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Shiva Cement Ltd.

BSE: 532323 Sector: Industrials
NSE: N.A. ISIN Code: INE555C01029
BSE 15:41 | 17 Sep 9.75 -0.05
(-0.51%)
OPEN

9.74

HIGH

9.94

LOW

9.55

NSE 05:30 | 01 Jan Shiva Cement Ltd
OPEN 9.74
PREVIOUS CLOSE 9.80
VOLUME 121383
52-Week high 22.50
52-Week low 6.25
P/E
Mkt Cap.(Rs cr) 190
Buy Price 9.75
Buy Qty 1490.00
Sell Price 9.93
Sell Qty 650.00
OPEN 9.74
CLOSE 9.80
VOLUME 121383
52-Week high 22.50
52-Week low 6.25
P/E
Mkt Cap.(Rs cr) 190
Buy Price 9.75
Buy Qty 1490.00
Sell Price 9.93
Sell Qty 650.00

Shiva Cement Ltd. (SHIVACEMENT) - Auditors Report

Company auditors report

To

The Members of SHIVA CEMENT LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of Shiva CementLimited ("the Company") which comprise the Balance Sheet as at March 312018and the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows for the year then endedand a summary of the significant accounting policies and other explanatory information.

Management's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in sub-section 5of Section 134 of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone Ind AS financial statements that give a true and fair viewof the financial position financial performance including other comprehensive incomecash flows and changes in equity of the Company in accordance with the Indian AccountingStandards (Ind AS) prescribed under section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended and other accounting principles generallyaccepted in India.

This responsibility also includes maintenance of adequate accounting records inaccordance withthe provisions of the Act for safeguarding of the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies;making judgments and estimates that are reasonable andprudent; and the design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalone IndAS financial statements that give a true and fair view and are free from materialmisstatementwhether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone Ind AS financialstatements based on our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made there under and the Orderunder sub-section 11 of Section 143 of the Act.

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under sub-section 10 of Section 143 of the Act. ThoseStandards require that we comply with ethical requirements and plan and perform the auditto obtain reasonable assurance about whether the standalone Ind AS financial statementsare free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone Ind AS financial statements. The procedures selected dependon the auditor's judgment including the assessment of the risks of material misstatementof the standalone Ind AS financial statements whether due to fraud or error. In makingthose risk assessments the auditor considers internal financial controls relevant to theCompany's preparation of the standalone Ind AS

financial 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 the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the standalone Ind AS financial statements.

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

Opinion

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 Act in the manner so required and give a true and fair view in conformitywith the accounting principles generally accepted in India of the state of affairs of theCompany as at March 31 2018 and its loss total comprehensive incomethe changes inequity andits cash flows for the year ended on that date.

Other Matter

The comparative financial information of the Company for the year ended March 31 2017and the transition date opening balance sheet as at April 1 2016 included in theseStandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements prepared in accordance with the Companies (Accounting Standards)Rules 2006 audited by predecessor auditor whose report for the year ended March 31 2017and March 31 2016 dated April 22 2017 and May 30 2016 respectively expressed anqualified opinion on those Standalone financial statements as adjusted for thedifferences in the accounting principles adopted by the Company on transition to the IndAS which have been audited by us.

Our opinion is not modified in respect of above matter

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 subsection 11 of Section 143 of theAct we give in the "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order.

2. As required by sub-section 3 of Section 143 of the Act based on our audit we reportthat:

(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 it appears from our examination of those books.

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

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under Section 133 of the Act.

(e) On the basis of written representations received from the directors of the Companyas on March 31 2018 taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2018 from being appointed as a director in terms ofsub-section 2 of Section 164 of the Act.

(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 B" to this report. Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting.

(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 as amended in our opinion and to the best of our informationand according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone Ind AS financial statements -Refer Note 31(a) of thes tandaloneInd AS financial statements;

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts. The companyhas not entered into any derivative contracts during the year; and

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

Report in accordance with Rule 11 of the Companies (Audit and

For SHAH GUPTA & CO.

Chartered Accountants

Firm Registration No.: 109574W

sd/-

Vipul K Choksi

Place: Mumbai

Partner

Date: 21st April 2018

M. No.37606

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements'section of our report to the Members of Shiva Cement Limited of even date)

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.

(b) The Company has a program of verification to cover all the items of fixed assets ina phased manner which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. Pursuant to the program certain fixed assets werephysically verified by the management during the year.

According to the information and explanations given to us no material discrepancieswere noticed on such verification.

(c) According to the information and explanations given to us the records examined byus and based on the examination of the conveyance deeds provided to us we report thatthe title deeds comprising all the immovable properties of land and buildings which arefreehold are held in the name of the Company as at the balance sheet date. In respect ofimmovable properties of land that have been taken on lease and disclosed as fixed assetsin the standalone Ind AS financial statements the lease agreements are in the name of theCompany.

(ii) The inventory has been physically verified by the Company at reasonable intervalsduring the year. In our opinion the frequency of such verification is reasonable.Thediscrepancies noticed on verification between the physical stocks and the book recordswere not material.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under Section 189 of theAct. Accordingly reporting under the provisions of clause 3 (iii) (a) (b) and (c) of theOrder are not applicable.

(iv) In our opinion and according to the information and explanations given to usthere are no loans investments guarantees and securities granted in respect of whichprovisions of Section 185 and 186 of the Act are applicable and hence reporting underparagraph 3 (iv) of the Order is not applicable.

(v) In our opinion and according to the information and explanations given to us inrespect of deposits accepted directives issued by the Reserve Bank of India and theprovisions of section 73 to 76 or any other relevant provisions of the Companies Act2013 and the rules framed there under to the extent applicable have been complied with.

(vi) The maintenance of cost records has been specified by the Central Government underSection 148 of the Act. We have broadly reviewed the records maintained by the Companypursuant to the rules prescribed by the Central Government for maintenance of cost recordsunder sub-section 1 of Section 148 of the Act and are of the opinion that prima faciethe prescribed cost records have been made and maintained. We have however not requiredto make a detailed examination of the cost records with a view to determine whether theyare accurate or complete.

(vii) (a) According to the information and explanations given to us and the records ofthe company examined by us in our opinion the Company is regular in depositing with theappropriate authorities undisputed statutory dues including provident fund employees'state insurance income tax sales-tax service tax goods and service tax duty ofcustoms duty of excise value added tax cess and other material statutory duesapplicable to it. According to information and explanations given to us the undisputedamounts payable which were outstanding at the year end for a period of more than sixmonths from the date are as below:

Name of the Statue Nature of dues

Amount

Period to which the

(` in lakhs)

amount relates

Central Excise Act 1944 Interest and Penalty on Excise Duty

82.50

2015-16

Interest and Penalty on Excise Duty

10.21

2016-17

Finance Act 1994 Interest on Service Tax

5.19

2014-15

Interest on Service Tax

7.16

2015-16

Interest on Service Tax

1.19

2016-17

Orissa Sales Tax Act 1947 Interest on VAT

28.75

2014-15

Interest on VAT

41.76

2015-16

Interest on VAT

2.21

2016-17

Orissa Entry Tax Act 1999 Interest on Entry Tax

0.59

2014-15

Interest on Entry Tax

2.14

2015-16

Interest on Entry Tax

0.14

2016-17

Central Sales Tax Act 1956 Interest on CST

0.01

2014-15

Interest on CST

0.04

2015-16

Interest on CST

0.28

2016-17

Employees Provident Fund Act 1952 Interest and Penalty on Provident Fund

1.08

2014-15

Interest and Penalty on Provident Fund

19.62

2015-16

Interest and Penalty on Provident Fund

5.21

2016-17

Orissa Employee State Insurance(ESI) Interest on ESI

0.01

2011-12

Act 1948 Interest on ESI

0.02

2012-13

Interest on ESI

0.08

2013-14

Interest on ESI

0.25

2014-15

Interest and Penalty on ESI

2.60

2015-16

Interest and Penalty on ESI

1.10

2016-17

Income Tax Act 1961 Interest on Income Tax

47.33

2013-14

Interest on Income Tax

23.03

2014-15

Interest on Income Tax

2.14

2015-16

(b) According to the information and explanations given to us details of dues ofincome tax duty of customs duty of excise value added tax and cess which have not beendeposited as on March31 2018 on account of disputes are given below:

Name of the Statue

Nature of Dues

Amount (` in lakhs)

Period to which the amount relates

Forum where dispute is pending

Orissa Sales Tax Act 1947 Denial for incentive under various Industrial Policy

47.25

1995-96

Hon'ble High Court of Odisha
Resolutions (IPRs) on the production of expanded unit of SCL's Unit-I Penalty on late payment etc.

1.89

1998-99

Asst. Commissioner of commercial Tax Rourkela

57.84

2003-04

Hon'ble High Court of Odisha

65.96

2004-05

Hon'ble High Court of Odisha

1.03

2003-04

Asst. Commissioner of commercial Tax Rourkela
Orissa Sales Tax Act 1947 Denial for incentive under various IPRs on the production of expanded unit of SCL's Unit-I

0.27

1988-99

Asst. Commissioner of Commercial Tax Rourkela
Pending Form filings.

3.01

2003-04

Commissioner of Commercial Tax Cuttack
Central Excise Act 1944 Cenvat Credit

3.62

2012-13

CESTAT Kolkata
Finance Act 1994 Cenvat Credit CESTAT Kolkata

9.61

2005-06

Orissa Entry Tax Act 1999 Tax-Credit levy of tax on certain

0.58

1999-2000

Asst. Commissioner of commercial Tax Rourkela
raw materials procured.

4.20

2001-02

Commissioner of commercial Tax Cuttack

1.60

2003-04

Commissioner of commercial Tax Cuttack

2.95

2008-11

Addl. Commissioner of commercial Tax Cuttack
Income Tax Act 1961 Interest and Penalty

466.32

2015-16

Asst. Commissioner of Income Tax Sambalpur

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of loans or borrowings to the banks duringthe year. The Company has not taken any loan from a financial institution government orby way of issue of debentures.

(ix) In our opinion and according to the information and explanations given to us theCompany has not raised any money by way of initial public offer or further public offer(including debt instruments) and term loans hence reporting under paragraph 3 (ix) ofthe Order is not applicable.

(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no material fraud on the Company by its officeror employees has been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us theCompany has paid/provided managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.

(xii) In our opinion the Company is not a Nidhi Company and hence reporting underparagraph 3 (xii) of the Order is not applicable to the Company.

(xiii) Based on our audit procedures performed for the purpose of reporting the trueand fair view of the standalone Ind AS financial statements and according to theinformation and explanations given by the management transactions with the relatedparties are in compliance with Sections 177 and 188 of the Act where applicable and thedetails have been disclosed in the notes to the standalone Ind AS financial statements asrequired by the applicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence reporting underparagraph 3 (xiv) of the Order is not applicable to the Company.

(xv) Based on our audit procedures performed for the purpose of reporting the true andfair view of the standalone Ind AS financial statements and according to the informationand explanations given by the management the Company has not entered into any non-cashtransactions with directors or persons connected with the directors. Hence reportingunder paragraph 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 Act 1934 and hence reporting under paragraph 3(xvi) of the Order is notapplicable to the Company.

For SHAH GUPTA & CO.

Chartered Accountants

Firm Registration No.: 109574W

sd/-

Vipul K Choksi

Place: Mumbai

Partner

Date: 21st April 2018

M. No.37606

ANNEXURE B TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 2(f) under 'Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Shiva Cement Limited of even date)

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

We have audited the internal financial controls over financial reporting of SHIVACEMENT LIMITED("the Company") as of March 31 2018 in conjunction with ouraudit of the standalone Ind AS financial statements of the Company for the year ended onthat date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting ("the Guidance Note") issued by the Institute of Chartered Accountantsof India. These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business 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 Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting of the Company based on our audit. We conducted ouraudit in accordance with the Guidance Note issued by the Institute of CharteredAccountants of India and the Standards on Auditing prescribed under sub-section 10 ofSection 143 of the Act to the extent applicable to an audit of internal financialcontrols. 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 judgement including the assessment of the risks ofmaterial misstatement of the standalone Ind AS financial statements whether due to fraudor 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 internal financial controls over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of standalone Ind AS financial statements for external purposes in accordancewith generally accepted accounting principles. A Company's internal financial controlsover financial 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 standaloneInd AS financial statements in accordance with generally accepted accounting principlesand that receipts and expenditures of the Company are being made only in accordance withauthorisations of management and directors of the Company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the Company's assets that could have a material effect on the standaloneInd AS 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 theinternal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlsover 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 to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2018 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note issued by the Institute ofChartered Accountants of India.

Place: Mumbai

Date: 21st April 2018

For SHAH GUPTA & CO.

Chartered Accountants

Firm Registration No.: 109574W

sd/-

Vipul K Choksi

Partner

M. No.37606