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Seshasayee Paper & Boards Ltd.

BSE: 502450 Sector: Industrials
NSE: SESHAPAPER ISIN Code: INE630A01016
BSE LIVE 15:03 | 22 Sep 721.65 -13.65
(-1.86%)
OPEN

724.60

HIGH

739.95

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720.60

NSE 15:29 | 22 Sep 730.00 -7.95
(-1.08%)
OPEN

733.30

HIGH

738.90

LOW

728.45

OPEN 724.60
PREVIOUS CLOSE 735.30
VOLUME 206
52-Week high 880.00
52-Week low 451.00
P/E 7.19
Mkt Cap.(Rs cr) 910
Buy Price 721.65
Buy Qty 5.00
Sell Price 736.00
Sell Qty 4.00
OPEN 724.60
CLOSE 735.30
VOLUME 206
52-Week high 880.00
52-Week low 451.00
P/E 7.19
Mkt Cap.(Rs cr) 910
Buy Price 721.65
Buy Qty 5.00
Sell Price 736.00
Sell Qty 4.00

Seshasayee Paper & Boards Ltd. (SESHAPAPER) - Auditors Report

Company auditors report

TO THE MEMBERS OF M/s SESHASAYEE PAPER AND BOARDS LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying Standalone Financial Statements of SESHASAYEE PAPERAND BOARDS LIMITED (‘the Company') which comprise the Balance Sheet as at 31 March2017 the Statement of Profit and Loss and the 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 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 financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

Auditors' 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 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 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 31 March 2017 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 Standalone Financial Statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

(e) on the basis of the written representations received from the Directors as on 31March 2017 and taken on record by the Board of Directors none of the Directors isdisqualified as on 31 March 2017 from being appointed as a Director in terms of Section164(2) of the Act; and

(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 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) the Company has disclosed the impact of pending litigations on its financialposition in its financial statements - Refer Note No. 10(i)

(a) to the financial statements;

(ii) the Company did not have any longterm contracts including derivative contracts;and

(iii) there has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

(iv) details of Specified Bank Notes (SBN) held and transacted during the period from 8thNovember 2016 to 30th December :

SBNs Other denomination Notes Total
Closing Cash in hand as on 08 11 2016 687500 256195 943695
(+) Permitted Receipts 12827500 9079111 21906611
- Permitted Payments 36500 4230761 4267261
- Amount deposited in Banks 13478500 4801399 18279899
Closing Cash in hand as on 30 12 2016 0 303146 303146

Notes :

(i) Permitted receipts under SBNs represent collection of SBNs tendered by public atPetroleum Retail outlet owned by the Company

(ii) Permitted payments under SBNs represent SBNs tendered by the Company at otherPetroleum Retail outlets for purchase of petroleum products for Companies vehicles.

2. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of Sub-section (11) pf Section 143 ofthe Act we give in the Annexure "B" a statement on the matters specified in theParagraphs 3 and 4 of the Order to the extent applicable.

Suri & Co. S Viswanathan LLP Maharaj N R Suresh and Co.
Firm Regn. No. 004283S Regn. No. 004770S/S200025 Firm Regn. No. 001931S
S. Swaminathan Chella K Srinivasan N R Suresh
Membership No. 020583 Membership No. 023305 Membership No. 021661
Partner Partner Partner
Chartered Accountants Chartered Accountants Chartered Accountants
Chennai
May 30 2017

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THESTANDALONE FINANCIAL STATEMENTS OF SESHASAYEE PAPER AND BOARDS 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 SeshasayeePaper and Boards Limited ("the Company") as of March 31 2017 in conjunctionwith our audit of the Standalone Financial Statements of the Company for the year ended onthat 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). 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 assets theprevention 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 financialreportingassessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the Auditor's judgement including the assessment of therisks of material 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 :

(i) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the Company;

(ii) 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 authorisations of management and Directors of the Company; and

(iii) 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 March 31 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.

Suri & Co. S Viswanathan LLP Maharaj N R Suresh and Co.
Firm Regn. No. 004283S Regn. No.004770S/S200025 Firm Regn. No. 001931S
S. Swaminathan Chella K Srinivasan N R Suresh
Membership No. 020583 Membership No. 023305 Membership No. 021661
Partner Partner Partner
Chartered Accountants Chartered Accountants Chartered Accountants
Chennai
May 30 2017

ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT OF EVEN DATE ON THESTANDALONE FINANCIAL STATEMENTS OF SESHASAYEE PAPER AND BOARDS LIMITED.

The Annexure referred to in Paragraph 1 under the heading ''Report on Other Legal andRegulatory Requirements" of our Report of even date:

(i) (a) The Company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets;

(b) These fixed assets have been physically verified by the Management at reasonableintervals and no material discrepancies were noticed on such verification.

(c) The title deeds of immovable properties are held in the name of the Company.

(ii) The Management has conducted physical verification of inventory at reasonableintervals and no material discrepancies were noticed.

(iii) The Company has granted unsecured loan to a Company covered in the registermaintained under section 189 of the Companies Act 2013.

(a) The terms and conditions of the grant of such loan are not prejudicial to theCompany's interest.

(b) The schedule of repayment of principal and payment of interest has been stipulatedand the repayments or receipts are regular.

(c) There are no overdue amounts.

(iv) The Company has complied with the provisions of Sections 185 and 186 of theCompanies Act 2013 in respect of loans investments provided by the Company. TheCompany has not provided any guarantee or security to any Company covered under Section185.

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

(vi) The Central Government has prescribed maintenance of Cost Records under Subsection(1) of Section 148 of the Companies Act 2013 and such accounts and records have been madeand maintained.

(vii) According to the information and explanations given to us in respect of Statutorydues :

(a) The Company is regular in depositing undisputed statutory dues including ProvidentFund Employees' State Insurance Income Tax Sales Tax Service Tax Duty of CustomsDuty of Excise Value Added Tax Cess and any other Statutory dues to the appropriateauthorities and there were no undisputed amounts payable which were in arrears as at 31stMarch 2017 for a period of more than six months from the date they became payable.

(b) Details of dues of Income Tax or Sales Tax or Service Tax or Duty of Customs orDuty of Excise or Value Added Tax have not been deposited as on 31st March 2017on account of disputes are given below :

Name of the Statute Nature of dues Amount Rs. lakhs Forum where the dispute is pending Period to which the dues belong
Central Excise Act 1944 Excise Duty 134.88 CESTAT February 2004- March 2005
- do - - do - 13.16 - do - January 2007 - June 2007
- do - - do - 21.26 - do - February 2008 - December 2012
- do - - do - 7.67 - do - December 2005 - June 2007
- do - - do - 40.83 - do - April 2007 - March 2011
- do - - do - 2.43 Hon'ble High Court of Madras 07 12 2008
- do - - do - 4.56 - do - October - November 1996
Income Tax Act 1961 TDS 1.86 Commissioner of Income Tax (Appeals) 2015-16
- do - - do - 6.46 - do - 2016-17
- do - - do - 3.11 - do - 2013-14
Customs Act 1962 Customs Duty 624.17 CESTAT March 2012 - January 2013
- do - - do - 18.75 - do - 13 122002

(viii) The Company has not defaulted in repayment of loans or borrowing to a financialinstitution bank Government or dues to debenture holders.

(ix) The Company has not raised any moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year.

(x) The Company has not noticed any fraud by the Company or any fraud on the Company byits Officers or employees or reported during the year.

(xi) The managerial remuneration has been paid or provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theCompanies Act.

(xii) The Company is not a Nidhi Company and hence complying with the provisions of theNidhi Rules 2014 does not arise.

(xiii) All transactions with the related parties are in compliance with Sections 177and 188 of Companies Act 2013 where applicable and the details have been disclosed inthe Financial Statements etc. as required by the applicable Accounting Standards.

(xiv) The Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.

(xv) The Company has not entered into any non-cash transactions with Directors orpersons connected with him.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

Suri & Co. S Viswanathan LLP Maharaj N R Suresh and Co.
Firm Regn. No. 004283S Regn. No. 004770S/S200025 Firm Regn. No. 001931S
S Swaminathan Chella K Srinivasan N R Suresh
Membership No. 020583 Membership No. 023305 Membership No. 021661
Partner Partner Partner
Chartered Accountants Chartered Accountants Chartered Accountants
Chennai
May 30 2017