TheAnnexure referred to in independent auditors report to the members of the Company onthe standalone IND AS financial statements of Sadhana Nitro Chem Limited for the yearended 31st March 2018.We report that:
i) a) The company has generally maintained proper records showing full particularsincluding quantitative details and situation of property plant and equipment.
b) property plant and equipment have been physically verified by the Management duringthe year based on a phased programme of verifying all the assets over three years whichin our opinion is reasonable having regard to the size of the company and the nature ofits property plant and equipment. The discrepancies noticed on such verification were notmaterial and have been properly dealt with in the books of account.
c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company.
ii) The Management has conducted physical verification of inventory at reasonableintervals and no material discrepancies were noticed on physical verification.
iii) The Company has granted loan to a Company covered in the register maintained undersection 189 of the Companies Act 2013("theAct").
a) In our opinion the rate of interest and other terms and condition on which theloan had been granted to
the company listed in the register maintained under Section 189 of the Act was not prima facie
prejudicial to the interest of the Company.
b) The schedule of repayment of principal and payment of interest is not stipulated andin absence of such a schedule we are unable to comment on the regularity of therepayments or receipts of principal amounts and interest.
c) There are no overdue amounts in respect of the loan granted to a company covered inthe register
maintained under Section 189 of the Act.
iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto the loans and investments made. The Company has not provided any guarantees / security.
v) The Company has not accepted any deposits from the public.
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 records maintained by theCompany
pursuant to the Companies (Cost Records and Audit) Rules 2014 as amended prescribedby the Central Government under sub-section (1) of Section 148 of the Companies Act 2013and are of the opinion that prima facie the prescribed cost records have been made andmaintained. We have however not made a detailed examination of the cost records with aview to determine whether they are accurate or complete.
vii) According to the information and explanations given to us in respect of statutorydues:
a) There were delays by the Company in depositing undisputed statutory dues includingProvident Fund
Employees'State Insurance Income-tax Sales Tax Service Tax Customs Duty ExciseDuty Value Added Tax cess
and other material statutory dues applicable to it to the appropriate authorities.
b) There were no undisputed amounts payable in respect of Provident Fund Employees'State Insurance Income-tax Sales Tax Service Tax Customs Duty Excise Duty ValueAdded Tax cess and other material statutory dues in arrears as at March 312018 for aperiod of more than six months from the date they became payable.
c) According to the information and explanations given to us there are no dues ofincome tax sales-taxservice tax customs duty and cess which have not been deposited onaccount of any dispute except as given below:
|Name of Statue ||Nature of Dues ||Forum where dispute is pending ||Period to which the amount relates ||Amount involved (Rs) ||Amount Pending (Rs) |
|Maharashtra Value Added Tax Ad ||Maharashtra Value Added Tax Ad ||Maharashtra Value Added Tax Tribunal ||A.Y :2012-13 ||1248439/- ||698439/- |
|Income Tax Ad ||Income Tax ||Commissioner of Income Tax - Appeals Mumbai ||A.Y : 2014-15 ||55180/- ||55180/- |
viii) In our opinion and according to the information and explanations given to us theCompany has not defaulted in the repayment of loans or borrowings to financialinstitutions banks or government. The Company did not have any borrowings during the yearby way of debentures.
ix) According to the information and explanations given to us the Company has notraised any money by way of public issue or further public offer (including debtinstruments) during the year. The term loans raised by the company have been applied forthe purpose for which they were raised.
x) According to the information and explanations given to us no fraud by the Companyor on the Company by its officers or employees has been noticed or reported during theyear.
xi) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Companies Act.
xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.
xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the standalone Ind AS financial statements as requiredby the applicable accounting standards.
xiv) According to the information and explanations give to us and based on ourexamination 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 except of issue of sweatequity shares to a Director in accordance with the Issue o f
Sweat Equity Regulations 2002 issued by Securities and Exchange Board of India.
xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with them. Accordingly paragraph3(xv)ofthe Order is not applicable.
xvi) The Company is not required to be registered under section 45-IAof the ReserveBank of India Act 1934.
| ||For Chandrashekar Iyer & Co |
Chartered Accountants Firm Registration No: 114260W
|Place: Mumbai Date: April 30 2018 ||Chandrashekhar Iyer |
ANNEXURE "B" TO AUDITORS' REPORT
Referred to in paragraph 2(f) of our report of even date
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("theAct")
1. We have audited the internal financial controls overfinancial reporting of SadhanaNitro Chem Limitedfthe Company") as of March 312018 in conjunction with our audit ofthe standalone IND AS financial statements of the Company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
2. 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(Guidance Note) issued by the Institute of Chartered Accountants of India ('ICAI'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required underthe Companies Act 2013.
3. Our responsibility is to express an opinion on the Company's internal financialcontrols overfinancial 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.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system overfinancial reporting and their operatingeffectiveness. Our audit of internal financial controls overfinancial 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 whetherdue to fraud or error.
5. 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 systemoverfinancial reporting.
Meaning of Internal Financial Controls over Financial Reporting
6. A company's internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures 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
7. Because of the inherent limitations of internal financial controls overfinancialreporting 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 controloverfinancial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
8. In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsoverfinancial 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 Chandrashekar Iyer & Co
Chartered Accountants Firm Registration No: 114260W Chandrashekhar Iyer
Place: Mumbai Partner
Date: April 30 2018 Membership No.47723