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Salzer Electronics Ltd.

BSE: 517059 Sector: Engineering
NSE: SALZERELEC ISIN Code: INE457F01013
BSE LIVE 15:50 | 22 Sep 177.75 -0.75
(-0.42%)
OPEN

179.55

HIGH

181.70

LOW

177.00

NSE 15:47 | 22 Sep 177.90 -0.90
(-0.50%)
OPEN

178.80

HIGH

182.00

LOW

176.60

OPEN 179.55
PREVIOUS CLOSE 178.50
VOLUME 24405
52-Week high 243.90
52-Week low 166.05
P/E 15.55
Mkt Cap.(Rs cr) 258
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 179.55
CLOSE 178.50
VOLUME 24405
52-Week high 243.90
52-Week low 166.05
P/E 15.55
Mkt Cap.(Rs cr) 258
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Salzer Electronics Ltd. (SALZERELEC) - Auditors Report

Company auditors report

To

The Members of

SALZER ELECTRONICS LIMITED

Report on the (Standalone) Financial Statements

We have audited the accompanying (Standalone) financial statements of SALZERELECTRONICS LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2016 the Statement of Profit and Loss Cash Flow Statement for the year thenended and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the (Standalone) Financial Statements

The Company’s Board of Directors is responsible for the matters stated in"section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation and presentation of these (Standalone) financial statements that give a trueand fair view of the financial position financial performance and cash flows of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Accounting Standards specified under Section 133 of the Act read with Rule7 of the Companies (Accounts) Rules 2014. This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act forsafeguarding the 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 financial statements that give a true and fair viewand 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 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 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 on the (Standalone) financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid (Standalone) financial statements give the information requiredby the 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 March 31 2016 and its Profits and its Cash Flow 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") as amended issued by the Central Government of India in terms ofsub-section (11) of section 143 of the Act we give in the "Annexure A" astatement 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 andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purpose of our audit; b. 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; c. the Balance Sheet the Statement of Profit and Loss and theCash Flow Statement dealt with by this Report are in agreement with the books of account.d. in our opinion the aforesaid (Standalone) financial statements comply with theAccounting Standards specified under section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014as applicable e. On the basis of written representationsreceived from the directors as on March 31 2016 taken on record by the Board ofDirectors none of the directors is disqualified as on March 31 2016 from being appointedas a director in terms of Section 164 (2) of the Act. f. With respect to the adequacy ofthe internal financial controls over financial reporting of the Company and the operatingeffectiveness of such controls refer to our separate Report 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 explanations given to us: i. TheCompany has disclosed the impact of pending litigations as at 31st March 2016 on itsfinancial statements. ii. The Company has entered into a long term maintenance contractwith Municipal corporations for executing energy saver project and no provision isnecessary for any material foreseeable losses there on as on date and the company did nothave any derivative contracts during the year. iii. There has been no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the Company.

For Swamy & Ravi
Chartered Accountants
FRN No : 004317S
S. Ravichandran
Partner
Membership number: 023783
Place : Coimbatore
Place: COIMBATORE
Date: May 26 2016

ANNEXURE "A" TO THE INDEPENDENT AUDITOR’" REPORT

The Annexure referred to in our Independent Auditor’s Report to the members of theCompany on the financial statements for the year ended 31 March 2016 we report that:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) Physical verification of Fixed Assets is done by the management as per regularprogramme of verification. As informed no material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and on the basis of ourExamination of the records of the Company Title deeds of immovable properties which areheld in the name of the company as at the Balance Sheet date and based on the certificateissued by the Banks that the original documents of Title Deeds of immovable propertieswere held with bank towards the loans availed by the company.

(ii) a) As per the information and explanation given to us the inventories have beenphysically verified by the management at reasonable intervals during the year. b) In ouropinion and as per the information and explanation given to us procedures of physicalverification of inventory followed by the management is adequate in relation to the sizeof the company and its nature of its business. c) The company is maintaining properrecords of inventories. In our opinion discrepancies noticed on physical verification ofinventory were not material in relation to the operation of the Company and same has beenproperly dealt with in the books.

(iii) a) According to the information and explanations given to us the Company hasgranted/taken loans unsecured from or to Companies firms or other parties listed inthe Register maintained under section 189 of the Companies Act 2013 (‘theAct’) the terms and conditions are not prima facie prejudicial to the interest ofthe Company and the terms of arrangements do not stipulate any repayment schedule and theloans are repayable on demand.

(b) There are no overdue amounts in respect of the loans granted to the bodiescorporate listed in the register maintained under section 189 of the Act.

(iv) In our opinion and according to the information and explanations given to us thecompany has complied with the Provisions of Sec 185 and 186 of the Act with respect toLoans and Investments made.

(v) The Company has not accepted any deposits from the public.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules prescribed by the Central Government for maintenance of cost records underSection 148(1) of the Act and are of the opinion that prima facie the prescribed accountsand records have been made and maintained. An independent cost auditor has been appointedby the company to carry out the Audit.

(vii) According to the records of the Company and the information and explanationsgiven to us in respect of statutory and other dues: (a) The Company was regular indepositing Provident Fund and Employees’ State Insurance dues Excise duty Servicetax Customs duty CESS Investor Education & Protection Fund Income Tax Sales Taxand all other applicable statutory dues with the appropriate authorities and there were noarrears outstanding for a period of more than 6 months as at 31st March 2016.

(b) The Company has no undisputed amounts payable in respect of income tax wealth taxsales tax customs duty and excise duty that were outstanding except the following as at31st March 2016

Name of Statute Nature of Dues Amount Forum where the dispute is pending
Central Excise Act Excise Duty H 3694921/= CESTAT-APPEAL
Income Tax Act1961 Income tax H 1040800/=(H5.20 lakhs CIT – APPEAL
paid under protest) For the AY 2013-14

(viii) In our opinion and according to the information and explanations given to usthe company has not defaulted in the repayment of dues to the Banks.

(ix) According to the information and explanations given to us the Term Loans wereapplied for the purpose for which it is drawn.

(x) As per the information and explanation given by the management the ManagerialRemuneration has been paid or provided in accordance with the requisite approvals mandatedby the Provisions of Sec 197 read with Sch V to the companies Act2013 (xi) According tothe information and explanations given to us no fraud on or by the Company by itsofficers / employees has been noticed or reported during the year.

(xii) In our opinion the company is not a Nidhi Company accordingly Para 3(xii) ofthe Order is not applicable. (xiii) According to the information and explanations given tous and based on our examination of the records of the Company transactions with therelated parties are in compliance with sections 177 and 188 of the Act where applicableand details of such transaction have been disclosed in the financial statements asrequired by the applicable accounting standards.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the company has made allotment of securitiesunder qualified Institutions Placement program and under preferential allotment and theamount raised has been used for the purpose for which funds are raised though fundsamounting to H15.00 Crs which were not required for immediate utilization have been keptin short term investments..

(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 non-cashtransactions with Directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable. (xvi) The Company is not required to be registered undersection 45-IA of the Reserve Bank of India Act 1934.

For Swamy & Ravi
Chartered Accountants
FRN No : 004317S
S. Ravichandran
Partner
Membership number: 023783
Place : Coimbatore
Place: COIMBATORE
Date: May 26 2016

"ANNEXURE B" TO THE INDEPENDENT AUDITOR’S REPORT OF EVEN DATE ON THESTANDALONE FINANCIAL STATEMENTS OF SALZER ELECTRONICS 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 SALZERELECTRONICS LIMITED ("the Company") as of March 31 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".] These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company’s policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired 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 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company’s internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures 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.

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 Swamy & Ravi
Chartered Accountants
FRN No : 004317S
S. Ravichandran
Partner
Membership number: 023783
Place : Coimbatore
Place: COIMBATORE
Date: May 26 2016