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Rane Brake Lining Ltd.

BSE: 532987 Sector: Auto
NSE: RBL ISIN Code: INE244J01017
BSE 00:00 | 25 Mar 605.80 -14.30
(-2.31%)
OPEN

607.00

HIGH

610.50

LOW

597.40

NSE 00:00 | 25 Mar 602.65 -16.40
(-2.65%)
OPEN

614.00

HIGH

615.00

LOW

597.05

OPEN 607.00
PREVIOUS CLOSE 620.10
VOLUME 553
52-Week high 1195.00
52-Week low 483.00
P/E 16.67
Mkt Cap.(Rs cr) 479
Buy Price 605.80
Buy Qty 1.00
Sell Price 608.70
Sell Qty 5.00
OPEN 607.00
CLOSE 620.10
VOLUME 553
52-Week high 1195.00
52-Week low 483.00
P/E 16.67
Mkt Cap.(Rs cr) 479
Buy Price 605.80
Buy Qty 1.00
Sell Price 608.70
Sell Qty 5.00

Rane Brake Lining Ltd. (RBL) - Auditors Report

Company auditors report

To

The Members

Rane Brake Lining Limited

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone financial statements of Rane Brake LiningLimited (‘the Company') which comprise the Balance Sheet as at 31 March 2018 theStatement of Profit and Loss (including Other Comprehensive Income) the Cash FlowStatement and the Statement of Changes in Equity for the year then ended and a summary ofthe significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone Ind AS financial statements that give a true and fair view of the Stateof Affairs (financial position) profit or loss (financial performance including othercomprehensive income) cash flows and changes in equity of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) prescribed under Section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgements and estimates that are reasonable and prudent; and designimplementation 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 standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility

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

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the standalone Ind AS financial statements are freefrom material misstatement. An audit involves performing procedures to obtain auditevidence about the amounts and the disclosures in the standalone Ind AS financialstatements. The procedures selected depend on the auditor's judgment including theassessment of the risks of material misstatement of the standalone Ind AS financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of thestandalone Ind AS financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of the accounting policies used and the reasonableness ofthe accounting estimates made by the Company's Directors as well as evaluating theoverall presentation of the standalone Ind AS financial statements. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for ouraudit opinion on the standalone Ind AS financial statements.

Opinion

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

Other Matters

The comparative financial information of the Company for the year ended 31 March 2017and the transition date opening balance sheet as at 01 April 2016 included in thesestandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements prepared in accordance with the Companies (Accounting Standards)Rules 2006 audited by us and our report for the year ended 31 March 2017 and 31 March2016 dated 17 May 2017 and 23 May 2016 respectively expressed an unmodifiedopinion on those standalone audited financial statements which have been restated tocomply with Ind AS. Adjustments to the said comparative financial information for thedifferences in Accounting Principles adopted by the Company on transition to the Ind AShave been audited by us.

Our opinion is not modified in respect of the 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 Act we give in the "Annexure A" a statement on the matters specified in theparagraph 3 and 4 of the Order to the extent applicable.

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

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books;

(c) The Balance Sheet the Statement of Profit and Loss (including Other ComprehensiveIncome) the Cash flow Statement and the Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account;

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under Section 133 of the Act;

(e) On the basis of the written representations received from the directors as on 31March 2018 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2018 from being appointed as a director in terms of Section164(2) of the Act; and

(f) with respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B".

(g) with respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements - Refer Note 38 to the standaloneInd AS financial statements;

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

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For VARMA & VARMA
Chartered Accountants
Firm Registration Number : 004532S
P R PRASANNA VARMA
Chennai Partner
13 April 2018 Membership Number : 025854

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT

REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING REPORT ON "OTHER LEGAL AND REGULATORYREQUIREMENTS" OF OUR INDEPENDENT AUDIT REPORT OF EVEN DATE ON THE STANDALONE IND ASFINANCIAL STATEMENTS OF RANE BRAKE LINING LIMITED FOR THE YEAR ENDED 31 MARCH 2018

(i) a. The company is maintaining proper records showing full particulars includingquantitative details and situation of fixed assets.

b. We are informed that fixed assets have been physically verified by the Management atreasonable intervals and that no material discrepancies were noticed on such verification.

c. According to the information and explanations given to us and based on theexamination of the records of the company and also having regard to the confirmationreceived from banks in respect of title deeds deposited with them wherever applicable andalso having regard to the legal opinion received in a case we report that the title deedsof immovable properties are held in the name of the company.

(ii) We are informed that the physical verification of inventory has been conducted bythe management at reasonable intervals and no material discrepancies were noticed on suchverification.

(iii) The Company has not granted any loans secured or unsecured to companies / firmsor other parties covered in the register maintained under section 189 of the CompaniesAct 2013 and hence the relative reporting requirements under Clause 4(iii) of the Orderis not commented upon.

(iv) According to the information and explanations given to us and based on the recordsof the company examined by us the company has not made any investments granted any loansor given any security or guarantee for which the provisions of section 185 and 186 of theAct are applicable.

(v) In our opinion and according to the information and explanations given to us thecompany has not accepted any deposit from the public during the year.

(vi) The maintenance of cost records has been specified by the Central Government undersection 148(1) of the Companies Act 2013. We have broadly reviewed the cost recordsmaintained by the Company pursuant to the Companies (Cost Records and Audit) Rules 2014as amended prescribed by the Central Government under sub-section (1) of Section 148 ofthe Companies Act 2013 and are of the opinion that prima facie the prescribed costrecords have been made and maintained. We have however not made a detailed examinationof the cost records with a view to determine whether they are accurate or complete.

(vii) a. As per the information and explanations furnished to us and according to ourexamination of the records of the Company the Company has been regular in depositing theundisputed statutory dues including provident fund employees state insurance income taxgoods and service tax sales tax service tax duty of customs duty of excise valueadded tax cess and other material statutory dues as applicable to the Company with theappropriate authorities during the year and no undisputed amounts in respect of materialstatutory dues were in arrears as at 31 March 2018 for a period of more than six monthsfrom the date they became payable.

b. According to the information and explanations given to us and based on the recordsof the Company examined by us the particulars of dues of income tax sales tax servicetax duty of customs duty of excise and value added tax that have not been deposited onaccount of any dispute as at 31 March 2018 are as follows:

Statute Nature of dues Amount (Rs. in crores) Period to which the amount relates Forum where the dispute is pending
Income Tax Act 1961 Income Tax 0.48 April 2000 to March 2002 April 2003 to March 2004 High Court of Judicature Madras
Income Tax Act 1961 Income Tax 0.74 April 2004 to March 2005 April 2006 to March 2008 Income Tax Appellate Tribunal Chennai
Income Tax Act 1961 Income Tax 2.60 April 2010 to March 2013 April 2014 to March 2015 Commissioner of income (Appeals) Chennai
Central Sales Tax Act 1956 Sales Tax 0.33 April 2004 to March 2005 April 2008 to March 2011 Sales Tax Appellate Tribunal Hyderabad
Central Sales Tax Act 1956 Sales Tax 0.01 April 2011 to March 2012 Joint Commissioner (CT)- II Hyderabad
Central Sales Tax Act 1956 Sales Tax 0.24 April 2008 to March 2009 and April 2011 to March 2012 Puducherry Value Added Tax Appellate Tribunal Puducherry
Central Sales Tax Act 1956 Sales Tax 0.01 April 2010 to March 2011 The Joint Commissioner of Sales Tax (Appeal) Pune
Puducherry Value Added Tax Act 2007 Sales Tax 0.01 April 2008 to March 2009 and April 2011 to March 2012 Puducherry Value Added Tax Appellate Tribunal Puducherry
Kerala Value Added Tax 2003 Sales Tax 0.03 April 2010 to March 2012 The Deputy Commissioner (Appeals-I) Ernakulam
Central Excise Act 1944 Excise Duty (including interest and penalty) 0.04 March 2009 to April 2010 Customs Excise And Service Tax Appellate Tribunal Chennai
Finance Act 1994 Service Tax (including interest and penalty 0.70 August 2002 to March 2004 April 2006 to March 2008 April 2010 to March 2011 and April 2016 to March 2017 Customs Excise And Service Tax Appellate Tribunal Chennai
Finance Act 1994 Service Tax (including interest and penalty) 0.20 July 2012 to March 2015 April 2015 to March 2017 Commissioner of Central Excise (Appeals) Chennai
Finance Act 1994 Service Tax (including interest and penalty) 0.27 February 2009 to March 2011 April 2015 to January 2016 Commissioner of Central Excise (Appeals) Puducherry

(viii) In our opinion and according to the information and explanations given to us andbased on the records of the Company examined by us the Company has not defaulted inrepayment of loans to banks. The Company has neither taken any loans or borrowings fromany financial institution or government during the year nor has it issued any debentures.

(ix) According to the information and explanations given to us and based on the recordsof the Company examined by us no monies were raised by way of initial public offer orfurther public offer (including debt instruments) or by way of term loans during the yearand hence relative reporting requirements under clause 3(ix) of the Order are notcommented upon.

(x) During the course of our examination of the books and records of the companycarried out in accordance with generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstances of material fraud by the company or on the company by its officers or employeeswhich has been noticed or reported during the year nor have we been informed of any suchcase by the management.

(xi) According to the information and explanations given to us and based on the recordsof the Company examined by us managerial remuneration has been paid or provided inaccordance with the requisite approvals mandated by the provisions of Section 197 readwith Schedule V to the Act.

(xii) The Company is not a Nidhi Company. Accordingly the reporting requirements underclause 3(xii) of the Order are not applicable.

(xiii) According to the information and explanations given to us and based on therecords of the Company examined by us transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and the details thereofhave been duly disclosed in Note 33 to the standalone Ind AS financial statements asrequired by the applicable accounting standard.

(xiv) According to the information and explanations given to us and based on therecords of the Company examined by us the company has not made any preferential allotment/ private placement of shares or fully or partially convertible debentures during the yearunder review and hence the requirements of Section 42 of the Act are not applicable.

(xv) According to the information and explanations given to us and based on the recordsof the Company examined by us the company has not entered into any non-cash transactionswith directors or persons connected with the directors. Accordingly the reportingrequirements under clause 3(xv) of the Order is not applicable.

(xvi) According to the information and explanations given to us and the records of theCompany examined by us the Company is not required to be registered under section 45-IAof the Reserve Bank of India Act 1934. Accordingly the reporting requirement underclause 3(xvi) of the Order is not applicable.

For VARMA & VARMA
Chartered Accountants
Firm Registration Number : 004532S
P R PRASANNA VARMA
Chennai Partner
13 April 2018 Membership Number : 025854

ANNEXURE ‘B' TO THE INDEPENDENT AUDITOR'S REPORT

REFERRED TO IN PARAGRAPH 2(f) UNDER THE HEADING "REPORT ON OTHER LEGAL ANDREGULATORY REQUIREMENTS" OF OUR INDEPENDENT AUDIT REPORT OF EVEN DATE ON THESTANDALONE IND AS FINANCIAL STATEMENTS OF RANE BRAKE LINING LIMITED FOR THE YEAR ENDED 31MARCH 2018

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 Rane BrakeLining Limited ("the Company") as of 31 March 2018 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

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

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a 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 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 VARMA & VARMA
Chartered Accountants
Firm Registration Number : 004532S
P R PRASANNA VARMA
Chennai Partner
13 April 2018 Membership Number : 025854