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Kajaria Ceramics Ltd.

BSE: 500233 Sector: Consumer
NSE: KAJARIACER ISIN Code: INE217B01036
BSE 11:33 | 17 Oct 364.00 -6.00
(-1.62%)
OPEN

375.05

HIGH

375.25

LOW

361.95

NSE 11:24 | 17 Oct 363.05 -5.90
(-1.60%)
OPEN

375.00

HIGH

376.35

LOW

361.10

OPEN 375.05
PREVIOUS CLOSE 370.00
VOLUME 6813
52-Week high 763.90
52-Week low 327.60
P/E 23.08
Mkt Cap.(Rs cr) 5,788
Buy Price 362.95
Buy Qty 46.00
Sell Price 363.55
Sell Qty 78.00
OPEN 375.05
CLOSE 370.00
VOLUME 6813
52-Week high 763.90
52-Week low 327.60
P/E 23.08
Mkt Cap.(Rs cr) 5,788
Buy Price 362.95
Buy Qty 46.00
Sell Price 363.55
Sell Qty 78.00

Kajaria Ceramics Ltd. (KAJARIACER) - Auditors Report

Company auditors report

To the Members of

Kajaria Ceramics Limited

Report on the Standalone Financial Statements

1. We have audited the accompanying standalone financial statements of Kajaria CeramicsLimited (the ‘Company') which comprise the Balance Sheet as at 31 March 2018 theStatement of Profit and Loss (including Other Comprehensive Income) the Cash FlowStatement and the Statement of Changes in Equity for the year then ended and a summary ofthe significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Financial Statements

2. 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 state ofa_airs (financial position) profit or loss (financial performance including othercomprehensive income) cash flows and changes in equity of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (‘Ind AS') specified under Section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding the assets of the Company and for preventing and detecting fraudsand other irregularities; selection and application of appropriate accounting policies;making judgments and estimates that are reasonable and prudent; and design implementationand maintenance of adequate internal financial controls that were operating effectivelyfor ensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone financial statements that give a true andfair view and are free from material misstatement whether due to fraud or error.

Auditor's Responsibility

3. Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.

4. 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.

5. We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthese standalone financial statements are free from material misstatement.

6. An audit involves performing procedures to obtain audit

evidence about the amounts and the disclosures in the financial statements. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlsrelevant to the Company's preparation of the financial statements that give a true andfair view in order to design audit procedures that are appropriate in the circumstances.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.

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

Opinion

8. 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 Ind AS specified under Section133 of the Act of the state of a_airs (financial position) of the Company as at 31 March2018 its profit (financial performance including other comprehensive income) its cashflows and the changes in equity for the year ended on that date.

Emphasis of Matter

9. We draw attention to note 49 to the standalone financial statement which states thatthe accounting of the Scheme of Arrangement (‘the Scheme') between the Company andKajaria Securities Private Limited has been done in accordance with clause 17 of theScheme. As mentioned in the aforesaid note there is no specific guidance for accountingof such arrangements under Indian Accounting Standards (Ind AS) specified by section 133of the Act. Our opinion is not modified in respect of this matter.

Other Matter

10. The comparative financial information for the year ended 31 March 2017 prepared inaccordance with Ind AS included in these standalone financial statements have been auditedby the predecessor auditor. The report of the predecessor auditor dated 15 May 2017 on thecomparative financial information expressed an unmodified opinion on the financialinformation as at 31 March 2017. Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

11. As required by the Companies (Auditor's Report) Order 2016 (the ‘Order')issued by the Central Government of

India in terms of Section 143(11) of the Act we give in the Annexure I a statement onthe matters specified in paragraphs 3 and 4 of the Order.

12. Further to our comments in Annexure I 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 purpose 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 standalone financial statements dealt with by this report are in agreement withthe books of account;

d) in our opinion the aforesaid standalone financial statements comply with Ind ASspecified under Section 133 of the Act;

e) on the basis of the written representations received from the directors and taken onrecord by the Board of Directors none of the directors is disqualified as on 31 March2018 from being appointed as a director in terms of Section 164(2) of the Act;

f) we have also audited the internal financial controls over financial reporting(IFCoFR) of the Company as on 31 March 2018 in conjunction with our audit of thestandalone financial statements of the Company for the year ended on that date and ourreport dated 8 May 2018 as per Annexure II expressed unmodified opinion; 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 (as amended) inour opinion and to the best of our information and according to the explanations given tous:

i. the Company as detailed in note 35 to the standalone financial statements hasdisclosed the impact of pending litigations on its financial position;

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; and

iv. the disclosure requirements relating to holdings as well as dealings in specifiedbank notes were applicable for the period from 8 November 2016 to 30 December 2016 whichare not relevant to these standalone financial statements. Hence reporting under thisclause is not applicable.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Registration No.: 001076N/N500013
per Neeraj Sharma
Place: Delhi Partner
Date: 8 May 2018 Membership No.: 502103

Annexure I - to the Independent Auditor's Report

Based on the audit procedures performed for the purpose of reporting a true and fairview on the financial statements of the Company and taking into consideration theinformation and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit and to the best of our knowledge and beliefwe report that:

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

(b) The property plant and equipment have been physically verified by the managementduring the year and no material discrepancies were noticed on such verification. In ouropinion the frequency of verification of the property plant and equipment is reasonablehaving regard to the size of the Company and the nature of its assets.

(c) The title deeds of all the immovable properties (which are included under the head‘Property plant and equipment') are held in the name of the Company.

(ii) In our opinion the management has conducted physical verification of inventory atreasonable intervals during the year and no material discrepancies between physicalinventory and book records were noticed on physical verification.

(iii) The Company has granted unsecured loans to a company covered in the registermaintained under Section 189 of the Act; and with respect to the same:

(a) in our opinion the terms and conditions of grant of such loans are notprima facie prejudicial to the Company's interest.

(b) the schedule of repayment of principal has been stipulated wherein the principalamounts are repayable on demand and since the repayment of such loans has not beendemanded in our opinion repayment of the principal amount is regular; and (c) thereis no overdue amount in respect of loans granted to such company.

(iv) In our opinion the Company has complied with the provisions of Sections 185 and186 of the Act in respect of loans investments guarantees and security.

(v) In our opinion the Company has not accepted any deposits within the meaning ofSections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules 2014 (asamended). Accordingly the provisions of clause 3(v) of the Order are not applicable.

(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. Accordinglythe provisions of clause 3(vi) of the Order are not applicable.

(vii) (a) The Company is generally 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 other material statutory duesas applicable to the appropriate authorities. Further no undisputed amounts payable inrespect thereof were outstanding at the year-end for a period of more than six months fromthe date they become payable.

(b) The dues outstanding in respect of income-tax sales-tax service-tax duty ofcustoms duty of excise and value added tax on account of any dispute are as follows:

Statement of Disputed Dues

Name of the statute Nature of dues Amount ( in crore)

Amount paid under Protest ( in crore)

Period to which the amount relates

Forum where dispute is pending Remarks if any
Value Added Tax Sales tax 0.60 0.26 2012-13 Assistant Commissioner (Ct) Koyambedu Assistant Commissioner None
Central Sales Tax Sales tax 0.03 0.03 2016-17 of Commercial Tax (Kerala) Assistant Commissioner None
Value Added Tax Sales tax 0.49 0.06 2010-11 of Commercial Tax (West Bengal) None
Value Added Tax Sales tax 0.01 0.01 2014-15 Commercial Tax Officer (Noida) None
Value Added Tax Sales tax 0.01 0.01 2016-17 Commercial Tax officer (Cochin) None
Value Added Tax Sales tax 0.01 0.01 2016-17 Commercial Tax officer (Cochin) None
Value Added Tax 2015 Sales tax 0.05 0.05 2016-17 Assistant Commissioner-com Tax Lucknow None
Finance Act 1994 Service Tax 0.93 0.07 March 2010 to March 2014 Commissioner CGST Alwar None
Finance Act 1994 Service Tax 1.55 0.12 April 2014 to February 2015 Commissioner CGST Alwar None
Finance Act 1994 Service Tax 2.77 Nil April 2012 to December 2015 Commissioner Alwar None
Central Excise Act 1961 Excise duty 0.03 0.01 April 2013 to March 2015 Commissioner (A) Jaipur None

(viii) The Company has not defaulted in repayment of loans or borrowings to anyfinancial institutions or bank during the year. The Company has no loans or borrowingspayable to a government and no dues payable to debenture-holders during the year.

(ix) In our opinion the Company has applied the term loans for the purposes for whichthese were raised. The Company did not raised money by way of initial public offer/further public offer (including debt instruments) during the year.

(x) No fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the period covered by our audit.

(xi) Managerial remuneration has been paid and provided by the Company in accordancewith the requisite approvals mandated by the provisions of Section 197 of the Act readwith Schedule V to the Act.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly provisions ofclause 3(xii) of the Order are not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance withSections 177 and 188 of Act where applicable and the requisite details have beendisclosed in the financial statements etc. as required by the applicable Ind AS.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures.

(xv) In our opinion the Company has not entered into any non-cash transactions withthe directors or persons connected with them covered under Section 192 of the Act.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Registration No.: 001076N/N500013
per Neeraj Sharma
Place: Delhi Partner
Date: 8 May 2018 Membership No.: 502103

Annexure II - to the Independent Auditor's Report

1. In conjunction with our audit of the standalone financial statements of KajariaCeramics Limited (the ‘Company') as at and for the year ended 31 March 2018 we haveaudited the internal financial controls over financial reporting (‘IFCoFR') of theCompany as at that date.

Management's Responsibility for Internal Financial Controls

2. The Company's Board of Directors is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria 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 Accountants ofIndia (‘ICAI'). Theseresponsibilitiesincludethedesignimplementation and maintenanceof adequate internal financial controls that were operating effectively for ensuring theorderly and e_cient conduct of the Company's business including adherence to theCompany'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

3. Our responsibility is to express an opinion on the Company's IFCoFR based on ouraudit. We conducted our audit in accordance with the Standards on Auditing issued by theICAI and deemed to be prescribed under Section 143(10) of the Act to the extentapplicable to an audit of IFCoFR and the Guidance Note issued by the ICAI. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate IFCoFR wereestablished and maintained and if such controls operated effectively in all materialrespects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the IFCoFR and their operating effectiveness. Our audit of IFCoFR includes obtaining anunderstanding of IFCoFR assessing the risk that a material weakness exists and testingand evaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's IFCoFR.

Meaning of Internal Financial Controls over Financial Reporting

6. A company's IFCoFR is a process designed to provide reasonable assurance regardingthe reliability of financial reporting and the preparation of financial statements forexternal purposes in accordance with generally accepted accounting principles. A company'sIFCoFR include 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 e_ect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

7. Because of the inherent limitations of IFCoFR including the possibility ofcollusion or improper management override of controls material misstatements due to erroror fraud may occur and not be detected. Also projections of any evaluation of the IFCoFRto future periods are subject to the risk that the IFCoFR may become inadequate because ofchanges in conditions or that the degree of compliance with the policies or proceduresmay deteriorate.

Opinion

8. In our opinion the Company has in all material respects adequate internalfinancial controls over financial reporting and such controls were operating effectivelyas at 31 March 2018 based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note issued by the ICAI.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm's Registration No.: 001076N/N500013
per Neeraj Sharma
Place: Delhi Partner
Date: 8 May 2018 Membership No.: 502103