The Members of
Omfurn India Limited
(Formerly known as Omfurn India Private Limited)
Report on Financial Statements
We have audited the accompanying financial statements of Omfurn India Limited("the Company") which comprise the Balance Sheet as at March 312018 and theStatement of Profit and Loss the Statement of Cash Flows and a summary of the significantaccounting policies and other explanatory information.
Management's Responsibility for 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 of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section 133of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisionsof the Act for safeguarding the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that wereoperating 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.
Our responsibility is to express an opinion on these financial statements based on ouraudit. In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder and the Orderissued under section 143(11) of the Act.
We conducted our audit of the financial statements in accordance with the Standards onAuditing specified under Section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement.
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 obtained by us is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements
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 of the state of affairs of the Company as at March312018 and its profit and its cash flows for the year ended on that date.
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 in terms of Section 143(11) of the Act we give in"Annexure A" a statement on the matters specified in paragraphs 3 and 4 of theOrder.
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 it appears from our examination of those books.
c) The Balance Sheet the Statement of Profit and Loss and the Cash Flow dealt with bythis Report are in agreement with the books of account.
d) In our opinion the aforesaid financial statements comply with the Indian AccountingStandards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors of theCompany as on March 312018 taken on record by the Board of Directors none of thedirectors is disqualified as on March 312018 from being appointed as a director in termsof 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". 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 Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended inour opinion and to the best of our information and according to the explanations given tous:
i. The Company does not have any pending litigation which would impact its financialposition.
ii. The Company did not have any long term contract including derivative contracts forwhich there were any material foreseeable losses.
iii. There company is not required to transfer any amount amounts to the InvestorEducation and Protection Fund.
FOR MEHTA BHARAT & ASSOCIATES
B H MEHTA
Proprietor MRN: 031818
Dated: May 112018
ANNEXURE "A" TO THE INDEPENDENT AUDITOR'S REPORT
(Annexure referred to in Paragraph 2 under the heading "Report on other legal andregulatory requirements" of our report of even date on financial statements for theyear ended 31st March 2018)
i) 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) As explained to us all the fixed assets have been physically verified by themanagement in a phased periodical manner which in our opinion is reasonable havingregard to the size of the Company and nature of its assets. No material discrepancies werenoticed on such physical verification.
c) According to information and explanations given to us and on the basis ofexamination of the records of the company title deeds of immovable properties other thanself-constructed immovable properties (buildings) are held in the name of the company.
ii) In respect of the Company's Inventories:
As explained to us the inventories are physically verified during the year by themanagement at reasonable intervals. No material discrepancy was noticed on physicalverification of stocks by the management as compared to the book records.
iii) The Company has not granted any loans secured or unsecured to companies firmLimited Liability Partnership or other parties covered in the register maintained underSection 189 of the Act. Consequently the requirement of Clause (iii) (a) and Clause (iii)(b) of paragraph 3 of the Order not applicable to the Company.
iv) The Company has not granted any loans or made any investments or provided anyguarantees or security to parties covered under Section 185 and 186 of the Act. Thereforeprovisions of Clause 3(iv) of the said Order are not applicable to the company.
v) The Company has not accepted any deposits from public within the meaning ofprovisions of sections 73 to 76 or any other relevant provisions of the Act and the rulesframed thereunder. Therefore the provisions of Clause (v) of paragraph 3 of the Order arenot applicable to the Company.
vi) The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Act for the products manufactured by the company and hence theprovisions of Companies (Cost Records and Audit) Rules 2014 are not applicable.
vii) According to the information and explanations given to us in respect of statutorydues:
a. The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Profession Tax Employees' State Insurance Income Tax Duty ofcustoms Sales Tax Excise Duty Value Added Tax Service Tax Goods and Service Tax andCess and other material statutory dues applicable to it with the appropriate authorities;
b. There were no undisputed amounts payable in respect of Provident FundProfessionTax Employees' State Insurance Income Tax Duty of customs Sales Tax Excise DutyValue Added Tax Service Tax Goods and Service Tax and Cessand other material statutorydues in arrears as at March 312018 for a period of more than six months from the datethey became payable.
c. There were no dues of Provident Fund Profession Tax Employees' State InsuranceIncome Tax Duty of customs Sales Tax Excise Duty Value Added Tax Service Tax Goodsand Service Tax and Cesswhich have not been deposited as at March 312018 on account ofdispute.
viii) According to the records of the company examined by us and the information andexplanations given to us the company has not defaulted in repayment of loans orborrowings to any banks financial institutions or the government. Further the companydid not have any outstanding debentures during the year.
ix) The Company has applied for term loans for set up of new plant at UmbergaonFactory. The outstanding balance of new term loans and existing term loans from Union Bankof India as at 31st March 2018 is Rs. 71739272/-. The Company has raised money by wayof initial public offer aggregating to Rs. 41676000/- by issuing 1812000 equityshares at Rs. 23/- per share.
x) To the best of our knowledge and according to the information and explanations givento us no fraud by the Company and no fraud on the Company by its officers or employeeshas been noticed or reported during the year.
xi) In our opinion and according to the information and explanations given to us by themanagement the managerial remuneration has been paid or provided in accordance withrequisite approvals mandated by the provisions of section 197 read with Schedule V of theCompanies Act 2013.
xii) The Company is not a Nidhi Company as prescribed under Section 406 of the Act.Accordingly reporting under clause 3(xii) of the Order is not applicable.
xiii) In our opinion and according to the information and explanations given to us theCompany is in compliance with Section 177 and 188 of the Act where applicable for alltransactions with the related parties and the details of related party transactions havebeen disclosed in the financial statements 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 and hence reporting underclause 3(xiv) of the Order is not applicable to the Company.
xv) According to the information and explanation given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransaction with its directors or persons connected with him and hence provisions ofSection 192 of the Companies Act 2013 are not applicable.
xvi) According to the information and explanation given to us the company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.Accordingly paragraph 3(xvi) is not applicable.
FOR MEHTA BHARAT & ASSOCIATES
B H MEHTA
Dated: May 112018
ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT
(Referred to in paragraph 2(f) under Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Omfurn India Limited of even date)
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 OmfurnIndia Limited ("the Company") as of March 312018 in conjunction with our auditof 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.
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 about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 judgements 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.
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.
In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 312018 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.
FOR MEHTA BHARAT & ASSOCIATES
B H MEHTA
Dated: May 112018