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Gujarat Toolroom Ltd.

BSE: 513337 Sector: Engineering
NSE: N.A. ISIN Code: INE145J01024
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NSE 05:30 | 01 Jan Gujarat Toolroom Ltd
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VOLUME 399
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OPEN 15.56
CLOSE 15.56
VOLUME 399
52-Week high 15.56
52-Week low 4.52
P/E
Mkt Cap.(Rs cr) 1
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Gujarat Toolroom Ltd. (GUJTOOLROOM) - Auditors Report

Company auditors report

To the Members of Gujarat Toolroom Limited

Report on the audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone Financial Statements of Gujarat ToolroomLimited ("the Company") which comprise the Balance Sheet as at 31stMarch 2019 the Statement of Profit and Loss (including other comprehensive income) theStatement of Cash Flows and the Statement of Changes in Equity for the year then endedand a summary of significant accounting policies and other explanatory information (hereinafter referred to as "Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements read with the emphasis ofmatter paragraph below give the information required by the Companies Act. 2013("the Act") in the manner so required and give a true and fair view inconformity with the Indian Accounting Standards prescribed under section 133 of the Actread with the Companies (Indian Accounting Standards) Rules 2015 as amended ("IndAS") and other accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2019 the loss and total comprehensive losschanges in equity and its cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to the fact that the company has huge accumulated losses and do nothave any operating revenue. These conditions indicate the existence of a materialuncertainty that may cast significant doubt about the Company's ability to continue as agoing concern. However the accompanying financial statements have been prepared under thegoing concern assumption based on the undertaking from the management that they arelooking for alternative business opportunities and do not have any intention to curtailthe business.

Our opinion is not modified in respect of this matter.

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.

Description of Key Audit Matters

In our opinion and to the best of our information and according to the explanationsgiven to us we have determined that there are no key audit matters to communicate in ourreport.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under section 143(10) of the Act (SAs). 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 independencerequirements that are relevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules made 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.

Other Information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the financial statements and our auditors' reportthereon.

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 in the audit or otherwise appears to be materially misstated. If based on thework we have performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.

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 Companies Act 2013 ("the Act") with respect to the preparationand presentation of these Standalone Financial Statements that give a true and fair viewof the financial position financial performance including other comprehensive incomecash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the applicable Indian AccountingStandards (Ind AS) prescribed under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended.

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 StandaloneFinancial Statements that give a true and fair view and are free from materialmisstatement whether due 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.

The Board of Directors are responsible for overseeing the Company's financial reportingprocess.

Auditor's Responsibility

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 the aggregatethey could reasonably be expected to influence the economic decisions of user taken on thebasis 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 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.

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" statement on the matters specified in theparagraph 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 the Statement Cash Flows andthe Statement of Changes in Equity dealt with by this Report are in agreement with thebooks of account;

d) in our opinion the aforesaid Standalone Financial Statements comply with the IndianAccounting Standards specified under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended;

e) The going concern matter described in the Emphasis of matter paragraph above in ouropinion may have an adverse impact on the functioning of the company;

f) 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 termsof Section 164(2) of the Act;

g) 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";

h) with respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financialposition;

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

3. With respect to the matters to be included in the Auditor's Report in accordancewith the requirements of section 197(16) of the Act as amended:

According to the information and explanations given to us and on the basis of ourexamination of the records of the Company managerial remuneration has not been paid/provided. Accordingly reporting under section 197(16) of the Act is not applicable.

For DHARMESH PARIKH & CO.
Chartered Accountants
Place : Ahmedabad Firm Reg. No. 112054W
Date : 25/05/2019
Kanti Gothi
Partner
Membership No. 127664

ANNEXURE - A TO THE INDEPENDENT AUDITOR'S REPORT

RE: GUJARAT TOOLROOM LIMITED

(Referred to in Paragraph 1 of our Report of even date)

The Annexure referred to in our Independent Auditor's Report to the members of theCompany on the Ind AS financial statements for the year ended 31st March 2019we report that:

(i) The company does not have any Fixed Assets. Accordingly the provisions ofparagraph 3 (i) (a) to (c) of the Order are not applicable.

(ii) The Company has not carried out any commercial activities during the year ended on31st March 2019 and hence it does not carry any Inventory. Accordingly theprovisions of paragraph 3 (ii) of the Order are not applicable.

(iii) According to the information and explanation given to us and the records producedto us for our verification the company has not granted any loans to companies firms orother parties covered in the register maintained under section 189 of the Companies Act2013. Accordingly the provisions of paragraph 3 (iii) of the Order are not applicable.

(iv) According to the information and explanations given to us and representations madeby the Management the Company has not done any transactions covered under section 185 and186 in respect of loans investments guarantees and security. Accordingly the provisionsof paragraph 3 (iv) of the Order are not applicable.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits as per the directives issued by the Reserve Bank ofIndia and the provisions of Sections 73 to 76 or any other relevant provisions of the Actand the rules framed there under. Accordingly paragraph 3(v) of the Order is notapplicable to the Company.

(vi) The company has not done any commercial activity during the year under review.Accordingly the maintenance of cost records under section 148(1) of the Act as prescribedby the Central Government is not applicable to the company.

(vii) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company amounts deducted/ accrued in the books ofaccount during the year in respect of undisputed statutory dues including income tax andother material statutory dues have been regularly deposited during the year by the Companywith the appropriate authorities. As explained to us the Company did not have any dues onaccount of employees' state insurance provident fund goods and service tax cess andduty of excise during the year.

According to the information and explanations given to us no undisputed amountspayable in respect of income tax and other material statutory dues were in arrears as at31st March 2019 for a period of more than six months from the date they becamepayable.

(b) According to the records of the Company and representations made by the Managementthere are no statutory dues as mentioned in paragraph 3(vii)(a) as at 31stMarch 2019 which have not been deposited on account of any dispute.

(viii) The Company has not taken any loan either from banks financial institutions orfrom the government and has not issued any debentures. Accordingly the provisions ofparagraph 3 (viii) of the Order are not applicable.

(ix) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not raised moneys by way of initial public offeror further public offer including debt instruments and term Loans. Accordingly theprovisions of clause 3 (ix) of the Order are not applicable.

(x) During the course of our examination of the books and records of the companycarried out in accordance with the generally accepted auditing practice in India andaccording to the information and explanation 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.

(xi) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company managerial remuneration has not beenpaid/provided. Accordingly the provisions of Clauses 3(xi) of the Order are notapplicable.

(xii) In our opinion the Company is not a nidhi Company. Accordingly the provisions ofClauses 3 (xii) of the Order are not applicable.

(xiii) As per information and explanation given to us and on the basis of ourexamination of the records of the Company all the transaction with related parties are incompliance with section 177 and 188 of Companies Act 2013 and all the details have beendisclosed in the Ind AS financial statements as required by the applicable IndianAccounting Standards.

(xiv) According to the information and explanations given to us and on the basis of ourexamination of the records the Company has not made any preferential allotment or privateplacement or not issued any debenture during the year under review. Accordingly theprovisions of paragraph 3(xiv) of the Order are not applicable.

(xv) According to the information and explanations given to us and on the basis of ourexamination of the records Company has not entered into any non-cash transactions withany director or any person connected with him. Accordingly the provisions of Clauses 3(xv)of the Order are not applicable to the Company.

(xvi) In our opinion the company is not required to be registered under section 45 IAof the Reserve Bank of India Act 1934 and accordingly the provisions of clause 3(xvi) ofthe Order are not applicable.

For DHARMESH PARIKH & CO.
Chartered Accountants
Place : Ahmedabad Firm Reg. No. 112054W
Date : 25/05/2019 Kanti Gothi
Partner
Membership No. 127664

ANNEXURE - B TO THE INDEPENDENT AUDITOR'S REPORT

RE: GUJARAT TOOLROOM LIMITED

(Referred to in Paragraph 2(g) of our Report of even date)

Report on the Internal Financial Controls under Clause (i) of sub-section 3 of section143 of the Companies Act 2013 (the act).

Opinion

We have audited the internal financial controls over financial reporting of the companyas of 31st March 2019 in conjunction with our audit of the StandaloneFinancial Statements of the company for the year ended on that date.

The company is not having any defined SOP to manage its operations. Accordingly thereare some limitations in the control aspects of financial reporting. In our opinion exceptfor the possible effects of the this material weakness the Company has in all materialrespects an adequate internal financial controls system over financial reporting and suchinternal financial controls over financial reporting were operating effectively as at 31stMarch2019 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.

Management's Responsibilities 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). 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 Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the Guidance Note) and the Standards on Auditing issued by ICAI and deemed to beprescribed under section 143(10) of the Companies Act. 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. 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 controls 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 controls over financial reporting includedobtaining an understanding of internal financial controls 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 Standalone Financial Statements whether due to fraud orerror.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that

(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

For DHARMESH PARIKH & CO.
Chartered Accountants
Place : Ahmedabad Firm Reg. No. 112054W
Date : 25/05/2019 Kanti Gothi
Partner
Membership No. 127664

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