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Ramco Industries Ltd.

BSE: 532369 Sector: Industrials
NSE: RAMCOIND ISIN Code: INE614A01028
BSE 00:00 | 27 Feb 177.15 -5.70
(-3.12%)
OPEN

177.65

HIGH

184.15

LOW

176.10

NSE 00:00 | 27 Feb 177.80 -4.60
(-2.52%)
OPEN

182.35

HIGH

183.05

LOW

176.10

OPEN 177.65
PREVIOUS CLOSE 182.85
VOLUME 5137
52-Week high 220.15
52-Week low 160.00
P/E 23.10
Mkt Cap.(Rs cr) 1,536
Buy Price 177.15
Buy Qty 100.00
Sell Price 180.00
Sell Qty 180.00
OPEN 177.65
CLOSE 182.85
VOLUME 5137
52-Week high 220.15
52-Week low 160.00
P/E 23.10
Mkt Cap.(Rs cr) 1,536
Buy Price 177.15
Buy Qty 100.00
Sell Price 180.00
Sell Qty 180.00

Ramco Industries Ltd. (RAMCOIND) - Auditors Report

Company auditors report

To the Members of Ramco Industries Limited

Report on the Standalone Financial Statements

We have audited the accompanying Separate financial statements drawn inaccordance with the Indian Accounting Standards ("the Financial Statements") ofRamco Industries Limited ("the Company") which comprise the Balance Sheet as at31st March 2018 the Statement of Profit and Loss (including Other Comprehensive Income)Statement of Changes in Equity and the Statement of Cash Flow for the year ended on 31stMarch 2018 and a summary of significant accounting policies and other explanatoryinformation.

Management's Responsibility for the Separate Financial Statements

The Company's Board of Directors is responsible for the matters statedin Section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation and presentation of the Financial Statements that give a true and fair view ofthe financial position Financial Performance (including Other Comprehensive Income)Changes in Equity and Cash Flows of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance 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 of theFinancial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on the Separate FinancialStatements based on our audit. We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder. We conductedour audit of the Separate Financial Statements in accordance with the Standards onAuditing specified under Section 143(10) of the Act. Those standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the Separate Financial Statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence aboutthe amounts and the disclosures in the Separate Financial Statements. The proceduresselected depend on the auditor's judgment including the assessment of the risks ofmaterial misstatement of the Separate 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 Separate Financial Statements that give atrue 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'sDirectors as well as evaluating the overall presentation of the Separate FinancialStatements.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Separate Financial Statements.

Opinion

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid Separate ‘Financial Statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India including the IndianAccounting Standards of the state of affairs (financial position) of the Company as at31st March 2018 its Profit (financial performance including Other Comprehensive Income)Changes in Equity and its Cash Flows for the year ended on 31st March 2018.

Other Matters

The comparative financial information of the Company for the year endedMarch 31 2017 are based on the previously issued statutory financial statements jointlyaudited by M.S.Jagannathan & N.Krishnaswami Chartered Accountants and CNGSN &Associates LLP Chartered Accountants the predecessor auditors whose report for the yearended March 31 2017 dated 30th May 2017 expressed an unmodified opinion on thosefinancial statements.

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 of the Act we give in the "Annexure A" a statement on thematters specified in paragraphs 3 and 4 of the Order.

2) As required by Section 143 (3) of the Act we report that:

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Lossthe Statement ofCash Flow and Statement of Changes in Equity dealt with by this report are in agreementwith the books of account.

d) In our opinion the aforesaid Separate Financial Statements complywith the Indian Accounting Standards(lnd AS) specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014.

e) On the basis of the written representations received from theDirectors as on 31st March 2018 and taken on record by the Board of Directors none of theDirectors is disqualified as on 31st March 2018 from being appointed as a director interms of Section 164 (2) of the Act.

f) We have enclosed our separate report in "Annexure B"withrespect to the adequacy of the internal financial controls over financial reporting of theCompany and the operating effectiveness of such controls. Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous:

i. The details of the pending litigations and its impact on theFinancial Statements have been disclosed in Note No 37.2.1 to 37.2.11 of the‘Disclosures forming part of Separate Financial Statements' for the year ended 31stMarch 2018;

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

iii. There has been no delay in transferring amountsrequired to betransferred to the Investor Education and Protection Fund by the Company.

For M/s. Ramakrishna Raja and Co

Chartered Accountants

Firm Registration No. 005333S

M.VIJAYAN

Partner

Membership No. 026972

For M/s. S.R.S.V. & Associates Chartered Accountants FirmRegistration No. 015041S G. CHELLA KRISHNA Partner

Membership No. 210474 Place: Chennai Date : 24th May 2018

"ANNEXURE A" TO THE INDEPENDENT AUDITOR'S REPORT

Referred to in paragraph 1 under the heading ‘Report on OtherLegal & Regulatory Requirements' of our report of even date to

the Financial Statements of the Companyfor the year ended 31st March2018:

1) Fixed Assets

1.1 The Company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets.

1.2 The fixed assets were physically verified during the year by theManagement in accordance with the regular programme of verification which in our opinionprovides for physical verification of all fixed assets at reasonable intervals. Accordingto the information and explanations given to us no material discrepancies were noticedduring such verification.

1.3 According to the information and explanations given to us and onthe basis of our examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

2) Inventory

2.1 The Management has conducted the physical verification of inventoryat reasonable intervals.

2.2 The discrepancies noticed on verification between the physicalstocks and the book records were properly dealt with in the books of account and were notmaterial.

3) The Company has granted loan to a party listed in the Registermaintained under Section 189 of the Act. The maximum outstanding at any time during theyear was ' 511.04 Lakhs (PY: ' 511.04 Lakhs) and the amount outstanding as on 31st March2018 is ' 461.93 Lakhs (PY: ' 511.04 Lakhs).

3.1 In our opinion the terms and conditions on which the loan has beengranted to the party listed in the Register maintained under Section 189 of the Act arenot prejudicial to the interest of the Company.

3.2 The payment of the principal and the interest wherever applicableare regular.

3.3 There are no overdue amounts in respect of the loan granted to aparty listed in the Register maintained under Section 189 of the Act.

4) In our opinion and according to the information and explanationsgiven to us the Company has complied with the provisions of Section 185 and 186 of theAct in respect of loans investments guarantees and security.

5) The Company has not accepted any deposits from the public and hencethe directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76or any other relevant provisions of the Act and the Companies (Acceptance of Deposit)Rules 2015 with regard to the deposits accepted from the public are not applicable.

6) The company is maintaining the accounts and records which have beenspecified by the Central Government under Section 148(1) of the Act.

7) Undisputed and disputed taxes and duties

7.1 The Company is regular in depositing undisputed statutory duesincluding Provident Fund Employees State Insurance Income- Tax Sales tax Service TaxDuty of Customs Duty of Excise Value Added Tax Cess Goods and Services Tax and anyother statutory dues with the appropriate authorities. According to the information andexplanations given to us no undisputed amounts payable in respect of the above were inarrears as at 31st March 2018 for a period of more than six months from the date theybecame payable.

7.2 The disputed statutory dues aggregating to ' 3143.42 Lakhs (PY: '2945.81 Lakhs) that have not been deposited on account of matters pending beforeappropriate authorities are as under.

<td WIDTH=13% VALIGN=BOTTOM HEIGHT=18>

858.89

Name of the Statute Forum where dispute is pending

As at 31-03-2018

As at 31-03-2017

1 Income Tax Act Deputy Commissioner

313.72

75.23

Commissioner Appeal

672.59

761.76

High Court

796.05

432.85

Appellate Tribunal

615.19

2 Sales Tax
CST Assistant Commissioner

-

258.80

Assistant/Deputy/Joint Commissioner Appeal

11.32

10.42

Tribunal Court

-

3.77

Entry Tax Assistant/Deputy/Joint Commissioner Appeal

10.67

10.09

Sales Tax Act Appellate Authority

72.45

72.45

VAT Act Appellate Authority

-

-

Assistant/Deputy/Joint Commissioner Appeal

94.57

54.69

Tribunal Court

-

2.28

3 Central Excise Act and Cenvat Credit Rules Appellate Authority

75.35

14.31

Commissioner Appeal

132.56

41.33

4 Electricity Act High Court

348.95

348.95

Total

3143.42

2945.81

8) The Company has not defaulted in repayment of dues to FinancialInstitutions Banks Debenture holders or Government.

9) The Company did not raise any money by way of initial public offeror further public offer. The Company has raised term loans from Banks/Institutions duringthe year and the proceeds have been applied for the purposes for which they were raised.The Company has not issued any debentures during the year.

10) Based upon the audit procedures performed and the information andexplanations given by the management we report that no fraud by the Company or on theCompany by its officers or employees has been noticed or reported during the year.

11) According to the information and explanations given to us and basedon our examination of the records of the Company the Company has paid/provided formanagerial remuneration in accordance with the requisite approvals mandated by theprovisions of Section 197 read with Schedule V to the Act.

12) I n our opinion the Company is not a Nidhi Company. Therefore theprovisions of clause 3 (xii) of the Order are not applicable to the Company.

13) I n our opinion all transactions with the related parties are incompliance with Section 177 and 188 of Companies Act 2013 and the details have beendisclosed in the Financial Statements as required by the applicable Accounting Standards.

14) Based upon the audit procedures performed and the information andexplanations given by the Management the Company has not made any preferential allotmentor private placement of shares or fully or partly convertible debentures during the yearunder review. Accordingly the provisions of clause 3 (xiv) of the Order are notapplicable to the Company.

15) Based upon the audit procedures performed and the information andexplanations given by the Management the Company has not entered into any non-cashtransactions with Directors or persons connected with him. Accordingly the provisions ofclause 3 (xv) of the Order are not applicable to the Company.

16) I n our opinion the Company is not required to be registered underSection 45-IA of the Reserve Bank of India Act 1934 and accordingly the provisions ofclause 3 (xvi) of the Order are not applicable to the Company.

For M/s. Ramakrishna Raja and Co

Chartered Accountants

Firm Registration No. 005333S

M.VIJAYAN

Partner

Membership No. 026972

For M/s. S.R.S.V. & Associates Chartered Accountants FirmRegistration No. 015041S G. CHELLA KRISHNA Partner

Membership No. 210474 Place: Chennai Date : 24th May 2018

"ANNEXURE B" TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATEON THE SEPARATE FINANCIAL STATEMENTS PREPARED IN ACCORDANCE WITH INDIAN ACCOUNTINGSTANDARDS OF RAMCO INDUSTRIES LIMITED

Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financialreporting of Ramco Industries Limited ("the Company") as of 31st March 2018 inconjunction with our audit of the Financial Statements of the Company for the year endedon 31st March 2018.

Management's Responsibilityfor Internal Financial Controls

The Company's Management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial controls overFinancial Reporting issued by the Institute of Chartered Accountants of India(‘ICAI'). These responsibilities include the design implementation and maintenanceof adequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company's policiesthe safeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting ("the Guidance Note") and the Standards on Auditing issued by ICAIand deemed to be prescribed under Section 143(10) of the Companies

Act 2013 to the extent applicable to an audit of internal financialcontrols and both applicable to an audit of Internal financial controls and both issuedby the Institute of Chartered Accountants of India. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgement including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles.

A company's internal financial control over financial reportingincludes those policies and procedures that

(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of theCompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the Company arebeing made only in accordance with authorisations of Management and Directors of theCompany; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the Company's assets thatcould have a material effect on the Financial Statements.

Inherent Limitations of Internal Financial Controls over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion and to the best of our information and according to theexplanations given to us 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 31st March 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 M/s. Ramakrishna Raja and Co

Chartered Accountants

Firm Registration No. 005333S

M.VIJAYAN

Partner

Membership No. 026972

For M/s. S.R.S.V. & Associates Chartered Accountants FirmRegistration No. 015041S G. CHELLA KRISHNA Partner

Membership No. 210474 Place: Chennai Date : 24th May 2018