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HSIL Ltd.

BSE: 500187 Sector: Consumer
NSE: HSIL ISIN Code: INE415A01038
BSE 00:00 | 17 Sep 46.25 -1.45
(-3.04%)
OPEN

48.40

HIGH

48.50

LOW

46.05

NSE 00:00 | 17 Sep 46.05 -1.70
(-3.56%)
OPEN

48.10

HIGH

48.40

LOW

45.80

OPEN 48.40
PREVIOUS CLOSE 47.70
VOLUME 11109
52-Week high 84.67
52-Week low 43.55
P/E 4.04
Mkt Cap.(Rs cr) 334
Buy Price 46.25
Buy Qty 51.00
Sell Price 47.40
Sell Qty 300.00
OPEN 48.40
CLOSE 47.70
VOLUME 11109
52-Week high 84.67
52-Week low 43.55
P/E 4.04
Mkt Cap.(Rs cr) 334
Buy Price 46.25
Buy Qty 51.00
Sell Price 47.40
Sell Qty 300.00

HSIL Ltd. (HSIL) - Auditors Report

Company auditors report

To The Members of

HSIL Limited

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

We have audited the accompanying standalone financial statements of HSIL Limited(‘the Company') which comprise the Balance Sheet as at 31 March 2018 the Statementof Profit and Loss (including the statement of Other Comprehensive Income) the Statementof Cash Flows and the Statement of Changes in Equity for the year then ended and asummary of the significant accounting policies and other explanatory information(hereinafter referred to as "standalone financial statements").

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 preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with the accounting principles generallyaccepted in India including the Indian Accounting Standards (Ind AS) prescribed underSection 133 of the Act read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe Standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

AUDITOR'S RESPONSIBILITY

Our responsibility is to express an opinion on these standalone financial statementsbased on 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 standalone 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 standalone financial statements are free frommaterial misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone financial statements. The procedures selected depend onthe auditor's judgement including the assessment of the risks of material misstatement ofthe standalone 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 standalone financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the standalone financial statements.

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

OPINION

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India including the Ind AS of the financialposition of the Company as at 31 March 2018 and its financial performance includingother comprehensive income its cash flows and the changes in equity for the year ended onthat date.

OTHER MATTERS

Attention is drawn to Note 55(a) to the financial statement regarding the utilisationof the Business Reconstruction Reserve (‘BRR') to the extent of Rs. 210.64 lakh whichwas created in accordance with a scheme of arrangement (the scheme) approved by Hon'bleHigh Court of Calcutta. During the year the Company has impaired its investment in aforeign subsidiary amounting to Rs. 210.64 lakh and charged the same as exceptional itemto standalone statement of profit and loss and withdrawn equivalent amount from BRR.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. A s required by the Companies (Auditor's Order 2016 ("the Order") issuedby the Central Government of India in terms of section 143(11) of the Act we give in the"Annexure A" a statement on the matters specified in the paragraph 3 and 4 ofthe order.

2. A s required by Section 143(3) of the Act we 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;

( thec) Balance Sheet the Statement of Profit and Loss including the othercomprehensive income the Statement of Cash Flows and the Statement of Changes in Equitydealt with by this Report are in agreement with the books of account;

( in our opinion the aforesaid standalone financiald) statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rule issuedthereunder;

( one) the basis of the written representations received from the directors as on 31March 2018 and taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2018 from being appointed as a director in terms of Section164 (2) of the Act;

(f with) respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B"; and

( with respect to the other matters to be includedg) in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules report 2014 in ouropinion and 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 standalone financial statements- Refer Note 48 to the standalone FinancialStatements.

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts.

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

For LODHA & CO.
Chartered Accountants
FRN: 301051E
(N.K. Lodha)
Place: Gurugram Partner
Dated: 30th May 2018 Membership No. 85155

Annexure – A to the Auditors' Report

The Annexure referred to in Independent Auditors' Report to the members of the HSILLimited on the standalone financial statements for the year ended 31 March 2018 we reportthat:

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

(b The fixed assets have been physically verified by) the management according to theprogramme of periodical verification in phased manner over a period of three years whichin our opinion is reasonable having regard to the size of the company and the nature ofits fixed assets. As per the programme certain fixed assets were verified during the yearand no material discrepancies were noticed on such physical verification.

( According to the information and explanationsc) given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company as at Balance Sheet date read with Note No. 4(6) ofstandalone financial statements.

(ii) A s per the information and explanation given to the inventories of the Company(except stock lying with the third parties and goods in transit) have been physicallyverified by the management at reasonable intervals during the year. The discrepanciesnoticed on such physical verification of inventory as compared to book records were notmaterial.

(iii) A ccording to the records and information explanation made available to us theCompany has not granted any loans to the parties covered in the register maintained undersection 189 of the Companies Act 2013 (‘the Act') hence other parts of this clauseare not applicable.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto the loans investments guarantees and security.

(v) The Company has not accepted any deposits from the public within the meaning ofSection 73 to 76 of the Act and relevant rules hence we do not offer any comment on thesame. Further we have been informed that no order has been passed by the Company LawBoard or National Company Law Tribunal or Reserve Bank of India or any court or any othertribunal in this regard.

(vi) The Central Government has not specified maintenance of cost records undersub-section (1) of Section 148 of the Act in respect of Company's products and services.Accordingly the provisions of clause 3(vi) of the Order are not applicable.

(vii) (a) A ccording to the records of the company the company is regular indepositing undisputed statutory dues including provident fund employees' state insuranceincome tax sales tax service tax us custom duty excise duty value added tax entrytax goods and service tax cess and other material statutory dues with the appropriateauthorities to the extent applicable and there are no undisputed statutory dues payablefor a period of more than six months from the date they become payable as at 31 March2018.

and (b According) to the records and information & explanations given to us thereare no dues in respect of income tax sales tax service tax goods and service tax dutyof excise and value added tax that have not been deposited with the appropriateauthorities on account of any dispute except as given below.

Name of the statute Nature of dues Period to which amount relates Amount involved (Rs. in lakh) Forum where dispute is pending
1987-89 27.81 Commissioner of Central Excise Rohtak
2005-06 93.24 Customs Excise and Service Tax Appellate Tribunal
1999-2000 24.26 Custom Excise and Service Tax Appellate Tribunal
2010-11 9.71 Commissioner Mangalore
The Central Excise Act 1944 Central excise 2004-05 to 2005-06 14.98 Customs Excise and Service Tax Appellate Tribunal Bangalore
2007-08 11.09 Customs Excise and Service Tax Appellate Tribunal Bangalore
2006-07 3.33 Commissioner (Appeals)
2015-16 8.19 Customs Excise and Service Tax Appellate Tribunal
Delhi Sales Tax Act1975 Sales Tax 2004-05 to 2010-11 66.13 Add. Commissioner (Sales Tax)
Delhi Sales Tax Act1975 Sales Tax 2010-11 to 2011-12 172.88 Spl. Comm / Commissioner (Sales Tax)
Delhi Sales Tax Act1975 Sales Tax 2013-14 37.48 Delhi Sales Tax Tribunal
Andhra Value Added Tax Act Sales Tax 2011-12 to 2012-13 3.75 Appellate Deputy Commissioner Rural Division Hyderabad
Central Sales Tax Act Sales Tax 2014-15 91.53 The Appellate Dy. Comm. Rural Division Hyderabad
Andhra Value Added Tax Act Sales Tax 2011-12 to 2012-13 3.75 The Appellate Dy. Comm. Rural Division Hyderabad
Entry Tax Act 2001 Entry Tax 2011-12 to 2016-17 70.80 The Appellate Dy. Comm. Rural Division Hyderabad
Finance Act 1994 Service Tax 2005-06 to 2006-07 1.60 Customs Excise and Service Tax
Appellate Tribunal Bangalore
Finance Act 1994 Service Tax 2010-11 to 2011-12 37.57 The Hon'ble Supreme Court of India.
Income Tax Act 1961 Income Tax 2012-13 3.84 Commissioner Income Tax (Appeals) Hubli
Telangana Tax on Entry of Goods into Local areas Act 2001 Entry Tax 2011-12 to 2016-17 3961.13 High Court Judicature of Hyderabad
The Central Sales Tax Act Sales Tax 2012-13 13.54 Dy. Commissioner (State Tax- Hyderabad)
The Central Sales Tax Act Sales Tax FY 2014-15 71.21 Commercial Tax Officer
The Central Sales Tax Act Sales Tax 2007-08 to 2011-12 110.98 Ass. Commissioner of Sales Tax
The Central Sales Tax Act Sales Tax 2012-13 to 2013-14 5.50 Dy. Commissioner of Sales Tax
Maharashtra Value Added Tax Act Sales Tax 2010-11 to 2011-12 33.56 Ass. Commissioner of Sales Tax
Maharashtra Value Added Tax Act Sales Tax 2012-13 to 2013-14 7.36 Dy. Commissioner of Sales Tax

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank orfinancial institution or government during the year. The Company did not have anyoutstanding debentures during the year.

(ix) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments). On the basis of information and explanationgiven to us term loans have been applied for the purposes for which they were obtained.

(x) Based on the audit procedures performed and on the basis of information andexplanations given to us no fraud by the Company or on the Company by its officers oremployees has been noticed or reported during the period covered by our audit.

(xi) On the basis of records and information and explanations made available and basedon our examinations of the records of the company the company has paid / providedmanagerial remuneration in accordance with the requisite approvals mandated under Section197 read with Schedule V of the Act.

(xii) On the basis of information and explanation given to us the Company is not aNidhi Company. Accordingly reporting under clause 3 (xii) of the said order is notapplicable.

(xiii) A s per the information and explanations and records made available by themanagement of the company and audit procedures performed for the related partiestransactions entered during the year the company has complied with the provisions ofsection 177 and 188 of the Act where applicable. As explained and as per the records /details the related party transactions have been disclosed in the standalone financialstatements as required by the applicable accounting standards. (Refer Note no.51)

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly paid convertible debentures and hence reportingunder clause 3 (xiv) of the Order is not applicable to the Company.

(xv) A ccording to the information and explanations to us and based on our examinationof the records the Company has not entered into non-cash transactions with directors orpersons connected with them. Accordingly clause 3(xv) of the Order is not applicable.

(xvi) A ccording to the information and explanation given to us the Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.

For LODHA & CO.
Chartered Accountants
FRN: 301051E
(N.K. Lodha)
Place: Gurugram Partner
Dated: 30th May 2018 Membership No. 85155

Annexure – B to the Auditors' Report

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (i) OF SUB-SECTION

3 OF SECTION 143 OF THE COMPANIES ACT 2013 ("THE ACT")

We have audited the internal financial controls over financial reporting of HSILLimited ("the Company") as of 31 March 2018 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date.

MANAGEMENT'S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal 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'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required 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 deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and 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 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

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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial 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 31 March 2018 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For LODHA & CO.
Chartered Accountants
FRN: 301051E
(N.K. Lodha)
Place: Gurugram Partner
Dated: 30th May 2018 Membership No. 85155