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Senbo Industries Ltd.

BSE: 532021 Sector: Health care
NSE: N.A. ISIN Code: INE792C01010
BSE 00:00 | 01 Aug Senbo Industries Ltd
NSE 05:30 | 01 Jan Senbo Industries Ltd
OPEN 7.00
PREVIOUS CLOSE 7.00
VOLUME 31
52-Week high 7.71
52-Week low 6.99
P/E
Mkt Cap.(Rs cr) 8
Buy Price 7.35
Buy Qty 1.00
Sell Price 7.00
Sell Qty 12.00
OPEN 7.00
CLOSE 7.00
VOLUME 31
52-Week high 7.71
52-Week low 6.99
P/E
Mkt Cap.(Rs cr) 8
Buy Price 7.35
Buy Qty 1.00
Sell Price 7.00
Sell Qty 12.00

Senbo Industries Ltd. (SENBOINDS) - Auditors Report

Company auditors report

To the Members of Senbo Industries Limited

Kolkata

Report on the Audit of Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying standalone Ind AS financial statements of SenboIndustries Limited (" The Company") which comprise the Balance Sheet as atMarch 31

2019 the Statement of Profit and Loss (including Other Comprehensive Income) the CashFlow Statement and the Statement of Changes in Equity for the year then ended and asummary of Significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone Ind AS financial statements give the informationrequired by the Companies Act 2013 as amended ("the Act") in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2019its profit including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing (SAs)as specified under section 143 (10) of the Act. Ourresponsibilities under those Standards are further described in the `Auditor'sResponsibilities for the Audit of the Standalone Ind AS Financial Statements' section ofour report. We are independent of the Company in accordance with the `Code of Ethics'issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules there under and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our audit opinion on the standalone Ind AS financial statements.

Emphasis of Matter

We draw attention to

Note: 15 regarding loan convert into cumulative redeemable preference Share.

Note: 17 regarding Liabilities written back – Municipality Tax Khajna andreduction in rental income with retrospective effect from Ist April2016.

Note: 22 Regarding sharing of expenses with a group company resulting in reductionin expenditure with retrospective effect from Ist April 2016.

Note: 5e an investment property of the Company at Sonarpur has remained mortgagedas collateral security with a bank to secure the credit facilities of Senbo EngineeringLtd. a group company which had earlier provided substantial loans to the Company.However the said credit facilities taken from Oriental Bank of Commerce by SenboEngineering Limited have turned into Non Performing Asset on 31st January 2018 and noticedated 05.04.2019 was served by the Bench of NCLT.

Our opinion is not qualified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone Ind AS financial statements for the financialyear ended March 31 2019. These matters were addressed in the context of our audit of thestandalone Ind AS financial statements as a whole and in forming our opinion thereon andwe do not provide a separate opinion on these matters. For matter below our descriptionof how our audit addressed the matter is provided in that context. We have determined thematters described below to be the key audit matters to be communicated in our report. Wehave fulfilled the responsibilities described in the Auditor's responsibilities for theaudit of the standalone Ind AS financial statements section of our report including inrelation to these matters. Accordingly our audit included the performance of proceduresdesigned to respond to our assessment of the risks of material misstatement of thestandalone Ind AS financial statements. The results of our audit procedures including theprocedures performed to address the matters below provide the basis for our audit opinionon the accompanying standalone Ind AS financial statements.

Key audit matter

Refer Note: 16 on non-receipt of Party confirmations regarding Sundry Creditors Rs.63.59 lakhs.

How our audit addressed the key audit matter

Obtained an understanding of management's process and evaluated design and testedoperating effectiveness of controls.

Other Information

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the formation included in the Chairman's statement ManagingDirector's statement and the Director's Report including Annexures to the Director'sReport of the Annual Report of the Company but does not include the standalone Ind ASfinancial statements and our auditor's report thereon. Our opinion on the standalone IndAS financial statements does not cover the other information and we do not express anyform of assurance conclusion thereon. In connection with our audit of the standalone IndAS financial statements our responsibility is to read the other information and in doingso consider whether such other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

Responsibilities of Management and Those Charge with Governance for the Standalone IndAS Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone Ind AS financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error. In preparing the standalone Ind AS financial statements managementis responsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

Those charged with governance are also responsible for overseeing the Company'sfinancial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone Ind AS financial statements. As part of an audit inaccordance with SAs we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone Ind ASfinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriatein the circumstances. Under section 143(3)(i) of theAct we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls.

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

Evaluate the overall presentation structure and content of the standalone Ind ASfinancial statements including the disclosures and whether the standalone Ind ASfinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the standalone Ind AS financialstatements for the financial year ended March 31 2019 and are therefore the key auditmatters. We describe these matters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when in extremely rare circumstances wedetermine that a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.

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 givein "Annexure A" a Statement on the matters specified in Paragraphs 3& 4 of the Order to the extent applicable.

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 appears from our examination of those books.

c. The Balance Sheet the Statement of Profit & Loss including Other ComprehensiveIncome the Cash Flow Statement dealt and Statement of Changes in Equity dealt with bythis Report are in agreement with the books of account.

d. In our opinion the aforesaid IND AS financial statements comply with the IndianAccounting Standard (Ind AS) prescribed under section 133 of the Act;

e. On the basis of the written representations received from the Directors as on March31 2019 taken on record by the Board of Directors none of the Directors is disqualifiedas on March 31 2019 from being appointed as a Director in terms Section 164(2) of theAct.

f. With respect to the adequacy of internal financial controls over financial reportingof the Company and the operating effectiveness of such controls refer to our separatereport in "Annexure B"; and g. With respect to the other matters to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014 in our opinion and to the best of our information and according tothe explanations and certificate given to us:

i. The pending litigations of the Company would not have any impact on its financialposition. ii. The Company did not have any long-term contract including derivativecontract and as such no provision is required to be made for any likely material lossesarising there from. iii. The Company has never declared any dividend in its life time andtherefore there is no need to transfer any amount to the Investor Education andProtection Fund.

Place: Kolkata For Agrawal & Kothari
Date: 30.05.2019

Chartered Accountants

(Firm's Regn. No 323424E)

Sumit Agrawal - Partner
Membership No.: 058302

Companies (Auditor's Report) Order 2016 ANNEXURE "A" TO AUDITORS' REPORT

(Referred to in Paragraph 1 under the heading of ‘Report on Other Legal &Regulatory Requirements' of our Report)

1 In respect of its Fixed Assets:

a. The Company has updated its Fixed Assets Register to show full particulars includingquantitative details and situation of Fixed Assets left after sale of substantial Part ofPlant & Machinery during earlier years.

b. According to the information and explanations given to us the Fixed Assets werephysically verified by the management and no material discrepancies were noticed.

c. According to the information and explanation 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.

2 As explained to us the inventory has been physically verified by the management atthe year end. We understand that no material discrepancy was noticed during verification.

3 The Company has provided guarantee against loan taken by the a group company SenboEngineering Ltd the details of the same has been provided in the note- 5e to thefinancial statement apart from that no loans to parties covered in the Register maintainedunder section 189 of The Companies Act 2013 have been granted by the company.

4 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 & investments made.

5 On the basis of documents examined & information received we understand that theCompany has not accepted any deposits from the public in pursuance of sections 73 to 76 orany other relevant provisions of the Act.

6 According to information and explanations given to us the Central Government has notprescribed maintenance of cost records u/s 148 (1) of the Act for any product of theCompany.

7 In respect of Statutory dues:

a) According to the records of the Company there were no outstanding undisputed duesover 6 months which remained unpaid as on 31st March 2019; except in respectof TDS Rs. 65300/-.

b) According to the records of the Company the dues of income-tax sales-tax servicetax duty of custom duty of excise value added tax and cess on account of any disputeare as follows:

Name of Statute Nature of Dues Amount in (Rs.) Period to which Amount Relates Forum Where Dispute is Pending
Central Excise Assessment dues 1039548.00 2000-2001 Appeal Commissionerate Kolkata
Sales Tax Assessment dues 212575.00 2007-2008 Appeal Authority Sales Tax Kolkata

8 As per records produced before us the Company has not defaulted in payment of duesto any Financial Institution Bank and Government or debentures holders.

9 As per records produced before us the Company has not raised any moneys by way ofany public offer or term loans during the year. Accordingly paragraph 3(ix) of the Orderis not applicable.

10 According to the information and explanation given to us no material fraud by thecompany or on the company by its officers or employees has been noticed or reported duringthe course of our audit.

11 According to the information and explanation given to us Managerial remunerationhas been paid / provided in accordance with the requisite approvals mandated by theprovisions of section 197 read with Schedule V to the Companies Act except ratificationof remuneration of one whole-time Director in the ensuing Annual General Meeting.

12 In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly paragraph 3 (VII) of the Order is notapplicable.

13 According to the information and explanation given to us all transactions with therelated parties are in compliance with Section 177 and 188 of the Companies Act 2013where applicable and the details have been disclosed in the Financial Statements etc asrequired by the applicable accounting standards.

14 According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment / private placement of shares or fully / partly convertible debentures duringthe year under review.

15 According to the information and explanation given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransactions with directors or persons connected with them. Accordingly paragraph 3 (XV)of the Order is not applicable.

16 The Company is not required to be registered under Section 45-IA of the Reserve Bankof India Act 1934.

Place: Kolkata For Agrawal & Kothari
Date: 30.05.2019

Chartered Accountants

(Firm's Regn. No 323424E)

CA Sumit Agrawal -Partner
Membership No.: 058302

ANNEXURE "B" TO THE AUDITORS' REPORT

Report on Internal Financial Controls under Clause (i) of sub-section 3 of Section 143of the Companies Act 2013 (‘The Act')

We have audited the internal financial controls over financial reporting of SenboIndustries Limited ("the Company") as of 31 st March 2019 inconjunction with our audit of the standalone financial statements of the Company for theyear 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 (‘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 the

Company's policies the safeguarding of its assets the prevention and detection offruds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information 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 Controlsover Financial Reporting (The ‘Guidance Note') and the Standards on Auditing issuedby ICAI and deemed to be prescribed under Section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of Internal Financial Controls both applicable to anaudit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting were established andmaintained and if such controls operated effectively in all materials respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal controls system over financial reporting and their operating effectiveness.Our audit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditors' judgment including the assessment of the risk of materialmisstatement 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 control systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over reporting is a process designed to providereasonable assurance regarding the reliability of financial reporting and the preparationof financial statement 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 details 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 authorizations of theManagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of theCompany's assets that could have 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. Alsoprojections of any evaluation of the internal financial controls over financial reportingto future periods are subject to the risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that thedegree 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 31st March2018based on the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.

Place: Kolkata For Agrawal & Kothari
Date: 30.05.2019

Chartered Accountants

(Firm's Regn. No 323424E)

Sumit Agrawal - Partner
Membership No.: 058302