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Sundaram Clayton Ltd.

BSE: 520056 Sector: Auto
NSE: SUNCLAYLTD ISIN Code: INE105A01035
BSE 00:00 | 25 Mar 2821.00 -15.70
(-0.55%)
OPEN

2898.95

HIGH

2898.95

LOW

2781.00

NSE 00:00 | 25 Mar 2834.25 -44.50
(-1.55%)
OPEN

2850.10

HIGH

2853.70

LOW

2823.00

OPEN 2898.95
PREVIOUS CLOSE 2836.70
VOLUME 125
52-Week high 5380.00
52-Week low 2252.00
P/E 34.04
Mkt Cap.(Rs cr) 5,710
Buy Price 2813.00
Buy Qty 1.00
Sell Price 2821.00
Sell Qty 1.00
OPEN 2898.95
CLOSE 2836.70
VOLUME 125
52-Week high 5380.00
52-Week low 2252.00
P/E 34.04
Mkt Cap.(Rs cr) 5,710
Buy Price 2813.00
Buy Qty 1.00
Sell Price 2821.00
Sell Qty 1.00

Sundaram Clayton Ltd. (SUNCLAYLTD) - Auditors Report

Company auditors report

To the Members of Sundaram-Clayton Limited

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements ofSundaram-Clayton Limited ("the Company") Jayalakshmi Estates No. 29Haddows Road Chennai – 600 006 which comprise the Balance Sheet as at 31st March2018 the Statement of Profit and Loss the Cash Flow Statement and Statement of changesin equity for the year then ended and a summary of significant accounting policies andother 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 section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone Ind AS financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified under Section 133 of the Act read with relevant rules issuedthereunder.

This responsibility also includes the maintenance of adequate accounting records inaccordance with the provision 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 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 materialmisstatement 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 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 standalone Ind AS financial statements are free from material misstatement. An auditinvolves performing procedures to obtain audit evidence about the amounts and disclosuresin the standalone Ind AS financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thestandalone Ind AS financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany's preparation of the standalone Ind AS financial statements that give true andfair view in order to design audit procedures that are appropriate in the circumstances.An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by Company's Directors as well asevaluating the overall presentation of the standalone Ind AS financial statements. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea 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 including the Ind AS of thestate of affairs of the Company as at 31st March 2018 and its profit including its othercomprehensive income its cash flows and the changes in equity for the year ended on thatdate.

Report on other Legal and Regulatory Requirements

1. As required under the Companies (Auditor's Report) Order 2016 ("TheOrder") issued by the Central Government of India in terms of sub section (11) ofSection 143 of the Act we give in the "Annexure A" a statement of the mattersspecified in paragraphs 3 and 4 of the said 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 purposes of our audit; (b) In ouropinion proper books of account as required by law have been kept by the Company so far asappears from our examination of those books; (c) the Balance Sheet the Statement ofProfit and Loss including Other Comprehensive Income Cash Flow Statement and Statement ofChanges in Equity dealt with by this Report are in agreement with the books of account;(d) In our opinion the aforesaid standalone Ind AS financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rulesissued thereunder; (e) On the basis of written representations received from the Directorsas on 31st March 2018 taken on record by the Board of Directors none of the Directors isdisqualifi ed as on 31st March 2018 from being appointed as a Director in terms ofSection 164(2) of the Act; (f) With respect to the adequacy of the internal financialcontrols over financial reporting of the Company and the operating effectiveness of suchcontrols refer to our separate report in "Annexure B"; and

(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. TheCompany has disclosed the impact of pending litigations on its financial position in itsstandalone Ind AS financials statements – Refer Note 34 (i) to the standalone Ind ASfinancial statements; ii. The Company did not have any long-term contracts includingderivatives contracts for which there were any material foreseeable losses – ReferNote 32 (C).

iii. There has been no delay in transferring amounts required to be transferred toinvestor education and Protection fund by the Company.

For RAGHAVAN CHAUDHURI & NARAYANAN
Chartered Accountants
FRN: 007761S
V. SATHYANARAYANAN
Chennai Partner
22nd May 2018 Membership No. 027716

Annexure‘A' to Independent Auditors' Report - 31st March 2018 (Referred to in ourreport of even date) i) a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets; b) Fixed assetsare physically verified by the management in accordance with a regular programme atreasonable intervals. In our opinion the interval is reasonable having regard to the sizeof the Company and nature of its assets. No material discrepancies have been noticed onsuch verifications; c) The title deeds of the immovable properties of the Company are heldin the name of the Company; ii) The inventory other than in-transit has been physicallyverified at reasonable intervals during the year under review by the management. Thediscrepancies noticed between the book stock and physical stock were not material and havebeen properly dealt with in the books of account.

In respect of inventories with third parties which have not been physically verifiedthere is a process of obtaining confirmation from such parties. iii) During the year theCompany has not granted any loan to a company firm or other parties covered in theregister maintained under section 189 to the Companies act 2013. iv) In our opinion andaccording to the information and explanations given to us the Company has complied withthe provisions of Section 185 and 186 of the Act in respect of grant of loans makinginvestments and providing guarantees and securities as applicable; v) The Company has notaccepted any deposits from the public within the meaning of section 73 to 76. Hencereporting under sub-clause (v) of paragraph 3 of the Order are not applicable to thecompany; vi) We have broadly reviewed the books of account maintained by the Companypursuant to the rules made by the Central Government under section 148(1) of the CompaniesAct 2013 for the maintenance of cost records and we are of the opinion that prima faciethe prescribed accounts and records have been made and maintained. We have however notmade a detailed examination of the cost records with a view to determine whether they areaccurate of complete. vii) a) According to the information and explanation given to usand on the basis of our examination of the records of the Company the Company isgenerally regular in depositing undisputed statutory dues including provident fundemployees state insurance Income-tax sales-tax custom duty excise duty service taxvalue added tax cess goods and services tax and any other material statutory dues withthe appropriate authorities except for few marginal delays. b) According to theinformation and explanations given to us no undisputed amounts payable in respect ofincome-tax sales-tax custom duty excise duty service tax value added tax cess goodsand services tax were is arrears as at 31st March 2018 for a period of more than sixmonths from the date they became payable. c) According to the information and explanationsgiven to us following are the details of the disputed dues that were not been depositedon account of any dispute as on 31st March 2018:

Name of the Statute Nature of Dues Amount of dispute (Rs. In crore) Forum where dispute is pending
Central Excise Act 1944 Excise Duty 1.59 Central Excise & Service Tax Appellate Tribunal
Central Excise Act 1944 Excise Duty 0.46 Commissioner (Appeals) Chennai
Finance Act 1994 Service Tax 2.95 Central Excise & Service Tax Appellate Tribunal
Finance Act 1994 Service Tax 0.18 Commissioner (Appeals) Chennai
Finance Act 1994 Service Tax 0.12 Additional Commissioner of Central Excise
Income Tax Act 1961 Income Tax 4.17 Commissioner of Income Tax (Appeals)
Tamilnadu Value Added Tax Act 2006 Value Added Tax 0.18 Tamilnadu Sales Tax Appellate Tribunal

viii) Based on our verification and according to the information and explanations givenby the management the Company has not defaulted in repayment of dues to its banks. TheCompany has not borrowed from any financial institution or Government nor has issued anydebentures. ix) a) The Company has not raised any money by way of initial public offer orfurther public offer (including debt instruments) during the year. Hence reporting onutilization of such money does not arise. b) In our opinion and according to theinformation and explanations given to us the term loans availed by the Company have beenutilised for the purpose for which they were obtained; x) Based on the audit proceduresadopted and the information and explanation given to us no fraud by the Company or on theCompany has been noticed or reported during the course of our audit; xi) In our opinionand according to the information and explanations given to us Managerial remunerationpaid/provided are in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V of the Act; xii) The Company is not a Nidhi Company andas such this clause of the order is not applicable; xiii) In our opinion and according tothe information and explanations given to us all transactions with the related partiesare in compliance with section 177 and 188 of the act and details of such transactionshave been disclosed in standalone Ind AS financial statements as required by theapplicable accounting standards. xiv) According to the information and explanation givento us and in our opinion the Company has not made any preferential or private placementof shares or fully or partly convertible debentures during the year under review; xv)According to the information and explanation given to us and in our opinion the Companyhas not entered into any non-cash transactions with Directors or persons connected withthem. xvi) The Company is not required to be registered under section 45-IA of the ReserveBank Act 1934.

For RAGHAVAN CHAUDHURI & NARAYANAN
Chartered Accountants
FRN: 007761S
V. SATHYANARAYANAN
Chennai Partner
22nd May 2018 Membership No. 027716

Annexure ‘B' to the Independent Auditors' Report for the year ended 31st March2018

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 ofSundaram-Clayton Limited ("the Company") Jayalakshmi Estates #29 HaddowsRoad Chennai – 600006 as of 31st March 2018 in conjunction with our audit of thestandalone Ind AS 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 Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable Ind ASfinancial 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 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 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 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

Ind AS financial statements 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 detail 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 standalone Ind ASfinancial statements in accordance with generally accepted accounting principles and thatreceipts 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 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 31st March 2018 based on; i.existing policies and procedures adopted by the Company for ensuring orderly and efficientconduct of business; ii. continuous adherence to Company's policies; iii. existingprocedures in relation to safeguarding of Company's fixed assets investmentsinventories receivables loans and advances made and cash and bank balances; iv. existingsystem to prevent and detect fraud and errors; v. accuracy and completeness of Company'saccounting records; and vi. existing capacity to prepare timely and reliable financialinformation

For RAGHAVAN CHAUDHURI & NARAYANAN
Chartered Accountants
FRN: 007761S
V. SATHYANARAYANAN
Chennai Partner
22nd May 2018 Membership No. 027716