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K P R Mill Ltd.

BSE: 532889 Sector: Industrials
NSE: KPRMILL ISIN Code: INE930H01023
BSE 00:00 | 16 Oct 654.70 0.35
(0.05%)
OPEN

665.00

HIGH

665.00

LOW

650.60

NSE 00:00 | 16 Oct 655.35 3.00
(0.46%)
OPEN

657.35

HIGH

664.55

LOW

650.05

OPEN 665.00
PREVIOUS CLOSE 654.35
VOLUME 678
52-Week high 848.50
52-Week low 562.00
P/E 18.55
Mkt Cap.(Rs cr) 4,751
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 665.00
CLOSE 654.35
VOLUME 678
52-Week high 848.50
52-Week low 562.00
P/E 18.55
Mkt Cap.(Rs cr) 4,751
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

K P R Mill Ltd. (KPRMILL) - Auditors Report

Company auditors report

To the Members of K.P.R. Mill Limited on the standalone Ind AS financial statements

As of and for the year ended March 312018

Report on the Audit of the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of K.P.R. MillLimited ("the Company") which comprise the Balance Sheet as at 31st March 2018the Statement of Profit and Loss the Statement of Changes in Equity and the Statement ofCash Flows for the year then ended and summaiy of the significant accounting policies andother explanatory information (hereinafter referred to as "standalone Ind ASfinancial statements").

Management's responsibility for the Standalone 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 standalone Ind AS financial statements that give a true and fair view of the stateof affairs profit/loss and other comprehensive income changes in equity and cash flowsof the 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 ofthe accounting records relevant to the preparation and presentation of the standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due 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 standalone Ind AS financialstatements based 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 Ind AS financial statements in accordance withthe 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 standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. 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.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial 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 auditors 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 standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at March 31 2018 its profit and other comprehensive income changes in equityand its cash flows for the year ended on that date.

Other Matters

The standalone Ind AS financial statements of the Company for the year ended March312017 were audited by another auditor who expressed an unmodified opinion on thosestatements on May 3 2017. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatoiy 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 Statement of Cash Flowsand Statement of Changes in Equity dealt with by this Report are in agreement with thebooks of accounts;

(d) in our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards specified under section 133 of the Act;

(e) on the basis of the written representations received from the directors as on March312018 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 tothe financial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B"; and

(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 standalone Ind AS financial statements - Refer note 33 to the standaloneInd AS financial statements;

(ii) the Company did not have any long term contracts including derivative contractsfor which 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 standalone Ind AS financial statements regarding holdingsas well as dealings in specified bank notes during the period from November 8 2016 toDecember 30 2016 have not been made since they do not pertain to the financial year endedMarch 31 2018. However amounts as appearing in the audited standalone Ind AS financialstatements for the year ended March 31 2017 have been disclosed.

For BSR & Co. LLP
Chartered Accountants
Firm's Registration Number: 101248W/W-100022
Place: Coimbatore S. Sethuraman
Date: April 30 2018 Partner
Membership Number: 203491

Annexure A to the Independent Auditors Report

To the Members of K.P.R. Mill Umited on the standalone Ind AS financial statements

As of and for the year ended March 312018

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.

(b) The Company has a regular programme of physical verification of its property plantand equipment by which all property plant and equipment are verified in a phased mannerover a period of three years. In our opinion this periodicity of physical verification isreasonable having regard to the size of the Company and the nature of its assets. Inaccordance with this programme certain property plant and equipment were verified duringthe year and according to the information and explanations given to us no materialdiscrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis ofexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company as at the balance sheet date except the following:

Particulars Amount * (Rs in Lakhs) Remarks
Freehold land located at Kittampalayam and Thirunelveli admeasuring 19 acres and 8 acres respectively 66.76 The title deeds are in the name of K.P.R. Spinning Mills Private Umited erstwhile Company that was merged with the Company under section 391 to 394 of the Companies Act 1956 in terms of the approval of Honourable High Courtis) of judicature.
Freehold land located at Arasur Pogampatti Thenkasi Thirunelveli admeasuring 40.65 acres 18.20 acres 57.63 acres and 6 acres respectively. 64.47 The title deeds are in the name of K.P.R. Mill Private Limited erstwhile Company that was merged with the Company under section 391 to 394 of the Companies Act 1956 in terms of the approval of Honourable High Courtis) of judicature.
Freehold land located at Thirunelveli admeasuring 2 acres 9.61 The title deeds are in the name of K.P.R. Knits erstwhile Company that was out-right purchase.

* represents gross and net carrying amounts as at March 31 2018

Immovable properties whose title deeds have been charged as security for loans are heldin the name of the Company based on the confirmations directly received by us fromlenders.

(ii) The inventory except goods in transit and certain stocks lying with thirdparties has been physically verified by the management during the year. In our opinionthe frequency of such verification is reasonable. The discrepancies noticed onverification between the physical stocks and the book records were not material.

(iii) The Company has granted unsecured loan to a company covered in the registermaintained under section 189 of the Companies Act 2013 in respect of which:

(a) In our opinion the rate of interest and other terms and conditions on which theloan had been granted to the company listed in the register maintained under section 189of the Act was not prima facie prejudicial to the interest of the Company.

(b) In the case of the loan granted to a company covered in the register maintainedunder section 189 of the Act the borrower has been regular in the payment of interest asstipulated. As per the terms of the arrangement there was no repayment schedule for theprincipal amount.

(c) There are no overdue amounts in respect of the loan granted to a company covered inthe register maintained under section 189 of the Act

(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 given investments made and guarantees and securities given as applicable.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits covered under section 73 to 76 or any other relevantprovisions of the Act. Accordingly paragraph 3(v) of the Order is not applicable to theCompany.

(vi) We have broadly reviewed the books of accounts maintained by the Company pursuantto the Companies (Cost Records and Audit) Rules 2014 as amended prescribed by theCentral Government under section 148 of the Act and are of the opinion that prima faciethe prescribed accounts and records have been made and maintained. However we have notmade a detailed examination of such records

(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 goods and services tax value added taxduly of customs excise duty cess and other material statutory dues have generally beendeposited on a regular basis 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 goods and service tax value added tax duty of customs excise duty cessand other material statutory dues were in arrears as at March 312018 for a period of morethan six months from the date they became payable.

(b) According to the information and explanations given to us there are no dues ofincome tax sales tax service tax goods and service tax value added tax duty ofcustoms and excise duty which have not been deposited with the appropriate authorities onaccount of any disputes other than the following dues:

Name of Statute Nature of Dues Amount Involved (Rs in Lakhs) Period towhich Amount Relates Forum Where Pending
Income Tax Act 1961 Income Tax 2.48 2014-15 Commissioner of Income Tax (Appeals) Coimbatore.
Central Excise Act 1944 Excise Duty 3.82 2005-06 Customs Excise and Seivice Tax Appellate Tribunal Chennai

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in repayment of loans or borrowings to banks. The Companydid not have any loan or borrowing dues to financial institutions debenture holders orgovernment during the year.

(ix) The Company has not raised any money byway of initial public offer or furtherpublic offer (including debt instruments) during the year. In our opinion and according tothe information and explanations given to us the term loans raised by the Company havebeen applied for the purpose for which they were raised.

(x) According to the information and explanations given to us no fraud by the Companyor no material fraud on the Company by its officers or employees has been noticed orreported during the year.

(xi) According to the information and explanations give to us and based on ourexamination of the records the Company has paid/provided for managerial remuneration inaccordance with the requisite approvals as per the provisions of section 197 read withSchedule V to the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(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 suchrelated party transactions have been disclosed in the standalone Ind AS financialstatements as required by the applicable accounting standards.

(xiv) According to the information and explanations give 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 paragraph 3(xiv) of the Order is not applicable.

(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. Accordingly paragraph 3 (xv)of the Order is not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934. Accordingly paragraph 3(xvi) of the Order is not applicable.

For BSR & Co. LLP
Chartered Accountants
Firm's Registration Number: 101248W/W-100022
Place: Coimbatore S. Sethuraman
Date: April 30 2018 Partner
Membership Number:203491

Annexure B to the Independent Auditor's Report

To the Members of K.P.R. Mill Limited on the standalone Ind

AS financial statements

As of and for the year ended March 312018

Report on the Internal Financial Controls with reference to financial statements underclause (i) of sub-section 3 of section 143 of the Companies Act 2013("the Act")

We have audited the internal financial controls with reference to financial statementsof K.P.R. Mill Limited ("the Company") as of March 312018 in conjunction withour audit of the standalone Ind- AS financial statements of the Company for the year endedon that date.

Management's Responsibility for Internal Hnancial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control with reference to financial statementscriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India ('ICAI'). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing issued by ICAI anddeemed to be prescribed under section 143(10) of the Act to the extent applicable to anaudit of internal financial controls. Those Standards and the Guidance Note require thatwe comply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls with reference to financialstatements was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system with reference to financial statements and theiroperating effectiveness. Our audit of internal financial controls with reference tofinancial statements included obtaining an understanding of internal financial controlswith reference to financial statements assessing the risk that a material weaknessexists and testing and evaluating the design and operating effectiveness of internalcontrol based on the assessed risk. 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.

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 systemwith reference to financial statements.

Meaning of Internal financial controls with reference to financial statements

A Company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A Company's internal financial controlswith reference to financial statements includes those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the Company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts 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 un authorised acquisition use ordisposition of the Company's assets that could have a material effect on the financialstatements.

Inherent limitations of internal financial controls with reference to financialstatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal

financial controls with reference to financial statements to future periods are subjectto the risk that the internal financial control with reference to financial statements maybecome inadequate because of changes in conditions or that the degree of compliance withthe policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls with reference to financial statements and such internal financialcontrols with reference to financial statements were operating effectively as atMarch312018 based on the internal financial controls with reference to financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note issued by the ICAI.

For BSR & Co. LLP
Chartered Accountants
Firm's Registration Number: 101248W/W-100022
Place: Coimbatore S. Sethuraman
Date: April 30 2018 Partner
Membership Number: 203491