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Hil Ltd.

BSE: 509675 Sector: Industrials
NSE: HIL ISIN Code: INE557A01011
BSE 00:00 | 20 Aug 2182.55 -11.80
(-0.54%)
OPEN

2171.05

HIGH

2194.50

LOW

2128.00

NSE 00:00 | 20 Aug 2189.80 3.45
(0.16%)
OPEN

2166.00

HIGH

2213.35

LOW

2165.50

OPEN 2171.05
PREVIOUS CLOSE 2194.35
VOLUME 1608
52-Week high 2448.00
52-Week low 1091.00
P/E 16.97
Mkt Cap.(Rs cr) 1,628
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2171.05
CLOSE 2194.35
VOLUME 1608
52-Week high 2448.00
52-Week low 1091.00
P/E 16.97
Mkt Cap.(Rs cr) 1,628
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Hil Ltd. (HIL) - Auditors Report

Company auditors report

To the Members of HIL Limited

Report on the Audit of the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of HIL Limited ("theCompany") which comprise the Balance Sheet as at March 31 2018 the Statement ofProfit and Loss the Statement of Changes in Equity and the Statement of Cash Flows forthe year then ended and summary of the significant accounting policies and otherexplanatory information.

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 state of affairsprofit/loss (including other comprehensive income) changes in equity and cash flows ofthe Company in accordance with the accounting principles generally accepted in Indiaincluding the Indian Accounting Standards (Ind AS) prescribed under Section 133 of theAct.

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 of theaccounting records relevant to the preparation and presentation of the Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

Auditor's Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions 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 frommaterial misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS financial statements. The procedures selected dependon the auditor's judgment including the assessment of the risks of material misstatementof the Ind AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the Ind AS financial statements that give a true and fair view in order todesign audit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the Ind AS financial statements.

We are also responsible to conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the entity's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in the auditor's report tothe related disclosures in the financial statements or if such disclosures areinadequate to modify the opinion. Our conclusions are based on the audit evidenceobtained up to the date of the auditor's report. However future events or conditions maycause an entity to cease to continue as a going concern.

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

Opinion

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 its profit (including other comprehensive income) changes in equityand its cash flows for the year ended on that date.

Other Matters

1. The comparative financial information of the Company for the year ended March 312017 and the transition date opening balance sheet as at April 1 2016 included in theseInd AS financial statements are based on the previously issued statutory financialstatements prepared in accordance with the Companies (Accounting Standards) Rules 2006audited by the predecessor auditor whose report for the year ended March 31 2017 and March31 2016 dated April 27 2017 and May 5 2016 respectively expressed an unmodified opinionon those financial statements as adjusted for the differences in the accountingprinciples adopted by the Company on transition to the Ind AS which have been audited byus.

Our opinion is not modified in respect of this matter.

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 in terms of Section 143(11) of the Act 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 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 Cash Flow Statement and theStatement of Changes in Equity dealt with by this Report are in agreement with the booksof account.

d) In our opinion the aforesaid Ind AS financial statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act.

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 with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B".

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 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 its financialposition in its Ind AS financial statements- Refer Note 37 to the Ind AS financialstatements.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there 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 disclosures in the financial statements regarding holdings as well as dealingsin specified bank notes during the period from November 8 2016 to December 30 2016 havenot been made since they do not pertain to the financial year ended March 31 2018.However amounts as appearing in the audited financial statements for the year ended March31 2017 have been disclosed.

for M/s. B S R & Associates LLP

Chartered Accountants

ICAI Firm Registration No.: 116231W/ W-100024

Vikash Somani

Partner

Membership No. 061272

Place: New Delhi

Date: April 26 2018

Annexure A

to the Independent Auditor's Report on the Ind AS Financial Statements

With reference to the Annexure A referred to in Paragraph 1 in Report on Other Legaland Regulatory Requirements of the Independent Auditor's Report of even date to theMembers of the Company on the Ind AS financial statements for the year ended March 312018 we report that:

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

(b) The Company has a regular programme of physical verification of its fixed assets bywhich all fixed assets are verified in a phased manner over a period of three years. Inour opinion the periodicity of physical verification is reasonable having regard to thesize of the Company and the nature of its assets. Pursuant to the program certain fixedassets were physically verified during the year and no material discrepancies wereobserved on such verification.

(c) According to the information and explanations given by the Management the titledeeds of immovable properties included in fixed assets and investment property are held inthe name of the Company except freehold land and investment property of H 1.27 lacs and H427.60 lacs respectively title of which is not registered in the name of the Company.Also refer note 4(a) and 5(c) of the Ind AS financial statements.

ii. Physical verification of inventories except goods-intransit have been conductedat reasonable intervals by the Management during the year. The discrepancies noticed onphysical verification of inventories as compared to book records were not material.

iii. According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms limited liabilitypartnerships or other parties covered in the Register maintained under Section 189 of theCompanies Act 2013 (the "Act"). Therefore the provisions of sub-clause (a)(b) and (c) of clause 3(iii) of the said Order is not applicable to the Company.

iv. The Company has not granted any loans or made any investments or provided anyguarantees or security to the parties covered under Section 185 and 186 of the Act.Therefore the provisions of paragraph 3(iv) of the said Order is not applicable to theCompany.

v. According to the information and explanations given to us the Company has notaccepted any deposits from the public.

vi. We have broadly reviewed the books of account maintained by the Company pursuant tothe Rules made by the Central Government for the maintenance of cost records under Section148(1) of the Act and are of the opinion that prima facie the specified accounts andrecords have been made and maintained. We have not however made a detailed examinationof the same.

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 in respect of undisputed statutory dues including Provident Fund Employees' StateInsurance Income-tax Sales tax Service tax Duty of Customs Duty of Excise Valueadded tax Goods and Service Tax Cess and other material statutory dues have generallybeen regularly deposited during the year by the Company with the appropriate authorities.

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 other material statutory dues were in arrears as at March 31 2018 for a period ofmore than six months from the date they became payable.

(b) According to the information and explanations given to us and on the basis of ourexamination of records of the Company the dues outstanding of Income-tax Sales taxService tax Duty of Customs Duty of Excise and Value added tax on account of any disputeare as follows:

Statute/ Nature of dues Amount in Rupees lacs* Period to which the amount relates Forum where dispute is pending
Sales tax/ Value added tax 103.10 1988-89 1990-91 Supreme Court
1997-98 2007-08
302.81 1981-82 1985-86 High Court(s)
2001-02 2002-03
2011-12
63.70 1989-2006 Tribunal(s)
2744.86 1991-2017 Appellate Authority up to
Commissioner's level
Excise duty (including service tax) 1.28 2007-08 High Court(s)
1265.75 2004-2017 CESTAT(s)
1647.72 2003-2017 Appellate Authority up to
Commissioner's level
Income-tax - 2005-06 High Court
280.01 2008-09 2009-10 Income-tax Appellate Tribunal
2010-11 2012-13
938.97 2011-12 2013-14 Appellate Authority up to
2014-15 Commissioner's level
Wealth tax 56.98 1993-94 1994-95 Hon'ble High Court of Telangana and
1995-96 1996-97 Andhra Pradesh
1997-98

* The amounts disclosed are net of payments and include interest and penaltieswherever applicable. viii. In our opinion and according to the information andexplanations given to us the Company has not defaulted in repayment of loans or borrowingto a financial institution bank or Government. The Company does not have any outstandingdues to debenture holders.

ix. In our opinion and according to the information and explanations given to us theCompany did not raise any money by way of initial public offer or further public offer(including debt instruments) during the year. In our opinion and according to theinformation and explanations given to us the term loans taken by the Company and appliedduring the year were for the purpose for which they were raised.

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

xi. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/ provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

xii. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company is not a Nidhi Company prescribedunder Section 406 of the Act. Accordingly the provisions of Clause 3(xii) of the Order isnot applicable to the Company.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the Ind AS financial statements as required by theapplicable accounting 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. Accordingly the provisions of Clause 3(xiv) of the Order is not applicable tothe Company.

xv. 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 any non-cashtransactions with directors or persons connected with them as referred to in Section 192of the Act.

xvi. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company is not required to be registeredunder Section 45-IA of the Reserve Bank of India Act 1934. Accordingly the provision ofClause 3(xvi) of the Order is not applicable to the Company.

for M/s. B S R & Associates LLP

Chartered Accountants

ICAI Firm Registration No.: 116231W/ W-100024

Vikash Somani

Partner

Membership No. 061272

Place : New Delhi

Date : April 26 2018

Annexure B

to the Independent Auditor's Report of even date on the Ind AS Financial Statements ofHIL Limited

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of HIL Limited("the Company") as of March 31 2018 in conjunction with our audit of the Ind ASfinancial 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 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(‘Guidance Note') issued by the Institute of Chartered Accountants of 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 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 Act.

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 and the Standards on Auditing issued by ICAI and deemed to beprescribed under Section 143 (10) of the Act to the extent applicable to an audit ofinternal financial controls both applicable to an audit of Internal Financial Controlsand both issued by the ICAI. Those Standards and the Guidance Note require that we complywith ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 Ind AS 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 controls systemover financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

ACompany'sinternalfinancialcontroloverfinancialreportingis a process designed toprovide reasonable assurance regarding the reliability of financial reporting and thepreparation of Ind AS financial statements for external purposes in accordance withthe generally accepted accounting principles. A Company's internal financial control overfinancial reporting 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 Ind AS financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorisations of management and directors of the Company; and

3. provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial effect on the Ind AS 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.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2018 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note issued by theICAI.

for M/s. B S R & Associates LLP

Chartered Accountants

ICAI Firm Registration No.: 116231W/ W-100024

Vikash Somani

Partner

Membership No. 061272

Place : New Delhi

Date : April 26 2018