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Airo Lam Ltd.

BSE: 535016 Sector: Others
NSE: AIROLAM ISIN Code: INE801L01010
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Airo Lam Ltd. (AIROLAM) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

AIRO LAM LIMITED

Opinion

We have audited the accompanying financial statements of AIRO LAM LIMITED ("theCompany") which comprise the Balance Sheet as at 31st March 2020 the Profit andLoss Statement the Cash Flow Statement for the Period ended and a summary of significantaccounting policies and other explanatory information.

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 31stMarch 2020 and its profit and its cash flows for the year/period ended on that date.

Basis of Our Opinion

We conducted our audit in accordance with the standard on auditing (SAs) specifiedunder section 143(10) of the companies act 2013. Our responsibilities under thosestandards are further described in the auditor's responsibilities for the audit of thefinancial statements section of our report. We are independent of the company inaccordance with the code ethics issued by the institute of chartered accountants of Indiatogether with ethical requirements that are relevant to our audit of financial statementunder the provisions of the Companies Act 2013 and rules thereunder and we havefulfilled our ethical responsibilities in accordance with these requirements and the codeof ethics. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current year. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide separate opinion on these matters.

We have determined that there are no key audit matters to be communicated in ourreport.

Other Information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the financial statements and our auditors' reportthereon.

Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.

In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information; weare required to report that fact. We have nothing to report in this regard.

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 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.

In preparing the financial statements management and Board of Directors areresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

a. Identify and assess the risks of material misstatement of the financial statementswhether due to fraud or error design and perform audit procedures responsive to thoserisks and obtain audit evidence that is sufficient and appropriate to provide a basis forour opinion. The risk of not detecting a material misstatement resulting from fraud ishigher than for one resulting from error as fraud may involve collusion forgeryintentional omissions misrepresentations or the override of internal control.

b. Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.

c. Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

d. Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the ability ofthe Company to continue as a going concern. If we conclude that a material uncertaintyexists we are required to draw attention in our auditor's report to the relateddisclosures in the financial statements or if such disclosures are inadequate to modifyour opinion. Our conclusions are based on the audit evidence obtained up to the date ofour auditor's report. However future events or conditions may cause the Company to ceaseto continue as a going concern.

e. Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

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 Companies Act 2013 we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable. As required bySection 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 dealt with by this Report are inagreement with the books of account;

d) In our opinion the aforesaid financial statements comply with the AS specifiedunder Section 133 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 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director interms 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 be included in the Auditor's Report inaccordance with the requirements of section197(16) of the Act as amended:

In our opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.

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 in our opinionand to the best of our information and according to the explanations given to us:

1. The company has disclosed the impact of pending litigation on its financial positionin its financial statement.

2. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

3. There were no amounts which are required to be transferred to the investor'seducation and protection fund by the company.

4. The disclosures in the financial statements regarding holdings as well as dealingsin specified bank notes during the period from 08th November 2016 to 30thDecember 2016 have not been made in these financial statements since they do not pertainto the financial year ended 31st March 2020.

For Piyush J. Shah & Co.
Chartered Accountants
FRN: 121172W
Sd/-
Piyush J. Shah
Partner
M. No: 108670
UDIN: 20108670AAAACD3909
Place: Ahmedabad
Date: 27th July 2020

Annexure - A to the Auditors' Report

The Annexure referred to in our Independent Auditors' Report to the members of theCompany on the financial statements for the Period 01-04-2019 to 31-03-2020 we reportthat:

i) (a) The company has maintained proper records showing full particulars includingquantitative details and situation of fixed 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 this programme certain fixed assets were verified during the year and nomaterial discrepancies were noticed on such verification. In our opinion this periodicityof physical verification is reasonable having regard to the size of the Company and thenature of its assets.

(c) The title deeds of immovable properties are not held in the name of the company.

ii) The Inventories have been physically verified during the year by the management. Inour opinion and according to the information and explanations given to us the company hasmaintained proper records of inventory. As explained to us there were no materialdiscrepancies noticed on physical verification of inventory as compared to book recordsand the same has been properly dealt with in books of accounts.

iii) The Company had not granted loans to parties covered in the register maintainedunder section 189 of the Companies Act 2013 ('the Act').

(a) Not Applicable

(b) Not Applicable

(c) Not Applicable

iv) In our opinion and according to the information and explanations given to us inrespect of loans investments guarantees and security provisions of section 185 and 186of the Companies Act 2013 had been complied with.

v) The company had not accepted any deposits from public therefore the directivesissued by the Reserve Bank of India and the provisions of sections 73 to 76 or any otherrelevant provisions of the Companies Act 2013 and the rules framed there under is notapplicable.

vi) The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Act for the goods supplied by the Company.

vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted / accrued in the books ofaccount in respect of undisputed statutory dues including provident fund income taxsales tax wealth tax service tax duty of customs value added tax cess and othermaterial statutory dues have been regularly deposited during the year by the Company withthe appropriate authorities. As explained to us the Company did not have any dues onaccount of employees' state insurance and duty of excise.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund income tax sales tax wealth tax service tax dutyof customs value added tax cess and other material statutory dues were in arrears as at31st March 2020 for a period of more than six months from the date they becamepayable.

(b) According to the information and explanations given to us there are followingmaterial dues of wealth tax duty of customs and cess which have not been deposited withthe appropriate authorities on account of any dispute.

Demand under the Act Pending At Assessment Year Amount (In Rs.)
Gujarat VAT Act 2006 Tribunal 2015-16 21618893/-

viii) The company had not defaulted in repayment of loans or borrowing to a financialinstitution bank Government or dues to debenture holders.

ix) According to the information and explanations given to us the company had raisedmoney by way of term loans and utilized the same for the purpose for which it is raised.

x) According to the information and explanations given to us no material fraud on orby the Company has been noticed or reported during the course of our audit.

xi) According to the information and explanations given to us managerial remunerationhad been paid or provided in accordance with the requisite approvals mandated by theprovisions of Section 197 read with Schedule V to the Companies Act.

xii) In our opinion the company is not Nidhi company. Therefore the provisions asmentioned in the Nidhi Rules 2014 are not applicable to the company.

xiii) In our opinion and according to the information and explanations given to us alltransactions with the related parties are in compliance with sections 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the FinancialStatements etc. as required by the applicable accounting standards.

xiv) According to the information and explanations given to us the company had notmade preferential allotment of shares during the year/period under review and therequirement of Section 42 of the Companies Act 2013 and other applicable provisions aretherefore not applicable.

xv) According to the information and explanations given to us the company had notentered into any non-cash transactions with directors or persons connected with him.

xvi) In our opinion the company is not a Non-Banking Finance Company therefore therequirement to register under section 45-IA of the Reserve Bank of India Act 1934 is notapplicable.

For Piyush J. Shah & Co.
Chartered Accountants
FRN: 121172W
Sd/-
Piyush J. Shah
Partner
M. No: 108670
UDIN: 20108670AAAACD3909
Place: Ahmedabad
Date: 27thJuly 2020

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") on the Financial Statements of AiroLam Limited

Opinion

We have audited the internal financial controls with reference to financial statementsof Airo Lam Limited ("the Company") as of 31st March 2020 inconjunction with our audit of the financial statements of the Company for the year endedon that date

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to financial statements and such internal financial controls wereoperating effectively as at 31st March 2020 based on the internal financialcontrols with reference to financial statements criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishingand maintaining internal financial controls based on the internal financial controls withreference to financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note. 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 Companies Act 2013 (hereinafter referred to as"the Act").

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing prescribed underSection 143(10) of the Act to the extent applicable to an audit of internal financialcontrols with reference to financial statements. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls with reference tofinancial statements were established and maintained and whether such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatements included obtaining an understanding of internal financial controls withreference to financial statements assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of the internal controlbased on the assessed risk. The procedure selected depends on the auditor's judgementincluding the assessment of risks of material misstatement of the financial statementswhether 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 internal financial controls with reference tofinancial statements.

Meaning of Internal Financial Controls with reference to Financial Statements

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlswith reference to financial statements include those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial 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 financialstatements.

Inherent Limitations of Internal Financial Controls with reference to FinancialStatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

For Piyush J. Shah & Co.
Chartered Accountants
FRN: 121172W
Sd/-
Piyush J. Shah
Partner
M. No: 108670
UDIN: 20108670AAAACD3909
Place: Ahmedabad
Date: 27th July 2020

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