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VST Tillers Tractors Ltd.

BSE: 531266 Sector: Auto
NSE: VSTTILLERS ISIN Code: INE764D01017
BSE LIVE 09:07 | 15 Dec 2373.00 -1.65
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OPEN

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HIGH

2373.00

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NSE 15:41 | 14 Dec 2355.75 144.90
(6.55%)
OPEN

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OPEN 2373.00
PREVIOUS CLOSE 2374.65
VOLUME 8
52-Week high 2487.00
52-Week low 1670.00
P/E 26.35
Mkt Cap.(Rs cr) 2,050
Buy Price 2350.00
Buy Qty 12.00
Sell Price 2373.00
Sell Qty 22.00
OPEN 2373.00
CLOSE 2374.65
VOLUME 8
52-Week high 2487.00
52-Week low 1670.00
P/E 26.35
Mkt Cap.(Rs cr) 2,050
Buy Price 2350.00
Buy Qty 12.00
Sell Price 2373.00
Sell Qty 22.00

VST Tillers Tractors Ltd. (VSTTILLERS) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

V.S.T. TILLERS TRACTORS LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of V.S.T. Tillers TractorsLimited ("the Company") which comprise the Balance Sheet as at March 31 2017the Statement of Profit and Loss the Cash Flow Statement for the year then ended and asummary of the significant accounting policies and other explanatory information.

Management's Responsibility for the 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 financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

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 accordancewith the 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 financial statements are free from materialmisstatement. An audit involves performing procedures to obtain audit evidence about theamounts and 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 controls 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 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 issufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial 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 March31 2017 of 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" a statement on the matters specified inparagraphs 3 and 4 of the Order.

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 purposesof 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 aforesaidfinancial statements comply with the AccountingStandards specifiedunder Section133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

e) On the basis of the written representations received from the directors as on March31 2017 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2017from being appointed as a director in terms of Section 164 (2) oftheAct.

f) With respect to the adequacy of the internal controls over financial reporting ofthe company and the operating effectiveness of such controls refer to our separate reportin "Annexure B" and g) With respect to the other matters to be included in theAuditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according to the explanationsgiven to us:

i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements Refer Note 28 to the financial statements;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses; iii. There has been no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the Company.

iv. The company had provided requisite disclosures in its financial statements asregards its holdings and dealings in Specified Bank Notes during November 08 2016 toDecember 30 2016 as defined in the Notification S.O 3407(E) dated the November 08 2016and it is in accordance with the books of accounts maintained by the company. However asstated in note 39 to the financial statements amounts aggregating to Rs. 7500/- asrepresented to us by the management have been received from the source other thanpermitted transactions.

For K.S. Rao & Co.
Chartered Accountants
ICAI Firm' Registration No. 003109S
Place : Bengaluru Hitesh Kumar P
Date : May 25 2017 Partner
Membership No. 233734

ANNEXURE "A" TO INDEPENDENT AUDITORS' REPORT OF V.S.T. TILLERS TRACTORSLIMITED.

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the financial statements for the year ended March 31 2017 we report that :

i) In respect of the Company's Fixed Assets :

(a) As per the information and explanation provided to us the company has maintainedproper records showing full particulars including quantitative details and situation offixed assets.

(b) The company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner over a period of three years. Inaccordance with the programme the management has conducted physical verification ofcertain fixed assets during the year and no material discrepancies noticed on suchverification. In our opinion this periodicity of physical verification is reasonablehaving regard to size and nature of the company and nature of its assets.

(c) According to 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) The company has conducted physical verification of Inventories at reasonableintervals and any material discrepancies noticed have been properly dealt in the books andaccounts.

(iii) According to the information and explanations given to us the Company hasgranted unsecured loan to the company covered in the Register maintained under Section 189of the Companies Act 2013 in respect of which

a. The terms and conditions of the grant of such loans are in our opinion primafacie not prejudicial to the Company's interest.

b. The schedule of repayment of principal and payment of interest has been stipulatedand repayments or receipts of principal amounts and interest have been regular as perstipulations.

c. There is no amount overdue for more than 90 days as at the balance sheet date.

(iv) In our opinion and according to the information and explanation given to us theCompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of grant of loans making investments and providing guarantees and securitiesas applicable.

(v) The Company has not accepted any deposits from the public. Accordingly clause 3(v)of paragraph of the Order is not applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Companies Act 2013 related to the products manufactured and are ofthe opinion that prima facie the specified accounts and records have been made andmaintained. We have not however made a detailed examination of the same.

(vii) a. According to the information and explanations given to us and according to therecords as produced and examined by us in our opinion the Company is regular indepositing with appropriate authorities the undisputed statutory dues including IncomeTax Sales Tax Service Tax Custom Duty Excise Duty Cess and other statutory dues tothe extent applicable to it. There are no arrears of outstanding statutory dues as atMarch 31 2017 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 dues inrespect of Sales Tax Income Tax Customs Duty Wealth Tax Service Tax Excise Duty andCess which have not been deposited on account of dispute except the following.

Name of the statute Nature of dues Forum where dispute is pending Period to which amount relates Amount (Rs)
The Income Tax Act 1961 Disallowance of expenditure incurred in connection with earning exempted income Commission of Income Tax (Appeals) April 2010 - March 2011 341988
The Income Tax Act 1961 Disallowance of Provision for Income Tax Marketing expenses Appellate Tribunal April 2011 - March 2012 34494802
The Income Tax Act 1961 Disallowance of expenditure incurred in connection with earning exempted income Commission of Income Tax (Appeals) April 2012 - March 2013 405486
The Income Tax Act 1961 Disallowance of expenditure incurred in connection with earning exempted income Commission of Income Tax (Appeals) April 2013 - March 2014 1645492
The Customs Act 1962 Disallowance of Concessional Custom Duty availed under Customs Notification No. 12/2012 for Reaper Combinder Appellate Tribunal April 2014 - March 2015 2105228*

*the amount includes penalty of Rs. 50000/-(viii) According to the information andexplanations given to us the Company has no outstanding loan during the year to afinancial institution or banks and the Government. The Company has not issued anydebentures.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyclause 3(ix) of paragraph of the Order is not applicable.

(x) According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during thecourse of our audit. Accordingly clause 3(x) of paragraph of the Order is not applicable.

(xi) According to the information and explanations give to us and based on ourexamination of the records of the Company we report that managerial remuneration has beenpaid /provided in accordance with the provisions of Sec 197 read with Schedule V to theCompanies Act 2013.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly clause 3(xii) of paragraph of the Order isnot applicable.

(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 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. Accordingly clause (xiv) of paragraph 3 of the Order is not applicable.

(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 non-cashtransactions with directors or persons connected with him. Accordingly clause (xv) ofparagraph 3 of the Order is not applicable.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For K.S. Rao & Co.
Chartered Accountants
ICAI Firm' Registration No. 003109S
Place : Bengaluru Hitesh Kumar P
Date : May 25 2017 Partner
Membership No. 233734

"ANNEXURE – B" TO THE INDEPENDENT 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 V.S.T.Tillers Tractors Limited ("the Company") as of March 31 2017 in conjunctionwith our audit of the 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 company's policies the safeguarding ofits 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.

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 includesobtaining 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 CharteredAccountants of India.

For K.S. Rao & Co.
Chartered Accountants
ICAI Firm' Registration No. 003109S
Hitesh Kumar P
Place : Bengaluru Partner
Date : May 25 2017 Membership No. 233734