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Smiths & Founders (India) Ltd.

BSE: 513418 Sector: Engineering
NSE: N.A. ISIN Code: INE728B01032
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NSE 05:30 | 01 Jan Smiths & Founders (India) Ltd
OPEN 0.63
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VOLUME 2158
52-Week high 2.16
52-Week low 0.36
P/E
Mkt Cap.(Rs cr) 6
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 0.63
CLOSE 0.60
VOLUME 2158
52-Week high 2.16
52-Week low 0.36
P/E
Mkt Cap.(Rs cr) 6
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Smiths & Founders (India) Ltd. (SMITHSFOUNDER) - Auditors Report

Company auditors report

TO

THE MEMBERS OF M/s. SMITHS AND FOUNDERS (INDIA) LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of M/s. SMITHS& FOUNDERS (INDIA) LIMITED

("the Company") which comprise the Balance Sheet as at March 31 2017 theStatement of Profit and Loss the Cash

Flow Statement for the year then ended and a summary of significant accountingpolicies 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 the preparation andpresentation of these standalone financial statements that give a true and fair view ofthe financial position financial performance and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the

Accounting 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.

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 thereunder.

We conducted our audit in accordance with the Standards on

Auditing specified under Section 143(10) of the Act. Those

Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement. An audit involves performing procedures to obtain audit evidenceabout the amounts and the disclosures in the financial statements. 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. 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 in orderto design audit procedures that are appropriate in the circumstances but not for thepurpose of expressing an opinion on whether the Company has in place an adequate internalfinancial controls system over financial reporting and the operating effectiveness of suchcontrols. An audit also includes evaluating the appropriateness of the accounting policiesused and the reasonableness of the accounting estimates made by the Company's Directorsas well as 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 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 2017 and its profit and its cash flow for the year ended on that date.

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 31 2017;

(b) In the case of the Statement of Profit and Loss of the Loss for the year ended onthat date; and (c) In the case of the Cash Flow Statement of the cash flows for the yearended on that date.

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 of India in terms of sub-section (11) of section 143 ofthe Act we give in the Annexure A statement on the matters specified in the paragraph 3and 4 of the Order to the extent applicable.

2. As required by section 143(3) of the Act we report to the extent applicable that:a. We have sought and obtained all the information and explanations which to the best ofour knowledge and belief were necessary for the purpose of our audit; b. In our opinionproper books of account as required by law have been kept by the Company so far as itappears 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 specified under section 133 of the Companies Act 2013 read with the Rule 7 ofthe Companies (Accounts) Rules 2014; e. On the basis of written representations receivedfrom the directors as on March 31st 2017 taken on record by the Board of Directors noneof the directors is disqualified as on March 31st 2017 from being appointed as adirector in terms of 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 B"; g. With respect to the other matters to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014 in our opinion and to the best of our information and according tothe explanations given to us:

(i) The Company does not have any pending litigation which would impact its financialposition;

(ii) The Company did not have any long term contracts including derivative contractsfor which there were any material foreseeable losses; (iii) There were no amounts whichwere required to be transferred to the Investor Education and Protection Fund by theCompany; (iv) The Company has provided requisite disclosures in the financial statementsas to holdings as well as dealings in Specified Bank Notes during the period from 8thNovember 2016 to 30th December 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.

For B N Subramanya & Co.
Chartered Accountants
Firm Reg.No.004142S
DEVENDRA NAYAK
Place: Bengaluru Partner
Date: 29th May 2017 Membership No. 027449

Annexure A to the Independent Auditors' Report

(i) Fixed Assets a) The Company has maintained proper records of fixed assetsshowing full particulars including quantitative details and situation of the assets. b)The Management has conducted physical verification of fixed assets at reasonable intervalsand no material discrepancies were noticed on such verification. c) According to theinformation and explanation given to us and based on our verification the title deeds ofimmovable properties are held in the name of the Company.

(ii) Inventory

The Management has conducted physical verification of inventories at reasonableintervals and no material discrepancies were noticed on such verification.

(iii) Loans and Advances

The Company has not granted any loans secured or unsecured to companies firms orother parties covered in the register maintained under section 189 of Companies Act 2013.Accordingly the provisions of clause (iii) (a) (b) & (c) of the above said order arenot applicable to the company.

(iv) Loans / Investments / Guarantees

In our opinion and according to the information and explanations given to usprovisions of section 185 and 186 of the Companies Act 2013 have been complied with inrespect of loans investments guarantees and security given by the company.

(v) Deposits

According to the information and explanation given to us and based on ourverification the Company has not accepted any deposits from public or shareholders duringthe year and consequently the provisions of Section 73 to 76 or any other relevantprovision of the Companies Act 2013 and the rules framed there under are not applicable.

(vi) Cost records

The company is not required to maintain cost records as per sub section (1) of section148 of the Act. Accordingly the provisions of clause (vi) of the above said order is notapplicable to the company.

(vii) Statutory Dues a) According to the records of the Company the Company isregular in depositing with appropriate authorities undisputed statutory dues includingprovident fund Employee State Insurance Income tax sales tax service tax duty ofcustoms value added tax duty of excise cess and other statutory dues applicable to it.b) According to the records of the Company there are no dues of Income tax or Sales taxor service tax or duty of customs or duty of excise or value added tax which have not beendeposited on account of any dispute.

(viii) Repayment of Loans

In our opinion and according to the information and explanation given to us the companyhas not defaulted in repayment of any term loan and borrowings from the banks and thecompany has not availed any loan from Government Financial Institution and Debentureholder during the year.

(ix) Diversion of funds

According to the information and explanation given to us and on the basis of therecords of the Company there were no further public offer during the year and moneysraised by way of term loans were applied for the purposes for which those are raised.

(x) Frauds noticed / Detected

According to the information and explanation given to us no fraud by the company or onthe company by its officers or employees has been noticed or reported.

(xi) Managerial Remuneration

According to the information and explanations given to us and based on our examinationof the records of the company managerial remuneration has been paid in accordance withthe requisite approvals mandated by the provisions of section 197 read with Schedule V tothe Companies Act.

(xii) Nidhi Company

The company is not a Nidhi Company as mentioned in section 406 of the Companies Act2013 and hence no comment is required on the same.

(xiii) Related Party Transactions

According to the information and explanations given to us and on the basis of ourexamination of the records of the Company all transactions with the related parties arein compliance with sections 177 and 188 of Companies Act 2013 where applicable and thedetails have been disclosed in the Financial Statements etc. as required by theapplicable accounting standards.

(xiv) Preferential allotment

According to the information and explanations given to us the company has not made anypreferential allotment / private placement of the shares or fully or partly convertibledebentures during the year under review and hence no comment is required on this clause.

(xv) Non-cash Transactions

According to the information and explanation given to us the company has not enteredinto any non-cash transaction with directors or persons connected with him and accordinglyprovisions of the said clause are not applicable.

(xvi) Certification for Non Banking Financial Institution

According to the information and explanation given to us the company is not aNon-Banking Financial Institution hence registration under section 45-IA of the ReserveBank of India Act 1934 is not required.

For B N Subramanya & Co.
Chartered Accountants
Firm Reg.No.004142S
DEVENDRA NAYAK
Place: Bangalore Partner
Date: 29th May 2017 Membership No. 027449

Annexure B to Independent Auditor's report of even date on the standalone financialstatements of M/s. SMITHS & FOUNDERS (INDIA) 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 M/s.SMITHS & FOUNDERS (INDIA) LIMITED

("the Company") as of March 31st 2017 in conjunction with our audit of thestandalone 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 FinancialReporting" issued by the Institute of Chartered Accountants of India.

These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation of reliablefinancial information 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 Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act2013 to the extent applicable to an audit of internal financial controls both applicableto an audit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate 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 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 authorizations ofmanagement and directors of the company; and 3) provide reasonable assurance regardingprevention or timely detection of unauthorized 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 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 Chartered Accountants of India.

For B N Subramanya & Co.
Chartered Accountants
Firm Reg.No.004142S
DEVENDRA NAYAK
Place: Bangalore Partner
Date: 29th May 2017 Membership No. 027449