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National Fittings Ltd.

BSE: 531289 Sector: Engineering
NSE: N.A. ISIN Code: INE643C01015
BSE 13:50 | 30 Jun 56.75 6.75
(13.50%)
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49.55

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NSE 05:30 | 01 Jan National Fittings Ltd
OPEN 49.55
PREVIOUS CLOSE 50.00
VOLUME 411
52-Week high 81.90
52-Week low 45.45
P/E 38.34
Mkt Cap.(Rs cr) 52
Buy Price 51.00
Buy Qty 14.00
Sell Price 56.50
Sell Qty 5.00
OPEN 49.55
CLOSE 50.00
VOLUME 411
52-Week high 81.90
52-Week low 45.45
P/E 38.34
Mkt Cap.(Rs cr) 52
Buy Price 51.00
Buy Qty 14.00
Sell Price 56.50
Sell Qty 5.00

National Fittings Ltd. (NATIONALFITTING) - Auditors Report

Company auditors report

TO THE MEMBERS OF NATIONAL FITTINGS LIMITED

Report on the Audit of the Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying Statement of Standalone Ind AS Financial Results ofNational Fittings Limited ("the Company") which comprise the Balance sheet asat March 31 2021 and the statement of Profit and Loss (including other comprehensiveincome) the statement of changes in equity and the statement of cash flows for the yearthen ended 31.03.2021 and notes to the financial statements including a summary ofsignificant accounting policies and other Statements").

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaidfinancial give the information required by the Companies Act2013 ("Act") in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in Indiaaffairsof theCompany as at March 31 the state profittotal 2021 and its comprehensive income thechanges in equity and cash flows for the year ended as on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified undersection 143(10) of the Companies Act 2013. Our responsibilities under those Standards arefurther described in the Auditor's Responsibilities for the Audit of the FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India (ICAI) togetherwith the ethical requirements that are relevant to our audit of the financial statementsunder the provisions of the Act and the rules there under and we have fulfilled our otherethical responsibilities in accordance with these requirements and the code of ethics.

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

Emphasis of Matter

We draw attention to Note 2.31 of the Standalone financial statements which describesthe management's assessment of financial impact of the events arising out of COVID-19pandemic for assessment of the impact in the subsequent period is dependent upon thecircumstances as they evolve. Our opinion is not modified in respect of this matter.

Other Matters

In view of the lockdown and travel restrictions due to outbreak of COVID-19 whereverphysical access was not possible necessary records / reports / documents were verifiedthrough digital medium email etc. on a sample basis and were relied upon as auditevidence for carrying out the audit for the current year. This has been carried out basedon the advisory on "Specific Considerations while conducting Distance Audit / RemoteAudit / Online Audit under current Covid-19 situation" issued by the Auditing andAssurance Standards Board of ICAI. We have been represented by the management that thedata provided for our audit purposes is correct complete reliable and are directlygenerated by the accounting system of the Company without any further manualmodifications. We bring to the attention of the users that the audit of the financialstatements has been performed in the aforesaid conditions.

Our opinion is not modified in respect of this matter.

Key Audit Matters

In our opinion and based on the information and explanations given to us there are keyaudit matters to be communicated in our report other than those more fully described inthe Emphasis of Matters paragraph of our report which describes the impact of Covid-19pandemic on the Company's operations and results as assessed by the management.

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.

The Key Audit matters Principal Audit Procedure
Title deeds of Immovable property
The Company's Property Plant & Equipment consists of certain immovable properties whose title has not been changed from the Erstwhile Transferor Company's name. Consequent to Merger order by the Hon'ble NCLT the title deeds of certain immovable properties were yet to be transferred to the Company's name from erstwhile Transferor Company. The Company is in the process of changing the name.
Refer Note 2. 1 to the Financial statement.

Information other than the financial statements and auditors' report thereon

The Company's board of directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the financial statements and our Auditor's report thereon. Our opinion on thefinancial statements does not cover the other information and we do not express any formof assurance conclusion thereon.

In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the standalone financial statements or our knowledge obtainedduring the course of our audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information; we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management for the Financial Statements

The Company's board of directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give atrue and fair view of the financial position financial performance including othercomprehensive income cash flows and changes in equity of the Company in accordance withthe Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules 2015 and Companies (Indian AccountingStandards) Rules 2016 as amended from time to time and other accounting principlesgenerally accepted in India.

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 statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error. In preparing the financial statementsmanagement is responsible for assessing the Company's ability to continue as a goingconcern disclosing as applicable matters related to going concern and using the goingconcern basis of accounting unless management either intends to liquidate the Company orto cease operations or has no realistic alternative but to do so.

The Board of directors is also responsible for overseeingtheCompany'sfinancialreportingprocess.

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 errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial As part of an audit in accordance with SAs we exerciseprofessional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatementofthefinancialstatements whetherdue to fraud or error design and perform audit procedures responsive to those risks andobtain audit evidence that is sufficient and appropriate to provide a basis formisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

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

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting 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 thefinancialstatementsincluding the disclosures and whether the financial statements represent the underlyingtransactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluatetheeffectof anyidentified misstatements in the financial statements.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and findingsincluding any significantauditdeficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards. From the matters communicated withthose charged with governance we determine those matters that were of most significancein the audit of the 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 benefitsof such communication.

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 Companies Act 2013 we give in Annexure "A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order. 2. As required by Section 143(3) of the Actwe 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 and the Cash Flow statementdealt with by this report are in agreement with the books of account;

(d) 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;

(e) On the basis of the written representations received from the directors as on March312021 taken on record by the board of directors none of the directors is disqualifiedas on March 31 2021 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 over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting;

(g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197 (16) of the Act as amended in ouropinion and to the best of our information and according to the explanations given to usthe remuneration paid by the Company to its directors during the year is in accordancewith the provisions of section 197 of the Act; and (h) With respect to the other mattersto be included in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules 2014 in our opinion and to the best of our information and accordingto the explanations given to us;

a. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements; financial

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

c. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company

d. The reporting on disclosures relating to Specified Bank Notes is not applicable tothe Company for the year ended March 31 2021.

Annexure A to the Independent Auditors' Report

(Referred to in paragraph 1 under ‘Report on other legal and regulatoryrequirements' section of our report to the members of National Fittings Limited of evendate)

1. In respect of the Company's fixed assets:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The fixed assets of the Company were physically verified in full by the year.According to the information and explanations given to us and as examined by us nomaterial discrepancies were noticed on such verification.

(c) According to the information and explanations given to us the records examined byus and based on the examination of the conveyance deeds provided to us we report thatthe title deeds comprising all the immovable properties of land and buildings which arefreehold are held in the name of the Company as at the balance sheet date except inrespect of certain immovable property the name is yet to be changed from the erstwhileTransferor Company's name consequent to the merger order by the Honb' NCLT.

2. The inventory has been physically verified by the management during the year. In ouropinion the frequency of such verification is reasonable. According to the informationand explanations given to us and as examined by us no material discrepancies were noticedon such verification.

3. According to information and explanation given to us the Company has not grantedany loan secured or unsecured to companies firms limited liability partnerships orother parties covered in the register required under section 189 of the Companies Act2013. Accordingly paragraph 3 (iii) of the order is not applicable.

4. In our opinion and according to information and explanation given to us the Companyhas not granted any loans or provided any guarantees or given any security or made anyinvestments to which the provision of section 185 and 186 of the Companies Act 2013.Accordingly paragraph 3 (iv) of the order is not applicable.

5. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits and accordingly paragraph 3 (v) of the order is notapplicable.

6. The Central Government of India has not prescribed the maintenance of cost recordsunder subsection (1) of section 148 of the Act for any of the activities of the Companyand accordingly paragraph 3 (vi) of the order is not applicable.

7. In respect of statutory dues:

(a) 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 duty of customs duty of excise value added tax cessand other material statutory dues were in arrears as at March 31 2021 for a period ofmore than six months from the date they became payable except as per details below:

Name of the statute Nature of dues which the amount relates Amount due Due date Date of payment
Employees Insurance 1.53 Lakhs (Against 6.80
State Insurance Premium 2004-2011 Lakhs demanded 5.27
Act 1948 Lakhs has been paid)

(b) According to the information and explanations given to us and the records of theCompany examined by us there are no dues of income-tax sales- tax service tax goodsand service tax duty of customs duty of excise and value added tax which have not beendeposited on account of any dispute.

8 In our opinion and according to the information and explanations given to us theCompany has no outstanding dues to any financial institutions or banks or any governmentor any debenture during the year. Accordingly paragraph 3 (viii) of the order is notapplicable.

9. The Company has not raised any moneys by way of Initial Public Offer and furtherpublic offer (including debt instruments). In our opinion and according to theinformation and explanation given to us the moneys raised by way of Term Loans have beenapplied for the purpose for which they were obtained.

10. To the best of our knowledge and according to the information and explanationsgiven to us during the year no fraud by the Company or no material fraud on the Companyby its employees has been noticed or reported.

11. In our opinion and according to the information and explanations given to us theCompany has paid/ provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the Act.

12. As the Company is not a Nidhi Company and Nidhi Rules 2014 are not applicable toit the provisions of clause 3 (xii) of the order are not applicable to the Company.

13. 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 section 177 and 188 of the Act. Where applicable the details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

14 According to the information and explanations given 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.

15 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 non-cashtransactions with directors or persons connected with them. Accordingly paragraph 3(xv)of the order is not applicable.

16 According to the information and explanations given to us and based on ourexamination of the records of the Company the Company is not required to be registeredunder section 45-IA of the Reserve Bank of India Act 1934. Accordingly the provisions ofClause 3(xvi) of the Order are not applicable to the Company.

Annexure - B to the Independent Auditor's Report

Report on the internal financial controls over financial reporting under clause (i) ofsub - section 3 of section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of NationalFittings Limited ("the Company") as at March 31 2021 in conjunction with ouraudit of the financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The board of directors of the Company 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 issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the standards on auditing prescribed under Section 143 (10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. Thosestandards and the guidance note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance aboutwhetheradequateinternalfinancialcontrols over financial reporting were establishedandmaintainedandifsuchcontrolsoperatedeffectivelyin 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 included obtaining an understanding of internalfinancial controls financial 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 judgement including the assessment of the risks of material misstatement in 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'sinternalfinancialcontrol system overfinancial 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 thereliabilityoffinancialreportingandthepreparationoffinancialstatements for external purposes in accordance with generallyaccepted accounting principles. A Company's internal financial control over financialreporting includes those policies and procedures that (i) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the Company; (ii) 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 (iii) 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 of 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 and according to the information and explanations given to us theCompany has in all material respects an adequate internal financial control system overfinancial reporting and such internal financialcontrolsoverfinancialreportingwereoperatingeffectivelyas at March 31 2021 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 V Krish & Associates
Chartered Accountants
Firm's Registration No. 01452 S
Sd/- B. SATHISHKUMAR
Place : COIMBATORE Partner
Date : 21.06.2021 Membership No. 218445
UDIN : 21218445AAAAAN4191

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