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LS Industries Ltd.

BSE: 514446 Sector: Industrials
NSE: N.A. ISIN Code: INE345D01031
BSE 05:30 | 01 Jan LS Industries Ltd
NSE 05:30 | 01 Jan LS Industries Ltd

LS Industries Ltd. (LSINDUSTRIES) - Auditors Report

Company auditors report

TO THE MEMBERS OF LS INDUSTRIES LIMITED.

Report on the Financial Statements

We have audited the accompanying financial statements of LS INDUSTRIES LIMITED("the Company") which comprise the Balance Sheet as at March 31 2017 theStatement of Profit and Loss and Cash Flow Statement for the year then ended and asummary of the significant accounting policies and other explanatory information.

Management7 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 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 (asamended). This responsibility also includes maintenance of adequate accounting records inaccordance with provisions of the Act for safeguarding the assets of the Company and forpreventing 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 ofaccounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error..

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit and to express an opinion on the Company's internal financial controls overfinancial reporting 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 in accordance with the Standards on Auditing specified undersection 143(10) of the Act and the Guidance Note on Audit of Internal Financial Controlsover Financial Reporting. Those Standards and the Guidance Note require that we complywith the ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement andwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

An audit involves performing procedures to obtain audit evidence about the amounts thedisclosures in the financial statements and adequacy of the internal financial controlssystem over financial reporting and their operating effectiveness. Our audit of internalfinancial controls over financial reporting included obtaining an understanding ofinternal financial controls over financial reporting assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers the internal financial controls 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. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Directors as well as evaluating the overallpresentation of the financial statements.

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 and the financial statements.

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:

a) In the case of Balance Sheet of the state of affairs of the company as at 31stMarch 2017

b) In the case of Statement of Profit and Loss of the profit for the year ended onthat date and

c) In the case of the Cash Flow Statement of the cash flows for the year ended on thatdate

Report on Other Legal and Regulatory Requirements

1. 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 Act we give in the Annexure I a statement on the matters specified inparagraphs 3 and 4 of the Order.

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 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 reports on the accounts of the branch offices of the Company which arerequired to be audited under Section 143(8) of the Act by branch auditors are notapplicable to the company.

(d) The Balance Sheet the Statement of Profit and Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.

(e) 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 (as amended).

(f) In our opinion the aforesaid financial statements have been prepared on a goingconcern basis and there is no matter which may have an adverse effect on the functioningof the Company.

(g) On the basis of the written representations received from the directors as on 31March 2017 and taken on record by the Board of Directors one of the directors Mr. KuldeepSingh ( DIN-06601972) is disqualified as on 31 March 2017 from being appointed as adirector in terms of Section 164(2) of the Act.

(h) 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 which would impact its financialposition.

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For Deepak Kumar & Company
Chartered Accountants
(F. Regn. No.024751N)
Sd/-
Place: Nalagarh (Murari Sharan)
Date: 29.05.2017 Partner
M.No.521524

Annexure A to Independent Auditors' Report

As required by the Companies (Auditor's Report) Order 2016 issued by CentralGovernment of India in terms of sub-section (11) of section 143 of Companies Act 2013 wefurther report that:-

(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 during the yearand no material discrepancies were noticed on such verification. In our opinion thefrequency of verification of the fixed assets is reasonable having regard to the size ofthe Company and the nature of its assets.

(c) The title deeds of immovable properties are held in the name of the company.

(ii) The company did not hold any inventory during the year. Accordingly theprovisions of clause 3(ii) of the Order are not applicable.

(iii) The Company has not granted any loan secured or unsecured to companies firms orother parties covered in the register maintained under Section 189 of the Act.Accordingly the provisions of clauses 3(iii)(a) 3(iii)(b) and 3(iii)(c) of the Order arenot applicable.

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

(vi) Central Government has not prescribed the maintenance of cost records undersubsection (1) of Section 148 of the Act. Accordingly the provisions of clause 3(vi) ofthe Order are not applicable.

(vii) (a)Undisputed statutory dues including provident fund employees' stateinsurance income-tax sales tax wealth tax service tax duty of customs duty ofexcise value added tax cess and other material statutory dues as applicable havegenerally been regularly deposited with the appropriate authorities. Further noundisputed amounts payable in respect thereof were outstanding at the year-end for aperiod of more than six months from the date they became payable.

(b) According to the information and explanations given to us there are no amountspayable in respect of income tax sales tax duty of customs duty of excise value addedtax which have not been deposited on account of any dispute. Accordingly provisions ofclause 3(vii)(b) of the Order are not applicable.

(viii) The Company has not defaulted in repayment of loans or borrowings to any bank orfinancial institution during the year. The company did not have any loans or borrowingspayable to the Government. Further the Company did not have any outstanding debenturesduring the year.

(ix) The Company did not raise moneys by way of initial public offer or further publicoffer (including debt instruments) or taken any term loans during the year. Accordinglyprovisions of clause 3(ix) of the Order are not applicable.

(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) In our opinion managerial remuneration has been paid and provided in accordancewith the provisions of section 197 of the Act read with Schedule V of the Act.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly clause 3(xii) ofthe Order is 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 accountingstandards.

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

(xv) The Company has not entered into any non-cash transactions with directors orpersons connected with them.

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

For Deepak Kumar & Company
Chartered Accountants
(F. Regn. No.024751N)
Sd/-
Place: Nalagarh (Murari Sharan)
Date: 29.05.2017 Partner
M.No.521524

Annexure B of Independent Auditors' Report

Referred to in paragraph 2(f) of the Independent Auditors' Report of even date to themembers of LS Industries Limited .on the standalone financial statements for the yearended 31st March 2017.

Report on the Internal Financial Controls under Clause (i) of Sub-Section 3 of Section143 of the Act

We have audited the internal financial controls over financial reporting of L.S.Industries Limited.("the Company") as of 31st March2017 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to Company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Act.

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 deemed to be prescribedunder Section 143(10) of the Act to the extent applicable to an audit of internalfinancial controls both applicable to an audit of internal financial controls and bothissued by the ICAI. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls 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 judgement 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 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 authorisations of management and directors of the Company; and

(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial 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 31st 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 Deepak Kumar & Company
Chartered Accountants
(F. Regn. No.024751N)
Sd/-
Place: Nalagarh (Murari Sharan)
Date: 29.05.2017 Partner
M.No.521524