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Tarai Foods Ltd.

BSE: 519285 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE906C01016
BSE 00:00 | 17 Aug 4.20 0.15
(3.70%)
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4.20

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4.20

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NSE 05:30 | 01 Jan Tarai Foods Ltd
OPEN 4.20
PREVIOUS CLOSE 4.05
VOLUME 100
52-Week high 9.68
52-Week low 3.60
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 4.20
CLOSE 4.05
VOLUME 100
52-Week high 9.68
52-Week low 3.60
P/E
Mkt Cap.(Rs cr) 7
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Tarai Foods Ltd. (TARAIFOODS) - Auditors Report

Company auditors report

To the Members of TARAI FOODS LIMITED

Report on the standalone Financial Statements

We have audited the accompanying standalone financial statements of TARAI FOODS LIMITED("the Company") which comprise the Balance Sheet as at 31 March 2017 theStatement of Profit and Loss and the Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information which we havesigned under reference to this report.

Management's Responsibility for the standalone Financial Statements

The Company's Board of Directors are responsible for the matters stated in section 134(5) of the Companies Act 2013 ("the Act") with respect to the preparation andpresentation of these standalone financial statements that give a true and fair view ofthe financial position financial performance and cash flows of the Company in accordancewith the Accounting principles generally accepted in India including the AccountingStandards specified under section 133 of the Act read with rule 7 of the Companies(Accounts) Rules 2014. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting frauds and other irregularitiesselection and application of appropriate accounting policies making judgments andestimates that are reasonable and prudent and designs implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the accounting records relevant to the preparation andpresentation of the standalone financial statements that give a true and fair view and arefree from material misstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act the Accountingand Auditing standards and matters which are required to be included in the Audit Reportunder the provisions of the Act and the Rules made thereunder. We conducted our audit inaccordance with the Standards on Auditing specified under section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal control relevant to the Company's preparation and fair presentation ofthe financial statements in order to design audit procedures that are appropriate in thecircumstances but not for the purpose of expressing an opinion whether the company has inplace an adequate internal financial control system over financial reporting and theoperating effectiveness of such controls. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by the Company's directors as well as evaluating the overall presentationof the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on these standalone financial statements.

Basis for Qualified Opinion:

1. Clause 12 on Note 22 regarding damage to the cold store building.

2. Clause 9 on Note 22 regarding interest on Term Loan default not provided for.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the matter described in the Basis for QualifiedOpinion paragraph the aforesaid standalone 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:

(i) in the case of the balance sheet of the state of affairs of the Company as at 31March 2017;

(ii) in the case of the statement of profit and loss of the profit for the year endedon that date; and

(iii) in the case of the cash flow statement of the cash flows for the year ended onthat date.

Emphasis of Matter

We draw attention to -

1. Clause 10 on Note 22 of the Financial Statement with regard to continued losses andnegative net worth. Considering continued losses and negative net worth of the companythe concept of going concern may be in doubt Its ability to continue as going concerndepends upon the settlement of outstanding dues of secured/ unsecured creditors andrestructuring of operations by considering appropriate business strategies and financialviabilities. In spite of these uncertainties accounts have been prepared on going concernbasis and we are unable to ascertain its impact on the financial statements of thecompany.

Our opinion is not qualified in respect of the above matter.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor's Report) Order 2015 ("the Order")issued by the Central Government in terms of Section 143 (11) of the Act we give in theAnnexure-A a statement on the matters specified in paragraphs 3 and 4 of the Order.

1. As required by section 143 (3) of the Act we report that:

a. we have obtained all the information and explanations which to the best of ourknowledge 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 it appears from our examination of those books;

c. the Balance Sheet Statement of Profit and Loss and Cash Flow statement dealt withby this Report are in agreement with the books of account;

d. in our opinion the Balance Sheet Statement of Profit and Loss and Cash Flowstatement comply with the Accounting Standards specified under Section 133 of the Act readwith Rule 7 of the Companies (Accounts) Rules 2014

e. on the basis of written representations received from the directors as on 31 March2017 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 March 2017 from being appointed as a director in terms of section 164(2) of theAct.

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"; and

g. With respect to the other matters to be included in the Auditors' Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according the explanations given to us:

1. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements in accordance with the generally accepted accountingpractice.

2. The Company did not have any long term contracts including derivative contracts forwhich there are any material foreseeable losses.

3. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company .

For RATTAN ANIL & CO.
Chartered Accountants
Place : Rudrapur Firm Regn. No.:009414N
Date : 30th May 2017 Sd/-
Rattan Bansal
Partner
Membership No.:083929

ANNEXURE- A TO THE INDEPENDENT AUDITORS’ REPORT

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the standalone financial statements for the year ended 31 March 2017 we report that:

(i) . In respect of its fixed assets:

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 year inaccordance with a regular programme of verification which in our opinion provides forphysical verification of all the fixed assets at reasonable intervals. And which in ouropinion is reasonable having regard to the size of the company and nature of its assets.No material discrepancies were noticed on such physical verification and the same havebeen properly dealt with in the books of account;

c) According to the information and explanations 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.

(ii) . In respect of its inventory:

a) As explained to us inventories have been physically verified by the Management atregular intervals during the year.

b) There were no material discrepancies noticed on such physical verification ofinventory as compared to the book records and the same have been properly dealt with inthe books of account;

(iii) The company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013. Hence (iii)(a) (b) and (c) are not applicable inthe case of the Compnay.

(iv) In our opinion and according to the information and explanations given to us inrespect of loans investments guarantees and security the provisions of section 185 and186 of the Companies Act 2013 have been complied with.

(v) . According to the information and explanations given to us the Company has notaccepted any deposits during the year and accordingly the question of complying with thedirectives issued by the Reserve Bank of India and the provisions of section 73 and 76 orany other relevant provisions of the Companies Act 2013 and the rules framed thereunderdoes not arise. According to the information and explanations given to us no Order hasbeen passed by the Company Law Board or the National Company Law Tribunal or the ReserveBank of India or any Court or any other Tribunal on the Company.

(vi) . The maintenance of cost records has not been specified by the Central Governmentunder sub-section (1) of section 148 of the Companies Act 2013.

(vii) . According to the information and explanations given to us and according to thebooks and records as produced and examined by us in our opinion:

a) in the year under review the Company is regular in depositing undisputed statutorydues including employees' state insurance income-tax sales-tax (VAT) service tax dutyof customs duty of excise value added tax cess and any other statutory dues to theappropriate authorities.

Undisputed statutory dues of provident fund of current year under review and of earlieryears and sales tax of earlier years have not been deposited and there have been seriousdelays in many cases.. Provident Fund amounting to Rs. 5.64 lacs including of earlieryears) and sales tax of earlier years amounting to Rs. 8.37 lacs has not been depositedwith the Authorities after they have become due. However provision for provident Fundhave been made in Books of Accounts in the earlier years.

According to the information and explanations given to us no undisputed amountspayable in respect of income tax duty of customs service tax cess and other materialstatutory dues were in arrears as at 31 March 2017 for a period of more than six monthsfrom the date they became payable.

b) As at 31st March 2017 according to the records of the Company the following arethe particulars of disputed dues on account of Income Tax Value Added Tax and excise dutymatters that have not been deposited:

Name of the Statute Nature of Dues Amount (Rs. In Lacs) Period to which dues relate Forum where the dispute is pending
Central Excise Act1944 Excise Duty Rs. 0.59 1999- 2000 Appellate Authority - Upto Commissioner's Level
The Income Tax Act 1961 Income Tax Rs. 129.84 Ass. Yr 1996-97 Appellate Authority- ITAT and High COurt
Uttarakhand Value Added Tax Act 2005 VAT Rs. 3.95 Ass. Yr. 2010-11 Appellate Authority upto Jt. Commissioner's level

(viii) In our opinion and based on our audit procedures and according to theinformation and explanation given to us and as per the books maintained by the Companythe Company has defaulted in repayment of dues to financial institutions and the bank. TheCompany has been defaulting to them for more than sixteen years to the tune of Rs. 340lacs towards principal amount : Rs. 215 lacs to IDBI Bank Ltd. And Rs. 125 Lacs to IFCILtd. As per the books of accounts maintained by the Company the default of unpaidinterest to the secured lenders is approx. Rs. 29 crores as on 31.03.2017.

(ix) In our opinion and based on our audit procedures and according to the informationand explanation given to us the Company has not raised any moneys by way of initialpublic offer or further public offer (including debt instruments) and term loans in theyear under review and accordingly paragraph 3 (ix) of the 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 or on the Company by its officers or employees hasbeen noticed or reported during the course of our audit.

(xi) To the best of our knowledge and according to the information and explanationsgiven to us the provisions of payment and provision of managerial remuneration inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act are complied with. Currently there is no employee towhich these provisions are applicable.

(xii) The company is not a Nidhi Company and hence paragraph 3(xii) of the Order is notapplicable.

(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) To the best of our knowledge and according to the information and explanationsgiven to us the company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.

(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable.

(xvi) In our opinion the company is not required to be registered under section 45-IAof the Reserve Bank of India Act 1934 and accordingly the provisions of clause 3 (xvi)of the Order are not applicable to the Company and hence not commented upon.

For RATTAN ANIL & CO.
Chartered Accountants
Firm Regn. No.: 009414N
Place : Rudrapur Sd/-
Date : 30h May 2017 Rattan Bansal
Partner
Membership No.: 083929

"Annexure B" to the Independent Auditor's Report of even date on theStandalone Financial Statements of

TARAI FOODS LIMITED

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

We have audited the internal financial controls over financial reporting of TARAI FOODSLIMITED ("the Company") as of 31 March 2017 in conjunction with our audit of thestandalone 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 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 ('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 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.

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 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

(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) 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 authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised 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 ofthe inherent limitations of internal financial controls over financial reportingincluding the possibility of collusion or improper management override of controlsmaterial 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 31 March 2017 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For RATTAN ANIL & CO.
Chartered Accountants
Firm Regn. No.: 009414N
Place : Rudrapur Sd/-
Date : 30th May 2017 Rartan Bansal
Partner
Membership No.: 083929