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Freshtrop Fruits Ltd.

BSE: 530077 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE795D01011
BSE 00:00 | 21 Sep 61.35 -1.35
(-2.15%)
OPEN

66.00

HIGH

66.20

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61.10

NSE 05:30 | 01 Jan Freshtrop Fruits Ltd
OPEN 66.00
PREVIOUS CLOSE 62.70
VOLUME 17857
52-Week high 106.95
52-Week low 36.00
P/E 56.28
Mkt Cap.(Rs cr) 68
Buy Price 61.35
Buy Qty 40.00
Sell Price 62.35
Sell Qty 2.00
OPEN 66.00
CLOSE 62.70
VOLUME 17857
52-Week high 106.95
52-Week low 36.00
P/E 56.28
Mkt Cap.(Rs cr) 68
Buy Price 61.35
Buy Qty 40.00
Sell Price 62.35
Sell Qty 2.00

Freshtrop Fruits Ltd. (FRESHTROPFRUITS) - Auditors Report

Company auditors report

TO THE MEMBERS OF FRESHTROP FRUITS LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements off FreshtropFruits Limited ("the Company") which comprise the Balance Sheet as atMarch 31st 2019 the Statement of Profit and Loss (including OtherComprehensive Income) the Statement of Changes in Equity and the Statement of Cash Flowfor the period then ended and notes to the financial statements including a summary ofsignificant accounting policies and other explanatory information.

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 its profit and totalcomprehensive income changes in equity and its cash flows for the period ended on thatdate.

Basis for Opinion

We conducted our audit of 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 Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India (ICAI) together with the ethicalrequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules there under and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

Key audit matters How our audit addressed the key audit matter
Revenue recognition (refer notes 2.12 and 23 to the Standalone Financial Statements)
Revenue is one of the key profit drivers and is therefore susceptible to misstatement. Cut-off is the key assertion in so far as revenue recognition is concerned since an inappropriate cut-off can result in material misstatement of results for the year. Our audit procedures included the following:
For the year ended March 31 2019 the Company has recognized revenue from contracts with customers amounting to Rs. 17140.47 Lakhs. • Revenue recognition included testing controls automated and manual around dispatches/ deliveries inventory reconciliations and circularization of receivable balances substantive testing for cut-offs and analytical review procedures.
Revenue from contracts with customers is recognized on transfer of control of promised goods or services to a customer at an amount that reflects the consideration to which the Company is expected to be entitled to in exchange for those goods or services. • Assessed the design and tested the operating effectiveness of internal controls related to revenue recognition discounts and rebates.
Revenue is measured net of returns incentives cash discounts trade discounts and volume rebates (collectively ‘discount and rebates'). These are material items of business cost. The calculation of the amount of expense to be recognized based on sales made during the year is material and considered to be judgmental. • Performed sample tests of individual sales transaction and traced to sales invoices sales orders shipping documents and other related documents. Further Tested the provision calculations related to management incentives discounts and rebates by agreeing a sample of amounts recognized to underlying arrangements with customers and other supporting documents.
There is a risk that these discount and rebates are incorrectly recorded as it also requires a certain degree of estimation resulting in understatement of the associated expenses and accrual. • To test cut off selected sample of sales transactions made pre- and post-year end agreeing the period of revenue recognition to third party support such as transporter invoice and customer confirmation of receipt of goods.
Accordingly due to the significant risk associated with revenue recognition in accordance with terms of Ind AS 115 ‘Revenue from contracts with customers' it was determined to be a key audit matter in our audit of the standalone Ind AS financial statements. • Considered the adequacy of the Company's disclosures in respect of revenue.

We have determined that there are no other key audit matters to communicate in ourreport.

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

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Annual Report but does not includethe 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 on the other information that we obtained priorto the date of this auditor's report we conclude that there is a material misstatement ofthis other information we are required to report that fact. We have nothing to report inthis 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 includingother comprehensive income changes in equity and cash flows of the Company in accordancewith the Ind As and other accounting principles generally accepted in India including theaccounting Standards specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation 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 financialstatement 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.

Those Board of Directors are also responsible for overseeing the company's financialreporting process.

Auditor's Responsibility 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 canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken 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 standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal financial controls relevant to the audit inorder to 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 theCompany has adequate internal financial controls system in place and the operatingeffectiveness 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 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 report. However future events or conditions may cause the Company to cease tocontinue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant defficiencies 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 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 Companies Act 2013 we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act based on our audit 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 and the Cash Flow Statement and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d. In our opinion the aforesaid standalone financial statements comply with the Ind Asspecified 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 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 B". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's Internal Financial Controls overfinancial reporting.

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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its Ind AS financial statements -Refer Note 39 to the financial statements.

ii. The Company has made provision as at March 31 2019 as required under theapplicable law or accounting standards for material foreseeable losses if any onlong-term contracts including derivative contracts.

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

For F P & Associates
Chartered Accountants
Firm Registration No: 143262W
F.S. SHAH
Place: Ahmedabad Partner
Date: May 28 2019 Membership No. 133589

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to the paragraph 1 under "Report on Other Legal and RegulatoryRequirements" section of our report of even date)

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

(b) The fixed assets were physically verified during the year by the Management inaccordance with a regular programme of verification which in our opinion provides forphysical verification of all the fixed assets at reasonable intervals having regard to thesize of the company nature and value of its assets. According to the information andexplanation given to us no material discrepancies were noticed on such verification.

(c) In our opinion and according to information and explanations given to us and on thebasis of an examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

ii. The inventory except goods-in-transit has been physically verified by theManagement at reasonable intervals during the year. In our opinion the frequency of suchverification is reasonable. For goods-intransit at year end relevant evidences have beenobtained. The discrepancies noticed on verification between the physical stocks and thebook records were not material and have been dealt with in books of account.

iii. In our opinion and according to information & explanation given to us thecompany has not granted any loans secured or unsecured to companies firms LimitedLiability Partnership or other parties covered in the register maintained under section189 of the Companies Act 2013.Accordingly the provisions of Clause (iii) of paragraph 3of the order are not applicable to the Company.

iv. In our opinion and according to information and explanations given to us theCompany has complied with provisions of Sections 185 and 186 of the Act in respect ofloans investments guarantees and security.

v. According to the information and explanations given to us the Company has notaccepted any deposit nor has any unclaimed deposit within the meaning of the provisions ofSections 73 to 76 or any other relevant provision of the Act and the rules framed thereunder. Accordingly the provisions of Clause (v) of paragraph 3 of the Order are notapplicable to the Company.

vi. In our opinion and according to the information and explanations given to us therequirement for maintenance of cost records pursuant to the Companies (Cost Records andAudit) Rules 2014 specified by the Central Government of India under Section 148 of theCompanies Act 2013 are not applicable to the Company for the year under audit.

vii. (a) According to the information and explanations given to us and the records ofthe Company examined by us in our opinion the Company is regular in depositing theundisputed statutory dues including Provident Fund Employees' State Insurance IncomeTax Sales Tax Service Tax Goods and Services Tax Duty of Customs Duty of ExciseValue Added Tax Goods and Service tax Cess and any other material statutory dues asapplicable with the appropriate authorities.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of Provident Fund Employees' State Insurance Income Tax Sales TaxService Tax Duty of Customs Duty of Excise Value Added Tax Goods and Service tax Cessand any other material statutory dues were in arrears as at 31st March 2019 for a periodof more than six months from the date they became payable.

(c) According to the information and explanations given to us details of dues towardsIncome Tax and Service Tax which have not been deposited by the Company on account ofdisputes are as follows

Name of the Statute Nature of the Dues Amount (in Rs.) Period to which amount relates Forum where dispute is pending
Finance Act 1994 Service Tax & Penalty 43244054 Various Years 2006-07 to 2011-12 C.S.T- Service Tax Ahmedabad
Income Tax Act 1961. Income Tax 1714460 A.Y. 2014-15 Commissioner of Income tax -Ahmedabad

According to the information and explanations given to us there are no dues of Salestax Excise Duty Custom Duty Value Added Tax Goods and Service tax and Cess which havenot been deposited with the appropriate authorities on account of any dispute.

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of loans or borrowings to banks. The Companydoes not have any loans or borrowings from financial institutions or government and hasnot issued any debentures.

ix. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) or term loans during the year. Accordingly theprovisions of clause (ix) of paragraph 3 of the Order are not applicable to the Company.

x. According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

xi. In our opinion and according to the information and explanations given to usmanagerial remuneration has been paid or provided in accordance with the requisiteapprovals mandated by the provisions of the Section 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly the provisions of Clauses (xii) of paragraph3 of the Order are not applicable to the Company.

xiii. In our opinion and according to the information and explanations given to us theCompany is in compliance with Section 177 and 188 of the Act where applicable for alltransactions with the related parties and the details of related party transactions havebeen disclosed in the Ind AS financial statements as required by the applicable Indianaccounting standards.

xiv. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

xv. In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transaction with theDirectors or Persons connected with its Directors and covered under Section 192 of theAct. Accordingly the provisions of Clause (xv) of paragraph 3 of the Order are notapplicable to the Company.

xvi. According to the information and explanations given to us the Company is notrequired to be registered under Section 45- IA of the Reserve Bank of India Act 1934.Accordingly Clause (xvi) of paragraph 3 of the Order is not applicable to the Company.

For F P & Associates
Chartered Accountants
Firm Registration No: 143262W
F.S. SHAH
Place: Ahmedabad Partner
Date: May 28 2019 Membership No. 133589

ANNEXURE B TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2(f) under "Report on Other Legal and RegulatoryRequirements" section of our report of even date) Report on the Internal FinancialControls under Clause (i) of sub-section 3 of Section 143 of the Companies Act 2013 (the"Act")

We have audited the internal financial controls over financial reporting of FRESHTROPFRUITS LIMITED (the "Company") as of 31stMarch 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 Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India (ICAI). These responsibilities include the design implementation and maintenanceof adequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of the Company's business including adherence to Company'spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's Internal Financial Controlover Financial Reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered accountantsof India and the Standards on Auditing prescribed under section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of Internal Financial Controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate InternalFinancial Control over Financial Reporting was 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 system over Financial Reporting and their operatingeffectiveness. Our audit of Internal Financial Control over Financial Reporting includedobtaining an understanding of Internal Financial Control 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 Control 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 Financial Reporting includes those policiesand 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 Internal Financial Controls overFinancial Reporting may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31stMarch 2019 based on thecriteria for internal financial controls over financial reporting 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 F P & Associates
Chartered Accountants
Firm Registration No: 143262W
F.S. SHAH
Place: Ahmedabad Partner
Date: May 28 2019 Membership No. 133589

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