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Diamines & Chemicals Ltd.

BSE: 500120 Sector: Industrials
NSE: N.A. ISIN Code: INE591D01014
BSE 00:00 | 24 Jan 157.85 5.80
(3.81%)
OPEN

153.75

HIGH

162.00

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151.55

NSE 05:30 | 01 Jan Diamines & Chemicals Ltd
OPEN 153.75
PREVIOUS CLOSE 152.05
VOLUME 43907
52-Week high 165.95
52-Week low 77.80
P/E 10.28
Mkt Cap.(Rs cr) 154
Buy Price 158.00
Buy Qty 10.00
Sell Price 158.65
Sell Qty 1.00
OPEN 153.75
CLOSE 152.05
VOLUME 43907
52-Week high 165.95
52-Week low 77.80
P/E 10.28
Mkt Cap.(Rs cr) 154
Buy Price 158.00
Buy Qty 10.00
Sell Price 158.65
Sell Qty 1.00

Diamines & Chemicals Ltd. (DIAMINESCHEM) - Auditors Report

Company auditors report

To the Members of

Diamines and Chemicals Limited

Report on the Audit of the Financial Statements Opinion

We have audited the accompanying financial statements of Diamines and ChemicalsLimited ("the Company") which comprise the Balance Sheet as at 31stMarch 2019 the Statement of Profit and Loss including Other Comprehensive Income theStatement of Changes in Equity and the Statement of Cash Flows for the year then endedand notes to the financial statements including a summary of significant accountingpolicies and other explanatory information (hereinafter referred to as "the financialstatements").

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 theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards specified under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended("Ind AS") and other accounting principles generally accepted in India of thestate of affairs of the Company as at 31st March 2019 and total comprehensiveincome (comprising of profit and other comprehensive income) changes in equity and itscash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the financial statements in accordance with the Standards onAuditing (SAs) specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditor's Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the Code of Ethics. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of these financial statements of the current period. Thesematters were addressed in the context of our audit of the financial statements as a wholeand in forming our opinion thereon and we do not provide a separate opinion on thesematters. We have determined the matters described below to be the key audit matters to becommunicated in our report.

Sr. No. Key Audit Matter How our audit addressed the key audit matter
1. Litigations and claims Our audit procedures inter alia included the following:
(Refer to note 38(c) to the financial statements) The cases are pending with multiple tax authorities like Income Tax Excise/Service Tax Provident Fund Authority and Directorate General of Foreign Trade etc. and there are claims from customers which have not been acknowledged as debt by the company. • Evaluation of management's judgment of tax risks estimates of tax exposures other claims and contingencies. Third party opinions past and current experience with the tax authorities and management's response on the subject matter were used to assess the appropriateness of management's best estimate of the most likely outcome of each uncertain contingent liability.
In normal course of business financial exposures may arise from pending proceedings and from claims of the customers not acknowledged as debt by the company. Whether a claim needs to be recognised as liability or disclosed as contingent liability in the financial statements is dependent on number of significant assumptions and judgments. The amounts involved are potentially significant and determining the amount if any to be recognised or disclosed in the financial statements is inherently subjective. • Understanding the current status of the tax assessments & other litigations and discussing selected matters with the entity's management.
• Critically assessing the entity's assumptions and estimates in respect of claims included in the contingent liabilities disclosed in the financial statements.
We considered the above area as a key audit matter due to associated uncertainty related to the outcome of these matters and application of material judgement in interpretation of law. • Assessment of the probability of negative result of litigation and the reliability of estimates of related obligation.
Conclusion:
Based on procedure described above we did not identify any material exceptions relating to management's assertions and treatment presentation and disclosure of the subject matter in the financial statements.
2. Reasonableness of carrying value of EDC Our audit procedures inter alia included the following:
Plant and its related machineries and equipment ("EDC Plant") included in Property Plant and Equipment
(Refer to note 5A(ii) to the financial statements) • Examination of the company's future plans as approved by the Board of directors that envisages effective use of the EDC Plant and generation of revenues from its usage; and
There is a risk in respect of impairment of EDC Plant that has remained idle for considerable period of time. According to the information furnished to us company has devised sound and viable plans for developing and manufacturing new products using EDC plant through intense research carried out by company's Research & Development Department. Based on future cash flows expected to be derived from use of the said plant the management does not anticipate any impairment in the carrying value of EDC plant. • Analysed and evaluated the recoverable amount which in the company's case is Value in Use (i.e. Present value of expected future cash flows) of the EDC plant based on projected financials for next 5 years from the date it is proposed to be put to use with reasonable assumptions and compared the same with carrying value of the EDC plant.
• Analysed the management's judgements and estimates and tested the arithmetic validity of the impairment testing.
We have considered this as a Key Audit Matter Conclusion:
as it requires significant management judgement including accounting estimates that involve high estimation uncertainty.
Based on procedure described above we did not identify any material exceptions to the management's assertions with regard to carrying value of EDC plant in financial statements.
3. Application of New Indian Accounting Standard Our audit procedures inter alia included the following:
(Refer to note 35 to the financial statements) The application of the new revenue accounting standard (Ind AS-115) "Revenue from Contracts with Customers" involves certain key judgements relating to identification of distinct performance obligations determination of transaction price of the identified performance obligations identification and measurement of variable considerations and the appropriateness of the basis used to measure revenue. Compliance with new standard requires accuracy of recognition measurement presentation and disclosures of revenues and other related balances and hence the adoption of Ind AS 115 "Revenue from Contracts with Customers" (new revenue accounting standard) is considered a key audit matter. We have assessed the Company's process to identify the impact of adoption of the new revenue accounting standard. Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing as follows:
• Reviewed financial reporting controls relating to implementation of the new revenue accounting standard relating to identification of the distinct performance obligations variable considerations determination and allocation of transaction price.
• Selected a sample of continuing and new contracts and performed the following procedures:
• Read analysed and identified the distinct performance obligations in these contracts.
• Compared these performance obligations with those identified and recorded by the Company.
• Considered the terms of the contracts to determine the transaction price including any variable considerations to verify the transaction price used to compute revenue and to test the basis of estimation including constraining estimates of the variable considerations.
• Reviewed disclosures included in the notes to the accompanying financial statements.
Conclusion:
Based on the procedures described above we did not identify any material exceptions to the management's assertions and treatment presentation and disclosure in the financial statements relating to company's revenues from contracts with customers in financial statements.

Information Other than the 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 Board'sReport including Annexures to Board's Report Management Discussion and AnalysisCorporate Governance Report and Shareholder's Information but does not include thefinancial statements and our auditor's report thereon. The above-referred information isexpected to be made available to us after the date of this audit report.

Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.

In connection with our audit of the financial statements our responsibility is to readthe other information identified above when it becomes available and in doing soconsider whether the other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated.

When we read the information if we conclude that there is a material misstatementtherein we are required to communicate the matter to those charged with governance andtake appropriate actions necessitated by the circumstances & the applicable laws andregulations.

Responsibilities of Management and Those Charged with Governance for the FinancialStatements

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 financial statements that givea true and fair view of the financial position financial performance total comprehensiveincome changes in equity and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)specified under section 133 of the Act. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring 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.

In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these 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 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 control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting 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 financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

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 financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matters orwhen 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.

Other Matter

The comparative financial information included in these financial statements are basedon the previously issued financial statements for the year ended 31st March2018 which were audited by the predecessor auditors who vide their report dated 04thMay 2018 expressed an unmodified opinion. Our Opinion is not modified in respect of thismatter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in Annexure "A" a statement on the matters specified inparagraphs 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 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 it appears from our examination of those books;

c. the Balance Sheet the Statement of Profit and loss including other comprehensiveincome the Statement of Changes in Equity and the Statement of Cash Flows dealt with bythis Report are in agreement with the books of account;

d. in our opinion the aforesaid financial statements comply with the Indian AccountingStandards (Ind AS) specified under Section 133 of the Act;

e. on the basis of the written representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director interms of Section 164(2) of the Act;

f. with respect to the adequacy of the internal financial controls with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate report in "Annexure B";

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; and h. with respect to the othermatters to be included in the Auditor's Report in accordance with Rule 11 of the Companies(Audit and Auditors) Rules 2014 in our opinion and to the best of our information andaccording to the explanations given to us:

i. the Company has disclosed the impact of pending litigations on its financialposition in its financial statements – Refer Note 38(c) to the financial statements;

ii. the Company did not have any long-term contracts including derivative contracts asat 31st March 2019 for which there were any material foreseeable losses; and

iii. there has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For K. C. Mehta & Co.
Chartered Accountants
Firm's Registration No.106237W
Vishal P. Doshi
Place : Vadodara Partner
Date : 17th May 2019 Membership No. 101533

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT

The annexure referred to in our Independent Auditor's Report to the members of Diaminesand Chemicals Limited ("the Company") on the financial statements for theyear ended 31st March 2019 we report that:

i. (a) According to the information and explanations given to us the Company is in theprocess of updating fixed assets records to show full particulars including quantitativedetails and situation of its fixed assets.

(b) The Company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner over a period of three years. Inaccordance with this programme certain fixed assets were verified during the year and nomaterial discrepancies were noticed on such verification. In our opinion the periodicityof physical verification is reasonable having regard to the size of the Company and thenature of its assets.

(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 as on date of this report except for the following:

(र in lakhs)

Category of Assets Total No. of cases Lease hold/ Free hold Gross Block as at 31st March 2019 Net Block as at 31st March 2019 Remarks
Building 1 Free hold 9.49 5.00 Located at Ahmedabad

ii. During the year the inventories have been physically verified by the management.In our opinion the frequency of verification is reasonable. On the basis of ourexamination of the records of inventory we are of the opinion that the discrepanciesnoticed on verification between the physical stocks and book records were not material andhave been properly dealt with in the books of account.

iii. The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013 and therefore reporting under clause (iii) (a) toclause (iii) (c) of the Order is not applicable to the Company.

iv. The Company has not granted any loans made any investments or provided anyguarantees or security to which provisions of section 185 and 186 of the Act apply andtherefore reporting under clause (iv) of the Order is not applicable to the Company.

v. According to the information and explanations given to us the Company has notaccepted any deposits during the year from the public within the meaning of provisions ofsection 73 to 76 of the Act and the rules framed thereunder or under the directivesissued by the Reserve Bank of India and therefore reporting under clause (v) of the Orderis not applicable to the Company.

vi. We have broadly reviewed the cost records and accounts maintained by the Companypursuant to the Companies (Cost Records and Audit) Rules 2014 as specified by the CentralGovernment under section 148(1) of the Act and are of the opinion that prima facie theprescribed accounts and records have been made and maintained. However we have notcarried out a detailed examination of the same.

vii. (a) According to the information and explanations given to us and on the basis ofour examination of the records the Company has been regular in depositing withappropriate authorities undisputed statutory dues including provident fund employee'sstate insurance income-tax sales-tax service tax duty of customs duty of excisevalue added tax goods and service tax cess and any other statutory dues applicable toit. Further no undisputed amounts payable in respect of income tax sales tax servicetax duty of customs duty of excise value added tax goods and service tax cess andother statutory dues were in arrears as at 31st March 2019 for a period ofmore than six months from the date they become payable.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company there are no disputed dues in respect of Salestax goods and service tax and value added tax which have not been deposited. According tothe information and explanations given to us the following are the particulars of Incometax Service tax duty of customs and duty of excise as at 31st March 2019which have not been deposited on account of dispute:

Name of the statute (Nature of disputed dues) Amount (र in lakhs) Period to which the amount relates Forum where pending
Income Tax Act 1961 (Income Tax) 160.35 A.Y 2009-10 Gujarat High Court
Income Tax Act 1961 (Income Tax) 74.24 A.Y 2010-11 Income-tax Appellate Tribunal – Ahmedabad
Income Tax Act 1961 (Income Tax) 11.97 A.Y 2013-14 Income-tax Appellate Tribunal – Ahmedabad
Income Tax Act 1961 (Income Tax) 31.00 A.Y 2014-15 Income-tax Appellate Tribunal – Ahmedabad
Income Tax Act 1961 (Income Tax) 5.64 A.Y 2016-17 Commissioner of Income-Tax (Appeals) Vadodara
Finance Act 1994 (Service tax/Excise) 74.00 F.Y. 2004-05 to 2012-13 Customs Excise & Service Tax Appellate Tribunal (CESTAT) Ahmedabad.
Finance Act 1994 (Service tax/Excise) 3.71 F.Y. 2011-12 to 2016-17 Superintendent - Central Excise Customs and Service Tax Vadodara-I
The Foreign Trade (Development and Regulation) Act 1992 6.71 F.Y. 1993-94 to 1997-98 Jt. Director General of Foreign Trade Vadodara.
The Foreign Trade (Development and Regulation) Act 1992 46.94 F.Y. 1993-94 to 1997-98 Additional Director General of Foreign Trade Ahmedabad.

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in repayment of loans or borrowings to any bank. The company hasnot taken any loans from financial institution or Government. It has not issued anydebentures.

ix. The Company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) or term loans during the year and thereforereporting under clause (ix) of the Order is not applicable to the Company.

x. To the best of our knowledge and according to information and explanations given tous no fraud by the company or on the Company by its officers or employees has beennoticed 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 requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

xii. In our opinion the Company is not a Nidhi company and therefore reporting underclause (xii) of the Order is not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to ustransactions with the related parties are in compliance with sections 177 and 188 of theAct where applicable and the details of such transactions have been disclosed in thefinancial statements as required by the applicable Indian Accounting Standards (Ind AS).

xiv. According to the information and explanations given to us and based on ourexamination of the records the Company has not made any preferential allotment or privateplacement of shares or fully or partly paid convertible debentures during the year andtherefore reporting under clause (xiv) of the Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us theCompany has not entered into non-cash transactions with directors or persons connectedwith him and therefore reporting under clause(xv) of the Order is not applicable to theCompany.

xvi. In our opinion and according to the information and explanations given to us theCompany is not required to be registered under Section 45-IA of the Reserve Bank of IndiaAct 1934.

For K. C. Mehta & Co.
Chartered Accountants
Firm's Registration No.106237W
Vishal P. Doshi
Place : Vadodara Partner
Date : 17th May 2019 Membership No. 101533

ANNEXURE "B" TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Diamines and Chemicals Limited onthe financial statements of even date)

Report on the Internal Financial Controls with reference to financial statements underClause (i) of Sub-section 3 of Section 143 of the Act.

We have audited the internal financial controls with reference to financial statementsof Diamines and Chemicals Limited ("the Company") as of 31stMarch 2019 in conjunction with our audit of the financial statements of the Company forthe 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 Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting (the "Guidance note") and the Standards on Auditing issuedby ICAI and deemed to be prescribed under section 143(10) of the Companies Act to theextent applicable to an audit of internal financial controls both applicable to an auditof Internal Financial Controls and both issued by the ICAI. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlswith reference to financial statements were established and maintained and if suchcontrols operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatements included obtaining an understanding of internal financial controls withreference to financial statements assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgement includingthe assessment of the risks of material misstatement of the financial statements whetherdue 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 withreference to financial statements.

Meaning of Internal Financial Controls with reference to financial statements

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlswith reference to financial statements include those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the company's assets that could have a material effect on the financialstatements.

Inherent Limitations of Internal Financial Controls with reference to financialstatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

Opinion

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to financial statements and such internal financial controls withreference to financial statements were operating effectively as at 31st March2019 based on the internal control over financial reporting criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls over Financial Reporting issued by theInstitute of Chartered Accountants of India.

For K. C. Mehta & Co.
Chartered Accountants
Firm's Registration No.106237W
Vishal P. Doshi
Place : Vadodara Partner
Date : 17th May 2019 Membership No. 101533