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United Polyfab Gujarat Ltd.

BSE: 533024 Sector: Industrials
NSE: UNITEDPOLY ISIN Code: INE368U01011
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United Polyfab Gujarat Ltd. (UNITEDPOLY) - Auditors Report

Company auditors report

To the Members of

M/S. UNITED POLYFAB GUJARAT LIMITED

(FORMERLY KNOWN AS M/S. UNITED POLYFAB (UNIT-II) PVT. LTD.

Report on the Financial Statements

We have audited the accompanying financial statements of M/S. UNITED POLYFAB GUJARATLIMITED (FORMERLY KNOWN AS M/S. UNITED POLYFAB (UNIT- II) PVT. LTD. ("theCompany") which comprise the Balance Sheet as at March 31 2016 the Statement ofProfit and Loss and Cash Flow Statement for the year then ended and a summary ofsignificant accounting policies and other explanatory information.

Management's Responsibility for the Sandalone 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 financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities selection and application ofappropriate accounting policies; making judgements and estimates that are responsible 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 financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. 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 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 but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating 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 financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31March 2016 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 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 paragraphs 3 and4 of the Order to the extent applicable.

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 purpose of our audit.

b) In our opinion proper books of account as required by law have been kept by theCompany so far as 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 financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the companies(Accounts) Rules 2014;

e) On the basis of written representations received from the directors as on March 312016 taken on record by the Board of Directors none of the directors is disqualified ason March 31 2016 from being appointed as a director in terms of Section 164 (2) of theAct; and

f) 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 does not have any pending litigations for which provision have not beenmade which would impact its financial position.

ii) The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any.

iii) The Provisions of transfer of funds to Investor Education and Protection Fund notapplicable to the Company.

As per our Report of Even
Date For and on Behalf of
For Nahta Jain & Associates
Chartered Accountants
Firm Regn. No. 106801W
Place : Ahmedabad
Date : 02/05/2016 (CA. Gaurav Nahta)
Partner
M.No.116735

Annexure to the Independent Auditor's 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) In respect of Fixed Assets:

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

(b) As per the information and explanations given to us all the assets have not beenphysically verified by the management during the year but there is a regular programme ofverification which in our opinion is reasonable having regard to the size of the companyand the nature of its assets. No material discrepancies were noticed on such 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.

(ii) In respect of Inventory:

(a) As explained to us inventories have been physically verified during the year bythe management at reasonable intervals. In our opinion the frequency of verification isreasonable. As informed to us there were no material discrepancies noticed on verificationbetween the physical stocks and the book records and any discrepancies found has beenproperly dealt within the books of accounts.

(iii) In respect of the loans secured or unsecured granted by the company tocompanies firms or other parties covered in the register maintained u/s. 189 of theCompanies Act 2013 :

(a) During the year under audit the Company has not granted any loans secured orunsecured to the companies firms and other parties covered in the register maintainedunder section 189 of the Companies Act 2013 hence clause 3 (iii) (a) (iii) (b) and (iii)(c) of the Companies (Auditor's Report) Order 2016 are not applicable.

iv) 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.

v) According to the information and explanation given to us the company has notaccepted any deposit from the public during the year. Therefore the provisions of clause(v) of paragraph 3 of the order are not applicable to the company.

vi) We are informed that maintenance of cost records under section 148 (I) of theCompanies Act 2013 are not required for the company.

vii)

(a) The company is generally regular in depositing the undisputed statutory duesincluding Provident Fund Employees State Insurance Income Tax Wealth Tax Sales TaxCustom Duty Excise Duty Service Tax Value Added Tax Cess and any other statutory dueswith the appropriate authorities. According to the information and explanations given tous no undisputed amounts payable in respect of afore mentioned dues were outstanding asat 31 March 2016 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us there are no materialdues of Income Tax Wealth Tax Sales Tax Custom Duty Excise Duty Service Tax ValueAdded Tax Cess and any other statutory dues which have not been deposited with theappropriate authorities on account of any dispute.

(viii) In our opinion and according to the information and explanations given to usthe company has not defaulted in repayment of dues to financial institutions or banks. Asthere are no debentures the question of repayment does not arise.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and in our opinion and according to theinformation and explanations given to us the Term loans have been applied for the purposefor which they were obtained.

(x) According to the information and explanation 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.

(xi) 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.

(xii) 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.

(xiii) 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 financial statements as required by the applicableaccounting standards.

(xiv) According to the information and explanations give 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.

(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 noncashtransactions 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 under section 45-IA of the ReserveBank of India Act 1934.

As per our Report of Even
Date For and on Behalf of
For Nahta Jain & Associates
Chartered Accountants
Firm Regn. No. 106801W
Place : Ahmedabad
Date : 02/05/2016 (CA. Gaurav Nahta)
Partner
M.No.116735

Annexure B to the Auditors' Report

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.UNITED POLYFAB GUJARAT LIMITED (FORMERLY KNOWN AS M/S. UNITED POLYFAB (UNIT-II) PVT.

LTD. ("the Company") as of 31 March 2016 in conjunction with our auditof the standalone financial statements of the Company for the year ended 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 controls 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'). Theseresponsibility 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 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') and the Standards of Accounting issued by ICAI and deemed tobe prescribed under Section 143(10) of the Companies Act 2013 to the extent applicableto an audit of internal financial controls both applicable to an audit of InternalFinancial Controls both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting were established and maintained and if suchcontrols 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 or 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 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 of theManagement 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 31 March 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.

As per our Report of Even Date
For and on Behalf of
For Nahta Jain & Associates
Chartered Accountants
Firm Regn. No. 106801W
Place : Ahmedabad
Date : 02/05/2016 (CA. Gaurav Nahta)
Partner
M.No.116735