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NCL Industries Ltd.

BSE: 502168 Sector: Industrials
NSE: NCLIND ISIN Code: INE732C01016
BSE 00:00 | 20 Aug 170.95 1.35
(0.80%)
OPEN

171.00

HIGH

174.00

LOW

168.00

NSE 00:00 | 20 Aug 170.95 0.90
(0.53%)
OPEN

170.00

HIGH

174.70

LOW

168.40

OPEN 171.00
PREVIOUS CLOSE 169.60
VOLUME 14184
52-Week high 310.00
52-Week low 135.90
P/E 19.81
Mkt Cap.(Rs cr) 773
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 171.00
CLOSE 169.60
VOLUME 14184
52-Week high 310.00
52-Week low 135.90
P/E 19.81
Mkt Cap.(Rs cr) 773
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

NCL Industries Ltd. (NCLIND) - Auditors Report

Company auditors report

To

The Members

NCL Industries Limited

Hyderabad.

Report on the Standalone Financial Statements

We have audited the accompanying financial statements cf NCL Industries Limited("the Company") which comprise the Balance Sheet as at March 312017 and theStatement cf Profit and Less fcr the year then ended cn that date and a summary cf thesignificant accounting policies and ether explanatory information.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters in section 134(5) ofthe Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit.

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 there under.

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 whetherthe financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the

auditor's judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers internal financial control relevant to the Company's preparation ofthe financial statements that give true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on 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 the Balance Sheet of the state of affairs of the Company as atMarch 31 2017;

(b) In the case of the Statement of Profit and Loss of the Profit of the Company forthe year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order2016 issued by the CentralGovernment of India in term of sub-section (11) of section 143 of the Companies Act2013we give in the Annexure A a statement on the matters specified in the paragraphs 3 and 4of the Order to the extent applicable.

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 purposes of our audit.

b. In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books.

c. The Balance Sheet and 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 written representations received from the directors as on 31 March2017 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2017 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"

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 in our opinionand to the best of our information and according to the explanations given to us:

i. There are no pending litigations for the company that will impact the financialposition of the company;

ii. There are no foreseeable losses on long-term contracts including derivativecontracts;

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

iv. The Company has provided requisite disclosures in the standalone financialstatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom 8th November 2016 to 30th December 2016. Based on audit procedures and relying onthe management representation we report that the disclosures are in accordance with booksof account maintained by the Company and as produced to us by the Management.

For VENUGOPAL & CHENOY

CHARTERED ACCOUNTANTS FRN: 004671S

(PV.SRI HARI)

Hyderabad Partner

Date: 27.05.2017 Membership No.021961

Annexure A to the Independent Auditors'

Report

The Annexure A referred to in our Independent Auditor's Report to the members of theCompany on the Standalone financial statements for the year ended 31 March 2017 we reportthat:

(i) In respect of its fixed assets:

a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.

b. As explained to us the fixed assets have been physically verified by the managementat reasonable intervals. No material discrepancies were noticed on such physicalverification.

c. According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.

(ii) In respect of Inventories:

a. The Inventory has been physically verified by the management during the year.

b. In our opinion and according to the information and explanation given to us theprocedures of physical verification of inventory followed by the management are reasonableand adequate in relation to the size of the company and the nature of its business.

c. According to the information and explanation given to us the company is maintainingproper records of inventory. The discrepancies noticed on physical verification ofinventory as compared to book records were not material.

(iii) The Company has granted Inter Corporate Deposit to

companies covered in the register maintained under

section 189 of the Companies Act 2013.

a. In our opinion the terms and conditions on which the Inter Corporate Deposit hasbeen granted to the party listed in the register maintained under section 189 of the Actare not prejudicial to the interest of the Company.

b. The payment of principal and the interest wherever applicable are regular.

c. There are no overdue amounts in respect of the Inter Corporate Deposits granted tothe party listed in the register maintained under section 189 of the Act.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto the loans investments guarantees and securities.

(v) In our opinion and according to the information and explanations given to us theCompany has complied with the directives issued by the Reserve Bank of India and theprovisions of Section 73 to 76 or any other relevant provisions of the Act and the rulesframed thereunder in respect of deposits accepted. We are informed that no order waspassed by the Company Law Board or National Company Law Tribunal or Reserve Bank of Indiaor any Court or Tribunal

(vi) We have broadly reviewed the books of account relating to materials labour andother items of cost maintained by the Company pursuant to the Rules made by the CentralGovernment for the maintenance of cost records under sub-section (1) of Section 148 of theAct in respect of the activities carried on by the Company wherever applicable and we areof the opinion that prima facie the prescribed accounts and records have been made andmaintained. However we have not made a detailed examination of the records.

(vii) In respect of statutory dues:

a. According to the information and explanations given to us and on the basis ofexamination of the records of the Company amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including provident fund employees' stateinsurance income-tax sales-tax service tax duty of customs duty of excise valueadded tax cess and other material statutory dues have been regularly deposited during theyear by the Company with the appropriate authorities.

According to the information and explanations given to us no undisputed amounts arepayable in respect of income tax sales tax service tax duty of customs duty of excisevalue added tax or cess and other material statutory dues which were in arrears as atMarch 312017 for a period of more than six months from the date they became payable

b. According to the information given to us and records of the Company examined by usthe particulars of Income Tax Sales Tax Value added Tax Wealth Tax Service TaxCustoms Duty Excise Duty or Cess as at 31st March 2017 which have not been deposited onaccount of any disputes pending are as under:

Name of the statute Nature of dues Amount (Rs in Lakhs) Forum where dispute is pending
A.P. General Sales Tax Act Tax on cost recovery from usage of HSD oil on Hired tippers 4.26 Sales Tax Appellate Tribunal
A.P. General Sales Tax Act Penalty on

delayed

payment

16.88 Sales Tax Appellate Tribunal
A.P. General Sales Tax Act Penalty on

delayed

payment

37.26 Sales Tax Appellate Tribunal
Central

Excise

Department

Denying benefit of Cenvat Credit 163.18 CESTAT
Central

Excise

Department

Denying benefit of Cenvat Credit 80.85 CESTAT
Central

Excise

Department

Denying benefit of Cenvat Credit 2 CESTAT
Central

Excise

Department

Denying benefit of Cenvat Credit 63.85 Commissioner of Appeals
Central

Excise

Department

Denying benefit of Cenvat Credit 11.55 CESTAT
Central

Excise

Department

Denying benefit of Cenvat Credit 977.68 CESTAT
Central

Excise

Department

Miscellaneous

issues

6.15 CESTAT
Customs

Department

Demand due to wrong classification of imported coal 42.19 Appellate Commissioner of Customs & Central Excise (Appeals)
Customs

Department

Demand due to wrong classification of imported 87.79 CESTAT

(viii) According to the information and explanations given to us and on the basis ofexamination of the records the company has not defaulted in the repayment of loans alongwith interest to the Banks.

(ix) In our opinion and according to the information and explanations given to us theCompany did not raise any money by way of public issue. Accordingly paragraph 3(ix) ofthe Order is not applicable.

(x) In our opinion and according to the information and explanations given to us nofraud on or by the Company has been noticed or reported during the year that causes thefinancial statements to be materially misstated.

(xi) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(xiii) 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 sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has made private placement ofSecured Redeemable Non-Convertible Debentures during the year and the monies so raisedwere used for the purposes for which they were raised.

(xv) 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 noncashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

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

For VENUGOPAL & CHENOY

CHARTERED ACCOUNTANTS FRN: 004671S

(P.V.SRI HARI)

Hyderabad Partner

Date: 27.05.2017 Membership No.021961

Annexure - B to the Auditors' Report

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 NCLIndustries Limited ("the Company") as of 31 March 2017 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 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 judgment 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 system over 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 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 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.

The company needs to document its procedures and controls vis a vis Internal controlsover Financial Reporting.

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 31 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 VENUGOPAL & CHENOY

CHARTERED ACCOUNTANTS

FRN: 004671S

(P.V.SRI HARI)

Hyderabad Partner

Date: 27.05.2017 Membership No.021961