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RCL Retail Ltd.

BSE: 534708 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE892L01019
BSE 00:00 | 13 Aug RCL Retail Ltd
NSE 05:30 | 01 Jan RCL Retail Ltd
OPEN 13.20
PREVIOUS CLOSE 13.20
VOLUME 39000
52-Week high 15.50
52-Week low 8.42
P/E 77.65
Mkt Cap.(Rs cr) 16
Buy Price 0.00
Buy Qty 0.00
Sell Price 13.20
Sell Qty 18000.00
OPEN 13.20
CLOSE 13.20
VOLUME 39000
52-Week high 15.50
52-Week low 8.42
P/E 77.65
Mkt Cap.(Rs cr) 16
Buy Price 0.00
Buy Qty 0.00
Sell Price 13.20
Sell Qty 18000.00

RCL Retail Ltd. (RCLRETAIL) - Auditors Report

Company auditors report

TO THE MEMBERS OF M/s. RCL RETAIL LIMITED REPORT ON THE FINANCIAL STATEMENTS

We have audited the accompanying financial statements of M/S. RCL RETAIL LIMITED("the Company") which comprises of the Balance Sheet as at 31stMarch 2018 and the Statement of Profit and Loss for the year then ended and a summary ofSignificant accounting policies and other Explanatory Information.

MANAGEMENT'S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Company's Board of Directors is responsible for the matters in section 134(5) ofthe Companies Act 2013 ("the Act") with respect to the preparation of thesefinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income cash flows and changes in equity of theCompany in accordance with the Indian Accounting Standards specified under Section 133 ofthe Act read with Companies (Indian Accounting Standards) Rules 2015 as amended andother accounting principles generally accepted in India.

This responsibility also includes the maintenance of adequate accounting records inaccordance with the provision of the Act for safeguarding of the assets of the Company andfor preventing and detecting the frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of internal financialcontrol that were operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

AUDITORS' RESPONSIBILITY

Our responsibility is to express an opinion on these financial statements based on ouraudit. 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 and the Order issued under section143(11) of the Act.

We conducted our audit in accordance with the Standards on Auditing specified undersection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.

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 true and fair view in order to design audit procedures thatare appropriate in the circumstances but not for the purpose of expressing an opinion onwhether the Company has in place an adequate internal financial controls system overfinancial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of accounting policies used and the

reasonableness of the accounting estimates made by Company's Directors as well asevaluating the overall presentation of 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 give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

a) In the case of the Balance Sheet of the State of affairs of the Company as at 31stMarch 2018;

b) In the case of the Statement of Profit and Loss and Other Comprehensive Income ofthe profit of the Company for the year ended on that date; and

c) In the case of the Statement of Cash Flow of the cash flows of the company for theyear ended on that date.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors' Report) Order 2016 ('the Order') asamended issued by Central Government of India in terms of sub-section (11) of Section 143of the Act we give in the Annexure A a statement on the matters specified in paragraphs3 and 4 of the said Order.

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

(1) 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;

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

(3) The Balance Sheet the Statement of Profit and Loss including Other ComprehensiveIncome Statement of changes in Equity and the Cash Flow Statement dealt with by thisreport are in agreement with the books of account;

(4) In our opinion aforesaid financial statements comply with the Indian AccountingStandards specified under Section 133 of the Act.

(5) On the basis of written representation received from the directors as on 31stMarch 2018 and taken on record by the Board of Directors none of the directors isdisqualified as at 31st March 2018 from being appointed as a director in termsof Section 164(2) of the Act;

(6) 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 the Annexure B.

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

i. The Company does not have any pending litigations which will have any impact on itsfinancial position.

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

iii. There is no requirement for transferring funds to the Investor Education andProtection Fund by the Company.

Date: 05.07.2018 Place : Chennai For Kalyanasundaram &Co

Chartered Accountants SD/-

(K S RAGUNATHAN)

Designated Partner Member ship No.013827 Firm Reg. No. 001676S

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

As required by the Companies (Auditor's Report) Order 2016 ("the Order") asamended issued by the Central Government of India in terms of sub-section (11) of section143 of the Act and as specified we report below a statement on the matters specified inparagraphs 3 and 4 of the Order and as applicable for the Company for the year ended 31stMarch 2018:

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

The Fixed Assets have been physically verified by the management in a phased mannerdesigned to cover all the items over a period of five years which in our opinion isreasonable having regard to the size of the company and nature of its business. Pursuantto the program a portion of the fixed asset has been physically verified by themanagement during the year and no material discrepancies between the books records and thephysical fixed assets have been noticed.

2. As explained to us the inventories have been physically verified by the managementat reasonable intervals during the year. In our opinion the frequency of suchverification is reasonable having regard to the size of the Company and the nature of itsbusiness.

In our opinion and according to the information and explanations given to us there wasno material discrepancies noticed on physical verification of stocks as compared to bookrecords.

3. According to the information and explanations given to us during the current yearthe Company did not grant any loans secured or unsecured to companies firms or otherparties covered in the register maintained under Section 189 of the Act.

4. With reference to other loans and advances granted in the normal course of businessprovisions of Section 185 and 186 of the Companies Act 2013 have been complied with.

5. The Company has not accepted any deposits from the public.

6. As informed to us the maintenance of Cost Records has not been specified by theCentral Government under sub-section (1) of Section 148 of the Act in respect of theactivities carried on by the company.

7. According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company has been generally regularin depositing undisputed statutory dues including Provident Fund Employees StateInsurance Income-Tax Sales tax Service Tax Duty of Customs Duty of Excise Valueadded Tax Cess and any other statutory dues with the appropriate authorities. Accordingto the information and explanations given to us no undisputed amounts payable in respectof the above were in arrears as at March 31 2018 for a period of more than six monthsfrom the date on when they become payable.

According to the information and explanation given to us there are dues amounting toRs. 187002/- towards Income Tax.

8. Based on the general examination of the Balance Sheet the Company has not borrowedany loans or effected any borrowings from any Non-Banking Financial Institution Bank andGovernment or through Debentures. Hence no report is made on the default (if any) on therepayment of such dues.

9. Based upon the audit procedures performed and the information and explanations givenby the management the company has not raised moneys by way of initial public offer orfurther public offer including debt instruments or through Term Loans.

10. Based upon the audit procedures performed and the information and explanationsgiven by the management we report that no fraud by the Company or on the company by itsofficers or employees has been noticed or reported during the year.

11. In our opinion and according to the information and explanations given to us theCompany has paid/provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the Act.

12. In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 4 (xii) of the Order are not applicable to the Company.

13. In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards.

14. Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year underreview. Accordingly the provisions of clause 3 (xiv) of the Order are not applicable tothe Company and hence not commented upon.

15. Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or persons connected with him. Accordingly the provisions of clause 3 (xv) ofthe Order are not applicable to the Company and hence not commented upon.

16. In our opinion the company is not required to be registered under section 45 IA ofthe Reserve Bank of India Act 1934 and accordingly the provisions of clause 3 (xvi) ofthe Order are not applicable to the Company and hence not commented upon.

Date: 05.07.2018 Place : Chennai For Kalyanasundaram &Co

Chartered Accountants SD/-

(K S RAGUNATHAN)

Designated Partner Member ship No.013827 Firm Reg. No. 001676S

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

We have audited the internal financial controls over financial reporting of M/S. RCLRETAIL PVT LTD ("the company") as of March 31 2018 in conjunction with ouraudit of 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.These responsibilities include the design implementation of adequate internal financialcontrols that were operating effectively for ensuring the orderly and efficient conduct ofits business including adherence to the company's policies the safeguarding its assetsthe prevention and detection of frauds and errors the accuracy and completeness ofaccounting records and the timely preparation of reliable financial information asrequired 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 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 these 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 payments of the company are being made only inaccordance with authorizations of management and directors of the company.

(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could havematerial effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal control over financial reportingincluding the possibility of collusion or improper management override of controlsmaterial misstatements due to error or fraud may occur and not be detected. Alsoprojections of any evaluation of the internal financial controls over financial reportingto future periods are subjected to the risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that degreeof compliance with the policies or procedures may deteriorate.

OPINION

In our Opinion to the best of our information and according to the explanations givento us the company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2017 based on the internal controlover financial reporting criteria established by the company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

Date: 05.07.2018 Place : Chennai For Kalyanasundaram &Co

Chartered Accountants SD/-

(K S RAGUNATHAN)

Designated Partner Member ship No.013827 Firm Reg. No. 001676S