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Union Quality Plastics Ltd.

BSE: 526799 Sector: Industrials
NSE: N.A. ISIN Code: INE338N01019
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NSE 05:30 | 01 Jan Union Quality Plastics Ltd
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VOLUME 200
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52-Week low 8.41
P/E
Mkt Cap.(Rs cr) 4
Buy Price 8.41
Buy Qty 20.00
Sell Price 8.85
Sell Qty 20.00
OPEN 8.41
CLOSE 8.41
VOLUME 200
52-Week high 46.50
52-Week low 8.41
P/E
Mkt Cap.(Rs cr) 4
Buy Price 8.41
Buy Qty 20.00
Sell Price 8.85
Sell Qty 20.00

Union Quality Plastics Ltd. (UNIONQUALPLA) - Auditors Report

Company auditors report

To

The Members of

UNION QUALITY PLASTICS LIMITED

Off. No.- C211 2nd Floor Sham Kamal Agarwal Market street

Opp. Big Bazaar Ville Parle East

Mumbai Maharashtra 400057 India.

Report on Audit of the Financial Statements Opinion

We have audited the accompanying financial statements of UNION QUALITY PLASTICSLIMITED ("the Company") which comprise the Balance Sheet as at March 312019 and the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows for the year then ended anda summary of the significant accounting policies and other explanatory information.

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 March31 2019 and its profit total comprehensive income the changes in equity and its cashflows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Our responsibilities under those SAs are furtherdescribed in the Auditor's Responsibilities for the Audit of the Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules there under and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our opinion.

Key Audit Matters

Key audit matters ('KAM') are those matters that in our professional judgment were ofmost significance in our audit of the financial statements of the current period. Thesematters were addressed in the context of our audit of the financial statements as a wholeand in forming our opinion thereon and we do not provide a separate opinion on thesematters.

Key Audit Matter How the Matter was addressed in Audit
The Company had an outstanding Borrowings amounting to Rs 12.94 Crores payable to M/S Ambient Media Solutions Private Limited consequent to assignment of loan by Asset Reconstruction Company (India) Limited (ARCIL) as per agreement dated 16th December 2011 .During the year the company and M/S Ambient Media Solutions had entered an MOU for onetime settlement of the loan for an amount of 9.04 Crores and as a result the lender has agreed to waive the outstanding due amount of the loan and accordingly the company had derecognized the balance financial liability as entity's previous contractual obligation to deliver cash or another financial asset to another entity is no longer existing. Owing to the nature of the transaction the settlement of loan is considered as Key Audit Matter Our audit procedures included the following:
• We have studied the relevant agreements and other supporting documents relevant to the Borrowings
• We have examined the MOU for settlement and subsequent payment of agreed amount
• We have also studied the control environment for statutory compliance accounting and treatment of the waiver in the financial statements to ensure the true and fair view of the transaction

Other Information

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the financial statements and our auditors' reportthereon.

Our opinion on the financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.

In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information weare required to report that fact. We have nothing to report in this regard.

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 including other comprehensive income cash flows and changes inequity of the Company in accordance with the Indian Accounting Standards (Ind AS)prescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended and other accounting principles generally accepted inIndia.

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 financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the financial statements management and Board of Directors areresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

Board of Directors is also responsible for overseeing the Company's financial reportingprocess

Auditor's Responsibility for the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit.

We also:

• Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under Section 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditors'report. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditors' report unless law or regulation precludes public disclosure about the matter orwhen in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 issued by thedepartment of company affairs in terms of section 143 (11) of the companies Act 2013and on the basis of our examination of the books and records as we considered appropriateand according to the information and explanation given to us we give in the "AnnexureA" a statement on the matters specified in paragraph 3 and 4 of the Order to theextent applicable.

2. As required by Section 143(3) of the Act based on our audit 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 including Other ComprehensiveIncome Statement of Changes in Equity and the Statement of Cash Flow dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid financial statements comply with the Indian AccountingStandards prescribed under section 133 of the Act.

e) On the basis of the written representations received from the directors of theCompany as on March 31 2019 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2019 from being appointed as a director in termsof Section 164(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". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company's internal financialcontrols over financial reporting.

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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements.

ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts.

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

h) With respect to the matter to be included in the Auditors' Report under section197(16) of the Act as amended in our opinion and to the best of our information andaccording to the explanations given to us the remuneration paid/provided by the companyto its directors during the year is in accordance with the provisions of the section 197of the Act.

For NSVR ASSOCIATES8( LLP
Chartered Accountants
(Firms' Registration No. 008801S/S200060)
Venkata Ratnam
Place: Hyderabad Partner
Date: 28/05/2019 (Membership No. 230675)

Annexure A to the Auditors' Report

Annexure referred to in paragraph 1 under the heading of "Report on Other Legaland Regulatory Requirements" of our report of even date we report that:

(i) In respect of 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 at reasonableintervals; we are informed that no material discrepancies were noticed on suchverification.

(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 the inventories of finished goods semi-finished goods storesspare parts and raw materials were physically verified at regular intervals by theManagement. In case of inventories lying with third parties certificates of stocksholding have been received.

b) In our opinion and according to the information and explanation given to us theprocedures of physical verification of inventories followed by the Management werereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.

c) In our opinion and according to the information and explanations given to us theCompany has maintained proper records of its inventories and no material discrepancieswere noticed on physical verification of stocks as compared to book records.

(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 CompaniesAct. Thus Clause 3(iii) (a)(b) and (c) of the Order are not applicable to the company.

(iv) In our opinion and according to the information and explanations given to us thecompany has not made investments and loans hence provisions of section 185 and 186 of theCompanies act order is not applicable.

(v) According to the information and explanations given to us the company had notaccepted any Public deposits within the meaning of sections 73 to 76 or any otherrelevant provisions of the Companies Act and the rules framed there under . Thereforeprovisions of clause (v) of paragraph 3 of the report is not applicable to the company

(vi) In respect of business activities of the company maintenance of cost records hasnot been specified by the central government under section 148(1) of the companies Act2013.

(vii) (a) According to the information and explanations given to us the company isirregular in depositing undisputed statutory dues including provident fund employees'state insurance income-tax sales-tax service tax duty of excise value added tax cessand any other statutory dues with the appropriate authorities and no undisputedoutstanding statutory dues as at the last day of the financial year concerned are inarrears for a period of more than six months from the date they became payable except forprofessional tax liability ofRs.680683/-& Sales tax of. Rs.23751 16 /-

(b) According to the information and explanations given to us there are no dues ofincome tax or sales tax or wealth tax or service tax or duty of customs or duty of exciseor value added tax or cess that have Not been deposited on account of any dispute exceptfor the following:

Name of the Statute Nature of the Dues

Amount (in lakhs)

Period

Forum where dispute is pending
The Income tax act1961 Income tax (TDS)

2.67

Tribunal Ahmedabad
The Central Excise and Service tax Excise duty

26.02

1997-1998

Apellete TribunalAhmedabad

47.96

2007-2008

79.56

2010-2011

(viii) Based on our Audit procedures and on the information and explanations given bythe management we are of the opinion that the company has not defaulted in repayment ofdues to a financial institutions banks or debenture holders.

(ix) In our opinion and according to the information and explanations given to usmonies raised by way of the term loans during the year have been applied by the Companyfor the purposes for which they were raised.

(x) According to the information and explanations given to us no material fraud by theCompany or on the Company by its officers or employees has been noticed or reported duringthe course of our audit.

(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has provided for managerialremuneration in accordance with the provisions of Section 197 of Companies Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.

(xiii) In our opinion and according to the information and explanations given to us theCompany's transactions with its related party are in compliance with Sections 177 and 188of the Companies Act 2013 where applicable and details of related party transactionshave been disclosed in the financial statements etc. as required by the applicableaccounting standards.

(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.

(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) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934.

For NSVR ASSOCIATES8l LLP
Chartered Accountants
(Firms' Registration No. 008801S/S200060)
Venkata Ratnam
Place: Hyderabad Partner
Date: 28/05/2019 (Membership No. 230675)

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of UNIONQUALITY PLASTICS LIMITED ("the Company") as of March 31 2019 in conjunctionwith our audit of the financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is 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. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand 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 judgement 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 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 withgenerally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 March 31 2019 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For NSVR ASSOCIATES8( LLP
Chartered Accountants
(Firms' Registration No. 008801S/S200060)
Venkata Ratnam
Place: Hyderabad Partner
Date: 28/05/2019 (Membership No. 230675)