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Tayo Rolls Ltd.

BSE: 504961 Sector: Engineering
NSE: TATAYODOGA ISIN Code: INE895C01011
BSE LIVE 15:40 | 18 Dec 68.40 -0.60
(-0.87%)
OPEN

69.00

HIGH

69.05

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66.15

NSE 05:30 | 01 Jan Stock Is Not Traded.
OPEN 69.00
PREVIOUS CLOSE 69.00
VOLUME 3595
52-Week high 92.80
52-Week low 47.20
P/E
Mkt Cap.(Rs cr) 70
Buy Price 0.00
Buy Qty 0.00
Sell Price 68.00
Sell Qty 193.00
OPEN 69.00
CLOSE 69.00
VOLUME 3595
52-Week high 92.80
52-Week low 47.20
P/E
Mkt Cap.(Rs cr) 70
Buy Price 0.00
Buy Qty 0.00
Sell Price 68.00
Sell Qty 193.00

Tayo Rolls Ltd. (TATAYODOGA) - Auditors Report

Company auditors report

To The Members of

TAYO ROLLS LIMITED

Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of TAYO ROLLS LIMITED("the Company") which comprise the Balance Sheet as at 31 March 2017 and theStatement of Profit and Loss (including Other Comprehensive Income) the Cash FlowStatement and the Statement of Changes in Equity for the year then ended and a summary ofthe Significant accounting policies and other explanatory information.

Management's Responsibility for the Ind AS 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 preparation ofthese Ind AS financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash ows and changesin equity of the Company in accordance with the accounting principles generally acceptedin India including the Indian Accounting Standards (Ind AS) prescribed under section 133of the Act.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting 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 the Ind ASfinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing speci ed under Section 143(10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the Ind AS financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of theInd AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the Ind AS financial statements that give a true and fair view in order todesign audit 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 Ind AS financial statements.

We believe that the audit evidence obtained by us is suf cient and appropriate toprovide a basis for our audit opinion on the Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe 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 loss total comprehensive loss its cash ows and the changesin equity for the year ended on that date.

Emphasis of Matter

We draw attention to note 2.2 in the financial statements wherein it is indicated thatthe Company has accumulated losses and its net worth has been fully eroded. The Companyhas incurred a net loss during the current and previous years and the Company's currentliabilities exceeded its current assets as at the balance sheet date. These conditionsalong with other matters set forth in note 2.2 indicate the existence of a materialuncertainty that may cast Significant doubt about the Company's ability to continue as agoing concern. Accordingly the financial statements of the Company have been prepared onother than going concern basis for the reasons stated in the said note. The assets havebeen stated at the lower of their historic cost and estimated net realisable values andthe liabilities have been stated at the values at which they are expected to bedischarged.

Our opinion is not modi ed in respect of this matter.

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 (including Other ComprehensiveIncome) the Cash Flow Statement and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid Ind AS financial statements comply with the IndianAccounting Standards prescribed under section 133 of the Act.

e) The going concern matter described in ‘Emphasis of Matter' paragraph above inour opinion may have an adverse effect on the functioning of the Company.

f) On the basis of the written representations received from the directors as on 31March 2017 taken on record by the Board of Directors none of the directors is disqualied as on 31 March 2017 from being appointed as a director in terms of Section 164(2) ofthe Act.

g) 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". Our report expresses an unmodi ed opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

h) 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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its Ind AS financial statements. (Refer note 34.1 a) to the Ind AS financialstatements).

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses (Refer note 36.2 to the Ind AS financialstatements).

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company. (Refer note 36.3 to the Ind AS financialstatements).

iv. The Company has provided requisite disclosures in the Ind AS financial statementsas regards its holding and dealings in Speci ed Bank Notes as de ned in the Noti cationS.O. 3407(E) dated the 8 November 2016 of the Ministry of Finance during the period from8 November 2016 to 30 December 2016. Based on audit procedures performed andrepresentations provided to us by the management we report that the disclosures are inaccordance with the books of account maintained by the Company and as produced to us bythe Management. However as stated in note 9.2 to the Ind AS financial statementsmanagement has represented to us that amounts aggregating to Rs. 42500 have been receivedfrom transactions which are not permitted. (Refer note 9.1 to the Ind AS financialstatements).

2. As required by the Companies (Auditor's Report) Order 2016 ("the Order/ CARO2016") issued by the Central Government in terms of Section 143(11) of the Act wegive in ANNEXURE "B" a statement on the matters speci ed in paragraphs 3 and 4of the Order.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm's Registration No. 302009E)
Alka Chadha
Partner
(Membership No. 93474)
Place: Kolkata
Date: 22 May 2017

ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1(g) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of TAYO ROLLSLIMITED ("the Company") as of March 31 2017 in conjunction with our audit ofthe Ind AS 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 ef cient 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.

Auditor's 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") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013to the extent applicable to an audit of internal financial controls. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated 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 judgement including the assessment of the risks ofmaterial misstatement of the Ind AS financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is suf cient 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 Ind AS 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 re ect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of Ind ASfinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the company's assets that could have a material effect on the Ind ASfinancial 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Deloitte Haskins & Sells
Chartered Accountants
(Firm‘s Registration No. 302009E)
Alka Chadha
Partner
(Membership No. 93474)
Place: Kolkata
Date: 22 May 2017

ANNEXURE ‘‘B'' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

(i) In respect of its xed assets (property plant and equipment):

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

b) Some of the xed assets were physically veri ed during the year by the Management inaccordance with a programme of verification which in our opinion provides for physicalverification of all the xed assets at reasonable intervals. According to the informationand explanations given to us no material discrepancies were noticed on such verification.

c) According to the information and explanations given to us and the records examinedby us and based on the examination of the registered sale deed / transfer deed /conveyance deed provided to us we report that the title deeds comprising all theimmovable properties of freehold buildings are held in the name of the Company as at thebalance sheet date.

The Company does not have any immovable properties of freehold land and leasehold landand buildings that have been taken on lease and disclosed as xed assets in the Ind ASfinancial statements.

(ii) As explained to us the inventories were physically veri ed during the year by theManagement at reasonable intervals and no material discrepancies were noticed on physicalverification.

(iii) The Company has not granted any loans secured or unsecured to companies rmsLimited Liability Partnership or other parties covered in the Register maintained underSection 189 of the Companies Act 2013.

(iv) The Company has not granted any loans made investments or provided guarantees andhence reporting under clause (iv) of the CARO 2016 is not applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposit during the year. In respect of unclaimed deposits the Company hascomplied with the provisions of Sections 73 to 76 or any other relevant provisions of theCompanies Act 2013.

(vi) The maintenance of cost records has been speci ed by the Central Government undersection 148(1) of the Companies Act 2013. We have broadly reviewed the cost recordsmaintained by the Company pursuant to the Companies (Cost Records and Audit) Rules 2014as amended prescribed by the Central Government under sub-section (1) of Section 148 ofthe Companies Act 2013 and are of the opinion that prima facie the prescribed costrecords have been made and maintained. We have however not made a detailed examinationof the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us in respect ofstatutory dues:

a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Income tax Sales Tax Service Tax Customs Duty Excise DutyValue Added Tax cess and other material statutory dues applicable to it to theappropriate authorities.

We are informed that the Company has applied for an exemption from the operation of theprovisions of Employees'

State Insurance Act 1948 for the financial year 2016-17 which approval is awaitedfrom the relevant authorities.

b) There were no undisputed amounts payable in respect of Provident Fund Income-taxSales Tax Service Tax Customs Duty Excise Duty Value Added Tax cess and othermaterial statutory dues in arrears as at 31 March 2017 for a period of more than sixmonths from the date they became payable.

We are informed that the Company has applied for an exemption from the operation of theprovisions of Employees'

State Insurance Act 1948 for the financial year 2016-17 which approval is awaitedfrom the relevant authorities.

c) Details of dues of Income Tax Excise Duty and Value Added Tax which have not beendeposited as on 31 March 2017 on account of disputes are given below:

Name of Statute Nature of Dues Forum where Dispute is Pending Period to which Amount Relates Amount Unpaid (Rs. in lacs)
Income Tax Act 1961 Income Tax Commissioner (Appeals) 2006-07 2007-08 225.42 and 2010-11
Income Tax Act 1961 Income Tax High Court 2001-02 46.21
Total 271.63
Central Excise and Service Tax Act 1944 Excise Duty Assistant Commissioner (Appeals) 2007-08 to 2008-09 6.87
Central Excise and Service Tax Act 1944 Excise Duty Commissioner (Appeals) 2003-04 to 2011-12 398.73
Total 405.60*
Jharkhand Sales Tax Act 2005 Jharkhand Commerciall Taxes Tribuna 2010-11 34.05
Jharkhand Sales Tax Act 2005 JVAT Joint Commissioner (Appeals) 2010-11 to 2012-13 191.55
Total 225.60

* Net of Rs. 10.00 lacs paid under protest

There are no dues of Sales Tax Service Tax and Customs Duty as on 31 March 2017 onaccount of disputes.