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Foseco India Ltd.

BSE: 500150 Sector: Industrials
NSE: FOSECOIND ISIN Code: INE519A01011
BSE 00:00 | 25 Sep 1217.05 1.30
(0.11%)
OPEN

1223.95

HIGH

1224.00

LOW

1200.40

NSE 00:00 | 25 Sep 1209.95 15.25
(1.28%)
OPEN

1223.85

HIGH

1225.00

LOW

1201.40

OPEN 1223.95
PREVIOUS CLOSE 1215.75
VOLUME 15
52-Week high 1650.00
52-Week low 840.00
P/E 39.29
Mkt Cap.(Rs cr) 778
Buy Price 1210.00
Buy Qty 5.00
Sell Price 1223.90
Sell Qty 6.00
OPEN 1223.95
CLOSE 1215.75
VOLUME 15
52-Week high 1650.00
52-Week low 840.00
P/E 39.29
Mkt Cap.(Rs cr) 778
Buy Price 1210.00
Buy Qty 5.00
Sell Price 1223.90
Sell Qty 6.00

Foseco India Ltd. (FOSECOIND) - Auditors Report

Company auditors report

To the Members of Foseco India Limited

Report on the Indian Accounting Standards (Ind AS) Financial Statements

1. We have audited the accompanying financial statements of Foseco India Limited("the Company") which comprise the Balance Sheet as at December 31 2018 theStatement of Profit and Loss (including Other Comprehensive

Income) the Cash Flow Statement and the Statement of Changes in Equity for the yearthen ended and a summary of the significant accounting policies and other explanatoryinformation.

Management's Responsibility for the Ind AS Financial Statements

2. 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 of these Ind AS financialstatements to give a true and fair view of the financial position financial performance(including other comprehensive income) cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian

Accounting Standards specified in the Companies (Indian Accounting Standards) Rules2015 (as amended) under

Section 133 of the Act. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding of theassets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal for ensuring the accuracy and completeness of the accounting financialcontrols that were operating effectively records relevant to the preparation andpresentation of the Ind AS financial statements that give a true and fair view and arefree from material misstatement whether due to fraud or error.

Auditors' Responsibility

3. Our responsibility is to express an opinion on these Ind AS financial statementsbased on our audit.

4. We have taken into account the provisions of the Act and the Rules made thereunderincluding the accounting and auditing standards and matters which are required to beincluded in the audit report under the provisions of the Act and the Rules madethereunder.

5. We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act and other applicableauthoritative pronouncements issued by the Institute of Chartered Accountants of India.Those Standards and pronouncements require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether the Ind ASfinancial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the Ind

AS financial statements. The procedures selected depend on the auditors' judgmentincluding the assessment of the risks of material misstatement of the Ind AS financialstatements whether due to fraud or error. In making those control relevant to riskassessments the auditor considers internal financial the Company's preparation of the IndAS financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Directors as well as evaluating the overallpresentation of the Ind AS financial statements.

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

Opinion

8. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at December 31 2018 and its total comprehensive income (comprising of profit andother comprehensive income) its cash flows and the changes in equity for the year endedon that date.

Other Matter

9. The transition date opening balance sheet as at January 1 2017 included in theseInd AS financial statements is based on the previously issued statutory financialstatements in accordance with the Companies (Accounting Standards) Rules 2006 (asamended) which were audited by the predecessor auditors who expressed an unmodifiedopinion vide report dated February 8 2017. The comparative financial information of theCompany for the year ended December 31 2017 included in these Ind AS financialstatements is based on the previously issued statutory financial

December 31 2017 prepared in accordance with the Companies (Accounting Standards)Rules 2006 (as amended) which were audited by us on which we expressed an unmodifiedopinion dated February 1 2018. The adjustments to those financial statements for the ontransition to the Ind AS have been audited by us.

Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

10. As required by the Companies (Auditor's Report) Order 2016 issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of the Act ("theOrder") and on the basis of such checks of the books and records of the Company aswe considered appropriate and according to the information and explanations given to uswe give in the Annexure B a statement on the matters specified in paragraphs 3 and 4 ofthe Order.

11. 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(including other comprehensive income) the Cash

Flow Statement and the Statement of Changes in Equity dealt with by this Report are inagreement with the books of account. d. In our opinion the aforesaid Ind AS financialstatements comply with the Indian Accounting Standards specified under Section 133 of theAct. e. On the basis of the written representations received from the directors as onDecember 31 2018 taken on record by the Board of Directors none of the directors isdisqualified as on December 31 2018 from being appointed as a director in terms ofSection 164 (2) of the Act. f. With respect to the adequacy of the internal financialcontrols with reference to financial statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in Annexure A. g. Withrespect to the other matters to be included in the Auditors' Report in accordance withRule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to the bestof our knowledge and belief and according to the information and explanations given to us:i. The Company has disclosed the impact if any of pending litigations as at December 312018 on its financial position in its Ind AS financial statements Refer Note 29 (a); ii.The Company has long-term contracts as at December 31 2018 for which there were nomaterial foreseeable losses. The company did not have any derivative contracts as atDecember 31 2018. iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company during the yearended December 31 2018. iv. The reporting on disclosures relating to Specified Bank Notesis not applicable to the Company for the year ended December 31 2018.

For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/ N500016
Chartered Accountants
Amit Borkar
Place: Pune Partner
Date: January 25 2019 Membership Number: 109846

Annexure A to Independent Auditors' Report

Referred to in paragraph 11(f) of the Independent Auditors' Report of even date to themembers of Foseco India Limited on the financial statements for the year ended December31 2018.

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

1. We have audited the internal financial controls with reference to financialstatements of Foseco India Limited ("the Company") as of December 31 2018 inconjunction with our audit of the financial statements of the Company for the year endedon that date.

Management's Responsibility for Internal Financial Controls

2. The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India (ICAI). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Act.

Auditors' Responsibility

3. 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 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 ICAI. Those Standards and the Guidance

Note require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial and maintained andif such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of internal financial controlswith reference to financial statements assessing the risk that a material weaknessexists and testing and evaluating the design and operating effectiveness of internalcontrol based on the assessed risk. The procedures selected depend on the auditor'sjudgement including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

5. 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 systemwith reference to financial statements.

Meaning of Internal Financial Controls with reference to financial statements

6. 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 includes 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 controls with reference to 7. Because of the inherent limitations ofinternal financial financial statements including the possibility of collusion orimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial control controls with reference to financial statements maybecome inadequate because of changes in conditions or that the degree of compliance withthe policies or procedures may deteriorate.

Opinion

8. In our opinion the Company has in all material respects an adequate internalfinancial controls system with reference tofinancial statements and such internalfinancial controls with reference to financial statements were 31 2018 based on theinternal control over financial reporting criteria operating effectively established bythe Company considering the essential components of internal control stated in theGuidance Note on Audit of Internal Financial Controls Over Financial Reporting issued bythe Institute of Chartered Accountants of India.

Annexure B to Independent Auditors' Report

Referred to in paragraph 10 of the Independent Auditors' Report of even date to themembers of Foseco India Limited on the financial statements as of and for the year endedDecember 31 2018 i. (a) The Company is maintaining proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The fixed assets of the Company have been physically verified by the Managementduring the year and no material discrepancies have been noticed on such verification. Inour opinion the frequency of verification is reasonable.

(c) The title deeds of immovable properties as disclosed in Note 3(a)- Property plantand equipment to the financial statements are held in the name of the Company. ii. Thephysical verification of inventory excluding stocks with third parties have been conductedat reasonable intervals by the Management during the year. In respect of inventory lyingwith third parties these have substantially been confirmed by them. The discrepanciesnoticed on physical verification of inventory as compared to book records were notmaterial and have been appropriately dealt with in the books of accounts. iii. The Companyhas not granted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under Section 189 of theAct. Therefore the provisions of Clause 3(iii) (iii)(a) (iii)(b) and (iii)(c) of thesaid Order are not applicable to the Company. iv. The Company has not granted any loans ormade any investments or provided any guarantees or security to the parties covered underSection 185 and 186. Therefore the provisions of Clause 3(iv) of the said Order are notapplicable to the Company. v. The Company has not accepted any deposits from the publicwithin the meaning of Sections 73 74 75 and 76 of the Act and the Rules framed thereunder to the extent notified. vi. Pursuant to the rules made by the Central Government ofIndia the Company is required to maintain cost records as specified under Section 148(1)of the Act in respect of its products. We have broadly reviewed the same and are of theopinion that prima facie the prescribed accounts and records have been made andmaintained. We have not however made a detailed examination of the records with a viewto determine whether they are accurate or complete. vii. (a) According to the informationand explanations given to us and the records of the Company examined by us in ouropinion the Company is regular in depositing the undisputed statutory dues includingprovident fund income tax duty of customs goods and service tax and other materialstatutory dues as applicable with the appropriate authorities.

(b) According to the information and explanations given to us and the records of theCompany examined by us the particulars of dues of income tax and value added tax as atDecember 31 2018 which have not been deposited on account of a dispute are as follows:

Name of the statute Nature of dues Amount (Rs. lakhs) Amount paid under protest (Rs. lakhs) Period to which the amount relates Forum where the dispute is pending
Income Tax Act Income tax 129.36 129.36 1997-1998 Commissioner of Income-tax (Appeals)
Income Tax Act Income tax 11.59 11.59 2012-2013 Income tax Appellate Tribunal
Name of the statute Nature of dues Amount (Rs. lakhs) Amount paid under protest (Rs. lakhs) Period to which the amount relates Forum where the dispute is pending
Central Sales Tax Act Central Sales Tax 39.66 - 2008-2009 and 2009-2010 Joint Commissioner of Sales Tax (Appeals)

viii. As the Company does not have any loans or borrowings from any financialinstitution or bank or Government nor has it issued any debentures as at the balancesheet date the provisions of Clause 3(viii) of the Order are not applicable to theCompany. ix. The Company has not raised any moneys by way of initial public offer furtherpublic offer (including debt instruments) and term loans. Accordingly the provisions ofClause 3(ix) of the Order are not applicable to the Company. x. During the course of ourexamination of the books and records of the Company carried out in accordance with thegenerally accepted auditing practices in India and according to the information andexplanations given to us we have neither come across any instance of material fraud bythe Company or on the Company by its officers or employees noticed or reported during theyear nor have we been informed of any such case by the Management. xi. The Company haspaid/ provided for managerial remuneration in accordance with the requisite approvalsmandated by the provisions of Section 197 read with Schedule V to the Act. xii. As theCompany is not a Nidhi Company and the Nidhi Rules 2014 are not applicable to it theprovisions of Clause

3(xii) of the Order are not applicable to the Company. xiii. The Company has enteredinto transactions with related parties in compliance with the provisions of Sections 177and 188 of the Act. The details of such related party transactions have been disclosed inthe financial as required under Indian Accounting Standard (Ind AS) 24 Related PartyDisclosures specified under Section 133 of the Act. xiv. The Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year under review. Accordingly the provisions of Clause 3(xiv) ofthe Order are not applicable to the Company. xv. The Company has not entered into anynon-cash transactions with its directors or persons connected with him.

Accordingly the provisions of Clause 3(xv) of the Order are not applicable to theCompany. xvi. The Company is not required to be registered under Section 45-IA of theReserve Bank of India Act 1934.

Accordingly the provisions of Clause 3(xvi) of the Order are not applicable to theCompany.

For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/ N500016
Chartered Accountants
Amit Borkar
Place: Pune Partner
Date: January 25 2019 Membership Number: 109846

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