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BDH Industries Ltd.

BSE: 524828 Sector: Health care
NSE: N.A. ISIN Code: INE278D01018
BSE 00:00 | 22 Mar 75.55 2.05
(2.79%)
OPEN

74.50

HIGH

76.95

LOW

72.50

NSE 05:30 | 01 Jan BDH Industries Ltd
OPEN 74.50
PREVIOUS CLOSE 73.50
VOLUME 1809
52-Week high 80.45
52-Week low 61.75
P/E 7.89
Mkt Cap.(Rs cr) 44
Buy Price 72.95
Buy Qty 5.00
Sell Price 75.50
Sell Qty 175.00
OPEN 74.50
CLOSE 73.50
VOLUME 1809
52-Week high 80.45
52-Week low 61.75
P/E 7.89
Mkt Cap.(Rs cr) 44
Buy Price 72.95
Buy Qty 5.00
Sell Price 75.50
Sell Qty 175.00

BDH Industries Ltd. (BDHINDS) - Auditors Report

Company auditors report

To the Members of BDH INDUSTRIES LIMITED

Report on the Financial Statements

We have audited the accompanying Ind AS financial statements of BDH INDUSTRIESLIMITED ("the Company") which comprises the Balance Sheet as at March31st 2018 the Statement of Profit and Loss including Other Comprehensive Income and theCash Flow Statement for the year then ended and a summary of significant accountingpolicies 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 Ind AS financial statements that give a true and fair view of the financialposition financial performance including Other Comprehensive Income and cash flows of theCompany in accordance with the accounting principles generally accepted in Indiaincluding the Companies (Indian Accounting Standards) Rules 2015 (Ind AS) specified underSection 133 of the Act read with relevant rules thereon. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding the assets of the Company and for preventing and detecting fraudsand other irregularities; selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent; and design implementationand maintenance of adequate internal financial controls that were operating effectivelyfor ensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon our audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the Ind AS financial statements arefree from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS 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 theInd AS financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Directors as well as evaluating the overallpresentation of the financial statements. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion on the IndAS financial statements

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2018 and its profit and its Cash Flow 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")as amended issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on thematters specified in paragraphs 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 purpose 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 and the Cash Flow Statementdealt with by this Report are in agreement with the books of account;

d. In our opinion the aforesaid Ind AS financial statements comply with Ind ASspecified under Section 133 of the Act read with Companies (Indian Accounting Standards)Rules 2015 as amended;

e. On the basis of written representations received from the directors as on March31st 2018 taken on record by the Board of Directors none of disqualified thedirectors as on March 31st 2018 from being appointed as a director in terms of Section164 (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 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 has disclosed the impact if any of pending litigations as at March 312018 on its financial position in its Ind AS financial statements - Refer Note No.25(vii)to financial statements.

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

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For CLB & Associates

Chartered Accountants

FR No.: 124305W
S.Sarupria

Partner

M.No. 035783
Place: Mumbai
Date: 29.05.2018

"Annexure A" to the Independent Auditors' Report

Referred to in paragraph 1 under the heading ‘Report on Other Legal &Regulatory Requirement' of our report of even date to the members of BDH IndustriesLimited on the financial statements of the Company for the year ended March 31st 2018:

On the basis of such checks as we considered appropriate and according to theinformation and explanations given to us during the course of our audit. We report that :

i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of Property Plant and Equipments.

(b) As explained to us Property Plant and Equipments have been physically verified bythe management at regular intervals; as informed to us no material discrepancies werenoticed on such verification.

(c) According to the information and explanations given to us and on the basis of therecords of the Company the title deeds of immovable properties are held in the name ofthe company.

ii. (a) The Management has conducted physical verification of inventory at reasonableinterval.

(b) The procedure of physical verification of inventory followed by the management arereasonable and adequate in relation to the size of the company and the nature of itsbusiness.

(c) The company is maintaining proper records of inventory and no materialdiscrepancies were noticed on physical verification as compared to book records.

iii. The company has not granted any loans secured or unsecured to companies firms orother parties covered in the register maintained under section 189 of the Act.Accordingly paragraph 3(iii) of the order is not applicable.

iv. In our opinion and according to the information and explantations given to usthere are no loans investments guarantees and securities granted in respect of which theprovisions of section 185 and 186 of the Act are applicable. Therefore the provisions ofClause 3(iv) of the said Order are not applicable to the Company.

v. The Company has not accepted any deposits from the public covered under Section 73to 76 of Act.

vi. We have broadly reviewed the books of account maintained by the Company pursuant tothe Companies (Cost Records and Audit) Rules 2014 prescribed by the Central Governmentunder section 148(1) of the Act and are of the opinion that primafacie the prescribedaccounts and cost records have been made and maintained. We have not however made adetailed examination of the cost records with a view to determining whether they areaccurate or complete.

vii. (a) According to the information and explanations given to us and based on therecords of the company examined by us the company is regular in depositing the undisputedstatutory dues including Provident Fund Employees' State Insurance Income-taxSales-tax Wealth Tax Service Tax Custom Duty Excise Duty and other material statutorydues as applicable with the appropriate authorities in India.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of income tax wealth tax sales tax customs duty and excise dutywere outstanding at the year end for a period of more than six months from the date theybecame payable.

(c) According to the information and explanations given to us and based on the recordsof the company examined by us there are no dues of Income Tax Wealth Tax Service TaxSales Tax Customs Duty and Excise Duty which have not been deposited on account of anydisputes except as given below :

Name of the Statue Nature of Dues Amount (in Lakhs) Financial Year to which the matters pertains Forum where dispute is pending
Income Tax Act Income Tax 18.84 1997-1998 1998-1999 2001-2002 Appellate Authorities at various stages

viii. Based on the audit procedures and according to the records of the Companyexamined by us and the information and explanations given to us the company has notdefaulted in repayment of dues to financial institution or bank.

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.

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 duringthe course of our audit.

xi. According to the information and explanations given to us and based on ourexamination of the records of the company the company 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.

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 section 177 and 188 of the act where applicable and details of suchtransactions have been disclosed in the Ind AS financial statements as required by theapplicable accounting 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.

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.

xvi. During the year the Company is not required to be registered under section 45-IAof Reserve Bank of India Act 1934.

For CLB & Associates

Chartered Accountants

FR No.: 124305W
S.Sarupria

Partner

M.No. 035783
Place: Mumbai
Date: 29.05.2018

"Annexure B" to the Independent Auditor's 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 BDHIndustries Limited ("the Company") as of March 31st 2018 in conjunction withour audit of the Ind AS financial statements of the Company for the year ended on thatdate.

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).

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 accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the "Guidance Note") and theStandards on Auditing issued by ICAI and deemed to be prescribed under section 143(10) ofthe Companies

Act 2013 to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial 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 in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31st 2018 based on the internal controlover financial 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.

For CLB & Associates

Chartered Accountants

FR No.: 124305W
S.Sarupria

Partner

M.No. 035783
Place: Mumbai
Date: 29.05.2018