To the Members of Himalya International Limited
Report on the Financial Statements
We have audited the accompanying standalone Ind AS financial statements of HimalayaFood International Limited ("the Company) which comprise the balance sheet as at 31March 2018 the statement of profit and loss the cash flow statement and the statement ofchanges in Equity for the year then ended and a summary of significant accounting policiesand other explanatory information.
Management's Responsibility for the Financial Statements
Management is responsible for the matters stated in Section 134(5) of the CompaniesAct2013 ("the Act") with respect to the preparation of these standalone Ind ASfinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the Accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) referredto in section 133 of the Act read with the Companies (Indian Accounting Standards) Rules2015 as amended. This responsibility also includes maintenance of adequate accountingrecord in accordance with the provision of the Act for safeguarding the assets of theCompany and for preventing and detecting fraud and other irregularities selection andapplication of appropriate accounting policies making judgements and estimates that arereasonable and prudent and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the account records relevant to the preparation and presentation of thestandalone Ind AS financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit. We conducted our audit in accordance with the Standards onAuditing specified under Section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal control relevant to the Company's preparation and fair presentation ofthe standalone Ind AS financial statements in order to design audit procedures that areappropriate in the circumstances but not for the purpose of expressing an opinion on theeffectiveness of the entity's internal control. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by management as well as evaluating the overall presentation of thestandalone Ind AS financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion. Opinion
In our opinion and to the best of our information and according to the explanationsgiven to us the standalone 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::
(i) in the case of the balance sheet of the state of affairs of the Company as at 31March 2018;
(ii) in the case of the statement of profit and loss of the loss for the year ended onthat date; and
(iii) in the case of the cash flow statement of the cash flows for the year ended onthat date.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order2016 ("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 "A" statement on the matters specified in theparagraph 3 & 4 of the order to the extent applicable.
a. We have obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purpose of our audit;
b. In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;
c. The balance sheet statement of profit and loss and cash flow statement dealt withby this Report are in agreement with the books of account;
d. In our opinion the aforesaid standalone Ind AS Financial statements comply with theAccounting Standards referred to in Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended.
e. On the basis of written representations received from the directors as on 31 March2018 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 March 2018 from being appointed as a director in terms of Section164(2)oftheAct.
f. We are enclosing herewith a report in "Annexure B" for our opinion onadequacy of internal financial controls system in place in the company and the operatingeffectiveness of such controls;
g. With respect to the other matters to be included in the Auditors 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:
(1) The Company has disclosed the impact of pending litigation on its financialposition in its standalone Ind AS financial statements Refer Note 10 to the standalone IndAS financial statements.
(2) The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any and as required on long-ter contractsincluding derivative contracts.
(3) There were no amounts which required to be transferred by the Company to theInvestor Education and Protection Fund.
For Satnam Associates.
Firm Registration No.009870C Chartered Accountants
Place: Dehradun Dated: 31.05.2018
(Referred to under 'Report on Other Legal and Regulatory Requirements' of our Report ofeven date)
Report on Companies (Auditor's Report) Order.2016 ('the Order') issued by the centralGovernment in terms of Section 143(11) of the companies Act 2013 ('the Act') of HimalyaInternational Limited ('the Company')
I. a.) The company has generally maintained proper records showing full particularsincluding quantitative details and situation of Fixed assets.
b. ) According to information and explanation given to us there is a regular programmeof physical verification of these fixed assets by the management which in our opinion isreasonable having regard to size of the company and nature of its assets. As informed tous no material discrepancies were noticed on such verification.
c. ) As informed to us and as verified by us during the course of our audit the titledeeds on immovable properties are held in name of company as at the balance sheet date.
ii. As informed to us the inventories were physical verified during the year by themanagement at reasonable intervals and no material discrepancies were noticed on physicalverification.
iii. As informed to us the company has granted unsecured loans to companies covered inthe register maintained under section 189 of the Companies Act 2013. In respect of suchloans:
|Name of the company ||Nature of loan ||Balance as on 31.03.2018 ||Maximum Amount Due |
|APJ Laboratories Ltd. ||Advance against purchase ||568 ||568 |
a.) As informed to us and as verified by us the terms and condition of grant to suchloans are not prejudicial to the interest of the company
b. ) Repayment of the principle amount and payment of interest on such loans has notbeen stipulated as it is in the nature of "Advance against purchases"
c.) Not Applicable
iv. According to the information and explanation given to us the company has compliedwith the provision of section 185 and 186 of the Companies Act 2013 in respect of grantof loans making investments and providing guarantees and securities as applicable duringthe year.
v. The company has not accepted any deposits during the year and does not have anyunclaimed deposits as at March 31 2017 and therefore the provisions of clause 3(v) ofthe Order are not applicable to the Company.
vi. Reporting under clause 3(vi) of the order is not applicable as the company'sbusiness activities are not covered by the companies (Cost Record and Audits) Rules 2014.
vii. a.) According to records of the company and information and explanation given tous the company has generally been regular in depositing undisputed statutory duesincluding provident fund employees' state insurance income-tax sales- tax service-taxduty of customs duty of excise value added tax cess and any other statutory dues withthe appropriate authorities.
According to information and explanation given to us there are no outstanding statutorydues as referred above as at the last day of the financial year under audit for a periodof more than six months from the date they become payable as below:
|Particulars of Dues ||Amount Rs Lacs |
|PF ||4 |
|ESI ||8 |
b.) As certified by the management on which we have relied upon the dues of income taxor sale tax or service tax or duty of custom or duty of excise or value added tax or cesswhich have not been deposited on account of dispute and the forum where the dispute ispending are given bellow:
|Particulars of dues ||Amount Rs.' Lacs ||Financial Year to which amount relates ||Forum where dispute is pending |
|Excise Duty ||3.78 ||1999-2000 ||Tribunal |
viii. Based on our audit procedure and in accordance with the information andexplanation given to us by the company has not defaulted in repayment of dues to banks.The company does not have any loans or borrows from financial institutions or governmentand has not issued any debentures.
ix. The company has not raised any money during the year by way of initial public offeror further public offer (including debts instrument) or term loans and hence reportingunder clause 3(ix) of the Order is not applicable.
x. According to the information and explanation given to us there has been no fraudnoticed or reported during the year by the company or on the company by its officers oremployees.
xi. In our opinion the managerial remuneration paid-provided during the year is inaccordance with requisite approvals mandated by the provisions of section 197 read withSchedule V of Companies Act 2013.
xii. The company is not a nidhi company and hence reporting under clause 3(xii) of theOrder is not applicable.
xiii. According to the information and explanation given to us the Company is incompliance with Section 177 and 188 of the Act where applicable for all transactionswith the related parties and details of related party transactions have been disclosed inthe financial statements as required by the applicable accounting standards.
xiv. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review.
xv. As informed to us during the year the company has not entered into any non-cashtransactions with any of its directors or persons connected with the directors.
xvi. The Company is not required to get registered under section 45-1A of Reserve Bankof India Act 1934.
For Satnam Associates.
Firm Registration No.009870C Chartered Accountants
M No. 79646
ANNEXURE 'B' TO THE INDEPENDENT AUDITORS' REPORT
Referred to in paragraph 3(f) to "Report on Other legal and regulatoryrequirement" of the independent Auditors' Report of even date to the members ofHimalaya Food International Limited on standalone Ind AS financial statement for the yearended March312018
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 HimalayaFood International Limited ("the Company") as of March 312018 in conjunctionwith our audit of the standalone financial statement of the Company for the year ended onthat date.
Management's Responsibility for Internal Financial Controls.
The Company's management is responsible for establishing and maintaining internalfinancial controls base 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 on India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's Policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and Completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting base 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 ICAT and deemedto be prescribed under section 143( 10) of the Companies Act 2013 to the extentapplicable on an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respect. Our auditinvolves performing procedures to obtain audit evidence about the adequacy of the internalfinancial controls system over financial reporting and their operating effectiveness.
Our audit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.We believe that the audit evidence I/we have obtained is sufficient and appropriate toprovide a basis for out 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 authorization 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 statement.
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.
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 controls stated in Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.
For Satnam Associates.
Firm Registration No.009870C Chartered Accountants