You are here » Home » Companies » Company Overview » Suditi Industries Ltd

Suditi Industries Ltd.

BSE: 521113 Sector: Industrials
NSE: SUDITIND ISIN Code: INE691D01012
BSE 00:00 | 22 Mar 27.55 -0.45
(-1.61%)
OPEN

27.80

HIGH

28.50

LOW

27.40

NSE 05:30 | 01 Jan Suditi Industries Ltd
OPEN 27.80
PREVIOUS CLOSE 28.00
VOLUME 7598
52-Week high 71.25
52-Week low 26.00
P/E 10.36
Mkt Cap.(Rs cr) 47
Buy Price 27.35
Buy Qty 500.00
Sell Price 29.35
Sell Qty 66.00
OPEN 27.80
CLOSE 28.00
VOLUME 7598
52-Week high 71.25
52-Week low 26.00
P/E 10.36
Mkt Cap.(Rs cr) 47
Buy Price 27.35
Buy Qty 500.00
Sell Price 29.35
Sell Qty 66.00

Suditi Industries Ltd. (SUDITIND) - Auditors Report

Company auditors report

To The Members of

SUDITI INDUSTRIES LIMITED

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of SUDITIINDUSTRIES LIMITED ("the Company") which comprise the Balance Sheet as at31st March 2018 the Statement of Profit and Loss (including OtherComprehensive Income) the Cash Flow Statement the Statement of Changes in Equity for theyear then ended and a summary of the significant accounting policies and other explanatoryinformation.

Management's Responsibility for the Standalone 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 standalone financial statements that give a true and fair view of the financialposition the financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Indian AccountingStandards (‘Ind AS') specified under Section 133 of the Act read with Rulesmadethereunder. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding 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 standalone financial statements that give a true and fair view and are free frommaterial misstatement whether 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.

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 standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the standalone financial statements. The procedures selected depend onthe auditor's judgment including the assessment of the risks of material misstatement ofthe standalone financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to the Company'spreparation of the standalone financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating 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 standalone financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India including Ind AS specified under Section133 of the Act of the state of affairs (financial position) of the Company as at 31stMarch2018 the "profit" (financial performance including other comprehensive income)it's cash flows and the changes in equity for the year ended on that date.

Other Matters

The Company had prepared separate sets of standalone financial statements for the yearended 31st March 2016 and 31st March 2017 in accordance withAccounting Standards prescribed under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014 (as amended) and other accounting principles generallyaccepted in India which were audited by the predecessor auditor whose report dated May29 2017 expressed an unmodified opinion. These standalone financial statements have beenadjusted for the differences in the accounting principles adopted by the Company ontransition to Ind AS which have been audited by us. Our opinion is not modified inrespect of this matter.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 issued by the CentralGovernment of India in terms of subsection (11) of Section 143 of the Act (hereinafterreferred to as the "Order") and on the basis of such checks of the books ofaccounts and records of the Company as we considered appropriate and according to theinformation and explanations given to us we give in the Annexure A hereto a statement onthe matters specified in the paragraphs 3 and 4 of the said Order to the extentapplicable.

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 standalone financial statements comply with theIndian Accounting Standards (Ind AS) specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31stMarch2018 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2018 from being appointed as a director in terms of Section164 (2) of the Act.

(f) With respect to the adequacy of the internal financial control 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's pending litigation comprise of proceedings pending with Sales TaxAuthorities.

The Company has reviewed all its pending litigations and proceedings and disclosed thecontingent liabilities in its financial statements. The Company does not expect theoutcome of these proceedings to have a material impact on its financial position. (referNote No:48.1 for details on contingent liabilities)

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There has been no delay in transferring amounts which were required to betransferred to the Investor Education and Protection Fund by the Company.

For Chaturvedi & Partners

Chartered Accountants

(Firm Registration No.: 307068E)

(Khyati M Shah)

Partner

Membership No. 117510

Place : Mumbai

Date: May 30 2018

ANNEXURE A TO THE INDEPENDENT AUDITORS' REPORT

The Annexure referred to in our Independent Auditors' Report to the members of SuditiIndustries Limited ("the Company") for the year ended March 31 2018 wereport that:

1) a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets except for assets under installation.b. All the fixed assets have not been physically verified by the management during theyear but there is a regular program of verification which in our opinion is reasonablehaving regard to the size of the Company and nature of its assets. No materialdiscrepancies were noticed on such verification. c. According to the information &explanation given to us and on the basis of our verification title deeds of all immovableproperties are held in the name of the Company.

2) As explained to us the inventories of the company have been physically verifiedduring the year by the management and no material discrepancies were noticed on suchverification as compared to book records. In our opinion the frequency of verification isreasonable.

3) According to the information & 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 theCompanies Act 2013. In view of the foregoing the provisions of clause 3 (iii) (a) (b)and (c) of the said order are not applicable.

4) The Company has complied with the provisions of section 185 and 186 of the CompaniesAct 2013 in respect of investments and has not provided any loans guarantees andsecurity as per the provisions of section 185 and 186 of the Companies Act 2013.

5) During the year the Company has not accepted any deposits from the Public withinthe meaning of Sections 73 to 76 of the Companies Act 2013 and the rules framed thereunder as also the directives issued by the Reserve Bank of India. The Company has compliedwith the applicable statutory provisions. The Company has not received any order passed byCompany Law Board or National Company Law Tribunal or Reserve Bank of India or any courtor any other tribunal.

6) Provisions of Section 148 on Maintenance of Cost Records do not apply to the Companysince the prescribed limits have not been crossed for the applicability of cost audit& maintenance of Cost Records.

7) a. According to the information and explanations given to us and the records of theCompany examined by us the Company is generally regular in depositing undisputedstatutory dues including provident fund employees' state insurance income-taxsales-tax service tax duty of customs duty of excise value added tax cess and anyother statutory dues to the appropriate authorities. There were no dues outstanding as onthe last day of the financial year for a period of more than six months from the date theybecame payable.

b. According to the books of accounts and records as produced and examined by us inaccordance with the generally accepted auditing practices in India as at 31st March2018 the following are the particulars of dues that have not been deposited on account ofdispute:

Name of the Statute Name of dues Amount (Rs. in lacs) Forum where dispute is pending Financial year to which the amount relates
B.S.T. ACT 1959 BST 51.01 Asst. Commissioner Sales Tax 1996-97
C.S.T ACT1956 CST 14.16 Asst. Commissioner Sales Tax 1996-97
MVAT ACT2002 VAT 110.77 Deputy Commissioner of Sales Tax 2005-06
MVAT ACT2002 VAT 19.98 Deputy Commissioner of Sales Tax 2009-10
C.S.T ACT1956 CST 37.15 Deputy Commissioner of Sales Tax 2009-10
C.S.T ACT1956 CST 43.71 Deputy Commissioner of Sales Tax 2010-11
MVAT ACT2002 VAT 5.90 Deputy Commissioner of Sales Tax 2011-12
C.S.T ACT1956 CST 30.32 Deputy Commissioner of Sales Tax 2011-12
MVAT ACT2002 VAT 78.54 Deputy Commissioner of Sales Tax 2012-13
C.S.T ACT1956 CST 16.60 Deputy Commissioner of Sales Tax 2012-13
MVAT ACT2002 VAT 10.85 Deputy Commissioner of Sales Tax 2013-14
C.S.T ACT1956 CST 26.18 Deputy Commissioner of Sales Tax 2013-14

8) Based on our audit procedures and according to the information and explanationsgiven to us we are of the opinion that the Company has not defaulted in repayment ofloans or borrowings to financial institution bank Government or debenture holders.

9) According to the information and explanations given to us and based on the recordsand documents produced before us in our opinion the term loans have been applied for thepurposes for which they were obtained. During the year the Company has not raised anymoneys by way of initial public offer or further public offer (including debtinstruments).

10) During the course of our examination of the books of accounts and records of theCompany carried out by us in accordance with the generally accepted auditing practices inIndia we have neither come across any instance of fraud on the Company by its officers oremployees noticed or reported during the year nor have we been informed of such case bythe management.

11) According to the information and explanations given to us and based on the recordsand documents produced before us managerial remuneration has been paid by the Company inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act.

12) The Company is not a Nidhi Company and in view of the foregoing the question ofreporting on Clause 3 (xii) of the said order does not arise.

13) According to the information & explanations given to us transactions withrelated parties are in compliance with sections 177 and 188 of Companies Act 2013 and thedetails have been disclosed in the standalone Financial Statements as required by theapplicable Ind AS.Refer note no.45.1 in standalone financial statements for details.

14) According to the information and explanations given to us and based on the recordsand documents produced before us the company has not made any preferential allotment orprivate placement. However during the year. the Company has issued three unsecured fullyconvertible debentures (FCDs) at a price of Rs. 150 lakhs per FCD having face value of Rs.150 lakhs carrying NIL coupon rate each fully paid up aggregating Rs. 450 lakhs by way ofa preferential allotment on private placement basis to HT Media Limited (other thanpromoter or promoter group). The FCDs shall be converted into equity shares at the end of18 months from the date of allotment (20th March 2018) at a price computed in accordancewith SEBI (Issue of Capital and Disclosure Requirements) Regulations 2009.

15) As per the information & explanations given to us the company has not enteredinto any non-cash transactions with directors or persons connected with them. Accordinglyparagraph 3(xv) of the Order is not applicable.

16) As per the information & explanations given to us the Company is not requiredto be registered under section 45-IA of the Reserve Bank of India Act 1934.

For Chaturvedi & Partners

Chartered Accountants

(Firm Registration No.: 307068E)

(Khyati M Shah)

Partner

Membership No. 117510

Place : Mumbai

Date: May 30 2018

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT Report on the Internal Financial Controlsunder Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financial reporting of SuditiIndustries Limited ("the Company") as of March 31 2018 in conjunction withour audit of the standalone 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". 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.

Auditor's 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 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 standalone financial statements whether due to fraud orerror.

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 standalone financial statements for external purposes in accordance withgenerally accepted accounting principles. A company's internal financial control overfinancial 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 standalonefinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the company's assets that could have a material effect on the standalonefinancial 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"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 Chaturvedi & Partners

Chartered Accountants

(Firm Registration No.: 307068E)

(Khyati M Shah)

Partner

Membership No. 117510

Place : Mumbai

Date: May 30 2018