THE MEMBERS OF SAMPRE NUTRITIONS LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of SAMPRE NUTRITIONS LIMITED("the company") which comprise the Balance Sheet as at 31st March 2017 theStatement of Profit and Loss the Cash Flow Statement for the year then ended and asummary of significant 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 and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of 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.
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 there under.
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. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe 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.
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 March312017;
b) in the case of the Statement of Profit and Loss of the profit for the year ended onthat date; and
c) in the case of the Cash Flow Statement of the cash flows for the year ended on thatdate. Report on other Legal and Regulatory Requirements
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 given in the Annexure a statement on the matters specified in the paragraph 3and 4 of the order to the extent applicable.
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 appears from our examination of those books.
c) the Balance Sheet the Statement of Profit and Loss and Cash Flow Statement dealtwith by this Report are in agreement with the books of account.
d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.
e) On the basis of written representations received from the directors as on 31 March2017 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2017 from being appointed as a director in terms of Section 164(2) of theAct.
f) With respect to the other matters included in the Auditor's Report and to our bestof our information and according to the explanations given to us :
i. The Company does not have any pending litigations which would impact its financialposition
ii. Company did not have any long-term contracts including derivatives contracts forwhich there were any material foreseeable losses
iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.
iv. The Company has provided requisite disclosure in of it's financial statements as toholding as well as dealing in Specified Bank Notes (SBN's) during the period from 8thNovember 2016 to 30th December2016 and these are in accordance with the booksof accounts maintained by the Company.
For R R K & Associates
Chartered Accountants FRN No. 09785S
R. Radha Krishna
Date : 29-05-2017 Place : Hyderabad
To The Independent Auditor's Report (This is the Annexure referred to in our Report ofeven date)
a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b. All fixed assets have been physically verified by the Management during the year inour opinion is reasonable having regard to the size of the Company and the nature of it'sAssets. No material discrepancies were noticed on such verification.
c. According to the information and explanations given to us all the title deeds ofimmovable properties are held in the name of the company.
a. The Management has conducted physical verification of inventory at reasonableintervals during the year.
b. The procedures of physical verification of inventory followed by the management arereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.
c. The Company is maintaining proper records of inventory and no material discrepancieswere noticed on physical verification.
a. The Company has granted unsecured Advances to the parties covered in the registermaintained under section 189 of the Companies Act 2013.
b. The terms of the loans granted above are not prejudicial to the interest of thecompany and repayments including interest thereon have been regular according to theschedule as stipulated there under.
iv. The Company has been complied with provisions of section 185 and 186 of theCompanies Act 2013 wherever applicable in respect of loans investments guarantees andsecurity.
v. The Company has not accepted any deposits from the public.
vi. We have broadly reviewed the cost records maintained by the Company pursuant to therules made by the Central Government under section 148(1) of the companies Act 2013 andare of the opinion that prima facie the prescribed accounts and records have been madeand maintained. We have however not made a detailed examination of these records with aview to determine whether they are accurate or complete.
a. According to the records provided to us the Company is regular in depositingundisputed statutory dues including Income Tax Sales Tax Wealth Tax Service Tax CustomDuty Excise Duty Cess and any other statutory dues applicable to it with appropriateauthorities and according to the information and explanations given to us no undisputedamounts payable in respect of Income- tax Sales-tax Wealth-tax Service Tax CustomsDuty Excise Duty and Cess were in arrears as at 31st March 2017 for a period of morethan six months from the date they became payable.
b. According to the records of the Company and on the basis of the information andexplanations given to us except for below mentioned there are no dues in respect of VATService Tax Duty of Excise Income Tax customs duty wealth tax that have not beendeposited with the appropriate authorities on account of any dispute.
|Name of the Statute ||Nature of the Dues ||Amount Rs. ||Period to relates ||Forum where pending |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty Rs.7445614/- & Penalty of Rs.7445614/-. ||From April-2007 To March-2011 ||CESTAT Bangalore Final Order no: 20533-20535/2014 dated: 7/4/2014. Remand back to Commissioner (Appeals)- Attended PH during June-2015. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty Rs.2003700/- & Penalty of Rs.6000000/-. ||From April-2011 To January-2012. ||CESTATBangaloreOIA 42/2013 submitted on 31-01-2014 Remand back to Commissioner of Central Excise Appeals. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty of Rs.2183993/- and Penalty of Rs.200000/-. ||From February-2012 To September-2012. ||Remand back to Commissioner of Central Excise Appeals O.R.No.34/2013. Attended PH during June-2015. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty of Rs.1005000/-. ||From September- 2012-March 2013. ||Remand back to Commissioner of Central Excise Appeals. Attended PH during June-2015. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on Freebies Paid Rs. 6349974/-. ||From June-2008 To January-2013 ||Commissioner of Central Excise O.R.No.127/2013.Dated:02.07.201 3 appeal filed on 22.12.2014. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on Freebies Paid Rs. 1154946/-. ||From January- 2013-Dec 2013 ||CESTAT Bangalore SCN:40/2014 issued 03-03-2014.Appeal filed on 24.07.2015 |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on Freebies Payable Rs.9596005/-. ||From Apr-2014- Dec 2014 ||O.R.No.101/2015-Adjn (Commr.) (C.E.) O.I.O No.HYD-EXCUS-004- COM-041-15-16 Dated: 15.10.2015. Appeal Filed on 11.02.2016. |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on Freebies Payable Rs.25186222/ ||From Apr-2014- Dec 2014 ||O.I.O No.HYD-EXCUS-0004-COM- 017-15-16 Dated: 24.06.2015. Appeal Filed on 08.10.2015 |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on PME Case Rs.21209684/- ||From Jan- 2015 Oct 2015 ||CESTAT |
|Central Excise Act 1944 ||Excise Duty ||Excise Duty on Valuation for Rs.8623672/- ||F.Y.2010-11 ||DGCEI |
|Income Tax Act 1961 ||Income Tax ||Rs.42 Lakhs ||A.Y.2005-06 ||CIT (A) Circle 3(1) Hyderabad |
viii. The Company has not defaulted in repayment of loans or borrowings to thefinancial institutions or banks or government or dues to debenture holders.
ix. In our opinion Term Loans were applied for the purpose for which the said loanswere obtained.
x. As per the checks carried out by us no fraud on or by the company has been noticedor reported during the year under report.
xi. According to the records of the Company and on the basis of the information andexplanations given to us managerial remuneration has been paid or provided in accordancewith the requisite approvals mandated by the provisions of section 197 read with scheduleV of the Companies Act 2013.
xii. The Company is not a Nidhi Company.
xiii. In our opinion and according to the information and explanations given to usall transactions 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 FinancialStatements etc. as required by the applicable accounting standards;
xiv. In our opinion and according to the information and explanations given to us thecompany has not made any preferential allotment or private placement of shares or fully orpartly convertible debentures during the year under review.
xv. In our opinion and according to the information and explanations given to us thecompany has not entered into any non-cash transactions with directors or persons connectedwith him.
xvi. The company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For RRK & Associates
Chartered Accountants FRN No.09785S
Date : 29-05-2017
Place : Hyderabad
Annexure - B to the Independent Auditor's Report
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 SampreNutritions Ltd ("the Company") as of 31 March 2017 in conjunction with our auditof the standalone 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 Reportingissued by the Institute of Chartered Accountants of India ('ICAI'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to 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.
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 judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our audit opinion on the Company's internal financial controls system overfinancial 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 of records that in reasonable detail accuratelyand fairly 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 expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and (3) providereasonable assurance regarding prevention or timely detection of unauthorised acquisitionuse or disposition of the company's assets that could have a material effect on thefinancial 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.
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 RRK & Associates
Chartered Accountants Firm Registration No. 09785S
Date : 29-05-2017
Place : Hyderabad