To the Members of Shivam Autotech Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Shivam Autotech Limited("the Company") which comprise the balance sheet as at 31st March2017 the statement of profit and loss and the cash flow statement for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014 and theCompanies (Accounting Standards) Amendment Rules 2016.
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
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 thereunder.
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 performingprocedures to obtain audit evidence about the amounts and the disclosures in the financialstatements. The procedures selected depend on the auditor's judgment including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error. In making those risk assessments the auditor considers internalfinancial control relevant to the Company's preparation of the financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the 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 of the state of affairs of the Company as at 31stMarch 2017 and its loss and its cash flows for the year ended on that date.
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 the "Annexure A" a statement on the matters specified in paragraphs 3 and 4of 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 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 the statement of profit and loss and the cash flow statementdealt with 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 and the Companies (Accounting Standards) Amendment Rules 2016;
e) On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in terms of Section164 (2) 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".
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 in our opinionand to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigation on its financial positionin its financial statements as referred to in Note 26 to the financial statements.
ii. Company did not have any long term contracts including derivative contracts forwhich there were any material foreseeable losses;
iii. There are no amounts which are required to be transferred to the InvestorEducation and Protection Fund by the Company.
iv The Company has provided requisite disclosures in note 45 to these financialstatements as to the holding of Specified Bank Notes on 8 November 2016 and 30 December2016 as well as dealing in Specified Bank Notes during the period from 8 November 2016 to30 December 2016. Based on audit procedure and relying on the management representationregarding the holding and nature of cash transactions including Specified Bank Notes wereport that these disclosures are in accordance with the books of accounts maintained bythe Company and as produced to us by the management.
Annexure A to the Independent Auditor's Report to the members of Shivam AutotechLimited dated 30 May 2017.
Report on the matters specified in paragraph 3 of the Companies (Auditor's Report)Order 2016 ("the Order') issued by the Central Government of India in terms ofsection 143(11) of the Companies Act 2013 ("the Act") as referred to inparagraph 1 of 'Report on Other Legal and Regulatory Requirements' section.
i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the management during the yearthe frequency of which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. No discrepancies were noticed on such verification.
(c) In our opinion and according to the information and explanations given to us thetitle deeds of immovable properties are held in the name of the company.
ii. The Management has conducted physical verification of inventory at reasonableintervals during the year and no material discrepancies were noticed on such physicalverification.
iii. The company has not granted any loans secured or unsecured to companies firmsor other parties covered in the register maintained under section 189 of the Act.Accordingly clauses 3(iii) (a) to (c) of the Order are not applicable.
iv. According to the information and explanations given to us there are no loansinvestments guarantees and securities granted in respect of which provisions of section185 and 186 of the Act are applicable. Hence clause 3(iv) of the Order is not applicableto the Company.
v. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public within the meaning of directivesissued by the Reserve Bank of India and provisions of sections 73 to 76 or any otherrelevant provisions of the Act and the Rules framed thereunder .
vi. We have broadly reviewed the Cost Accounting records maintained by the Companypursuant to the Rules prescribed by the Central Government for the maintenance of costrecords under sub-section (1) of section 148 of the Act and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We are howevernot required to make a detailed examination of such books and records.
vii. a. According to the records of the Company examined by us and the information andexplanations given to us the Company has generally deposited its statutory dues includingEmployees' Provident Fund Employees' State Insurance Investor Education and ProtectionFund Income Tax Wealth Tax Service Tax Custom Duty Excise duty Cess and any othermaterial statutory dues as applicable with the appropriate authorities during the yearand there are no such undisputed amounts payable which have remained outstanding as at 31stMarch 2017 for a period of more than six months from the date they became payable.
b. According to the records of the Company the details of dues of Income-taxSales-tax Wealth-tax Service-tax Customs Duty Excise Duty and Value added tax whichhave not been deposited on account of any dispute and the forum where the dispute ispending are as follows :
|S. No ||Name of the Statute ||Nature of Dues ||Amount (Rs. Lacs) ||Period to which the amount relates ||Forum where the dispute is pending |
|1. ||Income Tax Act 1961 ||Demand raised on assessment ||6.45 ||A.Y 2008-09 ||Commissioner of Income Tax (Appeals) New Delhi |
viii. In our opinion and according to the information and explanations given to us weare of the opinion that the Company has not defaulted in repayment of dues to financialinstitution and bank. The company does not have any outstanding debentures.
ix. In our opinion and according to the information and explanations given to usduring the course of audit the Company has not raised any money way of initial publicoffer / further public offer. Further term loans taken during the year were applied forthe purpose for which loan were obtained.
x. In our opinion and according to the information and explanations given to us wereport that no fraud by the company or on the company by the officers and employees of theCompany has been noticed or reported during the year.
xi. In our opinion and according to the information and explanations given to us themanagerial remuneration has been paid / provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the Act.
xii. The Company is not a Nidhi company. Therefore the provisions of clause 3(xii) ofthe Order are not applicable to the Company.
xiii. In our opinion and according to the information and explanations given to usduring the course of audit transactions with the related parties are in compliance withsection 177 and section 188 of the Act and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.
xiv. According to the information and explanations given to us and on an overallexamination of the books of account the company has not made any preferential allotmentor private placement of shares or fully or partly convertible debentures during the yearunder audit and hence not commented upon.
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. According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.
Annexure B to the Independent Auditor's Report to the Members of Shivam AutotechLimited on its financial statements dated 30 May 2017.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Act as referred to in paragraph 2(f) of 'Report on Other Legal and RegulatoryRequirements' section.
We have audited the internal financial controls over financial reporting of ShivamAutotech Limited (the Company) as of March 31 2017 in conjunction with our audit of thefinancial 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". 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 Act.
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 accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the "Guidance Note") and theStandards on Auditing issued by ICAI and deemed to be prescribed under section 143(10) ofthe Act to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.
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 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 auditor's judgment including the assessment of the risks 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 controls systemover 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:
a) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
b) 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 authorizations of management and directors of the company; and
c) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial 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.
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 March 2017 based 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"
| ||For S.S.KOTHARI MEHTA & Co. |
| ||Chartered Accountants |
| ||Firm's Registration No. 000756N |
| ||Sd/- |
| ||SUNIL WAHAL |
|Place: New Delhi ||Partner |
|Date: 30 May 2017 ||Membership No. 087294 |