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Madhav Copper Ltd.

BSE: 538398 Sector: Metals & Mining
NSE: MCL ISIN Code: INE813V01022
BSE 05:30 | 01 Jan Madhav Copper Ltd
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Madhav Copper Ltd. (MCL) - Auditors Report

Company auditors report

To

The Members of MADHAV COPPER LIMITED

Bhavnagar.

Opinion

We have audited the standalone financial statements of MADHAV COPPER LIMITED whichcomprise the balance sheet as at 31st March 2020 and the statement ofprofit and loss statement of changes in equity and statement of cash flows for the yearthen ended and notes to the financial statements including a summary of significantaccounting policies and other explanatory information [in which are included the Returnsfor the year ended on that date audited by the branch auditors of the Company's brancheslocated at (location of branches is NIL)].

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 Companies Act 2013 in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at 31st March 2020 and its profit/losschanges in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rules thereunder and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We have obtained sufficient evidence we do not have doubt about the company's abilityto continue as going concern.

Key Audit Matters

We reasonably believe that there were no such key audit matter in accordance with SA701 come across during our audit except We draw attention to point no. 19 of Note no. 1forming part of the financial statements which describes the economic and socialconsequences the company is facing as a result of COVID-19 which is impacting supplychain consumer demand commodity price and availability of employee / workers. Ouropinion is not modified in respect of this matter.

Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial Statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 with respect to the preparation of these financialstatements that give a true and fair view of the financial position financial performanceand cash flows of the Company in accordance with the accounting principles generallyaccepted in India including the Accounting Standards specified under Section 133 of theAct read with Rule 7 of the Companies (Accounts) Rules 2014.

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 design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe 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.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or

error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company has adequate internal financial controls system in place and the operatingeffectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit. We alsoprovide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence and to communicate with them allrelationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Other Matters

Other Matters are NIL.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of The Companies Act 2013we give in the Annexure A a statement on the matters specified in paragraphs 3 and4 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 and proper returnsadequate for the purposes of our audit have been received from the branches not visited byus.

c. The reports on the accounts of the branch offices (NIL) of the Companyaudited under Section 143(8) of the Act by branch auditors have been sent to us and havebeen properly dealt with by us in preparing this report.

d. The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account and with the returns receivedfrom branches(NIL) not visited by us.

e. In our opinion the aforesaid financial statements comply with Accounting Standardsspecified under section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014.

f. On the basis of written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director interms of Section 164(2) of the Act.

g. 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".

With respect to the other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and according to the explanations given to us:

i) the Company has disclosed the impact of pending litigations in its 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 Nirav Patel & co.
Chartered Accountants
F.No.: 134617W
S/d
(Nirav B. Patel)
Partner
M.N.: 149360 Place: Bhavnagar
UDIN: 20149360AAAADK5432 Date: 29/06/2020

ANNEXURE- A

Reports under The Companies (Auditor's Report) Order 2016 (CARO 2016) for the

year ended on 31st March 2020

To

The Members of Madhav Copper Limited

1. In Respect of Fixed Assets

(a) The Company has maintained proper records showing full particulars including

quantitative details and situation of fixed assets:

(b) As explained to us fixed assets have been physically verified by the management atregular intervals; as informed to us no material discrepancies were noticed on suchverification;

(c) During the year the Company has not disposed off any substantial /major part offixed assets.

2. In Respect of Inventories

(a) As per the information and explanations given to us the inventories have beenphysically verified by the management at reasonable intervals during the year.

(b) In our opinion and as per the information and explanations given to us proceduresof physical verification of inventory followed by the management are reasonable andadequate in relation to the size of the Company and nature of its business.

(c) The Company is maintaining proper records of inventories. In our opiniondiscrepancies noticed on physical verification of inventory were not material in relationto the operations of the Company and the same have been properly dealt with in the booksof account.

3. Compliance under section 189 of The Companies Act 2013

As informed by the company company has not granted any loans secured or unsecured tocompanies firms or other parties covered in the register maintained under section 189 ofthe Companies Act 2013.

(a) In our opinion and according to the information and explanations given to us. Therate of interest and other terms and conditions for such loans are not prima facieprejudicial to the interest to the company.

(b) This clause is not applicable since there are no loans granted during periodcovered under audit.

(c) There is no overdue amount of loans granted to companies firms or other partieslisted in the register maintained under section 189 of the companies Act 2013.

4. Compliance under section 185 and 186 of The Companies Act 2013

While doing transaction for loans investments guarantees and security provisions ofsection 185 and 186 of the Companies Act 2013 have been complied with.

5. Compliance under section 73 to 76 of The Companies Act 2013 and Rules framed thereunder while accepting Deposits

The company has not accepted any public deposits as covered under section 73 to 76 ofthe act. Also no order from CLB or NLT or RBI or any other court has passed in thisregard.

5. Maintenance of cost records

We have broadly reviewed the books of account relating to materials labour and otheritems of cost maintained by the Company pursuant to the rules made by the CentralGovernment for the maintenance of cost records under sub-section (I) of section 148 of theCompanies Act 2013 and we are of the opinion that prima facie the prescribed accounts andrecords have been made and maintained. We have not however made a detailed examination ofrecords with a view to determine whether they are accurate and complete.

7. Deposit of Statutory Dues

According to the information and explanations given to us and based on the records ofthe company examined by us save and except the item reported in last in this para of thisnote the company is generally regular in depositing the undisputed statutory duesincluding Income-tax Sales-tax Wealth Tax Service Tax and other material statutorydues as applicable with the appropriate authorities in India; There is no dues which isoutstanding for more than 6 month then they become payable except Professional tax ofRs.53220/- Adnl. tax Of Rs. 3682/- and Vat on sales of Rs. 14726/-

3. Repayment of Loans and Borrowings

The company has not defaulted in repayment of dues to financial institution or a bank.

3. Utilization of Money Raised by Public Offers and Term Loan For which they Raised

In our Opinion and according to the information and explanation given to us during thecurrent financial year company has not raised money by term loan. However company hasissued 2499600 Equity Shares having par value of Rs. 5 for cash at a price of Rs. 102each (Including the share premium of Rs. 97 each) aggregating Rs. 2549.59 lakh as on27.01.2020. The Net Proceeds are proposed to be used and actual used are shown in thefollowing table:

No. Particulars Amount Proposed (Rs. In lakh) Amount Utilised (Rs. In lakh)
1. Purchase of plant and machinery 648.83 236.33
2. Prepayment/ Repayment of certain secured borrowing 200.00 31.77
3. Funding the working capital requirement 1100.00 1399.81
4. General Corporate Purpose 528.95 113.60
5. Issue Related Expenses 71.81 61.41
Total 2549.59 1842.92

Company has utilized 72.28% out of total proceed up to 31/03/2020. However unutiliseamount will be utilised in the forthcoming times for the purposed for which they werraised as confirmed by the management of the company.

10 Reporting of Fraud During the Year

Based on our audit procedures and the information and explanation made available to usno such fraud noticed or reported during the year.

11. Managerial Remuneration

Managerial remuneration has been paid or provided within the limit of provisions ofsection 197 read with Schedule V to the Companies Act 2013.

12. Compliance by Nidhi Company Regarding Net Owned Fund to Deposits Ratio

As per information and records available with us the company is not Nidhi Company.

13. Related party compliance with Section 177 and 188 of companies Act - 2013

In our opinion and according to the information and explanation given to us thecompany is in compliance with section 188 and 177 of the companies Act 2013 whereapplicable for all the transactions with the related parties and the details of relatedparty transactions have been disclosed in the note no.l of financial statements asrequired by the applicable accounting standards.

14. Compliance under section 42 of Companies Act - 2013 regarding Private placement ofShares or Debentures

During the year under review the company has not made private placement of shares ordebentures under section 42 of companies Act-2013.

15. Compliance under section 192 of Companies Act - 2013

The company has not entered into any non-cash transactions with directors or personsconnected with him.

16. Requirement of Registration under 45-IA of Reserve Bank of India Act 1934

The company is not required to be registered under section 45-IA of the Reserve Bank ofIndia Act.

For Nirav Patel & co.
Chartered Accountants
F.No.: 134617W
S/d
(Nirav B. Patel)
Partner
M.N.: 149360 Place: Bhavnagar
UDIN: 20149360AAAADK5432 Date: 29/06/2020

"Annexure B" to the Independent Auditor's Report of even date on theStandalone Financial Statements of MADHAV COPPER LIMITED

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 MADHAVCOPPER LIMITED ("The Company") as of 31st March 2020 inconjunction with our audit of the standalone financial statements of the Company for theyear 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe 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 Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act2013 to the extent applicable to an audit of internal financial controls both applicableto an audit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. 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

of the internal financial control system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reportingassessing the risk that a material weakness exists and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend upon on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial 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 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 withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the company's assets that could have a material effect on the financialstatements.

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 2020 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting issues by the Institute ofChartered Accountants of India.

For Nirav Patel & co.
Chartered Accountants
F.No.: 134617W
S/d
(Nirav B. Patel)
Partner
M.N.: 149360 Place: Bhavnagar
UDIN: 20149360AAAADK5432 Date: 29/06/2020

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