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S Chand & Company Ltd.

BSE: 540497 Sector: Services
NSE: SCHAND ISIN Code: INE807K01035
BSE 00:00 | 20 Jul 360.40 0.40
(0.11%)
OPEN

358.20

HIGH

364.85

LOW

358.00

NSE 00:00 | 20 Jul 362.15 1.55
(0.43%)
OPEN

360.70

HIGH

363.70

LOW

356.00

OPEN 358.20
PREVIOUS CLOSE 360.00
VOLUME 1019
52-Week high 553.65
52-Week low 327.35
P/E 24.84
Mkt Cap.(Rs cr) 1,261
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 358.20
CLOSE 360.00
VOLUME 1019
52-Week high 553.65
52-Week low 327.35
P/E 24.84
Mkt Cap.(Rs cr) 1,261
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

S Chand & Company Ltd. (SCHAND) - Auditors Report

Company auditors report

To the Members of S Chand and Company Limited (Formerly S Chand and Company PrivateLimited)

Report on the Financial Statements

We have audited the accompanying standalone financial statements of S Chand and CompanyLimited (Formerly S Chand and Company Private Limited) ("the Company") whichcomprise the Balance Sheet as at 31 March 2017 the Statement of Profit and Loss and 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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance withaccounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014 and the Companies (Accounting Standards) Amendment Rules 2016. 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; andthe design implementation and maintenance of adequate internal financial control thatwere operating 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.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing issued by the Institute of CharteredAccountants of India as specified under section 143(10) of the Act. Those Standardsrequire that we comply with ethical

requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the 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 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 standalone financial statements. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion on thestandalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone 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 of the state of affairs of the Company as at 31March 2017 its profit and its cash flows for the year ended on that date.

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 1 a statement on the matters specified in paragraphs 3and 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 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 it appears from our examination of those books;

(c) The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014 and the Companies (Accounting Standards) Amendment Rules2016;

(e) On the basis of written representations received from the directors as on 31 March2017 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 March 2017 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 2" to this report;

(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 litigation on its financial positionin its standalone financial statement. Refer note 33 to the standalone financialstatements.

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

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

iv. The Company has provided requisite disclosures in Note 48 to these standalonefinancial statements as to the holding of Specified Bank Notes on November 8 2016 andDecember 30 2016 as well as dealings in Specified Bank Notes during the period fromNovember 8 2016 to December 30 2016. Based on our audit procedures and relying on themanagement representation regarding the holding and nature of cash transactions includingSpecified Bank Notes we report that these disclosures are in accordance with the books ofaccounts maintained by the Company and as produced to us by the Management.

ANNEXURE REFERRED TO IN PARAGRAPH [1] OF REPORT ON OTHER LEGAL AND REGULATORYREQUIREMENTS

(i) (a) The Company has maintained proper records showing

full particulars including quantitative details and situation of fixed assets.

(b) Fixed assets have been physically verified by the

management during the year and no material discrepancies were identified on suchverification.

(c) According to the information and explanations given by the management there are noimmovable properties included in property plant and equipment/ fixed assets of theCompany and accordingly the requirements under paragraph 3(i)(c) of the Order are notapplicable to the Company.

(ii) The management has conducted physical verification of inventory at reasonableintervals during the year. Discrepancies noted on physical verification of inventorieswere not material and have been properly dealt with in the books of accounts.

(iii) (a) The Company has granted loan to two companies covered in the registermaintained under section 189 of the Companies Act 2013. In our opinion and according tothe information and explanations given to us the terms and conditions of the loan are notprejudicial to the Company's interest.

(b) In respect of loan granted to companies covered in the register maintained undersection 189 of the Companies Act 2013 repayment of the principal amount and receipt ofinterest is as stipulated.

(c) There are no amounts of loans granted to companies firms or other parties listedin the register maintained

under section 189 of the Companies Act 2013 which are outstanding for more than ninetydays.

(iv) In our opinion and according to the information and explanations given to usprovisions of section 185 and 186 of the Companies Act 2013 in respect of loans toentities in which directors are interested and in respect of loans and advances giveninvestments made and guarantees given have been complied with by the Company.

(v) The Company has not accepted any deposits from the public.

(vi) To the best of our knowledge and as explained the Central Government has notspecified the maintenance of cost records under clause 148(1) of the Companies Act 2013for the products/services of the Company.

(vii) (a) Undisputed statutory dues including provident fund employees' stateinsurance sales-tax service tax value added tax custom duty cess and other materialstatutory dues have generally been regularly deposited with the appropriate authoritiesthough there has been a slight delay in case of income tax. The provisions relating dutyof excise is not applicable to the Company.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of income-tax provident fund employees' state insurance sales-taxservice tax value added tax custom duty cess and other undisputed statutory dues wereoutstanding at the period end for a period of more than six months from the date theybecame payable. The provisions relating to duty of excise is not applicable to theCompany.

(c) According to the records of the Company the dues outstanding of income-tax onaccount of any dispute are as follows:

Name of the Statute Nature of dues Amount (?) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income tax 30297622 A.Y 2004-05 Delhi High Court
Income Tax Act 1961 Income tax 4459354 A.Y 2005-06 Delhi High Court
Income Tax Act 1961 Income tax 1456060 A.Y 2006-07 Delhi High Court
Income Tax Act 1961 Income tax 3424588 A.Y 2007-08 Delhi High Court
Income Tax Act 1961 Income tax 15198906 A.Y 2007-08 ITAT
Income Tax Act 1961 Income tax 4163128 A.Y 2008-09 Delhi High Court
Income Tax Act 1961 Income tax 5338597 AY 2009-10 Delhi High Court
Income Tax Act 1961 Income tax 6628820 AY 2010-11 ITAT
Income Tax Act 1961 Income tax 8184960 AY 2011-12 ITAT
Income Tax Act 1961 Income tax 9997850 AY 2012-13 ITAT
Income Tax Act 1961 Income tax 3339530 AY 2013-14 CIT (A)
Income Tax Act 1961 Income tax 3093320 AY 2014-15 CIT (A)

(viii) In our opinion and according to information and

explanations given by the management the Company has not defaulted in repayment ofdues to a bank and financial institution. The Company does not have any dues to in respectof debenture holders or government.

(ix) In our opinion and according to information and explanations given by themanagement the Company has utilized the monies raised by way of term loans for thepurposes for which they were raised. The Company has not raised any money by way ofinitial public offer or further public offer or debt instruments.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management we report that no fraud on or by the officers and employees ofthe Company has been noticed or reported during the year.

(xi) According to the information and explanations given by the management themanagerial remuneration has been paid / provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

(xii) In our opinion and according to information and explanations given by themanagement the Company is not a nidhi company. Therefore the provisions of clause

3(xii) of the Order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and on an overallexamination of the balance sheet the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and hence reporting requirements under clause 3(xiv) are not applicable tothe Company and not commented upon.

(xv) According to the information and explanations given by the management the Companyhas not entered into any noncash transactions with directors or persons connected withhim.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For S. R. Batliboi & Associates LLP
ICAI Firm Registration Number: 101049W/E300004 Partner
Chartered Accountants Membership Number: 094941
Place of Signature: New Delhi
Date: 12 June 2017

ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF S CHAND AND COMPANY LIMTED (FORMERLY S CHAND AND COMPANY PRIVATE LIMTED)

Report on the Internal Financial Controls under Clause (i) of Subsection 3 of Section143 of the Companies Act 2013 ("the Act")

To the Members of S Chand and Company Limited (Formerly S Chand and Company PrivateLimited)

We have audited the internal financial controls over financial reporting of S Chand andCompany Limited (Formerly S Chand and Company Private Limited) ("the Company")as of 31 March 2017 in conjunction with our audit of the standalone financial statementsof 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 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 the Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditor's 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 as specified under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of Internal Financial Controls and bothissued by the Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with

ethical requirements and plan and perform the audit to obtain reasonable assuranceabout whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

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 internal financial controls system overfinancial reporting.

Meaning of Internal Financial Controls over Financial Reporting A company's internalfinancial control over financial reporting is a process designed to provide reasonableassurance regarding the reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with generally acceptedaccounting principles. A company's internal financial control over financial reportingincludes those policies and procedures that (1) pertain to the maintenance of recordsthat 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 financial reporting to future periods are subject to the riskthat the internal financial control over financial reporting may become inadequate becauseof changes in conditions or that the degree of compliance with the policies or proceduresmay 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 2017 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 S. R. Batliboi & Associates LLP
ICAI Firm Registration Number: 101049W/E300004 Partner
Chartered Accountants Membership Number: 094941
Place of Signature: New Delhi
Date: 12 June 2017