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Rajeswari Infrastructure Ltd.

BSE: 526823 Sector: Infrastructure
NSE: N.A. ISIN Code: INE016C01014
BSE 00:00 | 29 Jul Rajeswari Infrastructure Ltd
NSE 05:30 | 01 Jan Rajeswari Infrastructure Ltd
OPEN 8.44
PREVIOUS CLOSE 8.44
VOLUME 160
52-Week high 9.34
52-Week low 7.96
P/E 33.76
Mkt Cap.(Rs cr) 5
Buy Price 0.00
Buy Qty 0.00
Sell Price 8.44
Sell Qty 7340.00
OPEN 8.44
CLOSE 8.44
VOLUME 160
52-Week high 9.34
52-Week low 7.96
P/E 33.76
Mkt Cap.(Rs cr) 5
Buy Price 0.00
Buy Qty 0.00
Sell Price 8.44
Sell Qty 7340.00

Rajeswari Infrastructure Ltd. (RAJESWARIINFRA) - Auditors Report

Company auditors report

To the Members of RAJESWARI INFRASTRUCTURE LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of RAJESWARI INFRASTRUCTURELIMITED (“the company”) which comprise the Balance Sheet as at 31st March2018 and also the Statement of Profit and Loss for the year then ended and also the CashFlow Statement for the year then ended and a summary of significant accounting policiesand other explanatory information.

Management's Responsibility for the 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 and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation 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.

Auditors' Responsibility

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

We have taken into account the provisions of theAct the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under. We conducted our audit in accordancewith the 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 financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders 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 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 we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements read together with the notes thereon givethe information required by the Act in the manner so required and give a true and fairview in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 31 2018; and

(b) In the case of the Statement of Profit and Loss of the LOSS for the year ended onthat date;

( c) In the case of the Cash Flow Statement of the cash flows for the year ended onthat date.

Emphasis of Matter

We would like to invite notice to the following points though our opinion is notmodified/qualified:

1. Loss due to Floods: Due to floods in Chennai office situated at Ekattuthangalduring December 2015 main Plant and Machinery (Printing Division) and all computers andfurniture were lost and damaged beyond repair. The Printing Plant and Machinery weredamaged in full and due to disputes between the Insurance company and the financiers onlysettlement from Insurance company is accounted for in the books of account and the finalsettlement is under arbitration. The effect of the same could not be reflected in thebooks of account. However on confirmation from the Insurance Company the necessaryadjustments will be made in the books of account. Refer Note 6.6.

2. Loan settlement arrangements: The Company has entered into a Memorandum ofUnderstanding with the certain financial Institution for settlement of loan of Rs.899.20lakhs after 11 months by offering Block A of constructed property at Pallikaranai if theamount due is not settled within the agreed period. Since the eventuality has not happenedas at the closing of accounts the effect of the same could not be incorporated in thebooks of account. Interest has not been accounted as account is classified as NPA. ReferNote 6.5 and 15.2.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2015 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act and on the basis of such checks of the books and reports of the company as weconsidered appropriate we give in the Annexure a statement on the matters specified inparagraphs 3 and 4 of the Order.

2. As required by section 143(3) of theAct 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 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 and also the Cash Flow Statementdealt with by this Report are in agreement with the books of account; d. In our opinionthe Balance Sheet the Statement of Profit and Loss and also the Cash Flow Statementcomply with the Accounting Standards specified under Section 133 of the Act read withRule 7 of the Companies (Accounts) Rules 2014;

e. On the basis of written representations received from the directors as on March 312018 and 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 clause (g) ofsub-section (1) of section 164(2) of theAct.

f. With respect to the adequacy of the Internal Financial Controls over the financialreporting of the Branch 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.

a. The Company does not have any pending litigations which would impact its financialposition except those reported in our Annexure relating to Statutory Dues.

b. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

c. The requirement regarding transfer of amounts to Investor Education and ProtectionFund has been complied with by the Company.

For N SANKARAN & CO.
Chartered Accountants
Firm Registration No.003590S
Place: Chennai
(L.PATTABHIRAMAN FCA)
Dated: 30.05.2018
PARTNER
M.No.22023

“Annexure A” to Independent Auditors' Report

Referred to in paragraph 1 under the heading of “Report on Other Legal andRegulatory Requirements” of our audit report of even date to the Members RAJESWARIINFRASTRUCTURE LIMITED.

I. In respect of its Fixed assets:

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

b. The management during the year has physically verified all the assets and there is aregular programme of verification which in our opinion is reasonable having regard tothe size of the Company and the nature of its assets. No material discrepancies werenoticed on such verification.We have been informed that no serious discrepancy have beennoticed on such physical verification.

c. According to the records produced and according to the information and explanationsfurnished to us the title deeds of the immovable properties are in the name of theCompany and original title deed is held at Head Office.

Note: Kindly refer Note No. 11.1 of the financial statements with regard to Loss due toFloods.

II. In respect of its inventories:

a. According to the information and explanations given to us in respect of finishedgoods semi finished goods raw material stores and spares physical verification has beencarried out during the year by the management. In our opinion the frequency ofverification is reasonable.

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

c. On the basis of our examination of records of inventory in our opinion the Companyhas maintained proper records of inventory. The discrepancies noticed on physicalverification of inventory as compared to the book records were not material and have beenproperly dealt with in the books of accounts.

Note: Kindly refer Note No. 15.2 of the financial statements with regard to LoanSettlementArrangements with Financial Institutions.

III. In our opinion and according to the information and explanations given to us theCompany has neither granted nor taken any loans secured or unsecured to companies firmsor other parties covered in the register maintained under Section 189 of the Act.Accordingly clauses (iii) (a) & (b) of Paragraph 4 of the order are not applicable tothe Company for the current year.

IV. The Clause regarding loans investments and guarantees and security as perprovisions of section 185 & 186 of CompaniesAct 2013 is not applicable for theCompany. Kindly refer Note No.: 33 of the financial statements.

V. The Company has not accepted any deposits from the public within the meaning ofsections 73 to 76 of the CompaniesAct and the rules framed there under.

VI. In our opinion and according to the information and explanations given to us theCentral Government has not prescribed the maintenance of cost records for any productunder section 148(1) of the CompaniesAct.

VII. In respect of statutory dues a. According to the information and explanationsgiven to us and according to the books and records as produced and examined by us in ouropinion the undisputed statutory dues including provident fund investor education andprotection fund employees state insurance income-tax sales tax wealth tax servicetax customs duty excise duty cess and other material statutory dues as applicable havenot been regularly deposited by the Company during the year with the appropriateauthorities.

Undisputed statutory dues which are outstanding for more than six months as at the

Balance Sheet date are:

ServiceTax Rs.3850430.00
LuxuryTax Rs.4892348.00
TDS Rs.382838.00

b. According to the information and explanations given to us and according to the booksand records as produced and examined by us there were no cases of disputed income-taxsales tax wealth tax service tax customs duty excise duty cess there are no dueswhich have not been deposited as on 31st march 2018 other than on account of dispute asgiven below:

Sl. No Name of the Statute Nature of the Dues Amount (in lakhs) Period Forum where it is pending
1 The Income Tax Act 1961 Dispute regarding assessment of Income tax for the AY 2006-07 22.95* FY 2005-06
High Court
Chennai
Dispute regarding assessment of Income tax for the AY 2007-08 25.26* FY 2006-07

* Includes Rs.31.79 lakhs paid under protest

VIII. The company has defaulted in repayment of loans to a financial institution anddues to debenture holders.The period and the amount of default are reported as under:

Name of the Institution Amount of default as on Period of Default Remarks
31.3.2018
Religare Finvest Ltd. 89920339 More than 6 months Loan has been classified as NPA and interest not recognized in books. Block A of constructed property at Pallikaranai has been attached under MOU with the party on the condition of payment of 60% of the dues within 11 months ending Feb 2017 and a further moratorium period of 3 months.
Corporation Bank 12618781 More than 6 months Classified as NPA
Intec Ltd. 24991433 More than 6 months Loan taken for Printing Machinery. Machinery damaged in Floods and Insurance process initiated. Under dispute regarding coverage of insurance. Classified as NPA.
Kotak Mahindra Prime Ltd. 104214 Jul Sep 2016 Delayed payment
L&T Finance 118074 Aug 2015 - Mar 2016 Delayed payment

Note: In the case of NPA accounts entire Principal Overdue as on 31.03.2018 has beenincluded above.

IX. The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) and term loans during the year. Accordinglyparagraph 3 (ix) of the Order is not applicable. X. According to the information andexplanations given to us no material fraud by the Company or on the Company by itsofficers or employees has been noticed or reported during the course of our audit. XI.According to the information and explanations give to us and based on our examination ofthe records of the Company the Company has paid/provided for managerial remuneration inaccordance with the requisite approvals mandated by the provisions of section 197 readwith ScheduleV to theAct. XII. In our opinion and according to the information andexplanations given to us the Company is not a nidhi company. Accordingly paragraph3(xii) of the Order is not applicable. XIII.According to the information and explanationsgiven to us and based on our examination of the records of the Company transactions withthe related parties are in compliance with sections 177 and 188 of the Act whereapplicable and details of such transactions have been disclosed in the financialstatements as required by the applicable accounting standards. XIV.According to theinformation and explanations give to us and based on our examination of the records of theCompany the Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year. XV. According to theinformation and explanations given to us and based on our examination of the records ofthe Company the Company has not entered into non-cash transactions with directors orpersons connected with him. Accordingly paragraph 3(xv) of the Order is not applicable.XIV.The Company is not required to be registered under section 45-IA of the Reserve Bankof IndiaAct 1934.

For N SANKARAN & CO.
Place : Chennai
Chartered Accountants
Dated: 30.05.2018
Firm Registration No.003590S
(L.PATTABHIRAMAN FCA)
PARTNER
M.No.22023

“ANNEXURE B” TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN

DATE ON THE STANDALONE FINANCIAL STATEMENTS OF

RAJESWARI INFRASTRUCTURE LIMITED CHENNAI

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the CompaniesAct 2013 (“theAct”)

We have audited the internal financial controls over financial reporting of RAJESWARIINFRASTRUCTURE LIMITED Chennai as of March 31 2018 in conjunction with our audit ofthe standalone 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 Branch 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”. 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 corporation's policies the safeguarding of its assetsthe prevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the CompaniesAct2013.

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 FinancialControls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Branch's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

An internal financial control over financial reporting is a process designed to providereasonable assurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generally acceptedaccounting principles. An internal financial control over financial reporting includesthose 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 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 have amaterial 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 commensurate with the nature of the business of the Companyand operating effectively as at March 31 2018 based on “the internal control overfinancial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note onAudit of Internal FinancialControls Over Financial Reporting issued by the Institute of CharteredAccountants ofIndia”.

For N SANKARAN & CO.
Chartered Accountants
Firm Registration No.003590S
Place : Chennai
Date : 30.05.2018
(L.PATTABHIRAMAN FCA)
PARTNER
M.No.22023