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Miven Machine Tools Ltd.

BSE: 522036 Sector: Engineering
NSE: N.A. ISIN Code: INE338P01014
BSE 00:00 | 28 Jun Miven Machine Tools Ltd
NSE 05:30 | 01 Jan Miven Machine Tools Ltd
OPEN 13.05
PREVIOUS CLOSE 13.05
VOLUME 100
52-Week high 13.05
52-Week low 9.39
P/E
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 13.05
CLOSE 13.05
VOLUME 100
52-Week high 13.05
52-Week low 9.39
P/E
Mkt Cap.(Rs cr) 4
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Miven Machine Tools Ltd. (MIVENMACHTOOL) - Auditors Report

Company auditors report

TO THE MEMBERS OF

MIVEN MACHINE TOOLS LIMITED HUBLI

Report on the Standalone Financial Statements:

We have audited the accompanying financial statements of Miven Machine Tools Limited("the Company") which comprise of Balance Sheet as at March 31 2017 theStatement of Profit and Loss and the Cash Flow Statement for the year ended and a summaryof significant accounting policies and other explanatory information.

Management'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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting policies generally accepted in India including the accounting standardsspecified under section 133 of the Act read with rule 7 of the Companies (Accounts)Rules 2014. This responsibility 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 judgements 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 fair presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility:

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit.We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions 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. Those Standards require that we comply with the ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. 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 internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the financial statements.

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

Basis of Qualified Opinion:

Attention of the members are invited to note 21(iii) of the financial statementswherein we have relied on the representation of the Company that the amount due from acustomer of Rs.1457586/- is good of recovery. Pending completion of legal proceedingsand in view of uncertainties involved we are unable to form any opinion on the matter andconsequential effects on the financial statements are not ascertainable.

Qualified Opinion:

In our opinion and to the best of our information and according to the explanationsgiven to us except for the matters described in the Basis of Qualified Opinion theaforesaid standalone financial statements give the information required by the Act in themanner 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 March31 2017 and its loss and its cash flows for the year ended on that date.

Matters of Emphasis:

Without qualifying our opinion we invite the attention of the members to note32 of thefinancial statements regarding reasons for preparing financial statements of the Companyon going concern basis even though its net worth has been completely eroded. . Theappropriateness of the said basis is inter alia dependent on the Company's ability toaugment its working capital execute sale orders profitable sale/disposal of theinventories on hand the company's decision to sell surplus land duly approved by theshareholders to augment the working capital requirements and reduce debt and the supportof the Company's bankers and holding company. We have also relied on the representation ofthe Company in this respect.

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 A" a statement on the matters specifiedin paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by the 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 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.

d. In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under section 133 of the Act read with rule 7 of theCompanies (Accounts) Rules 2014. e. On the basis of the written representations receivedfrom the directors as on March 31 2017 taken on the record by the Board of Directorsnone of the directors is disqualified as on that date from being appointed as a directorin terms of section 164(2) of the Act.

f. 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".

g. With respect to other matters to be included in the

Auditors report in accordance with rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according to the explanationsgiven to us

i) The Company has disclosed the impact of pending litigations on its financialstatements as referred in note 21. (ii) to (vi) to the financial statements.

ii) The Company did not enter into any long-term contracts wherein material losses asrequired under the applicable law or accounting standards that needs to be recognized inthe financial statements. Further the Company has not entered into any derivativecontracts as referred in note no 38 of the financial statements.

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

iv) The Company has provided requisite disclosures in the financial statements as toholdings as well as dealings in Specified Bank Notes during the period from 8th November2016 to 30th December 2016 as referred in note no 18 of the financial statements.

For B.K.RAMADHYANI & CO. LLP
Chartered Accountants
Firm Registration No. 002878S/S200021
(Vasuki H S)
Partner
Membership No. 212013

ANNEXURE A REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORTON OTHER LEGAL ANDREGULATORY REQUIREMENTS" OF OUR REPORT TOTHE MEMBERS OF MIVEN MACHINE TOOLS LIMITEDHUBLI.

1. a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on basis of available information. b.According to the information and explanation given to us by the management all the fixedassets have been physically verified by the management in a phased manner which in ouropinion is at reasonable intervals. As represented to us by the Company no materialdiscrepancies were noticed during such physical verification. c. According to theinformation and explanation given to us and as represented to us by the company the titledeeds of Immovable properties are held in the name of the Company except in respect of thefree hold land of book value Rs 1905066/- wherein the sale deed of the said land is inthe name of "Giddings and Lewis India Limited" the earlier name of the Company.Refer note 11 of the financial statements.

2. The Company has a program of physical verification of inventory which is conductedat reasonable intervals by the management and as informed to us there were no materialdiscrepancies noticed on such verification.

3. The company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act hence clause 3(iii) (a) to (c) of the Order is notapplicable.

4. In our opinion and according to the information and explanations given to us thecompany has not advanced any loan or made any investments or given any guarantee andsecurity as applicable vide provisions of section 185 and I86 of the Companies Act 2013and hence clause 3(iv) of the Order is not applicable.

5. The Company has not accepted any deposits as applicable under the directives issuedby the Reserve Bank of India and the provisions of sections 73 to 76 or any otherprovisions of the Companies Act and rules framed under. Accordingly the provisions ofclause 3(v) of the said Order are not applicable.

6. To the best of our knowledge and explanations given to us the maintenance of costrecords under clause (d) of sub-section (1) of section 148 of the Companies Act 2013 arenot applicable to the Company.

7. (a) According to the records of the Company the Company is regular in depositingundisputed statutory dues including sales tax duty of customs value added tax cess andany other statutory dues to the appropriate authorities except in case of depositing duesin respect of duty of exciseprovident fund employees' state insurance income taxdeducted at source profession tax andservice tax there have been consistent delays indepositing though the same has been subsequently remitted. As at March 31 2017 there areno statutory dues outstanding for a period of more than six months from the date theybecame payable.

(b) According to the records of the Company and according to the information andexplanation given to us there are dues outstanding on account of any disputes in respectof sales tax and the details of the same has been provided in note 21(iv)(b) of theFinancial Statement.

8. The Company has taken loans from a bank and National Small Industries CorporationLimited (Raw Material Assistance against bank guarantee) (herein referred as"NSIC") and has not defaulted in repayment to the bank and NSIC. As representedto us by the Company there are no debentures.

9. The company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) and term Loans. Accordingly the provisions of clause 3(ix) of the Order are not applicable to the Company.

10. According to the information and explanation given to us there are no fraudsreported by the Company or any fraud on the company by its officers or employees has beennoticed or reported during the year. Accordingly the provisions of clause 3(x) of thesaid Order are not applicable.

11. According to the information and explanations given by the management nomanagerial remuneration has been paid or provided. Accordingly the provisions of clause3(xi) of the said Order are not

applicable.

12. The Company is not a Nidhi Company. Accordingly the provisions of clause 3(xii) ofthe said Order are not applicable.

13. In our opinion and according to the information and explanation given to us and asrepresented to us by the management all transactions with the related parties are incompliance with section 177 and 188 of Companies Act 2013 and the details have beendisclosed in note 37 of the financial statements as required by the applicable accountingstandards. 14.The Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.Accordingly the provisions of clause 3(xiv) of

the said Order are not applicable.

15. As represented to us by the management and according to the information andexplanation given to us by the management the Company has not entered into any non-cashtransactions with directors or persons connected with him. Accordingly the provisions ofclause 3(xv) of the said Order are not applicable.

16. According to the information and explanation given the Company is not required tobe registered under section 45-IA of the Reserve Bank of India Act 1934. Accordinglyclause 3(xvi) of the Order is not applicable to the Company.

For B.K.RAMADHYANI & CO. LLP

Chartered Accountants

Firm Registration No. 002878S/S200021

(Vasuki H S)

Partner

Membership No. 212013

Place : Hubli
Date : May 29 2017

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 MivenMachine Tools Limited ("the Company")as of March 31 2017 in conjunction withour audit 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". 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 company's policies the safeguarding of its assets theprevention 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 deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate 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 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 authorizations ofmanagement 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 March 31 2017 based on"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 issued by the Institute ofChartered Accountants of India".

For B.K.RAMADHYANI & CO. LLP

Chartered Accountants

Firm Registration No. 002878S/S200021

(Vasuki H S)

Partner

Membership No. 212013

Place : Hubli
Date : May 29 2017