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Bohra Industries Ltd.

BSE: 538413 Sector: Agri and agri inputs
NSE: BOHRA ISIN Code: INE802W01015
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Bohra Industries Ltd. (BOHRA) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

BOHRA INDUSTRIES LIMITED UDAIPUR

Report on the Financial Statements

We have audited the accompanying financial statements of M/s BOHRA INDUSTRIES LIMITED("the Company") which comprise the Balance Sheet as at 31st March 2017 theStatement of Profit and Loss and the Cash Flow Statement for the year then ended and asummary of the significant accounting policies 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 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 a ssets 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.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit.

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 inaccordance with the Standards on Auditing issued by the Institute of Chartered Accountantsof India. Those Standards require that we comply with the ethical requirements and planand perform the audit to obtain reasonable assurance about whether the financialstatements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the 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 the internal financial control relevant to the Company's preparation ofthe 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 accounting policies used and the reasonableness of the accountingestimates made by the Management as well as evaluating the overall presentation of thefinancial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid the financial statements give the information required by theAct in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India:

• in the case of the Balance Sheet of the state of affairs of the Company as at31st March 2017;

• in the case of the Statement of Profit and Loss of the profit of the Companyfor the year ended on that date; and

• in the case of the Cash Flow Statement of the cash flows of the Company for theyear ended on that date.

Report on Other Legal and Regulatory Requirements

1 As required by the Companies (Auditor's Report) Order 2016 (‘the Order) issuedby the Central Government of India in terms of sub section (11) of section 143 of theCompanies Act 2013 we give as give in the ‘Annexure A' statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

2 As required by Section 143 (3) of the Act we report that: a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit; b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books;

c) The Balance Sheet the Statement of Profit and Loss and the Cash Flow Statementdealt with in this report are in agreement with the books of account;

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

e) Based on the Written Representation received from the directors as on 31st March2017 taken on record by the Board of Directors we report that none of the directors aredisqualified as on 31st March 2017 from being appointed as a director in terms ofSub-section 2 of Section 164 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 ‘ - and

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 does not have any pending litigations which would impact its financialposition ;

ii. The Company did not have any long term contracts including derivative contractsfrom which there were any material foreseeable losses ;

iii. There are no amount which are required to be transferred to investor

Education and protection fund .

For: M/s AGRAWAL GUPTA & MAHESHWARI
Chartered Accountants (FRN 012681C)
PLACE :UDAIPUR Arvind Agrawal
DATE : May 31st 2017 Partner (M.No. 72643)

Annexure "A" to Independent Auditors' Report

Annexure referred to in paragraph under ‘Report on Other Legal and RegulatoryRequirements' section of our report of the Independent Auditor's Report of even date ofBOHRA INDUSTRIES LIMITED on the financial statements for the year ended 31stMarch 2017.

In terms of the information and explanations sought by us and given by the company andthe books and records examined by us in the normal course of audit and to the best of ourknowledge belief we state the following:

Annexure referred to in our Independent Auditor's Report to the Members of B OHRAINDUSTRIES LIMITED on the financial statements for the year ended 31st March2017.

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

(b) The Company has verified fixed assets at regular intervals. There were no materialdiscrepancies noticed on such 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 the immovable properties areheld in the name of the Company.

2. The inventory has been physically verified by the management during the year. In ouropinion the frequency of such verification is reasonable . There was no stock lying withthe third party at the year – end.

3. 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 Companies Act2013. Consequently sub-clauses 3(b) & (c) are not applicable.

4. The Company has not given any loans or made any investments or provided anyguarantee or security as specified under section 185 and 186 of the Act. Accordinglypara 3(iv) of the order is not applicable .

5. The Company has not accepted any deposits within the meaning of provisions ofsections 73 to 76 or any other relevant provisions of the Companies Act 2013 and therules framed there under. Thus paragraph 3(v) of the Order is not applicable to thecompany.

6. We have broadly reviewed the books of account maintained by the company in respectof the product covered where pursuant to the Rules made by the Central

Government the maintenance of cost records has been prescribed under section 148(1) ofthe Act. in respect of products covered and are of the opinion that prima facie theprescribed accounts and records have been made and maintained. However we have not made adetailed examination of the records with a view to ensuring whether they are accurate orcomplete.

7. (a) According to the information and explanations given to us and on the basis ofour examination of the books of account the company is regular in depositing theundisputed statutory dues including provident fund employees' state insurance incometax sales tax duty of customs duty of excise value added tax cess and any otherstatutory dues as applicable with the appropriate authorities. According to theinformation and explanations given to us there was no undisputed amounts payable inrespect of the above dues which were outstanding as at 31st March 2017 for a period ofmore than six months from the date of their becoming payable.

(b) According to the information and explanations given to us there were no duesoutstanding of income tax wealth tax service tax duty of customs duty of excise valueadded tax cess and any other statutory dues which have not been deposited on account ofany disputes.

8. According to the information and explanations given to us the company has notdefaulted in repayment of dues to banks and the financial institutions. Further there wereno debentures issued during the year or outstanding as at 31st March 2017.

9. The Company has raised money/fund by way of initial public offer during thereporting period.

10. During the year no fraud by the employees or officers of the company has beennoticed.

11. According to information and explanations given to us the company has providedmanagerial remuneration in accordance with Section 197 read with schedule V to theCompanies Act 2013.

12. In our opinion the company is not a Nidhi company. Accordingly para 3(xii) of theOrder is not applicable for the company.

13. In our opinion and according to information and explanations given to us alltransaction with the related party are in compliance with section 177 and 188 of CompaniesAct 2013 and the details of such transaction have been disclosed in the

Financial statement of the company as required by the applicable Accounting Standards.

14. According to the information and explanation given to us the company has not madeany preferential allotment or private placement of shares or fully or partly convertibledebentures during the year.

15. According to information and explanation given to us the company has not enteredinto non cash transactions with directors or any person connected with him. Thusparagraph 3(xv) of the Order is not applicable to the company.

16. In our opinion the company is not required to be registered under the section 45IAof Reserve Bank of India Act 1934. Thus paragraph 3(xvi) of the Order is not applicableto the company.

For: M/s AGRAWAL GUPTA & MAHESHWARI
Chartered Accountants (FRN 012681C)
PLACE :UDAIPUR Arvind Agrawal
DATE May 31st 2017 Partner (M.No. 72643)

Annexure "B" to Independent Auditor's report of even date on the FinancialStatements of BOHRA INDUSTRIES LIMITED

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 B OHRAINDUSTRIES LIMITED ("the Company") as of 31 March 2017 in conjunction with ouraudit of the financial statements of the Company for the year 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 .

Auditor's 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 inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") and the Standards on Auditing issued by ICAIand deemed to be prescribed under section 143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls both applicable to an auditof Internal Financial Controls and both issued by the Institute of Chartered Accountantsof India . Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate 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 reporting assessing the risk that a material weakness exits and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk / Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial statement 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 n our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at March 312017 basedon the internal control over financial reporting 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 .

For: M/s AGRAWAL GUPTA & MAHESHWARI
Chartered Accountants (FRN 012681C)
PLACE :UDAIPUR Arvind Agrawal
DATE : May 31st 2017 Partner(M.No.72643)