialstatements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company’spreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company’s Directors as well as evaluating theoverall 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 in the financial statements.

4. Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid 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.

5. 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 in terms of Section 143(11) of the Act we give in the 'AnnexureA' a statement on the matters specified in paragraphs 3 and 4 of the Order to theextent applicable.

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 purpose of our audit;

b) In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;

c) The Balance Sheet the Statement of Profit and Loss and Cash Flow Statement dealtwith by this report are in agreement with the books of account;

d) In our opinion the financial statements comply with the Accounting Standardsspecified u/s 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 March31 2016 taken on record by the Board of Directors none of the Directors is disqualifiedas on March 31 2016 from being appointed as a Director in terms of Section 164 (2) ofthe Act;

f) With respect to the adequacy of internal financial controls over financial reportingof the company and the operating effectiveness of such controls we have given our separatereport in 'Annexure B'

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 explanation given to us:

i. The Company has 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. However the company has not entered into any derivative contracts.

iii. The company has no amounts required to be transferred to Investor Education andProtection Fund.

For VKS AIYER & CO

Chartered Accountants ICAI Firm Reg No. 000066S

V.S. SRINIVASAN

Partner

Membership No. 13729

Place: Coimbatore Dated: 27th May 2016

Annexure referred to in Paragraph 5(1) of our report of even date:

We report that:

1. In respect of fixed assets:

a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.

b) As explained to us the fixed assets have been physically verified by the managementduring the year 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.

c) The title deeds of all the immovable properties of the Company shown under the FixedAssets schedule are held in the name of Company.

2. In respect of Inventories:

As explained to us inventories have been physically verified by the management atregular intervals during the year. In our opinion the frequency of such verification isreasonable and no discrepancies were noticed at the time of verification.

3. In respect of Loans and Advances granted:

The Company has not granted loans secured or unsecured to Companies firms or otherparties covered in the register maintained under Section 189 of the Companies Act 2013.

4. In respect of Loans Investments Guarantees & Security:

The Company has not granted any Loan nor provided any Guarantee / Security and hencecompliance with the provisions of Section 185 and 186 of the Act in respect of the samedoes not arise.

5. In respect of Deposits accepted:

The company has not accepted deposits from parties listed in the register maintainedpursuant to Section 189 of the Companies Act 2013 but has accepted inter corporatedeposits from certain parties. These deposits are not covered by the provisions of Section73 to 76 or any other relevant provisions of the Companies Act 2013 or the rules madethere under. Hence the comments to be made on compliance of provisions or rules or otherdirectives does not arise.

6. In respect of Cost Records:

The Central Government has prescribed maintenance of Cost Records under Section 148 (1)of the Companies Act 2013. We have broadly reviewed the accounts and records of theCompany in this connection and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained. We have not however made a detailedexamination of the same.

7. In respect of statutory dues:

a) According to the records of the Company undisputed statutory dues includingProvident Fund Employees' State Insurance Income Tax Sales Tax Wealth Tax ServiceTax Duty of Customs Duty of Excise Value Added Tax Cess and other Statutory dues havebeen generally regularly deposited with the appropriate authorities. According to theinformation and explanations given to us no undisputed amounts payable in respect of theaforesaid dues were outstanding as at the end of the year for a period of more than sixmonths from the date of becoming payable.

b) There are no dues of Sales Tax Service Tax Customs Duty Excise Duty and VAT whichhave not been deposited on account of any dispute.

8. Default in Repayment of Loans:

Based on our audit procedures and according to the information and explanations givento us we are of the opinion that the company has not defaulted in repayment of dues tofinancial institutions banks or debenture holders.

9. In respect of Application of Funds:

The Company has not raised any moneys by way of Initial Public Offer / Further PublicOffer during the Year. In our opinion the moneys raised by way of Term Loans during theyear were applied for the purposes for which those are raised.

10. Frauds:

In our opinion and according to the information and explanations given to us no fraudby the Company and no fraud on the Company by its officers / employees has been noticed orreported during the year.

11. In respect of Managerial Remuneration:

The Managerial Remuneration has been paid / provided in accordance with the requisiteapprovals mandated by Section 197 read with Schedule V to the Companies Act 2013.

12. In respect of Nidhi Companies:

The Company is not a Nidhi Co. and therefore reporting as per Para 3 Clause 12 of theOrder is not applicable to the Company.

13. In respect of related party transactions:

In our opinion all the Related Party Transactions entered into by the Company duringthe year are in compliance with the provisions of Section 177 and 188 of the Act and thedetails thereof have been disclosed in the Financial Statements as required by theAccounting standards.

14. In respect of preferential allotment / private placement:

The Company has not made any preferential allotment / private placement of sharesduring the year and therefore Para 3 Clause 14 of the Order is not applicable to theCompany.

15. In respect of non-cash transactions with directors:

During the year the Company has not entered into any non-cash transactions withdirectors / persons connected with him as stipulated u/s. 192 of the Act. Hence reportingas per Para 3 Clause 15 of the Order is not applicable to the Company.

16. In respect of registration with RBI:

In our opinion and based on our verification we report that the Company is notrequired to be registered u/s 45-IA of the Reserve Bank of India Act 1934.

For VKS AIYER & CO

Chartered Accountants ICAI Firm Reg No. 000066S

V.S. SRINIVASAN

Partner

Membership No. 13729

Place: Coimbatore Dated: 27th May 2016

'Annexure B' to the Independent Auditor's Report of Even Date On The

Financial Statements of SALONA COTSPIN LIMITED

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 SalonaCotspin Limited ("the Company") as of March 31 2016 in conjunction with ouraudit of the 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 control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe 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 both issued by ICAI anddeemed to be prescribed u/s 143(10) of the Companies Act 2013 to the extent applicableto an audit of internal financial controls both applicable to an audit of InternalFinancial Controls and both issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and 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 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 judgment 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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorized 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 March 31 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.

For VKS AIYER & CO

Chartered Accountants ICAI Firm Reg No. 000066S

V.S. SRINIVASAN

Partner

Membership No. 13729

Place: Coimbatore

Dated: 27th May 2016