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Prime Industries Ltd.

BSE: 519299 Sector: Financials
NSE: N.A. ISIN Code: INE543F01028
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NSE 05:30 | 01 Jan Prime Industries Ltd
OPEN 0.73
PREVIOUS CLOSE 0.73
VOLUME 1130
52-Week high 0.76
52-Week low 0.65
P/E 1.52
Mkt Cap.(Rs cr) 1
Buy Price 0.73
Buy Qty 1100.00
Sell Price 0.73
Sell Qty 860.00
OPEN 0.73
CLOSE 0.73
VOLUME 1130
52-Week high 0.76
52-Week low 0.65
P/E 1.52
Mkt Cap.(Rs cr) 1
Buy Price 0.73
Buy Qty 1100.00
Sell Price 0.73
Sell Qty 860.00

Prime Industries Ltd. (PRIMEINDUSTRIES) - Auditors Report

Company auditors report

To

The Members of

Prime Industries Ltd

We have audited the financial statements of Prime Industries Limited ("theCompany") which comprise the balance sheet as at March 31 2019 and the statementof profit and loss (including other comprehensive income) the statement of changes inequity and the statement of cash flows for the year then ended and notes to the financialstatements including a summary of significant accounting policies and other explanatoryinformation.

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 theCompanies Act 2013 ("Act") in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards prescribed under section 133 ofthe Act read with the Companies (Indian Accounting Standards) rules 2015 as amended("IND AS') and other accounting principles generally accepted in India of the stateof affairs of the Company as at March 31 2019 and its profit total comprehensiveincome the changes 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 are further describedin the auditor’s responsibilities for the audit of the financial statements sectionof our report. We are independent of the Company in accordance with the code of ethicsissued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the rules made thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the code of ethics.Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion.

Key audit matters

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.

We have determined that there is no key audit matter to communicate in our report.

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 ReportCorporate Governance and Shareholder’s Information but does not include thefinancial statements and our auditor’s report thereon.

Our opinion on the financial statements does not cover the other information and we donot express any form of 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 financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. Since theother information has not been made available to us we shall no be able to comments onthis aspect.

Management’s responsibility for the financial statements

The Company’s board of directors is responsible for the matters stated in section134 (5) of the Act with respect to the preparation of these financial statements that givea true 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 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.

The board of directors are also responsible for overseeing the Company’s financialreporting process.

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 high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with (Standards on Auditing ('SAs') we exerciseprofessional judgment and maintain 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 financial control relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Companies Act 2013 we are also responsible for expressing our opinionon whether the company has adequate internal financial controls system in place and theoperating 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 concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany’s ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor’s report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor’s report. However future events or conditions may cause theCompany to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

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 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 financial statements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor’s report unless law orregulation 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.

Report on other legal and regulatory requirements

As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2013 we give in Annexure "A" a statement onthe matters specified in paragraphs 3 and 4 of the Order.

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 lossand other comprehensive incomethe statement of change in equity and the cash flow statement dealt with by this reportare in agreement with the books of account;

(d) In our opinion the aforesaid financial statements comply with the Indianaccounting Standard (Ind AS) specified under section 133 of the Act.

(e) On the basis of the written representations received from the directors as on March31 2019 taken on record by the board of directors none of the directors is disqualifiedas on 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 onthe adequacy and operating effectiveness of the Company’s internal financial controlsover financial 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 matters to be included in the Auditor’s Report inaccordance with Rule 11 of the

Companies (Audit and Auditors) Rules 2014 as amended in our opinion and to the bestof 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 financial statements - Refer Note 18 to the financial statements.

(ii) The Company did not have any outstanding long-term contracts including derivativecontracts as at 31 March 2019 for which there were any material foreseeable losses: and

(iii) There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For Sukhminder Singh & Co.
Chartered Accountants
FRN 016737N
Sd/-
Sukhminder Singh
Place: Ludhiana Partner.
Date: 30.05.2019 Membership No. 93100

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)

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

(b) Fixed assets have been physically verified by the management during the year atreasonable intervals and no material discrepancies were identified on such verification.

(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.

2. The inventory which are held in dematerialized/ physical form has been verified atreasonable intervals by the management and no material discrepancies were identified onsuch verification.

3. The Company has granted unsecured loans to one party covered in the registermaintained under section 189 of the Act.

a) In our opinion the rate of interest and other terms and conditions on which theloans had been granted to the parties covered in the register maintained under section 189of the Act were not prima facie prejudicial to the interest of the Company.

b) In the case of the loan granted to the parties covered in the registermaintained under section 189 of the Act the borrowers have been regular in the payment ofthe interest as stipulated. The terms of arrangements do not stipulate any repaymentschedule and loans are repayable on demand. Accordingly paragraph 3(iii)(b) of the Orderis not applicable to the Company in respect of the principal amount.

c) There are no overdue amounts in respect of the loans granted to the parties coveredin the register maintained under section 189 of the Act.

4. In our opinion and according to the information and explanation given to us theCompany has complied with the provisions of Section 185 read with section 186 and section186 of the Act with respect to the loans and advances made.

5. 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 of the Act or any other relevant provisions of the Act andthe rules framed thereunder with regard to deposits accepted from the public. We have beeninformed that no order has been passed by Company Law Board or National Company LawTribunal or Reserve Bank of India or any Court or any other Tribunal in this regard..

6. The Central Government has not prescribed the maintenance of cost records undersection 148(1) of the Act for any of the services rendered by the Company.

7. (a) According to the information and explanations given to us and on the basis ofour examination of the record of the Company the Company has generally been regular indepositing with appropriate authorities undisputed statutory dues including providentfund investor protection fund wealth tax GST employees’ state insurance incometax sales tax service tax duty of customs duty of excise value added tax cess andany other statutory dues applicable to it.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund investor protection fund wealth taxGSTemployees’ state insurance income tax sales tax wealth tax service tax dutyof customs duty of excise value added tax cess and any other statutory dues applicableto it were in arrears as at 31 March 2019 for a period of more than six months from thedate they became payable.

(b) According to the information and explanations given to us there are no dues ofincome tax sales tax service tax duty of customs duty of excise investor protectionfund wealth tax GSTand value added tax which have not been deposited on account of anydispute.

8. Based on our audit procedures and as per the information and explanations given bythe management we are of the opinion that the Company has not defaulted in repayment ofloans or borrowing to a financial institution bank or government .

9. The Company did not raise any money by way of initial public offer or further publicoffer (including debt instruments) and term loans during the year. Accordingly paragraph3(ix) of the Order is not applicable to the Company.

10. According to the information and explanations given to us no material fraud by theCompany or any fraud on the company by its officers or employees has been noticed orreported during the course of our audit.

11. 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 Act.

12. 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.

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 Companies Act 2013 where applicable and details ofsuch transactions have been disclosed in the financial statements as required by theapplicable accounting 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 share or fully or partly convertible debentures duringthe yearunder review and therefore the provisions of clause 3(xiv) of the Companies(Auditor's Report) Order2016 are not applicable to the Company.

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 him. Accordingly paragraph 3(xv) ofthe 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.

For Sukhminder Singh & Co.
Chartered Accountants
FRN 016737N
Sd/-
Sukhminder Singh
Place: Ludhiana Partner.
Date: 30.05.2019 Membership No. 93100

ANNEXURE B TO THE INDEPENDENT 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 PrimeIndustries Ltd (‘the Company’) as of 31 March 2019 in conjunction with ouraudit of the Ind AS financial statements of the Company for the year ended 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 Guidance Note on Audit of Internal Financial Controls over Financial Reporting('the Guidance Note') issued by the Institute of Chartered Accountants of India(‘ICAI). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company’spolicies the safeguarding of its assets the prevention and detection of frauds anderrors 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 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 onAuditing issued by ICAI and deemed to be prescribed under section 143(10) of theCompanies Act 2013 to the extent applicable to an audit of internal financial controlsboth applicable to an audit of Internal Financial Controls and both issued by theInstitute of Chartered Accountants of India. Those Standards and the Guidance Note requirethat we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting were established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system on 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 Ind AS 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of 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 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 authorizations of management and directors of the company; and

(3)provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company’s assets that could havea 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.

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 2019 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 Sukhminder Singh & Co.
Chartered Accountants
FRN 016737N
Sd/-
Sukhminder Singh
Place: Ludhiana Partner.
Date: 30.05.2019 Membership No. 93100