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Ganesha Ecosphere Ltd.

BSE: 514167 Sector: Industrials
NSE: GANECOS ISIN Code: INE845D01014
BSE 00:00 | 15 Oct 241.00 -4.65
(-1.89%)
OPEN

244.40

HIGH

244.40

LOW

241.00

NSE 00:00 | 15 Oct 241.10 0.85
(0.35%)
OPEN

238.75

HIGH

244.40

LOW

238.70

OPEN 244.40
PREVIOUS CLOSE 245.65
VOLUME 310
52-Week high 374.75
52-Week low 229.00
P/E 7.79
Mkt Cap.(Rs cr) 526
Buy Price 240.00
Buy Qty 4.00
Sell Price 244.50
Sell Qty 20.00
OPEN 244.40
CLOSE 245.65
VOLUME 310
52-Week high 374.75
52-Week low 229.00
P/E 7.79
Mkt Cap.(Rs cr) 526
Buy Price 240.00
Buy Qty 4.00
Sell Price 244.50
Sell Qty 20.00

Ganesha Ecosphere Ltd. (GANECOS) - Auditors Report

Company auditors report

Independent Auditor’s Report

To

The Members of

Ganesha Ecosphere Limited

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

We have audited the accompanying Ind AS financial statements of Ganesha EcosphereLimited ("the Company") which comprise the Balance Sheet as at March 31 2018the Statement of Profit and Loss (including Other Comprehensive Income) the Cash FlowStatement and the Statement of Changes in Equity for the year then ended and a summary ofthe significant accounting policies and other explanatory information (herein afterreferred to as "Ind AS Financial Statements").

Management’s Responsibility for the Ind AS 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 Ind AS Financial Statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with the Ind AS prescribed under Section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Ind ASFinancial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these Ind AS Financial Statements basedon our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS Financial Statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act. Those Standards requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the Ind AS Financial Statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS Financial Statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe Ind AS Financial Statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to theCompany’s preparation of the Ind AS Financial Statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstances. Anaudit also includes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company’s Directors as wellas evaluating the overall presentation of the Ind AS Financial Statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis of our audit opinion on these Ind AS Financial Statements.

Opinion

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 March 31 2018 and its profit total comprehensive income its cash flows and thechanges in equity for the year ended on that date.

Others Matters

The comparative financial information of the Company for the year ended March 31 2017and the transition date opening balance sheet as at April 1 2016 included in these Ind ASFinancial Statements are based on the previously issued statutory financial statementsfor the years ended March 31 2017 and March 31 2016 prepared in accordance with theCompanies (Accounting Standards) Rules 2006 audited by the predecessor auditor whoexpressed an unmodified opinion vide reports dated May 22 2017 and May 22 2016respectively. The adjustments to those financial statements for the differences inaccounting principles adopted by the Company on transition to Ind AS have been audited byus.

Our opinion is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government in terms of Section 143(11) of the Act andon the basis of such checks of the books and records of the Company as we consideredappropriate and according to the information and explanations given to us we give in"Annexure A" a statement on the matters specified in paragraphs 3 and 4 of theOrder.

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) the Cash Flow Statement and the Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid Ind AS Financial Statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended.

e) On the basis of the written representations received from the directors as on March31 2018 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 from being appointed as a director in terms of Section 164(2) of theAct.

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 controlsover financial 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 the Ind AS Financial Statements - refer note 30.2.

ii. In our opinion and as per the information and explanations given to us theCompany did not have any long-term contracts including derivative contracts for whichthere were any material foreseeable losses.

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

iv. The reporting on disclosure relating to Specified Bank Notes is not applicable tothe Company for the year ended March 31 2018.

For Narendra Singhania & Co.
Chartered Accountants
Firm Reg. No. 009781N
Narendra Singhania
Place: Kanpur Partner
Date: 26 May 2018 Membership No. 087931

Annexure A to the Independent Auditors Report

(Referred to in paragraph 1 under the heading of ‘Report on Other Legal andRegulatory Requirements’ of our report of even date to the Members of GaneshaEcosphere Limited on the Ind AS Financial Statements as of and for the year ended March31 2018)

(1) (i) The Company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.

(ii) As explained to us the fixed assets are physically verified by the managementaccording to a phased programme designed to cover all the items over a period of threeyears which in our opinion is reasonable having regard to the size of the Company andnature of its assets. Pursuant to the programme a portion of fixed assets has beenphysically verified by the management during the year and as informed to us no materialdiscrepancies were noticed on such physical verification.

(iii) 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.

(2) As explained to us the physical verification of inventory has been conducted atreasonable intervals by the management during the year and discrepancies noticed on suchphysical verification between physical stock and book records were not materialconsidering the operations of the Company and the same have been appropriately dealt within the books of account.

(3) In our opinion and according to the information and explanations given to us theCompany has not granted any loans secured or unsecured to companies firms limitedliability partnerships or other parties as covered in the register maintained underSection 189 of the Companies Act 2013. Accordingly the provisions of Clause 3(iii) (a)(b) and (c) of the said Order are not applicable to the Company.

(4) In our opinion and according to the information and explanations given to us theCompany has not granted any loans or made any investments or provided any guarantees orsecurity to the parties covered under Section 185 and 186 of the Companies Act 2013.Accordingly the provisions of Clause 3(iv) of the said Order are not applicable to theCompany.

(5) According to the information and explanations given to us the Company has notaccepted any deposits from the public within the meaning of Sections 73 74 75 and 76 ofthe Companies Act 2013 and the Rules framed there under to the extent notified.

(6) Pursuant to the rules made by the Central Government of India the Company isrequired to maintain cost records as specified under Section 148 (1) of the Companies Act2013 in respect of its products. We have broadly reviewed the same and are of the opinionthat prima facie the prescribed accounts and records have been made and maintained. Wehave not however made a detailed examination of the records with a view to determiningwhether they are accurate or complete.

(7) (i) According to the information and explanations given to us and the records ofthe Company examined by us in our opinion the Company has generally been regularlydepositing with the appropriate authorities undisputed statutory dues including providentfund employees state insurance income-tax sales tax service tax duty of customs dutyof excise value added tax goods and services tax cess and other material statutory duesapplicable to it. Further no undisputed amounts payable in respect thereof wereoutstanding at the year-end for a period of more than six months from the date they becamepayable.

(ii) According to the records of the Company and as per the information andexplanations given to us there are no dues of duty of customs duty of excise goods andservices tax and cess which have not been deposited on account of any dispute. Theparticulars of dues of income-tax sales tax service tax value added tax and entry taxas at March 31 2018 which have not been deposited on account of a dispute are asfollows:

Name of the Statute Nature of the Dues Amount (Rs.) Period to which the amount relates (financial year) Forum where dispute is pending
U. P. Trade Tax Act 1948 Entry Tax 1393924* 2003-04 to 2005-06 Supreme Court
West Bengal Tax on Entry of Goods in Entry Tax 881465 2013-14 to 2017-18 High Court Kolkata
Local Area Act 2012
Uttarakhand Value Added Tax Act 2005 Value Added Tax 212493* 2010-11 to 2011-12 Joint Commissioner (Appeals) (First)
Commercial Tax Haldwani Uttarakhand
Central Excise Act 1944 Service Tax & 285007* 2009-10 and 2010-11 Commissioner (Appeal) Central Excise &
Penalty Service Tax Allahabad
Haryana Value Added Tax Act 2003 Purchase Tax & 2204383 2009-10 and 2010-11 Haryana Tax Tribunal Chandigarh
Interest
U. P. Trade Tax Act 1948 Value Added Tax 1221684 2014-15 Additional Commissioner (Appeals)
Grade-II Kanpur
Income-tax Act 1961 TDS Demand 611389 2010-11 Dy. Commissioner of Income-tax (TDS)

* net of amount deposited under protest.

(8) Based on our audit procedures and according to the information and explanationsgiven to us we are of the opinion that the Company has not defaulted in repayment ofloans or borrowings to financial institutions or banks or Government during the year.Further the Company has not issued any debentures during the year.

(9) In our opinion and according to the information and explanations given to us theterm loans have been applied for the purposes for which they were obtained. Further asper the records the Company did not raise any money by way of initial public offer orfurther public offer (including debt instruments) during the year.

(10) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of material fraud by the Company or on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such case by theManagement.

(11) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid and provided formanagerial remuneration in accordance with the requisite approvals mandated by theprovisions of Section 197 read with Schedule V to the Companies Act 2013.

(12) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly the provisions of Clause 3(xii) of the saidOrder are not applicable to the Company.

(13) The Company has entered into transactions with related parties in compliance withthe provisions of Sections 177 and 188 of the Companies Act 2013. The details of suchrelated party transactions have been disclosed in the Ind AS Financial Statements asrequired under Ind AS 24 Related Party Disclosures specified under Section 133 of theCompanies Act 2013.

(14) The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under audit. Accordingly theprovisions of Clause 3(xiv) of the said Order are not applicable to the Company.

(15) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with its Directors or persons connected with them covered under Section 192of the Companies Act 2013. Accordingly the provisions of Clause 3(xv) of the said Orderare not applicable to the Company.

(16) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly the provisions of Clause 3(xvi) of the said Orderare not applicable to the Company.

For Narendra Singhania & Co.
Chartered Accountants
Firm Reg. No. 009781N
Narendra Singhania
Place: Kanpur Partner
Date: 26 May 2018 Membership No. 087931

Annexure B to the Independent Auditor’s Report

(Referred to in paragraph 2(f) under the heading of ‘Report on Other Legal andRegulatory Requirements’ of our report of even date to the Members of GaneshaEcosphere Limited on the Ind AS Financial Statements as of and for the year ended March31 2018)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of GaneshaEcosphere Limited ("the Company") as of March 31 2018 in conjunction with ouraudit of the Ind AS 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 controls over financial reporting criteriaestablished by the Company considering the essential components of internal controlsstated 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 andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence toCompany’s policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditor’s Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note issued by ICAI and the Standards on Auditing prescribedunder Section 143(10) of the Act to the extent applicable to an audit of internalfinancial controls. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate 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 operating effectiveness. Our audit of internal financialcontrols over financial reporting included obtaining an understanding of internalfinancial controls over financial reporting 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’sjudgment including the assessment of the risks of material misstatement of the Ind ASFinancial 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company’s internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany’s assets that could have a material 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 controlsover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2018 based on the internal controlsover financial reporting criteria established by the Company considering the essentialcomponents of internal controls stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Narendra Singhania & Co.
Chartered Accountants
Firm Reg. No. 009781N
Narendra Singhania
Place: Kanpur Partner
Date: 26 May 2018 Membership No. 087931