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Haldyn Glass Ltd.

BSE: 515147 Sector: Industrials
NSE: N.A. ISIN Code: INE506D01020
BSE 11:28 | 05 Aug 38.60 -0.30
(-0.77%)
OPEN

38.15

HIGH

39.40

LOW

38.10

NSE 05:30 | 01 Jan Haldyn Glass Ltd
OPEN 38.15
PREVIOUS CLOSE 38.90
VOLUME 16764
52-Week high 50.95
52-Week low 24.90
P/E 20.64
Mkt Cap.(Rs cr) 208
Buy Price 38.45
Buy Qty 10.00
Sell Price 38.60
Sell Qty 59.00
OPEN 38.15
CLOSE 38.90
VOLUME 16764
52-Week high 50.95
52-Week low 24.90
P/E 20.64
Mkt Cap.(Rs cr) 208
Buy Price 38.45
Buy Qty 10.00
Sell Price 38.60
Sell Qty 59.00

Haldyn Glass Ltd. (HALDYNGLASS) - Auditors Report

Company auditors report

Tothe Members of Haldyn Glass Limited

Reporton the Audit of Standalone Ind AS Financial Statements

1.Opinion

Wehave audited the accompanying standalone Ind AS financial statements of Haldyn GlassLimited ["the Company]which comprise the Balance Sheet as at March 312020 the Statement of Profit and Loss[including Other Comprehensive Income] the Statement of Cash Flows and the Statement ofChanges in Equity for the year then ended and notes to the Ind AS standalone financialstatements including a summary of significant accounting policies and other explanatoryinformation [hereinafter referred to as "standalone Ind AS financial statements].

Inour opinion and to the best of our information and according to the explanations given tous the aforesaid standalone Ind AS financial statements give the information required bythe Companies Act 2013 ["the Act] in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards prescribed under Section 133 ofthe Act read with the Companies [Indian Accounting Standards] Rules 2015 as amended["Ind AS]and other accounting principles generally accepted in India of the state of affairs ofthe Company as at March 312020 its profit total comprehensive income changes in equityand its cash flows for the year ended on that date.

2.Basis for Opinion

Weconducted our audit of the standalone Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143[10] of the Act. Our responsibilitiesunder those Standards are further described in the Auditor's Responsibilities for theAudit of the standalone Ind AS Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India together with the ethical requirements that are relevantto our audit of the standalone Ind AS financial statements under the provisions of the Actand the Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our opinionon standalone Ind AS financial statements.

3.Key Audit Matter

Keyaudit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone Ind AS financial statements of the currentperiod. These matters were addressed in the context of our audit of the standalone Ind ASfinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Sr. No.

Key Audit Matter

Auditor's Response

i.

Assessment of carrying value of receivables in respect of overdue invoices

Risk of material misstatement related to estimation of expected credit loss as a result of lack of precision in their measurement. The estimates depend on number of factors such as ageing credit risks and evaluation of ability of the parties to make payment.

We performed the following tests to verify the expected credit loss of the Company:

Assessed the company basis for determining the model internal controls based on which the Company determines the basis of provisioning compliance with and consistently applying the accounting policies.

Verification of subsequent receipts and post balance sheet events if any.

Sr. No.

Key Audit Matter

Auditor's Response

ii.

Reliance on electronic evidence

In view of the lockdown pursuant to Covid-19 outbreak in India our audit teams have conducted certain part of the audit from remote location. As a result we have relied completely on digital or electronic evidence as a part of our audit process effective from 20.03.2020 till the date of this report. Had we been physically present at the Company premises we would have otherwise verified the physical copies of critical documents and we would have collected the audit evidence in physical copies.

We have carried out the validation of the digital / electronic evidence provided by the management by performing the following procedures:

a. Understanding the process implemented by the management to convert physical documents into digital / electronic version.

b. Correlating various attributes of the electronic evidence obtained to ensure consistency and integrity.

c. Getting representations from the management wherever necessary.

4.Information other than the standalone Ind AS financial statements and Auditor's reportthereon

TheCompany's Board of Directors is responsible for the preparation of the other information.The other information comprises the information included in the Directors ReportCorporate Governance Report and Management Discussion and Analysis but does not includethe standalone Ind AS financial statements and our auditor's report thereon. These reportsare expected to be made available to us after the date of our auditor's report.

Ouropinion on the standalone Ind AS financial statements does not cover the other informationand we will not express any form of assurance conclusion thereon.

Inconnection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information identified above when it becomes availableand in doing so consider whether the other information is materially inconsistent withthe standalone Ind AS financial statements or our knowledge obtained in the audit orotherwise appears to be materially misstated.

Whenwe read the other information included in the above reports if we conclude that there ismaterial misstatement therein we are required to communicate the matter to those chargedwith governance and determine the actions under the applicable laws and regulations.

5.Responsibility of Management and those charged with Governance for the Standalone Ind ASFinancial Statements

TheCompany's Board of Directors is responsible for the matters stated in section 134[5] ofthe Act with respect to the preparation of these standalone Ind AS financial statementsthat give a true and fair view of the financial position financial performance totalcomprehensive income changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Ind AS accountingstandards specified under section 133 of the Act read with the Companies [IndianAccounting Standards] Rules 2015 as amended.

Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation 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 Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Inpreparing the standalone Ind AS financial statements the Board of Directors isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

ThoseBoard of Directors are also responsible for overseeing the Company's financial reportingprocess.

6.Auditor's Responsibilities for the Audit of the standalone Ind AS Financial Statements

Ourobjectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial 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 Standards on auditing will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these standalone Ind AS financial statements.

Aspart of an audit in accordance with Standards on auditing we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

Aspart of an audit in accordance with Standards on auditing we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

i]Identify and assess the risks of material misstatement of the standalone Ind AS financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

ii]Obtain an understanding of internal financial controls relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143[3][i]of the Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls.

iii]Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

iv]Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the ability ofthe Company to continue as a going concern. If we conclude that a material uncertaintyexists we are required to draw attention in our auditor's report to the relateddisclosures in the standalone Ind AS financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

v]Evaluate the overall presentation structure and content of the standalone Ind ASfinancial statements including the disclosures and whether the standalone Ind ASfinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

Wecommunicate with those charged with governance regarding among other matters the plannedscope and timing of the audit and significant audit findings including any significantdeficiencies in internal control that we identify during our audit.

Wealso provide those charged with governance with a statement that we have complied withrelevant ethical requirements regarding independence and to communicate with them allrelationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

Fromthe matters communicated with those charged with governance we determine those mattersthat were of most significance in the audit of standalone Ind AS financial statements ofthe current period and are therefore the key audit matters. We describe these matters inour auditor's report unless law or regulation precludes public disclosure about the matteror 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.

7.Emphasis of matter

Wedraw your attention to Note 42.2 to the financial statement which explain theuncertainties and management's assessment of the financial impact due to the lockdown andother restrictions imposed by the Government and condition related to the Covid-19pandemic situation for which definitive assessment of the impact would highly depend uponcircumstances as they evolve in the subsequent period. Our opinion is not modified inrespect of this matter.

8.Report on Other Legal and Regulatory Requirements

i]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 the "Annexure Aa statement on the matters specified in paragraphs 3 and 4 of the Order.

ii]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 best of ourknowledge and belief were necessary for the purpose of our audit of standalone Ind ASFinancial Statements.

b]In our opinion proper books of account as required by law have been kept by the Companyso far as it appears from our examination of those books.

c]The Balance Sheet Statement of Profit and Loss including Other Comprehensive Income theStatement of Cash Flow and Statement of Changes in Equity dealt with by this Report are inagreement with the books of account.

d]In our opinion the aforesaid standalone Ind AS financial statements comply with the IndAS specified under section 133 of the Act read with Rule 7 of the Companies [Accounts]Rules 2014.

e]On the basis of written representations received from the directors as on March 31 2020taken on record by the Board of Directors none of the directors is disqualified as onMarch 312020 from being appointed as a director in terms of section 164 [2] of the Act.

f]With respect to the adequacy of the internal financial controls over financial reportingof the Company and the operating effectiveness of such controls refer to our separateReport in "Annexure Bto this report.

g]With respect to the other matters to be included in the Auditor's Report in accordancewith the requirements of section 197[16] of the Act as amended in our opinion and to thebest of our information and according to the explanations given to us the remunerationpaid by the Company to its directors during the year is in accordance with the provisionsof section 197 of the Act.

h]With respect to the other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies [Audit and Auditors] Rules 2014 as amended in our opinionand to the best of our information and according to the explanations given to us:

i.The Company has disclosed the impact of pending litigations on the financial position inits standalone Ind AS financial statements - Refer Note 33 to the standalone Ind ASfinancial statements;

ii.The Company did not have any long-term contracts including derivative contracts for whichthere were any material foreseeable losses; and

iii.There has been no delay during the year in transferring the amount which were required tobe transferred to the Investor Education and Protection Fund by the Company.

ForMukund M. Chitale & Co.

CharteredAccountants Firm Registration No. 106655W

S. M. Chitale

Place

ht:0in;margin-bottom: 3.0pt;margin-left:0in>: Mumbai

Partner

Date

: June 29 2020

M. No. 111383

UDIN : 20111383AAAAHI7815

AnnexureA to the Independent Auditor's Report of even date on the standalone Ind AS financialstatements of Haldyn Glass Limited

Referredto in paragraph [8[i]] under Report on Other Legal and Regulatory Requirements of ourreport of even date

[i]a] The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed

assets.

b]According to information and explanations given to us fixed assets of the Company arebeing physically verified according to a phased programme of verification so as to verifyall assets within a period of three years which in our opinion is reasonable havingregard to the size of the Company and the nature of its fixed assets. As informed duringthe year no material discrepancies to the extent reconciled with the records available inthis respect were noticed on such verifications.

c]According to the information and explanations given by the management the title deeds ofimmovable properties included in property plant and equipment are held in the name of theCompany. According to information and explanations given to us the title deeds of theimmovable properties as disclosed in Note No. 3 "Property Plant & Equipment andOther Intangible Assetsof the Standalone Financials Statements are in the name of the Company except in case ofland of 7492 sq. mt. having Gross Block and Net Block of Rs.15.19 lakhs which is yet to be registered in the name of the Company. All the immovableproperties are in the erstwhile name of the Company i.e. Haldyn Gujarat Glass Limited.

[ii]As informed to us the inventories have been physically verified by the management atreasonable intervals during the year. Further according to the information andexplanations given to us the discrepancies noticed on verification between the physicalstocks and book records were not material having regard to the size of the Company andnature of its operations and have been properly dealt with in the books of account.

[iii]According to the information and explanations given to us the Company has not granted anyloans secured or unsecured to companies firms limited liability partnerships or otherparties covered in the register maintained under section 189 of the Act. Accordingly theprovisions of paragraph 3[iii] [a] to [c] of the Order are not applicable to the Companyand hence not commented upon.

[iv]In our opinion and according to the information and explanations given to us provisionsof section 186 of the Act in respect of investments made have been complied with by theCompany. In our opinion and according to the information and explanations given to usthere are no loans guarantees and securities granted in respect of which provisions ofsection 185 and section 186 of the Act are applicable and hence not commented upon.

[v]The Company has not accepted any deposits within the meaning of Sections 73 to 76 of theAct and the Companies [Acceptance of Deposits] Rules 2014 [as amended]. Accordingly theprovisions of clause 3[v] of the Order are not applicable.

[vi]According to information and explanations given to us by the Company it is not required tomaintain cost records as prescribed by the Central Government under section 148 of theCompanies Act 2013. Thus the provisions on this Clause are not applicable to the Company.

[vii]According to the information and explanations given to us in respect of statutory dues:

a]According to the information and explanations given to us the Company is generally regularin depositing with appropriate authorities undisputed statutory dues including ProvidentFund Employees' State Insurance Income Tax Sales Tax Service Tax Goods and ServicesTax Value Added Tax Customs Duty Excise Duty Cess and other material statutory duesapplicable to it with the appropriate authorities as per the available records as far asascertained by us on our verification.

b]There were no undisputed amounts payable in respect of Provident Fund Employees' StateInsurance Income Tax Sales Tax Service Tax Value Added Tax Goods and Service TaxCustoms Duty Excise Duty Cess and other material statutory

duesin arrears as at March 312020 for a period of more than six months from the date theybecame payable except for the cases mentioned below.

Name of the statue

Nature of tax

Amount [' in lakhs]

Period to which amount relates

Forum where dispute is pending

Central Sales Tax Act

Sales Tax

461.14

F.Y. 1999-2000 to F.Y. 2003-2004 & F.Y. 2009-2010 to F.Y. 2011-2012

DSCT Appeal-2 Vadodara

Income Tax Act 1961

Income Tax

4.32

F.Y. 2016-2017

Appeal before CIT[A]

[viii]According to information and explanation provided to us the Company has not defaulted inrepayment of loans or borrowings to any Financial Institutions or banks or government asat the balance sheet date. The Company has not issued any debentures.

[ix]According to the information and explanations given by the management the Company has notraised any money by way of initial public offer or further public offer or debtinstruments. The Company has used the Term Loans for the purpose for which they wereraised.

[x]During the course of our examination of books of accounts and as far as records/detailsmade available and verified by us and according to the information and explanations givento us we have neither come across any instance of material fraud on or by the Companynoticed and reported during the year nor we have been informed of such case by themanagement.

[xi]According to the information and explanations given to us and based on our verificationof records the Company has paid / provided managerial remuneration in accordance with therequisite approvals mandated by the provisions of Section 197 read with Schedule V of theAct.

[xii]In our opinion the Company is not a Nidhi company. Therefore the provisions of paragraph3[xii] of the Order are not applicable to the Company.

[xiii]According to the information and explanations given by the management transactions withthe related parties are in compliance with section 177 and 188 of the Act where applicableand the details have been disclosed in the notes to the standalone Ind AS financialstatements as required by the applicable accounting standards.

[xiv]During the year the Company has not made any preferential allotment or private placementof shares or fully or partly paid convertible debentures and hence reporting under clause3 [xiv] of the Order is not applicable to the Company.

[xv]According to the information and explanations given to us and based on our examination ofthe records of the Company the Company has not entered into non-cash transactions withdirectors or person connected with them. Accordingly provisions of clause 3 [xv] of theOrder are not applicable to the Company.

[xvi]The Company is not required to be registered under Section 45-IA of the Reserve Bank ofIndia Act 1934. According the provisions of clause 3[xvi] of the Order are not applicableto the Company.

For Mukund M. Chitale & Co.

Chartered Accountants

Firm Registration No. 106655W

S. M. Chitale

Partner

Place: Mumbai

M. No. 111383

Date: June 29 2020

UDIN : 20111383AAAAHI7815

AnnexureB to the Independent Auditor's Report of even date on the standalone Ind AS financialstatements of Haldyn Glass Limited

Referredto in paragraph [8[ii][f]] under Report on Other Legal and Regulatory Requirements of ourreport of even date

Reporton the Internal Financial Controls under Clause [i] of Sub-section 3 of Section 143 of theCompanies Act 2013 ["the Act"]

1.We have audited the internal financial controls over financial reporting of Haldyn GlassLimited ["the Company]as of March 31 2020 in conjunction with our audit of the standalone Ind AS financialstatements of the Company for the year ended on that date.

Management'sResponsibility 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 Reporting [the"Guidance Note]issued by the Institute of Chartered Accountants of India[ICAI]. These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company's policiesthe safeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditors'Responsibility

3.Our responsibility is to express an opinion on the Company's internal financial controlsover financial reporting based on our audit. We conducted our audit in accordance with theGuidance Note and the Standards on Auditing as specified under section 143[10] of the Actto the extent applicable to an audit of internal financial controls and both issued by theInstitute of Chartered Accountants of India. Those Standards and the Guidance Note requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting was established and maintained and if such controls operated effectively in allmaterial respects.

Ouraudit involves performing procedures to obtain audit evidence about the adequacy of theinternal 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 Ind AS financial statements whether due to fraud or error.

Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion on the Company's internal financial controls system overfinancial reporting.

Meaningof Internal Financial Controls over Financial Reporting

4.A company's internal financial control over financial reporting is a process designed toprovide reasonable assurance regarding the reliability of financial reporting and thepreparation of Standalone Ind AS financial statements for external purposes in accordancewith generally 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 Standalone ofInd AS financial statements in accordance with generally accepted accounting principlesand that receipts 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 StandaloneInd AS financial statements.

InherentLimitations of Internal Financial Controls over Financial Reporting

5.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.

Opinion

6.In our opinion the Company has in all material respects an adequate internal financialcontrols system over financial reporting and such internal financial controls overfinancial reporting were operating effectively as at March 31 2020 based on the internalcontrol over financial reporting criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

ForMukund M. Chitale & Co.

CharteredAccountants Firm Regn. No. 106655W

S. M. Chitale

Partner

Place : Mumbai

M. No. 111383

Date : June 29 2020

UDIN : 20111383AAAAHI7815

.