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Uflex Ltd.

BSE: 500148 Sector: Industrials
NSE: UFLEX ISIN Code: INE516A01017
BSE LIVE 19:48 | 19 Oct 471.15 -2.85
(-0.60%)
OPEN

484.45

HIGH

484.45

LOW

470.00

NSE 19:47 | 19 Oct 469.95 -3.35
(-0.71%)
OPEN

473.80

HIGH

475.05

LOW

466.10

OPEN 484.45
PREVIOUS CLOSE 474.00
VOLUME 5215
52-Week high 495.00
52-Week low 226.20
P/E 17.97
Mkt Cap.(Rs cr) 3,402
Buy Price 0.00
Buy Qty 0.00
Sell Price 470.00
Sell Qty 38.00
OPEN 484.45
CLOSE 474.00
VOLUME 5215
52-Week high 495.00
52-Week low 226.20
P/E 17.97
Mkt Cap.(Rs cr) 3,402
Buy Price 0.00
Buy Qty 0.00
Sell Price 470.00
Sell Qty 38.00

Uflex Ltd. (UFLEX) - Auditors Report

Company auditors report

To the Members of UFLEX Limited

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of UflexLimited ("the Company") which comprise the Balance Sheet as at March 31 2017the Statement 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 Standalone 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 standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) prescribedunder Section 133 of 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; the selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone Ind AS financial statements that give a true and fair view and are freefrom material misstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on 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 standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India including the Ind AS of thestate of affairs of the Company as at March 312017 and its profit total othercomprehensive income its cash flows and the changes in equity for the year ended on thatdate.

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"Annexure A" a statement on the matters specified in paragraphs 3 and 4 of theOrder.

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 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 the Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid standalone Ind AS financial statements comply with theIndian Accounting Standards prescribed under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on March312017 taken on record by the Board of Directors none of the directors is disqualifiedas on March 312017 from being appointed as a director in terms of Section 164(2) of theAct.

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" and

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 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 standalone Ind AS financial statements- Refer Note No. 35 A & 35 C tothe Standalone Ind AS Financial Statement;

ii. The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses;

iii. According to the information and explanations given to us there was no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the Company and

iv. The Company had provided requisite disclosures in its Standalone Ind AS FinancialStatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom November 8 2016 to December 30 2016. Based on audit procedures performed and therepresentations provided to us by the management we report that the disclosures are inaccordance with the books of accounts maintained by the Company- Refer Note No. 44 to theStandalone Ind AS Financial Statement.

For VIJAY SEHGAL & CO.
Chartered Accountants
Firm's Regn. No.: 000374N
CA. S.V. SEHGAL
Place : NOIDA Partner
Dated : 30-05-2017 Membership No. 080329

ANNEXURE-A TO INDEPENDENT AUDITORS' REPORT

Referred to in Paragraph 1 under "Report on Other Legal and RegulatoryRequirements" Section of our report of even date of UFLEx Ltd. ("theCompany") for the year ended on March 31 2017 we report that:

1. In respect of Fixed Assets (Property Plant and Equipment Capital Work in ProgressInvestment Property and Other Intangible Assets including development) of the Company:

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

b) The Fixed Assets have been physically verified by the management at reasonableintervals and no material discrepancies were noticed on such physical verification;

c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company except in respect of two residential flats aggregating toRs. 25.15 lacs (original acquisition cost) where titles are pending for execution.

2. The inventory has been physically verified during the year by the management atreasonable intervals and the discrepancies noticed on such physical verification ofinventory as compared to book records were not significant and were properly dealt within the books of account.

3. The Company has not granted loans to any companies firms limited liabilitypartnerships or other parties covered in the register maintained under Section 189 of theCompanies Act 2013 (‘the Act') during the year. Further in respect of unsecured loangranted to one of the Indian subsidiary which was outstanding as at the beginning of theyear:

(a) The borrower has been regular in the payment of its dues as per stipulated terms;and

(b) There are no overdue amounts in respect of this loan.

4. In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Section 185 and 186 of the Act with respectto the loans and investments made.

5. The Company has not accepted any deposits under the provisions of Sections 73 to 76or any other relevant provisions of the Act and the rules framed there under during theyear under report.

6. We have broadly reviewed the cost records maintained by the Company under Section148(1) of the Act and are of the opinion that prima- facie the prescribed records havebeen made and maintained.

7. In respect of Statutory dues:

a) According to the records of the Company undisputed statutory dues includingProvident Fund Employee's State Insurance Income Tax Sales Tax Service Tax CustomDuty Excise Duty Value Added Tax Cess and other applicable statutory dues have beengenerally deposited regularly with the appropriate authorities.

b) According to the information and explanation given to us there are no dues ofcustom duty which have not been deposited on account of any dispute. However followingamount are involved (Gross of amount deposited under protest if any) with under-mentionedforums in respect of the disputed statutory dues:

i. Aggregate Sale Tax/ Value Added Tax of Rs. 1535.19 lacs pending before (a) VariousHigh Courts (Rs. 775.20 lacs) (b) Tribunal (Rs. 199.59 lacs) & (c) AssessingAuthorities (Rs. 560.40 lacs).

ii. Aggregate Income Tax of Rs. 4065.13 lacs pending before (a) High Court (Rs. 145.50lacs) (b) ITAT (Rs. 331.85 lacs) & (c) CIT (Appeals) (Rs. 3587.78 lacs).

iii. Aggregate Excise duty of Rs. 6330.08 lacs pending before (a) Supreme Court (Rs.134.82 lacs) (b) Various High Courts (Rs. 72.56 lacs) (c) Tribunal (Rs. 4557.39 lacs)(d) Commissioner (Appeals) (Rs. 1240.76 lacs) & (e) Assessing Authorities (Rs. 324.55lacs).

iv. Aggregate Service Tax of Rs. 151.91 lacs pending before (a) Tribunal (Rs. 90.71lacs) (b) Commissioner (Appeals) (Rs. 54.86 lacs) & (c) Assessing Authorities (Rs.6.34 lacs).

8. Based on the audit procedure and according to the information and explanation givento us we are of the opinion that the Company has not defaulted in repayment of loans orborrowings to banks. Further

Company does not have any loans and borrowings from financial institutions orgovernment and has not issued any debentures.

9. The Company did not raise any money by way of initial public offer or further publicoffer (including debt instruments). The term loans raised during the year have beenapplied for the same purpose for which the loans were obtained.

10. According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

11. According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

12. In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

13. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the Standalone Ind AS Financial Statements as requiredby the applicable Ind AS.

14. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

15. 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 any non-cashtransactions with directors or persons connected with them. Accordingly paragraph 3(xv)of the Order is not applicable.

16. The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act1934.

For VIJAY SEHGAL & CO.
Chartered Accountants
Firm's Regn. No.: 000374N
CA. S.V. SEHGAL
place : NOIDA partner
Dated : 30-05-2017 Membership No. 080329

ANNEXURE-B TO THE INDEPENDENT AUDITORS' REPORT

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') of Uflex Limited

We have audited the internal financial controls over financial reporting of UflexLimited (‘the Company') as of March 312017 in conjunction with our audit of theStandalone 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 (‘ICAI'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to the Company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act.

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 accordance with the Guidance Note on Audit of InternalFinancial Controls over Financial Reporting (the ‘Guidance note') and the Standardson Auditing issued by ICAI and prescribed under Section 143(10) of the Act to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting were established and maintained and if such controls operatedeffectively 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 auditors' judgment including the assessment of the risks ofmaterial misstatement of the Standalone Ind AS financial statements whether due to fraudor 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 Standalone Ind AS financial statements for external purposes in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) prescribed under Section 133 of the Act. A company'sinternal financial control over financial reporting includes those policies and proceduresthat (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) providereasonable assurance that transactions are recorded as necessary to permit preparation ofStandalone Ind AS financial statements in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) prescribedunder Section 133 of the Act and that receipts and expenditures of the Company are beingmade only in accordance with authorizations of the Management and Directors of theCompany; 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 Standalone Ind AS 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 312017 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 ICAI.

For VIJAY SEHGAL & CO.
Chartered Accountants
Firm's Regn. No.: 000374N
CA. S.V. SEHGAL
Place : NOIDA partner
Dated : 30-05-2017 Membership No. 080329