To The Members of Bhagwati Autocast Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalonefinancial statements of BHAGWATI AUTOCASTLIMITED ("the Company") which comprise the Balance Sheet as at March 312018 the Statement of Profit and Loss (including Other Comprehensive Income) Cash FlowStatement and the Statement of Changes in Equity for the year then ended and a summary ofsignificant accounting policies and other explanatory information (hereinafter referred toas "Standalone Ind AS Financial Statements").
Management's Responsibility for the Standalone Ind AS 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 standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) prescribedunder Section 133 of the Act read with relevant rules issued thereunder.
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable 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 standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.
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 of the standalone Ind AS financial statements in accordance withthe 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 standalone Ind AS financial statements are freefrom material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances.
An audit also includes evaluating the appropriateness of the accounting policies usedand the reasonableness of the accounting estimates made by the Company's Directors aswell as evaluating the overall presentation of the standalone Ind AS financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone Ind AS financial statements.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at March 31 2018 and its profit total comprehensive income its cash flowsand the changes in equity for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors report) Order 2016 ("The Order")issued by the Central Government of India in terms of subsection 11 of section 143 of theAct we give in the Annexure "A" statement on the matter specified in paragraphs3 & 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 including Other ComprehensiveIncome the Cash Flow Statement and Statement of Changes in Equity dealt with by thisreport are in agreement with the books of account;
(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under section 133 of the Act read withrelevant rules issued thereunder.
(e) On the basis of written representations received from the directors as on March 312018 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 from being appointed as a director in terms section 164 (2) of theAct.
(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and 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 best of our information and according to the explanation given to us :
1. The Company has disclosed the impact of pending litigation on its financial positionin its standalone Ind AS financial statements. Refer to Note No. 35 to the standalone IndAS financial statements.
2. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
3. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company.
Annexure "A" to the Independent Auditors' Report
(Referred to in paragraph 1 under the heading Report on Other Legal &Regulatory Requirements' of our report of even date to the standalone Ind AS financialstatements of the Company for the year ended March 31 2018)
1. In respect of Fixed Assets :
(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets;
(b) The Fixed Assets have been physically verified by the management in a phasedmanner designed to cover all the items over a period of five years which in our opinionis reasonable having regard to the size of the Company and nature of its business.According to information and explanations given to us no material discrepancies werenoticed on such verification.
(c) The title deeds of immovable properties are in the name of the Company.
2. In respect of Inventories:
According to information and explanation given to us physical verification ofinventories has been conducted in reasonable interval by the management and no materialdiscrepancies were noticed on physical verification during the year.
3. According to information and explanation given to us the Company has not grantedany loans secured or unsecured to companies firms Limited Liability partnerships orother parties covered in the Register maintained under section 189 of the Act.Accordingly the provisions of clause 3 (iii) (a) to (c) of the Order are not applicableto the Company and hence not commented upon.
4. In our opinion and according to the information and explanations given to us theCompany has not granted loan or made investment or given guarantee or provided security asprovided in the section 185 and I86 of the Companies Act 2013.
5. According to information and explanation given to us the Company has not acceptedany deposits from the public and hence the directives issued by the Reserve Bank of Indiaand the provisions of Sections 73 to 76 or any other relevant provisions of the Act andthe Companies (Acceptance of Deposit) Rules 2015 with regard to the deposits acceptedfrom the public are not applicable.
6. The Central Government has prescribed maintenance of Cost Records under section148(1) of the Companies Act 2013 in respect of manufacturing activities of the Company.We have broadly reviewed the accounts and records of the Company in this connection andare of the opinion that prima facie the prescribed accounts and records have been madeand maintained. We have however not made a detailed examination of the said records witha view to determine whether they are accurate or complete.
7. According to information and explanations given to us in respect of statutory duesand on the basis of our examination of the books of accounts and records of the Company
(a) the Company has been generally regular in depositing undisputed statutory duesincluding Provident Fund Income-Tax Sales tax Service Tax Goods & Service TaxDuty of Customs Duty of Excise Value added Tax Cess and any other statutory dues withthe appropriate authorities.
According to the information and explanations given to us no undisputed amountspayable in respect of the aforesaid dues were in arrears as at March 31 2018 for a periodof more than six months from the date on when they become payable.
(b) According to the information and explanations given to us there are no materialdues of income tax sales tax service tax value added tax wealth tax duty of customsand Cess which have not been deposited with the appropriate authorities on account of anydispute except demand for excise duty as mentioned below:
|Name of the Statute ||Nature of dues ||Amount Rs in (lakhs) ||Period to which the amount relates ||Forum where the dispute is pending |
|Excise ||Demand ||3.92 ||F.Y. 02-03 ||CESTAT |
|Excise ||Demand ||3.39 ||F.Y. 03-04 ||CESTAT |
|Excise ||Demand ||2.35 ||F.Y. 04-05 ||CESTAT |
|Excise ||Demand ||1.87 ||F.Y. 05-06 ||CESTAT |
8. In our opinion and according to information and explanations given to us theCompany has not defaulted in repayment of loans or borrowing to a financial institutionbankGovernment or dues to debenture holders.
9. According to the information and explanations given by the management the Companyhas not raised moneys by way of initial public offer or further public offer includingdebt instruments and term Loans during the year. Accordingly the provisions of clause 3(ix) of the Order are not applicable to the Company.
10. According to the information and explanations given by the management no fraud bythe Company or on the Company by its officers or employees has been noticed or reportedduring the year.
11. In our opinion and according to the information and explanations given to us themanagerial remuneration has been paid or provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct.
12. In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 4 (xii) of the Order are not applicable to the Company.
13. In our opinion and according to information and explanations given to us alltransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 and the details of related party transactions have been disclosed inthe standalone Ind AS financial statements as required by the applicable accountingstandards.
14. According to the information and explanations given by the management the Companyhas not made any preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review. Accordingly the provisions of clause3 (xiv) of the Order are not applicable to the Company and hence not commented upon.
15. According to the information and explanations given by the management the Companyhas not entered into any non-cash transactions with directors or persons connected withhim.
Accordingly the provisions of clause 3 (xv) of the Order are not applicable to theCompany and hence not commented upon.
16. In our opinion and according to information and explanations given to us theCompany is not required to be registered under section 45 IA of the Reserve Bank of IndiaAct 1934 and accordingly the provisions of clause 3 (xvi) of the Order are notapplicable to the Company and hence not commented upon.
Annexure B' to the Independent Auditors report
Report on the Internal Financial Controls under Clause (1) of Sub-section 3 of Sec.143of the Companies Act 2013("the Act")
We have audited the internal financial controls over financial reporting of BhagwatiAutocast Limited ("the Company") as of March 31 2018 in conjunction with ouraudit of the standalone Ind AS financial statements of the Company for the year ended onthat 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Act.
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 Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of internal Financial Controlsand both issued by the Institute of Chartered Accountants of India. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls systems 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 thestandalone financial statements whether due to fraud orerror.
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 ofstandalone financial statements for external purpose in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company. (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation ofstandalonefinancial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company and (3) providereasonable assurance regarding prevention or timely detection of unauthorized acquisitionuse or disposition of the company's assets that could have a material effect on thestandalone 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 of procedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalfinancial control system over financial reporting and such internal financial controlsover financial reporting was operating effectively as on March 312018 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal controls stated in the guidance note on Audit ofInternal Financial Controls Over Financial Reports issued by the Institute of CharteredAccountants of India.
| ||For and on behalf of |
| ||Mahendra N. Shah & Co. |
| ||Chartered Accountants |
| ||Firm's registration No. : 105775W |
| ||CA Chirag M. Shah |
| ||Partner |
| ||Membership No. : 045706 |
|Date : 26/05/2018 || |
|Place : Ahmedabad || |