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Blue Blends (India) Ltd.

BSE: 502761 Sector: Industrials
NSE: BLUEBLENDS ISIN Code: INE113O01014
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VOLUME 445
52-Week high 4.20
52-Week low 0.69
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.69
Buy Qty 565.00
Sell Price 0.75
Sell Qty 183.00
OPEN 0.69
CLOSE 0.75
VOLUME 445
52-Week high 4.20
52-Week low 0.69
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.69
Buy Qty 565.00
Sell Price 0.75
Sell Qty 183.00

Blue Blends (India) Ltd. (BLUEBLENDS) - Auditors Report

Company auditors report

To the Members of

Blue Blends (India) Limited

Report on the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone Financial Statements of Blue Blends (India)Limited which comprise the Balance Sheet as at March 31 2019 the Statement ofProfit & Loss (including Other Comprehensive Income) the Statement of Changes inEquity and Statement of Cash Flows for the year then ended and notes to the financialstatements including a summary of significant accounting policies and other explanatoryinformation (hereinafter referred to as "Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2019 the Loss and totalcomprehensive income changes in equity and its cash flows for the year ended on thatdate.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing (SAs) specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India together with the ethical requirements that are relevantto our audit of the financial statements under the provisions of the Act and the Rulesthere under and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion on thestandalone financial statements.

Matters of Emphasis

Attention is drawn to

i) Note No.28 regarding failure of the Company during the year to pay installmentsamounting to Rs. 3255.00 lacs on 16% Non-Convertible Debentures (NCDs) issued to M/sEdelweiss Stressed and Troubled Assets Revival Fund-1 (ESTARF-1) and the Notice Dated u/s13(2) of the Securities and Reconstruction of Financial Assets and Enforcement ofSecurities Interest Act 2002 (SARFAESI Act) issued by them enforcing all the securitiesprovided against such NCDs.

ii) item no. vii (b) of the Annexure A to this report regarding non- payment of certainundisputed statutory liabilities of Rs.112.95 lacs as detailed under said above said itemand non-provision of chargable interest on such overdue statutory liabilities.

iii) Pending cases against the Company and its Directors:

a) 10 cases under section 138 of Negotiable Instruments Act;

b) 6 cases filed in National Company Law Tribunals (NCLT) by the lenders and creditorsfor their claims of Rs.375.83 lacs.

iv) The balances of Sundry Debtors Sundry Creditors Advances lying in Loans &Advances Account Advances taken from parties are taken as appearing in books of accountand these are subject to confirmation by respective parties. In view this we are not in aposition to comment on the correctness of the outstanding balance and resultant impactthereof on the financial statements for the period under audit.

Our opinion is not modified in respect of above matter.

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 period. 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 a separate opinion on these matters.

Information Other than the Standalone Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Annual Report on CSR activities Board's Report includingAnnexures to Board's Report Corporate Governance and Shareholder's Information but doesnot include the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained during the course of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance totalcomprehensive income changes in equity and cash flows of the Company in accordance withthe Ind AS and other accounting principles generally accepted in India. 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 standalone financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

The Board of Directors are responsible for overseeing the Company's financial reportingprocess.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

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

Identify and assess the risks of material misstatement of the standalone financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal controls.

Obtain an understanding of internal financial controls relevant to the audit in orderto 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 the Companyhas adequate internal financial controls system in place and the operating effectivenessof such controls.

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

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 Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's However future events or conditions may cause the Company to cease to continueas a going concern.

Evaluate the overall presentation structure and content of the standalone financialstatements including the disclosures and whether the standalone financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatements in the financialstatements.

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 standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's report unless law or regulation precludes public disclosure about thematter or when 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

1. As required by section 143(3) of the Act we further 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 ofour 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 and the Statement of Cash Flows dealt with by thisReport are in agreement with the relevant books of account;

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

e) On the basis of written representations received from the directors as on March312019 and taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2019 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 A to this report;

g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(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 other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financialposition in its Standalone Financial Statements;

ii. The Company did not have any long-term contracts including derivative contracts; assuch the question of commenting on any material foreseeable losses thereon does not arise.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company during the year ended March 312019.

2. As required by the Companies (Auditor's Report) Order 2016 ("theOrder") issued by the Central Government in terms of Section 143(11) of the Act wegive in "Annexure B" a statement on the matters specified in paragraphs 3and 4 of the Order.

For JMT & Associates.
Chartered Accountants
(FR No. 104167W)
(Arun S. Jain)
Place: Mumbai Partner
Date :30th May 2019 MembershipNo.043161

Annexure - A to Independent Auditors' Report

Referred to in paragraph 1(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Blue Blends (India) Limited("the Company") of even date.

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 BlueBlends (India) Limited ("the Company") as of 31 March 2019 inconjunction with our audit of the Standalone Financial Statements of the Company for theyear 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 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 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 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 authorizations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorized 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 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 31 March 2019 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 JMT & Associates.
Chartered Accountants
(FR No. 104167W)
(Arun S. Jain)
Place: Mumbai Partner
Date :30th May 2019 MembershipNo.043161

Annexure - B to the Independent Auditors' Report

Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Blue Blends (India) Limited("the Company") of even date

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. In respect of its fixed assets:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) As explained to us the management during the year has physically verified thefixed assets in a phased periodical manner which in our opinion is reasonable havingregard to the size of the Company and nature of its assets. No material discrepancies werenoticed on such physical verification.

(c) According to the 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. As explained to us in our opinion the management has physically verifiedinventories at reasonable intervals during the year and there was no materialdiscrepancies noticed on such physical verification as compared to the book records.

iii. In respect of the loans secured or unsecured granted by the Company tocompanies firms or other parties covered in the Register maintained under Section 189 ofthe Companies Act 2013:

a. the terms and conditions of the grant of such loans are not prejudicial to thecompany's interest;

b. such loans are payable on demand and receipt of the principal amount and interest if any are regular; and

c. There is no overdue amount of principal and interest in respect of such loans.

iv. In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of sections 185 and 186 of the Act with respectto the loans investments and guarantees made.

v. The Company has not accepted any deposits from the public within the meaning ofSection 73 to 76 of the Companies Act 2013 and the Companies (Acceptance of Deposits)Rules 2014. Accordingly the provisions of clause 3(v) of the Order are not applicable tothe Company.

vi. As informed to us the Central Government has not prescribed maintenance of costrecords under sub-section (1) of Section 148 of the Act. Accordingly the provisions ofclause 3(vi) of the Order are not applicable to the Company.

vii. In respect of statutorydues:

(a) According to the records of the company except for the payment of undisputedincome tax payable under the Income Tax Act 1961 and employees and employerscontributions to Provident Fund and ESIC in our opinion the company has been generallyregular in depositing with the appropriate authorities undisputed statutory dues includingGoods and Service Taxes Customs Duty Value Added Tax cess and any other statutory duesas applicable to it.

(b) According to the information and explanation given to us except for the payment ofincome tax and employees and employers contributions to Provident Fund and ESIC theCompany does not have any undisputed amounts payable in respect of Provident FundEmployees' State Insurance Sales Tax Goods and Service Taxes Wealth Tax Service TaxCustoms Duty Excise Duty Value Added Tax Cess and other material statutory dues whichare in arrears as at 31 March 2019 for a period of more than six months from the datethey become payable. The unpaid undisputed liabilities as provided in the books of accountin respect of income tax under the Income Tax Act1961 (the Act) are as under:

i) Financial Year 2016-17- Rs.41.62 lakhs.

ii) Dividend Distribution Tax :

Financial Year 2016-17- Rs.21.72 lakhs

Financial Year 2017-18- Rs. 1.75 lakhs

iii) Employees Contribution Provident Fund Rs.16.23 lacs

Employers Contribution Provident Fund Rs. 16.15 lacs

iv) Employees Contribution under ESIC Scheme Rs.4.18 lacs

Employers Contribution under ESIC Scheme Rs.11.30 Lacs

The above liabilities are further subject to interest amount chargeable under theprovisions of the respective Acts / ESIC Schemes which are not provided in the Books ofaccount.

(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 Service Tax Goods andService Taxes Sales Tax Customs Duty Excise Duty and Value Added Tax which have not beendeposited on account of any disputes except as stated above.

viii. According to the records of the company examined by us and as per the informationand explanations given to us the Company has defaulted in repayment of dues its debentureholders during the year as stated above.

ix. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year and term loans raised by it havebeen applied for the purposes for which those are raised.

x. Based on our audit procedures performed for the purpose of reporting the true andfair view of the financial statements and on the basis of information and explanationsgiven by the management no fraud by the Company or on the Company by its officers oremployees has been noticed or reported during the year.

xi. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the provisions of section 197 read with Schedule V to theCompanies Act.

xii. In our opinion and according to information and explanations given to us theCompany is not a Nidhi company and hence the paragraph 3(xii) of the Order is notapplicable to the Company.

xiii. According to information and explanations given to us and based on ourexamination of the records of the Company in our opinion the transactions with therelated parties are in compliance with sections 177 and 188 of Companies Act 2013 and thedetails of such transactions have been disclosed in the Financial Statements as requiredby the applicable accounting standards.

xiv. According to information and explanations given to us and based on our examinationof the records of the Company the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the year.

xv. According to information and explanations given to us and based on our examinationof the records of the Company the company has not entered into any non -cash transactionswith directors or persons connected with him during the year and hence the paragraph3(xii) of the Order is not applicable to the Company.

xvi. According to information and explanations given to us the Company is not requiredto be registered under section 45--IA of the Reserve Bank of India Act 1934. Accordinglythe provisions of clause 3(xvi) of the Order are not applicable to the Company.

For JMT & Associates.
Chartered Accountants
(FR No. 104167W)
(Arun S. Jain)
Place: Mumbai Partner
Date :30th May 2019 MembershipNo.043161