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Astron Paper & Board Mill Ltd.

BSE: 540824 Sector: Industrials
NSE: ASTRON ISIN Code: INE646X01014
BSE 12:02 | 18 Nov 38.00 -0.75
(-1.94%)
OPEN

38.55

HIGH

39.45

LOW

37.90

NSE 11:49 | 18 Nov 38.00 -0.80
(-2.06%)
OPEN

40.00

HIGH

40.00

LOW

37.65

OPEN 38.55
PREVIOUS CLOSE 38.75
VOLUME 5336
52-Week high 129.90
52-Week low 35.60
P/E 9.07
Mkt Cap.(Rs cr) 177
Buy Price 38.05
Buy Qty 12.00
Sell Price 38.30
Sell Qty 100.00
OPEN 38.55
CLOSE 38.75
VOLUME 5336
52-Week high 129.90
52-Week low 35.60
P/E 9.07
Mkt Cap.(Rs cr) 177
Buy Price 38.05
Buy Qty 12.00
Sell Price 38.30
Sell Qty 100.00

Astron Paper & Board Mill Ltd. (ASTRON) - Auditors Report

Company auditors report

To the Members of

ASTRON PAPER & BOARD MILL LIMITED

REPORT ON THE FINANCIAL STATEMENTS:

We have audited the accompanying financial statements of ASTRON PAPER & BOARD MILLLIMITED ("the Company") which comprise the Balance Sheet as at March 31 2018the Statement of Profit and Loss (Including Other Comprehensive Income) the Statement ofChanges In Equity and the Statement of Cash Flows for the year then ended and a summary ofsignificant accounting policies and other explanatory information.

MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS:

The Company's Board of Directors is responsible for the matters in section 134(5) ofthe Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income cash flows and changes in equity of theCompany in accordance with the Indian Accounting Standards (Ind AS) accounting principlesgenerally accepted in India including the Indian Accounting Standards specified underSection 133 of the Act read the Companies (Indian Accounting Standard) Rules 2015 asamended.

This responsibility also includes the maintenance of adequate accounting records inaccordance with the provision of the Act for safeguarding of the assets of the Company andfor preventing and detecting the frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial control that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial 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 financial statements based on ouraudit.

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 and the Orderissued under section 143(11) of the Act..

We conducted our audit of the Financial Statements in accordance with the Standards onAuditing specified under section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement. Anaudit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of thefinancial statements that give true and fair view in order to design audit procedures thatare appropriate in the circumstances. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe financial statements. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the financialstatements.

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: i. In the case of the Balance Sheet of the stateof the affairs of the company as at 31st March 2018; ii. In the case of Statement ofProfit & Loss of PROFIT (including Other Comprehensive Income) for the year ended onthat date iii. In the case of Statement of Changes in Equity of the changes in Equity forthe year ended on that date AND iv. In the case of the Statement of Cash Flows of thecash flows for the year ended on that date.

EMPHASIS OF MATTER:

We draw attention to the following matters in the Notes to the Financial Statements:

I. Notes No.35(c) relating to the non-provision for doubtful debts amounting to Rs59.11 lacs

II. Notes No. 35(d)(1) relating to the disputed CENVAT of Excise amounting to Rs 26.43lacs and appropriate interest as per Excise Law and Penalty of Rs 26.43 lacs.

III. Notes No. 34(d)(2) relating to the disputed Income Tax Amount of Rs 3.89 lacs forthe A.Y. 2013-14. IV. Notes No. 34(d)(3) relating to the disputed Income Tax Amount of Rs4.36 lacs for the A.Y. 2014-15. V. Notes No. 34(d)(4) relating to the disputed Income TaxAmount of Rs 4.59 lacs for the A.Y. 2015-16. Our opinion is not modified in respect of theabove referred matters.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS:

1. As required by section 143(3) of the Act based on our audit 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 appears from our examination of those books;

c) The Balance Sheet the Statement of Profit and Loss including Other ComprehensiveIncome Statement of Changes in Equity & the Statement of Cash Flow Statement dealtwith by this Report are in agreement with the books of account;

d) In our opinion the Balance Sheet the Statement of Profit and Loss including OtherComprehensive Income the Statement of Changes in Equity & the Statement of Cash Flowcomply with the Indian Accounting Standards prescribed under section 133 of the Act;

e) On the basis of written representations received from the directors of the Companyas on March 31 2018 and taken on record by the Board of Directors none of the directorsis disqualified as on March 31 2018 from being appointed as a director in terms ofsub-section (2) of section 164 of Act; f) With respect to the adequacy of internalfinancial control over financial reporting of the Company and the operating effectivenessof such controls refer to our separate report in Annexure-A;

g) With respect to the other matters included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended in our opinionand to the best of our information and according to the explanations given to us :

i. The Company had the following litigations pending as at the end of the financialyear which may impact its financial position on final disposal of the respective matters.

(Rs in Lacs.)
Name of The Party/Department Brief Facts of the Case Financial Impact
1. Star Papers Suit Filed under Section 138 of the Negotiable Instruments Act 1881 38.03
2. Hi Tech Multi Forms Suit Filed under Section 138 of the Negotiable Instruments Act 1881 21.08
3. Shreeji Enterprise Suit Filed For Recovery Of Dues For Sales of Goods 21.67
4. Romano Corporation Suit Filed For Recovery Of Dues For Sales of Goods 37.06
5. Royal Sundaram General Insurance Company-Vehicle Claim Claim for Loss of Vehicle 5.89
6. CESTAT Disputed CENVAT Claim on Fixed Assets & Penalty Thereon (Company has reversed CENVAT credit of Rs 26.43 lacs under protest) (CENVAT Rs 26.43 lacs and Penalty Rs 26.43 lacs 52.87
7. ITAT Ahmedabad Disputed Income Tax Deduction Claim U/s. 35D of the Income Tax Act 1961 for A.Y. 2013-14 to the extent of amount disallowed 3.89
8. ITAT Ahmedabad Disputed Income Tax Deduction Claim U/s. 35D of the Income Tax Act 1961 for A.Y. 2014-15 to the extent of amount disallowed 4.36
9. CIT-A-1 Ahmedabad Disputed Income Tax Deduction Claim U/s. 35D of the Income Tax Act 1961 for A.Y. 2014-15 to the extent of amount disallowed 5.49

ii. The Company did not have any long-term contracts including derivatives contractsfor which there were any material foreseeable losses. iii. As at 31st March 2018 therewere no amounts which were required to be transferred to the Investor Education andProtection Fund by the Company.

2. As required by The Companies (Auditor's Report) Order 2016 issued by The CentralGovernment Of India in term of section 143 (11) of The Companies Act 2013 we enclose inthe Annexure-B hereto a statement on the matters specified in paragraphs 3 and 4 of thesaid order to the extent applicable to the company.

ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT

[REFERRED TO IN PARAGRAPH 1(f) UNDER "REPORT ON OTHER LEGAL AND REGULATORY

REQUIREMENTS SECTION OF OUR REPORT OF EVEN DATE] FINANCIAL YEAR ENDED 31ST MARCH 2018

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 ASTRONPAPER & BOARD MILL LIMITED ("the Company") as of March 31 2018 inconjunction with our audit of the Ind AS financial statements of the company for the yearended on that date.

Management's Responsibility for Internal Financial Controls

The management of the company 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 include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information 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 prescribed under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate 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 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 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 and to the best of our information and according to the information andexplanations given to us the company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were commensurate with the nature of the business of the companyand operating effectively as at March 31 2018 based on the internal control overfinancial 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.

ANNEXURE-B TO THE INDEPENDENT AUDITOR'S REPORT

[Referred to in paragraph 2 under "Report On Other Legal And RegulatoryRequirements' section of our report of even date to the members of ASTRON PAPER &BOARD MILL LIMITED on the financial statements of the company for the year ended 31stMarch 2018 :

On the basis of such checks of the books and records of the company as we consideredappropriate and according to the information and explanation given to us during the courseof audit we further report that:

i. In respect of its fixed assets:

a) According to the information and explanations given to us the company hasmaintained proper records of fixed assets showing full particulars including quantitativedetails and situation of fixed assets.

b) As explained to us the management in accordance with a phased programme ofverification adopted by the company has physically verified the fixed asset. To the bestof our knowledge no material discrepancies have been noticed on such verification or havebeen reported to us.

c) According to the information and explanations given to us and on the basis of theexamination of the records of the company the title deeds of immovable properties areheld in the name of the Company as at the balance sheet date.

ii. In respect of its Inventories:

a) As explained to us the inventories have been physical verified during the year bythe management of the company.

b) As explained to us no material discrepancies were noticed on physical verificationof inventory as compared to the books of account.

iii. Loans/Advances Granted:

As informed to us during the year the company has not granted any secured/unsecuredloans to any Company Firms Limited Liability Partnerships or Other Parties covered inthe register maintained under section 189 of the Companies Act 2013 and hence othermatters related thereto referred to in clause III of The Companies (Auditor's Report)Order 2016 are not applicable .

iv. According to the information and explanations given to us the company has notentered into any transaction of the nature referred to in Sections 185 and 186 of TheCompanies Act 2013 in respect of any loans investments guarantees and security.

v. According to the information and explanations given to us the company has notaccepted any deposits from the public within the meaning of section 737475 & 76 ofthe Act and Rules framed thereunder during the year and therefore the provisions ofclause 3(v) of the Order are not applicable to the Company.

vi. We have broadly reviewed the cost records maintained by the Company pursuant torules made by the Central Government. We are of the opinion that prima facie theprescribed accounts and records have been maintained and made. We have however not made adetailed examination of these records with a view to determine whether they are accurateor complete.

vii. In respect of Statutory Dues:

a) As per the information & explanations furnished to us in our opinion thecompany is generally regular in depositing with appropriate authorities undisputedstatutory dues of Custom Duty Excise Duty T.D.S. VAT/ CST/GST Service Tax EmployeeProvident Fund Cess and other material statutory dues applicable to it.

There has been no outstanding as at 31st March 2018 of undisputed liabilitiesoutstanding for more than six months.

b) According to information and explanations given to us and so far as appears from ourexamination of books of account there were no statutory dues outstanding as at 31stMarch 2018 which have not been deposited on account of any dispute.

viii. According to the information and explanations given to us the Company has notdefaulted in the repayment of loans or borrowings and payment of interest to the Banks andFinancial Institutions.

ix. The company has raised moneys by way of initial public offer of Equity Sharesduring the year. In our opinion and according to the information and explanations given tous the moneys raised through initial public offer of Equity Shares have been applied bythe Company for the purpose for which they were raised. In our opinion and according tothe information and explanations given to us the company has applied the term loansobtained during the year for the purpose for which they had been obtained.

x. 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 to usby the management during the year.

xi. In our opinion and according to the information and explanations given to us thecompany had paid/provided managerial remuneration in accordance with the provisions ofSection 197 of the Companies Act 2013 read with Schedule V of the Companies Act 2013.

xii. As the company is not the Nidhi Company clause (xii) of paragraph 3 of TheCompanies (Auditor's Report) Order 2016 is not applicable to it.

xiii. According to the information and explanations given to us the company is incompliance with the provisions of sections 177 and 188 of the Companies Act 2013 whereapplicable for related party transactions and the details of related party transactionshave been disclosed in the Notes to the Financial Statements in accordance with theapplicable Accounting Standards.

xiv. The company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year clause (xiv) of paragraph 3 ofThe Companies (Auditor's Report) Order 2016 is not applicable to it during the year.

xv. According to the information and explanations given to us the company has notentered into any non cash transaction with directors or persons connected with them andhence clause (xv) of paragraph 3 of The Companies (Auditor's Report) Order 2016 is notapplicable to it during the year.

xvi. As the company is not required to be registered under section 45-IA of the ReserveBank of India 1934 clause (xvi) of paragraph 3 of The Companies (Auditor's Report)Order 2016 is not applicable to it.

AUDITORS' CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE

To the Members of

ASTRON PAPER & BOARD MILL LIMITED

We have examined the compliance of conditions of Corporate Governance by ASTRON PAPER& BOARD MILL LIMITED for the year ended on 31st March 2018 as stipulated inRegulations 17 to 27 and clauses (b) to (i) of Regulation 46(2) and para C and D ofSchedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015(the "Listing Regulations").

Managements' Responsibility

The compliance of conditions of Corporate Governance is the responsibility of theManagement of the Company. This responsibility includes the design implementation andmaintenance of internal control and procedures to ensure compliance with the conditions ofthe Corporate Governance stipulated in the Listing Regulations.

Auditor's Responsibility

Our responsibility is limited to examining the procedures and implementation thereofadopted by the

Company for ensuring compliance with the conditions of the Corporate Governance. It isneither an audit nor an expression of opinion on the financial statements of the Company.

We have examined the books of account and other relevant records and documentsmaintained by the Company for the purposes of providing reasonable assurance on thecompliance with Corporate Governance requirements by the Company.

We have carried out an examination of the relevant records of the Company in accordancewith the Guidance Note on Certification of Corporate Governance issued by the Institute ofthe Chartered Accountants of India (the "ICAI") the Standards on Auditingspecified under Section 143(10) of the Companies Act 2013 in so far as applicable for thepurpose of this certificate and as per the Guidance Note on Reports or Certificates forSpecial Purposes issued by the ICAI which requires that we comply with the ethicalrequirements of the Code of Ethics issued by the ICAI.

Opinion

According to the information and explanations given to us and the representationsprovided by the Management of the company and in our opinion and to the best of ourinformation we certify that the Company has complied with the conditions of CorporateGovernance as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Regulation46(2) and para C and D of Schedule V to the Listing Regulations during the year ended 31stMarch 2018.

We state that such compliance is neither an assurance as to the future viability of theCompany nor the efficiency or effectiveness with which the Management has conducted theaffairs of the Company.

FOR AND ON BEHALF OF
S. N. SHAH & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REG. NO. 109782W
S. N. SHAH
PLACE: AHMEDABAD PARTNER
DATED: 4TH MAY 2018 M. No. 035181