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Oriental Veneer Products Ltd.

BSE: 531859 Sector: Others
NSE: N.A. ISIN Code: INE457G01029
BSE 00:00 | 13 Jul 35.35 -1.50
(-4.07%)
OPEN

39.75

HIGH

39.75

LOW

34.55

NSE 05:30 | 01 Jan Oriental Veneer Products Ltd
OPEN 39.75
PREVIOUS CLOSE 36.85
VOLUME 17196
52-Week high 65.00
52-Week low 24.90
P/E 10.13
Mkt Cap.(Rs cr) 191
Buy Price 35.20
Buy Qty 4.00
Sell Price 35.35
Sell Qty 12.00
OPEN 39.75
CLOSE 36.85
VOLUME 17196
52-Week high 65.00
52-Week low 24.90
P/E 10.13
Mkt Cap.(Rs cr) 191
Buy Price 35.20
Buy Qty 4.00
Sell Price 35.35
Sell Qty 12.00

Oriental Veneer Products Ltd. (ORIENTALVENEER) - Auditors Report

Company auditors report

To

The Members of Oriental Veneer Products Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Oriental Veneer Products Limited("the Company") which comprise the Balance Sheet as at March 31 2019 theStatement of Profit and Loss (including other comprehensive income) Statement of Changesin Equity and Cash Flow statement for the year then ended and a summary of significantaccounting policies and other explanatory information. In our opinion and to the best ofour information and according to the explanations given to us the aforesaid standalonefinancial statements give the information required by the Act in the manner so requiredand give a true and fair view in conformity with the accounting principles generallyaccepted in India of the state of affairs of the company as at March 31 2019 and itsprofit (including other comprehensive income) changes in equity and cash flows for theyear ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of thestandalone financial statements section of our report. We are independent of the Companyin accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Companies Act 2013 and theRules thereunder and we have fulfilled our other ethical responsibilities in accordancewith these requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters. We have determined that there are no key audit mattersto communicate in our report.

Other information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the standalone financial statements and our auditors'report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon. In connection with ouraudit of the standalone financial statements our responsibility is to read the otherinformation and in doing so consider whether the other information is materiallyinconsistent with the financial statements or our knowledge obtained in the audit orotherwise appears to be materially misstated. If based on the work we have performed weconclude that there is a material misstatement of this other information we are requiredto report that fact. We have nothing to report in this regard.

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 financial statements that give a true and fair view of the financial positionfinancial performance (changes in equity) and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the accountingStandards specified under section 133 of the Act. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statement that give a true and fair view andare free from material misstatement whether due to fraud or error.

In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so. Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone 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 standalone financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under Section 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to standalone financial statements inplace and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting 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 standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditors' report. However future events or conditions may cause the Company to cease tocontinue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit. We alsoprovide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence and to communicate with them allrelationships 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 standalone financial statements of the current period and aretherefore the key audit matters. We describe these matters in our auditors' report unlesslaw or regulation precludes public disclosure about the matter or when in extremely rarecircumstances we determine that a matter should not be communicated in our report becausethe adverse consequences of doing so would reasonably be expected to outweigh the publicinterest benefits of such communication.

Other Matters

We draw attension to followings notes to the financial statement:

i Refer note no. 28 relating to Dues to micro and small enterprises as defined underthe MSMED Act 2006 the company has not made interest provision on late payment tocreditors due to the negotiation on the accepted date under the said act as per theapplicable provisions of the law in respect to the extent of such parties have beenidentified on the basis of information collected by the Management. Further the companyhas not received intimation from every "suppliers" regarding their status underthe Micro Small and Medium Enterprises Development Act2006 and hence disclosure if anyrelating to amounts unpaid as at the year end together with interest paid/payable asrequired under the said Act have not been given.

ii We invite attention to Note 36 to the standalone financial statements with respectto Rs. 3526.73 Lakhs (Previous Year Rs. 3651.89 Lakhs) of trade receivable as at March 312019. As explained to us the Company is in discussion to expedite the recoverability ofthe above aforesaid outstanding amounts and believes that the entire amount is fullyrecoverable. Pending the ultimate outcome of such discussion relation to recovery of theamounts from the debtors no adjustments or provision have been considered necessary bythe management in these standalone financial statements in this regard. We have not beenprovided the basis of management estimate of recovery. We are unable to comment if anyof the extent of recoverability of above debtors. iii We invite attention to Note 37 thecompany has non complaince with section 135 as during the year company has underspent theamount towards Corporate social responsibility.

Our opinion is not qualified in respect of above 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 of India in terms of sub-section (11) of section 143 ofthe Actwe give in the "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

2 As required by Section 143(3) of the Act we further 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 appears from our examination of those books.

c. The Balance Sheet the Statement of Profit and Loss (including other comprehensiveincome) the Statement of Changes in Equity and the Statement of Cash Flows dealt with bythis report are in agreement with the books of account.

d. Except for the matter described in the Basis of other matters paragraphIn ouropinion the aforesaid standalone financial statements comply with applicable Ind ASspecified 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 March 312019 taken on record by the Board of Directors none of the directors is disqualified ason March 31 2019 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 on theadequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

g. With respect to the matter to be included in the Auditors' Report in accordance withthe requirements of section 197(16) as amended; In our opinion and according to theinformation and explanations given to us the remuneration paid by the Company to itsdirectors during the current year is in accordance with the provisions of Section 197 ofthe Act. The remuneration paid to any director is not in excess of the limit laid downunder Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed otherdetails under Section 197(16) which are required to be commented upon by us.

h. with respect to the other matters to be included in the Auditors' 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 financial statements – Refer Note 36 to the standalonefinancial statements;

(ii) The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts;

(iii) There has not been an occasion in case of the company during the year underreport to transfer any sums to the Investor Education and Protection Fund. The question ofdelay in transferring such sums does not arise.

For Amarnath Sharma & Co.
Chartered Accountants
Firm registration number: 100300W
Amarnath Sharma
Proprietor
Membership No.: 039579
Place: Mumbai
Date: May 30 2019

Annexure ‘A'

to the Independent Auditors' Report

(Referred to in paragraph 1 under "Report on Other Legal and RegulatoryRequirements" Section of our report of even date)

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

b. The Company has a program of verification to cover all the items of fixed assets ina phased manner which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. Pursuant to the program certain fixed assets werephysically verified by the management during the year. According to the information andexplanations given to us no material discrepancies were noticed on such verification.

c. According to the information and explanations given to us and the records examinedby us 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. In respect ofimmovable properties that have been taken on lease and disclosed as fixed assets in thestandalone financial statements the lease agreements are in the name of the Companywhere the Company is the lessee in the agreement.

ii. The inventory has been physically verified by the management at reasonableintervals during the year. In our opinion the frequency of such verification isreasonable. In respect of inventory lying with third parties these have substantiallybeen confirmed by them. According to the information and explanation provided to us thediscrepancies noticed on verification between the physical stocks and the book recordswere not material.

iii. a. The Company has granted loans to one company covered in the register maintainedunder section 189 of the Companies Act 2013. The terms and conditions of loan which inour opinion and according to the information and explanations given to us the terms andconditions are generally not prejudicial to the Company's interest.

b. As per information and explanation given to us the principal/interest amounts arerepayble on demand and there is no repayment schedule.

c. As per information and explanation given to us the principal/interest amounts arerepayble on demand and hence the amount has not overdue for more than 90 days. iv. In ouropinion and according to the information and explanations given to us and considering thelegal opinion taken by the Company on applicability of section 185 and section 186 of theCompanies Act 2013 and the Company has complied with the provisions of section 185 of theCompanies Act 2013. Further based on the information and explanations given to us beingan infrastructure company provision of section 186 of the Companies Act 2013 is notapplicable to the Company and hence not commented upon.

v. According to the information and explanation given to us the Company has notaccepted any deposits covered under section 73 to 76 of the Act or any other relevantprovisions of the Companies Act 2013 and the rules framed there under. Accordinglyclause 3(v) of the Order is not applicable. vi. We have broadly reviewed the cost recordsmaintained by the Company pursuant to the Companies (Cost Records and Audit) Rules 2014prescribed by the central government under section 148(1)(d) of the Companies Act 2013and are of the opinion that Prima Facie the prescribed accounts and cost records havebeen maintained. we have however not made a detailed examination of the cost recordswith a view to determine whether they are accurate or complete.

vii. According to the information and explanations given to us in respect of statutorydues: a. According to Information and explanation given to us undisputed statutory duesincluding Provident Fund Employees State Insurance Income Tax Sales Tax Wealth TaxService Tax Duty of Customs Duty of Excise Value added Tax Cess and other materialstatutory dues have generally regularly deposited with the appropriate authorities thoughthere has been a slight delay in a few cases.

b. According to the information and explanations provided to us no undisputed amountspayable in respect of Provident Fund Employees' State Insurance Income-Tax Service TaxSales-Tax Goods and Services Tax Duty of Custom Duty of Excise Value Added Tax Cessand Other Statutory Dues were outstanding at the year end for a period of more than sixmonths from the date they became payable.

Name of the Statute Nature of the Dues Period Remarks if any
Income Tax Act1961 Advance Tax 2018-19 Company has not paid advance tax for the FY 2018-19.

viii. In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of loans or borrowings to banks. The Companydid not have any outstanding loans or borrowings from financial institutions or governmentand there are no dues to debenture holders during the year.

ix. The company has not raised any money by way of initial public offer and furtherpublic offer (including debt instruments) during the year. Also the company has not raisednew term loans during the year. The term Loans outstanding at the beginning of the yearbeen applied for the purposes for which they were raised.

x. To the best of our knowledge and according to the information and explanations givento us no material fraud by the Company or on the Company by its officers or employees hasbeen noticed or reported during the course of our audit.

xi. In our opinion and according to the information and explanations given to us theCompany has not paid / provided any managerial remuneration during the year and hencereporting under clause 3 (xi) of the Order is not applicable.

xii. The Company is not a Nidhi Company and hence reporting under clause 3(xii) of theOrder is not applicable.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company all transactions with the related parties arein compliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the standalone financial statements as required by theapplicable 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. Accordingly paragraph 3(xiv) of the Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsDirectors or persons connected to its Directors and hence provisions of Section 192 of theAct 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.

For Amarnath Sharma & Co.
Chartered Accountants
Firm registration number: 100300W
Amarnath Sharma
Proprietor
Membership No.: 039579
Place: Mumbai
Date: May 30 2019

Annexure ‘B' to the Independent Auditors' Report

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSubsection 3 of Section 143 of the Companies Act 2013 (‘the Act')

We have audited the internal financial controls with accompanying standalone financialstatements of Oriental Veneer Products Limited ("the Company") which comprisethe Balance Sheet as at March 31 2019 in conjunction with our audit of the standalonefinancial statements of the Company for the year ended and as on 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 GuidanceNoteonAuditofInternalFinancialControlsOver Financial Reporting issued bythe Institute of Chartered Accountants of India (the ‘Guidance Note'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to Company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Act.

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 Standards on Auditing prescribed under Section 143(10) of the Act and theGuidance Note to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with the ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequateinternalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects. Our audit involves performingprocedures to obtain audit evidence about the adequacy of the internal financial controlssystem over financial reporting and their operating effectiveness. Our audit of internalfinancial controls over financial reporting included obtaining an understanding ofinternal financial controls 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 theauditors' judgment including the assessment of the risks of material misstatement of thestandalone 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 systemwith reference to standalone financial statements.

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 financial statements for external purposes in accordance withgenerally 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 standalonefinancial statements in accordance with generally accepted accounting principles and thatreceipts 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 standalonefinancial 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 controlsover 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 with reference to financial statements and such internalfinancial controls with reference to standalone financial statements were operatingeffectively as at March 31 2019 based on the internal control with reference tostandalone financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note issued by the ICAI.

For Amarnath Sharma & Co.
Chartered Accountants
Firm registration number: 100300W
Amarnath Sharma
Proprietor
Membership No.: 039579
Place: Mumbai
Date: May 30 2019