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Triochem Products Ltd.

BSE: 512101 Sector: Health care
NSE: N.A. ISIN Code: INE331E01013
BSE 05:30 | 01 Jan Triochem Products Ltd
NSE 05:30 | 01 Jan Triochem Products Ltd

Triochem Products Ltd. (TRIOCHEMPRODUCT) - Auditors Report

Company auditors report

To

The Members of TRIOCHEM PRODUCTS LIMITED

Repott on the Indian Accounting Standards (Ind AS) Financial Statements

We have audited accompanying Ind AS financial statements of TRIOCHEM PRODUCTSLIMITED ("the Company") which comprise the Balance Sheet as at 31stMarch 2018 and the Statement of Profit and Loss (including other comprehensive income)and the Cash Flow Statement and the Statement of Changes in Equity for the year thenended and a summary of significant accounting policies and other explanatory information(hereinafter referred to as "Ind AS financial statements").

Management’s Responsibility for the Ind AS Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section134(5) of Companies Act 2013 ("the Act") with respect to the preparation andpresentation of these Ind AS financial statements that give a true and fair view of thefinancial position financial performance including other comprehensive income cash flowsand changes in equity of the Company in accordance with the Accounting principlesgenerally accepted in India including the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Act read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding 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 Ind ASfinancial 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 Ind AS financial statements basedon our audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder.

We conducted our audit of the Ind AS financial statements in accordance with theStandards on Auditing specified under Section 143(10) of the Act and other applicableauthoritative pronouncements issued by the Institute of Chartered Accountants of India.Those Standards and pronouncements require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether the Ind ASfinancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe

disclosures in the Ind AS financial statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe Ind AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to theCompany’s preparation of the Ind AS financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstances. Anaudit also includes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company’s Directors as wellas evaluating the overall presentation of the Ind AS financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid the Ind AS 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 the Ind AS of the state ofaffairs (financial position) as at 31st March 2018 and its total comprehensiveincome (comprising of profit and other comprehensive income) its cash flows and thechanges in equity for the year ended on that date.

Other Matters

The Comparative financial information of the Company for the year ended 31srMarch 2017 and the transition date opening balance sheet as at 1st April 2016 includedin these Ind AS financial statements are based on the previously issued financialstatements for the year ended 3T1 March 2017 and 31st March 2016 prepared inaccordance with the Companies (Accounting Standard) Rules 2006 audited by the predecessorauditor whose report for the year ended 31st March 2016 and 31" March2017 dated 26th May 2017 and dated 27* May 2016 respectivelyexpressed an unmodified opinion on those financial statements as adjusted for thedifferences in the accounting principles adopted by the Company on transition to the IndAS have been audited by us.

Our opinion is not modified in respect of this matter.

Report on other Legal and Regulatory Requirements

1. As required by 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 on the matters specified inparagraphs 3 and 4 of the 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 purpose of our audit.

b) In our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books.

c) The Balance Sheet Statement of Profit and Loss (including Other ComprehensiveIncome) Cash Flow Statement and the Statement of Changes in Equity dealt with by thisreport are in agreement with the books of account.

d) In our opinion the aforesaid Ind AS financial statements comply with the AccountingStandards specified under Section 133 of Companies Act 2013 of the Act.

e) On the basis of the written representations received from the directors as on31" March 2018 and taken on record by the Board of Directors we report that none ofthe directors is disqualified as on 31st March 2018 from being appointed as adirector in terms of Section 164(2) of the Companies Act 2013.

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 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 litigations on its financialposition in its financial statements - Refer Note No. 24(a) to the financial statements;

ii. The Company did not have any material foreseeable losses on long-Term contractsincluding derivatives contracts.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company during the year ended 31st March2018.

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable tothe Company for the year ended March 31 2018.

For KANU DOSHI ASSOCIATES LLP Chartered Accountants

Firm Registration NumbenJJM2^6W/Wl00096

ANNEXURE A TO THE INDEPENDENT AUDITOR’S REPORT

Referred to in paragraph 1 of ‘Report on other Legal and RegulatoryRequirements’ in our

Report of even date on the accounts of TRIOCHEM PRODUCTS LIMITED for the yearended 3Tl March 2018

i. (a) The Company is maintaining proper records showing full particulars including

quantitative details and situation of fixed assets.

(b) The fixed assets of the Company are physically verified by the Management accordingto a phased programme designed to cover all the items over a period of three years whichin our opinion is reasonable having regard to the size of the Company and the nature ofits assets. Pursuant to the programme a portion of the fixed assets has been physicallyverified by the management during the year and discrepancies noticed between the bookrecords and the physical inventories were not material and have been properly dealt within the accounts.

(c) According to 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. During the year the inventories have been physically verified by the management.In our opinion the frequency of verification is reasonable .The discrepancies noticed onphysical verification of inventories as compared to the book records have been properlydealt with in the books of accounts.

iii. As informed to us the Company has not granted loans secured or unsecured tocompanies firms limited liability partnerships or other parties covered in the registermaintained under Section 189 of the Act. Therefore clauses 3(iii) and sub clause (a) to(c) of clause 3(iii) are not applicable to the Company.

iv. The Company has not granted any loans has not made investments has not providedany guarantees and security to directors or to any other parties during the year.Accordingly clause 3 (iv) of the Order is not applicable to the Company.

v. The Company has not accepted any deposits from the public within the meaning ofSections 73 74 75 and 76 of the Act and the rules framed there under to the extentnotified and therefore clause 3(v) is not applicable.

vi. The Central Government has not prescribed maintenance of cost records for theCompany under sub section (1) of Section 148 of the Companies Act 2013 for any of theproducts of the Company. Therefore clause 3 (vi) of the Order is not applicable.

vii. (a) According to the information and explanation given to us and the records ofthe Company examined by us the Company is generally regular in depositing undisputedstatutory dues including Provident Fund Employees’ State Insurance Income TaxSales Tax Service Tax Excise Duty Customs Duty Value Added Tax Cess Goods and SendeeTax with effect from 1st July 2017 and other statutory dues applicable to itwith the appropriate authorities. According to information and explanation given to us noundisputed amount were in arrears as on March 31 2018 for a period of more than sixmonths from the date they became payable.

(b) According to the information and explanation given to us and the records of theCompany examined by us there are no dues of Value Added Tax Sales Tax Service TaxExcise Duty Cess and Customs Duty which have not been deposited on account of anydispute. The disputed amount in respect of Income Tax is as under:

Sr. No Name of the Statue Description Accounting Period Amount (Rs.) Forum where dispute is pending
1 Income Tax Act 1961 Income Tax Dispute-43B disallowances 1992-1993 321069 The Appellate Tribunal

viii. According to the records of the Company examined by us and information andexplanation given to us the Company has not defaulted in repayment of dues to banksduring the year. The Company has not taken any loan or borrowing from governmentfinancial institutions and has not issued debentures during the year.

ix. The Company has not raised any money by way of public issue/ further offer(including debt instruments) and through term loans during the year. Accordingly clause3(ix) of the order is not applicable to the Company.

x. Based upon the audit procedures performed and information and explanation given bythe management we report that no fraud by the Company and no fraud on the Company by itsofficers or employees has been noticed or reported during the year.

xi. The company has not paid or provided for managerial remuneration during the yearAccordingly clause 3 (xi) of the Order is not applicable to the Company.

xii. In our opinion and according to the information and explanations given to us thenature of the activities of the Company does not attract any special stame applicable toNidhi Company. Accordingly clause 3(xii) of the order is not applicable to the Company

xiii. According to the information and explanation given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sec 177 and 188 of Companies Act 2013 where applicable and details ofsupb-tfansactions

have been disclosed in the financial statements as required by the Indian AccountingStandards (Ind AS 24 "Related Party Disclosures" specified under Section 133 ofthe Act.

xiv. The Company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year. Accordingly clause 3 (xiv) ofthe Order is not applicable to the Company.

xv. In our opinion and according to the information and explanations given to us andbased on our examination of the records of the Company the Company has not entered intoany non-cash transactions with directors or persons connected with him. Accordinglyclause 3 (xv) of the Order is not applicable to the Company.

xvi. The Company is not required to be registered under Sec 45-IA of the Reserve Bankof India Act 1934. Accordingly clause 3 (xvi) of the Order is not applicable to theCompany.

For KANU DOSHI ASSOCIATES LLP

Chartered Accountants

Firm Registration Number:JjQ4Z4>W/Wl 00096

ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT

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 TRIOCHEMPRODUCTS LIMITED ("the Company") as of 31" March 2018 in conjunctionwith our audit of the Ind AS financial statements of the Company for the year ended onthat date.

Management’s Responsibility for Internal Financial Controls

The Company’s Board of Directors are 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 issued by the Institute of Chartered Accountants of India (TCAI’). 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 safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation 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 applicable to an audit of InternalFinancial Controls and both issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 Ind AS 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 controlssystem over 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 ofrecords that 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 financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the Company are being made only in accordance with authorizations ofmanagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of theCompany's assets that could have a material 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.

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 31st March 2018 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 KANU DOSHI ASSOCIATES LLP

Chartered Accountants