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Sahyadri Industries Ltd.

BSE: 532841 Sector: Industrials
NSE: N.A. ISIN Code: INE280H01015
BSE 00:00 | 22 Feb 166.30 1.85
(1.12%)
OPEN

166.70

HIGH

168.00

LOW

163.45

NSE 05:30 | 01 Jan Sahyadri Industries Ltd
OPEN 166.70
PREVIOUS CLOSE 164.45
VOLUME 9662
52-Week high 326.00
52-Week low 150.10
P/E 5.09
Mkt Cap.(Rs cr) 159
Buy Price 166.30
Buy Qty 500.00
Sell Price 167.45
Sell Qty 49.00
OPEN 166.70
CLOSE 164.45
VOLUME 9662
52-Week high 326.00
52-Week low 150.10
P/E 5.09
Mkt Cap.(Rs cr) 159
Buy Price 166.30
Buy Qty 500.00
Sell Price 167.45
Sell Qty 49.00

Sahyadri Industries Ltd. (SAHYADRIINDS) - Auditors Report

Company auditors report

INDEPENDENT AUDITOR’S REPORT

To

The Members of Sahyadri Industries Limited.

Report on the Ind AS Financial Statements

We have audited the accompanying financial statements of SAHYADRI INDUSTRIES LIMITED(the "Company") which comprise the Balance Sheet as at March 31 2018 theStatement of Profit and Loss (including Other Comprehensive Income) statement of changesin Equity the Cash Flow Statement for the year then ended and a summary of thesignificant accounting policies and other explanatory information (hereinafter referred toas Ind AS financial statements).

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated insub-section 5 of Section 134 of the Companies Act 2013 ("the Act") with respectto the preparation of these financial statements that give a true and fair view of thefinancial position financial performance(including other comprehensive income) changesin equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Act read with the Companies(Indian accounting standards) Rules2015 as amended from time to time. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting frauds and otherirregularities selection and application of appropriate accounting policies makingjudgments and estimates that are reasonable and prudent and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these Ind AS financial statements basedon 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 Ind AS financial statements in accordance with the Standardson Auditing issued by the Institute of Chartered Accountants of India as 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 Ind AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Ind AS financial statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe Ind AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal control relevant to the Company’spreparation of the Ind AS financial statements that give a true and fair view in order todesign audit 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 Ind AS financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2018 and its profit and other comprehensive income changes in equity andcash flows for the year ended on that date.

Other Matters

The comparative financial information of the company for the year ended 31st march2017and the transition date opening balance sheet as at 1st April 2016 included in thesefinancial statements are based on the previously issued statutory financial statementsfor the year ended 31st March 2017 and 31st march2016 prepared in accordance withcompanies(accounting standard) rules 2006 (as amended) which were audited by predecessorauditor who expressed an unmodified opinion vide reports dated 20th May 2017 and 11thMay 2016 respectively. The adjustments to those financial statements for the differencesin accounting principles adopted by the company on transition to the Ind AS have beenaudited by us.

Our opinion is not qualified in respect of these matters.

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 Section 143(11)of The Act we enclose in the Annexure A a statement on the matters specified inparagraphs 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 explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion proper books of accounts 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) statement of changes in equity and the Cash Flow Statement dealt with by thisReport are in agreement with the books of account.

(d) In our opinion the aforesaid Ind AS financial statements comply with the IndianAccounting Standards (Ind AS) specified under Section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended.

(e) On the basis of the written representations received from the Directors of theCompany as on March 31 2018 taken on record by the Board of Directors of the Companynone of the Directors of the Company are disqualified as on March 31 2018 from beingappointed as a Director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal controls over financial reporting ofthe Company and the operating effectiveness of such controls refer to our separate reportin ‘Annexure B’; and

(g) With respect to the other matters to be included in the Auditors’ 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:

1. The Company has disclosed the impact of pending litigations on its financialposition in its Ind AS financial statements as of March 31 2018;

2. Provision has been made in the Ind AS financial statements as required under theapplicable law or accounting standards for material foreseeable losses if any onlong-term contracts including derivatives contracts; and

3. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company;

For VIJAY KALERA & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REG. NO. 115160W
PLACE : PUNE
DATE : 30th MAY 2018 (CA VIJAY S. KALERA)
Proprietor
Membership No.049105

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT

(REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ON OTHER LEGAL AND

REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE)

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of the Property plant and equipment.

(b) As explained to us the Property plant and equipment were physically verifiedduring the year by the Management in accordance with a phased programme of verificationadopted by the Company which in our opinion is reasonable having regard to size of theCompany and nature of its business. According to the information and explanations given tous no material discrepancies were noticed on such verification.

(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/lease deeds of immovableproperties are held in the name of the Company.

(ii) As explained to us the inventories have been physically verified by the Managementduring the year at reasonable intervals and no material discrepancies were noticed on suchphysical verification.

(iii) The Company has not granted any loans secured or unsecured to the companiesfirms Limited Liability Partnerships or other parties covered in the register maintainedunder 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 loans investments made and guarantees given.

(v) The Company has not accepted any deposit from the public in accordance with theprovisions of sections 73 to 76 of the Act and rules framed there under.

(vi) We have broadly reviewed books of accounts maintained by the company pursuant tothe rules made by the Central Government for maintenance of cost records u/s 148(1) of theCompanies Act 2013 and are of the opinion that prima facie the prescribed records havebeen made and maintained. We have however not made a detailed examination of records witha view to determine whether they are accurate or complete.

(vii) (a) According to the information and explanations given to us and according tothe books and records as produced and examined by us in our opinion the Company isgenerally regular in depositing undisputed statutory dues including provident fundemployees’ state insurance Income Tax Sales Tax Value Added Tax Goods and servicetax Customs Duty Service Tax Excise Duty and other material statutory dues asapplicable to it with appropriate authorities.

(b) According to the information and explanations given to us during the year there areno undisputed amounts payable in respect of provident fund employees’ stateinsurance Income Tax Value Added Tax Goods and service tax Sales Tax Customs DutyService Tax Excise Duty and other material statutory dues which have remained outstandingas at 31st March 2018 for a period of more than six months from the date they becamepayable.

(c) According to the information and explanations given to us there are no dues ofIncome Tax provident fund employees’ state insurance Sales Tax Value Added TaxGoods and service tax Service Tax Customs Duty Excise Duty and other material statutorydues which have not been deposited with the appropriate authorities on account of anydispute other than those mentioned below:

Name of the statute Nature of Dues Amount Demanded (Rs. in lacs) Period to which the amount relates Forum where dispute is pending
Karnataka VAT Act VAT & CST 4.65 2007-08 Joint Commissioner of Commercial Taxes (Appeal) Banglore
Karnataka VAT Act VAT Interest & Penalty 10.60 2008-09 Joint Commissioner of Commercial Taxes (Appeal) Banglore
Kerala VAT Act VAT & Interest 9.16 2010-11 The Deputy Commissioner Appeals Ernakulam
Kerala VAT Act CST Interest & Penalty 0.60 2014-15 The Deputy Commissioner Appeals Ernakulam
Kerala VAT Act CST Interest & Penalty 2.69 2015-16 The Deputy Commissioner Appeals Ernakulam
West Bengal VAT Act VAT & Penalty 45.30 2007-08 West Bengal Commercial Taxes Appellate & Revisional Board Kolkata
West Bengal VAT Act CST Interest & Penalty 5.87 2013-14 Senior Joint Commissioner Medinipur
West Bengal VAT Act VAT Interest & Penalty 1.33 2014-15 Senior Joint Commissioner Medinipur
Gujarat VAT Act CST Interest & Penalty 85.35 2010-11 Joint Commissioner of Commercial tax Vadodara
Gujarat VAT Act VAT Interest & Penalty 1.52 2010-11 Joint Commissioner of Commercial tax Vadodara
Tamil Nadu VAT Act VAT Interest & Penalty 0.48 2007-08 The Joint Commissioner (CT) Salem Division
Tamil Nadu VAT Act VAT Interest & Penalty 152.95 2010-13 Appellate Tribunal Sales Tax Coimbatore
Gujarat VAT Act VAT Interest & Penalty 46.89 2011-12 Deputy commissioner of commercial tax(appeals).Ahmedabad
Maharashtra Sales Tax VAT Interest & Penalty 29.33 2010-11 Joint Commissioner of Sales Tax (Appeal) Pune
Maharashtra Sales Tax CST Interest & Penalty 39.78 2012-13 Joint Commissioner of Sales Tax (Appeal) Pune
Maharashtra Sales Tax CST Interest & Penalty 19.96 2012-13 Joint Commissioner of Sales Tax (Appeal) Pune
Central Excise Act Excise Dues 5.34 2012-13 CESTAT (Chennai)
Central Excise Act Excise Dues 8.86 2012-13 CESTAT (Chennai)
Central Excise Act Excise Dues 6.59 2010-13 CESTAT (Chennai)
Central Excise Act Excise Dues 4.96 2012-13 CESTAT (Chennai)
Central Excise Act Excise Dues 0.11 2012-13 CESTAT (Chennai)
Central Excise Act Excise Dues 0.02 2010-11 CESTAT (Chennai)
Central Excise Act Excise Dues 0.85 2011-13 CESTAT (Chennai)
Central Excise Act Excise Dues 26.26 2010-12 Commissioner of Central Excise (Appeals) Ahmedabad
Central Excise Act Excise Dues 27.40 2014-16 Assistant Commissioner of central tax Baramati
Central Excise Act Excise Dues 46.78 2014-15 to 2016-17 Assistant Commissioner of central tax Baramati
Central Excise Act Excise Dues 10.19 2007-2008 CESTAT (Chennai)

Amount deposited under dispute in respect of above demand totaling to Rs.75.75 lacs

(viii) According to the information and explanations provided to us the Company hasnot defaulted in repayment of dues to the banks. The Company did not have any outstandingdues to any financial institution or debentures holders during the year.

(ix) (a) The Company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year.

(b) The company has not availed or taken term loans from banks/ financial institutionsduring the year.

(x) According to the information and explanations given to us no instances of materialfraud on or by the Company has been noticed or reported during the course of our audit.

(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the 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 related parties are incompliance with Section 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the Ind AS financial statements as required by theapplicable Ind AS.

(xiv) According to information and explanations given to us and based on ourexamination of the balance sheet of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(xv) According to information and explanations given to us and based on our examinationof the records of the Company the Company has not entered into non-cash transactions withdirectors or persons connected with him as referred to in section 192 of Act. Accordinglyparagraph 3(xv) of the Order is not applicable.

(xvi) The Company is not required to be registered under Section 45-IA of the ReserveBank of India.

For VIJAY KALERA & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REG. NO. 115160W
PLACE : PUNE
DATE : 30th MAY 2018
(CA VIJAY S. KALERA)
Proprietor
Membership No.049105

ANNEXURE B

TO THE INDEPENDENT AUDITOR’S REPORT

(REFERRED TO IN PARAGRAPH 2(f) UNDER THE HEADING "REPORT ON OTHER LEGAL AND

REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE)

We have audited the internal financial controls over financial reporting of SAHYADRIINDUSTRIES LIMITED ("the Company") as of March 31 2018 in conjunction withour audit of the Ind AS financial statements of the Company for the year ended on thatdate.

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 (‘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 safeguardingof its 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 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 ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively 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 controlssystem over 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 March 31 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 VIJAY KALERA & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REG. NO. 115160W
PLACE : PUNE
DATE : 30th MAY 2018 (CA VIJAY S. KALERA)
Proprietor
Membership No.049105

Restriction on use

This certificate is addressed and provided to the members of the company solely for thepurpose of complying with the requirement of Listing Regulations and may not be suitablefor any other purpose. Accordingly we do not accept or assume any liability or any dutyof care for any other purpose or to any other person to whom this certificate is shown orinto whose hands it may come without our prior consent in writing.

For VIJAY KALERA & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REG. NO. 115160W
PLACE : PUNE
DATE : 30th MAY 2018 (CA VIJAY S. KALERA)
Proprietor
Membership No.049105