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IGC Industries Ltd.

BSE: 539449 Sector: Others
NSE: N.A. ISIN Code: INE099S01016
BSE 05:30 | 01 Jan IGC Industries Ltd
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IGC Industries Ltd. (IGCINDUSTRIES) - Auditors Report

Company auditors report

To the Board of Directors of IGC Foils Limited Report on Financial Statement

We have audited the accompanying financial statements of IGC Foils Limited ("theCompany") which comprise the Balance Sheet as at March 31 2017 and the Statementof Profit and Loss and Cash Flow for the year ended and a summary of significantaccounting policies and other explanatory information.

Management's Responsibility for the 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 financial Statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe preparation of the Act for safeguarding 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 financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. 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 in accordancewith the Standards on Auditing specified under Section 143(10)of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement. An audit involves performing procedures to obtain audit evidence about theamounts and the disclosures in the financial statements. The procedures selected depend onthe auditor's judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company's preparation ofthe financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances but not for the purpose ofexpressing an opinion on whether the Company has in place an adequate internal financialcontrol system over financial reporting and the operating effectiveness of such controls.An audit also includes evaluating the appropriateness of the accounting policies used andthe reasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the financial statements .Our responsibility is to express an opinion on thesefinancial statements based on our audit.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2017 and its profit/loss and its cash flow for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. 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 and the Statement of Profit and Loss dealt with by this Reportare in agreement with the books of account maintained for the purpose of preparation ofthese financial statement.

(d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.

(e) On the basis of the written representations received from the Directors as on 31stMarch 2017 taken on record by the Board of Directors none of the Directors isdisqualified as on 31st March 2017 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 operating effectiveness of such controls refer to ourseparate report in Annexure 'A'. Our report expresses an unmodified opinion on theadequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

(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 does not have any pending litigations.

ii. The Company does not have any long-term contracts including derivative contracts

iii. There has been no delay in transferring amounts required to be transferred tothe

iv. Investor Education and Protection Fund by the Company.

v. The Company has provided requisite disclosures in its financial statements as toholdings as well as dealings in Specified Bank Notes during the period from 8 November2016 to 30 December 2016 and these are in accordance with the books of accountsmaintained by the Company. Refer Note 12 to the financial statements.

2. 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 Companies Act 2015 we give in the 'Annexure B' statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

For Motilal & Associates
Chartered Accountants
FRN: 106584W
Sd/-
Date: 16/05/2017 CA. Mokshesh Shah Partner
Place: Kolkata Membership No.172906

ANNEXTURE 'A' TO THE INDEPENDENT AUDITOR'S REPORT

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 IGC FoilsLimited ('the Company') as of 31 March 2017

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'). 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 the Company's policies the safeguarding of its assetsthe prevention 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 were 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 auditors' 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 uthorizations of theManagement and Directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized 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 2017 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 Motilal & Associates
Chartered Accountants
FRN: 106584W
Sd/-
Date: 16/05/2017 CA. Mokshesh Shah Partner
Place: Kolkata Membership No.172906

ANNEXURE 'B' TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirement'ssection of our report of even date)

Reports 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 IGC FoilsLimited:

1. In respect of Company's Fixed Assets:

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

(b) As explained to us fixed assets have been physically verified by the management atreasonable intervals; no material discrepancies were noticed on such verification.

(c) The title deeds of immoveable properties are held in the name of the Company

2. As explained to us the Inventories has been physically verified during the year bythe management. In our opinion the frequency of verification is reasonable.

3. The companies has granted loans to companies covered in the register maintainedunder section 189 of companies Act 2013.

a) The terms and condition of the grant of such loan are not prejudicial to theCompany's Interest.

b) No schedule of repayment of principal and payment of interest has been stipulated.

c) There are no overdue amounts in respect of the loan granted to a body corporatelisted in the register maintained under section 189 of the Act

4. 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 in respect ofgrant of loans making investments and providing guarantees and securities as applicable.

5. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits in contravention of Directives issued by ReserveBank of India and the provisions of section 73 to 76 or any other relevant provisions ofthe Act and the rules framed there under where applicable . No order has been passed bythe Company Law Board or National Company Law Tribunal or Reserve Bank of India or anycourt or any other tribunal.

6. Reporting under clause 3(vi) of the Order is not applicable as the Company'sbusiness activities are not covered by the Companies (Cost Records and Audit) Rules 2014.

7. According to the information and explanation given to us in respect of statutorydues:

(a) According to the records of the Company the Company is generally regular indepositing with appropriate authorities undisputed statutory dues including providentfund investor education protection fund employees' state insurance income tax salestax wealth tax service tax custom duty excise duty cess and other material statutorydues applicable to it.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of income tax wealth tax Service Tax sales tax custom duty exciseduty and cess were in arrears as at 31st March 2017 for a period of more thansix months from the date they became payable

(c) According to the information and explanations given to us there are no dues ofsales tax income tax custom duty wealth tax excise duty and cess that have not beendeposited with appropriate authorities on account of any dispute

8. Based on our audit procedures and according to the information and explanationsgiven to us we are of the opinion the Company has not defaulted in repayment of dues toa financial institution bank Government or dues to debenture holders

9. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instrument). However the moneys were raised by the way of term loanwhich were applied for the purposes for which they were raised.

10. Based upon the audit procedures performed and according to the information andexplanations given to us no fraud by the Company or any fraud on the Company by itsofficers or employees has been noticed or reported during the course of our audit thatcauses the financial statements to be materially misstated.

11. The Managerial remuneration has been paid or provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theCompanies Act.

12. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of theOrder is not applicable

13. Based upon the audit procedures performed and according to the information andexplanations given to us all transactions with related parties are in compliance withsections 177 and 188 of Companies Act 2013 where applicable and the details have beendisclosed in the Financial statements etc. as required by the applicable accountingstandards.

14. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review

15. The Company has not entered into any non-cash transactions with Directors orpersons connected with him and hence provision of Section 192 of the Act is notapplicable.

16. The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For Motilal & Associates
Chartered Accountants
FRN: 106584W
Sd/-
Date: 16/05/2017 CA. Mokshesh Shah Partner
Place: Kolkata Membership No.172906