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Oricon Enterprises Ltd.

BSE: 513121 Sector: Industrials
NSE: ORICONENT ISIN Code: INE730A01022
BSE 00:00 | 19 Feb 23.95 0.25
(1.05%)
OPEN

23.95

HIGH

24.70

LOW

23.35

NSE 00:00 | 19 Feb 24.25 0.55
(2.32%)
OPEN

23.45

HIGH

24.55

LOW

23.00

OPEN 23.95
PREVIOUS CLOSE 23.70
VOLUME 19136
52-Week high 63.50
52-Week low 23.35
P/E 14.69
Mkt Cap.(Rs cr) 376
Buy Price 23.45
Buy Qty 90.00
Sell Price 24.10
Sell Qty 19.00
OPEN 23.95
CLOSE 23.70
VOLUME 19136
52-Week high 63.50
52-Week low 23.35
P/E 14.69
Mkt Cap.(Rs cr) 376
Buy Price 23.45
Buy Qty 90.00
Sell Price 24.10
Sell Qty 19.00

Oricon Enterprises Ltd. (ORICONENT) - Auditors Report

Company auditors report

TO THE MEMBERS OF

ORICON ENTERPRISES LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying Standalone Ind AS financial statements of ORICONENTERPRISES LIMITED ("the Company") which comprise the Balance Sheet as atMarch 31 2018 the Statement of Profit and Loss (including Other Comprehensive Income)the Cash Flow Statement and the Statement of Changes in Equity for the year then ended anda summary of the significant accounting policies and other explanatory information(hereinafter referred to as "standalone Ind AS financial statements").

Management's Responsibility for the Standalone Ind AS 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 Ind AS financial statements that give a true and fair view of the stateof affairs (financial position) profit or loss (financial performance including othercomprehensive income) cash flows and changes in equity of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) prescribed under section 133 of the Act.

This responsibility also 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 judgments 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 presentation of the standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.

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 thereunder.

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sBoard of Directors as well as evaluating the overall presentation of the standalone IndAS financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs(financial position) of the Company as at March 31 2018 and its profit (financialperformance including total comprehensive income) its cash flows and the changes inequity for the year ended on that date.

Other Matter

The comparative financial information of the Company for the year ended March 31 2017and the transition date opening balance sheet as at April 1 2016 included in thesestandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements prepared in accordance with the Companies (Accounting Standards)Rules 2006 audited by the predecessor auditor whose report for the year ended March 312017 and March 31 2016 dated May 30 2017 and May 28 2016 respectively expressed anunmodified opinion on those standalone financial statements as adjusted for thedifferences in the accounting principles adopted by the Company on transition to the IndAS which have been audited by us.

Our opinion is not modified in respect of this matter.

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 including Other ComprehensiveIncome the Cash Flow Statement and Statement of Changes in Equity dealt with by thisReport are in agreement with the relevant books of account.

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under section 133 of the Act read with relevantrules issued thereunder.

(e) On the basis of the written representations received from the directors as on March31 2018 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 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) The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements – Refer note 71 to thestandalone Ind AS financial statements.

(ii) The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses – Refer Note 72 to thestandalone Ind AS financial statements.

(iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company – Refer note 73 to thestandalone Ind AS financial statements.

For S G N & Co

Chartered Accountants

Firm Registration No. 134565W

Shreyans Jain

Partner

Membership No. 147097

Place: Mumbai

Date : May 30 2018

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE IND ASFINANCIAL STATEMENTS OF ORICON ENTERPRISES LIMITED

The Annexure referred to in Independent Auditor's Report to the members of the Companyon the standalone Ind AS financial statements for the year ended March 31 2018. We reportthat:

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

(b) The Company has a programme of physical verification of its fixed assets by whichall fixed assets are verified in a phased manner. In our opinion this periodicity ofphysical verification is reasonable having regard to the size of the Company and thenature of its business. In accordance with the said programme certain fixed assets werephysically verified by the management and no material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company except for Residential flats as disclosedunder note 4 having gross block value of Rs.4.73 lakhs and net block value of Rs.1.17lakhs the title deeds of immovable properties are held in the name of the Company.

(ii) The management has conducted physical verification of the inventory at reasonableintervals except material in transit and stocks lying with third parties and in bondedwarehouse which are verified with reference to the certificates obtained and / orsubsequent clearance of goods. In our opinion the frequency of physical verification isreasonable. No material discrepancies were noticed on physical verification between thephysical stock and book records.

(iii) According to the information and explanations given to us the Company hasgranted unsecured loans to three companies covered in the register maintained underSection 189 of the Act.

(a) The terms and conditions of the grant of such loans are in our opinion primafacie not prejudicial to the Company's interest.

(b) The schedule of repayment of principal and payment of interest has been stipulatedand repayments or receipts of principal amounts and interest have been regular as perstipulations.

(c) There is no overdue amount remaining outstanding as at the year-end.

(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 and investments made.

(v) The Company has not accepted any deposits during the year from the public withinthe meaning of the provisions of Section 73 to 76 or any other relevant provisions of theCompanies Act 2013 and the rules made thereunder.

(vi) As informed to us by the management the Central Government has not prescribed themaintenance of cost records under sub-section (I) of section 148 of the Act for any ofthe goods manufactured by the Company.

(vii) (a) According to the information and explanations given to us and the recordsexamined by us undisputed statutory dues including provident fund employee's stateinsurance income-tax sales tax goods and service tax duty of custom duty of excisevalue added tax cess and other material statutory dues have generally been regularlydeposited during the year by the Company with the appropriate authorities though there hasbeen delay in few cases. According to the information and explanations given to us therewere no undisputed statutory dues which have remained outstanding as at March 31 2018 forthe period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and the records examinedby us dues in respect of sales-tax goods and service tax income-tax duty of customsservice tax duty of excise which have not been deposited on account of disputes and theforum where the dispute is pending are as under:

Sr. No. Name of the Statute Nature of the Dues Period to which amount relates (Financial year) Amount (Rs. in lakhs) Forum where dispute is Pending
1. Central Excise Act 1944 Excise Duty (Classificati on of goods) March 2001 to August 2001 62.31 Assistant Commissioner of Central Excise
2. Central Excise Act 1944 Excise Duty (Classificati on of goods) June 1996 to February 2001 0.76 Central Excise & Service Tax Appellate Tribunal
Penalty 30.81
3. Central Excise Act 1944 Excise Duty (Classificati on of goods) July 1998 to February 2000 1.42 Central Excise & Service Tax Appellate Tribunal
Penalty 10.25
4. Income Tax Act 1961 Income Tax April 2006 to March 2007 10.79 Income Tax Appellate Tribunal (Mumbai)
5. Income Tax Act 1961 Income Tax April 2007 to March 2008 10.12 Income Tax Appellate Tribunal (Mumbai)
6. Income Tax Act 1961 Income Tax April 2008 to March 2009 56.03 High Court Mumbai
7. Income Tax Act 1961 Income Tax April 2008 to March 2009 20.86 Income Tax Appellate Tribunal (Mumbai)
8. Income Tax Act 1961 Income Tax April 2012 to March 2013 173.05 Commissioner of Income-Tax (Appeals)
9. Income Tax Act 1961 Income Tax April 2013 to March 2014 111.88 Income Tax Appellate Tribunal (Mumbai)
10. Income Tax Act 1961 Income Tax April 2014 to March 2015 95.92 Commissioner of Income-Tax (Appeals)

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in repayment of dues to a financial institution or bank.

(ix) In our opinion the term loans raised during the year have been applied for thepurpose for which they were raised.

(x) Based upon the audit procedures performed and information and explanations given tous we report that no material fraud by the Company or on the Company by its officers oremployees has been noticed or reported during the course of our audit.

(xi) According to the information and explanations given 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 Companies Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Therefore the provisions of clause 3(xii) of Companies(Auditor's Report) Order 2016 are not applicable to the Company.

(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 section 188 of the Act where applicable and details ofsuch transactions have been disclosed in the standalone financial statements as requiredby the applicable accounting standards.

(xiv)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. Therefore the provisions of clause 3(xiv) of Companies (Auditor's Report)Order 2016 are not applicable to the Company.

(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 non-cashtransactions with directors or persons connected with him. Therefore the provisions ofclause 3(xv) of Companies (Auditor's Report) Order 2016 are not applicable to theCompany.

(xvi)According to the information and explanations given to us the Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.

For S G N & Co

Chartered Accountants

Firm Registration No. 134565W

Shreyans Jain

Partner

Membership No. 147097

Place: Mumbai

Date: May 30 2018

ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT OF EVEN DATE ONTHE STANDALONE IND ASFINANCIAL STATEMENTS OF ORICON ENTERPRISES 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 ORICONENTERPRISES LIMITED ("the Company") as of March 31 2018 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon 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 (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 judgement including the assessment of the risks ofmaterial misstatement of the standalone Ind AS financial statements whether due to fraudor 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 standalone Ind AS financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of standaloneInd AS financial statements in accordance with generally accepted accounting principlesand that receipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised 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 March 31 2018 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 S G N & Co

Chartered Accountants

Firm Registration No. 134565W

Shreyans Jain

Partner

Membership No. 147097

Place: Mumbai

Date: May 30 2018