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Unison Metals Ltd.

BSE: 538610 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE099D01018
BSE 00:00 | 25 Feb Unison Metals Ltd
NSE 05:30 | 01 Jan Unison Metals Ltd
OPEN 52.00
PREVIOUS CLOSE 52.00
VOLUME 1000
52-Week high 59.80
52-Week low 40.00
P/E 8.62
Mkt Cap.(Rs cr) 17
Buy Price 49.40
Buy Qty 200.00
Sell Price 52.00
Sell Qty 5701.00
OPEN 52.00
CLOSE 52.00
VOLUME 1000
52-Week high 59.80
52-Week low 40.00
P/E 8.62
Mkt Cap.(Rs cr) 17
Buy Price 49.40
Buy Qty 200.00
Sell Price 52.00
Sell Qty 5701.00

Unison Metals Ltd. (UNISONMETALS) - Auditors Report

Company auditors report

To the Members of UNISON METALS LTD

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of Unison Metals Limited ("theCompany") which comprises of the Balance Sheet as at March 31 2019 the Statementof Profit and Loss the Statement of Changes in Equity and the Statement of Cash Flows forthe year then ended and notes to the financial statements including a summary ofsignificant accounting policies and other explanatory information. In our opinion and tothe best of our information and according to the explanations given to us the aforesaidstandalone financial statements give the information required by the Act in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2019and profit changes in equity and its cash flows 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 Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.

The Key Audit Matter HOW THE MATTER WAS ADDRESSED IN OUR AUDIT
Revenue Recognition – Refer to Note 22 of the standalone financial statements.Revenue is recognised when significant risk and rewards of ownership of the products have passed to custom- ers and it is measured at the fair value of the con- sideration received or receivable net of returns and allowances trade discounts and volume re- bates. Our audit procedures included:
Owing to the variety of products markets product specifications credit terms delivery terms and other terms of supply discounts and volume re- lated concessions the product pricing recognition and measurement of revenue involves a significant amount of management judgement and estimation. • Assessing the appropriateness of the revenue recognition accounting policies by compar- ing with applicable accounting standards.
Therefore there is a risk of revenue being misstated as a result of faulty judgements or estimations. There is also a risk of revenue being overstated due to fraud resulting from the pressure on man- agement to achieve performance targets at the re- porting date. • Performing substantive testing (including year- end cut-off testing) by selecting samples of rev- enue transactions recorded during the year (and before and after the financial year end)by verifying the underlying documents which included sales invoices/contracts and ship- ping documents.
• Comparing the historical Sales Price to cur- rent trends. We also considered the histori- cal accuracy of the Company's estimates in previous years.
• Seeking management explanations and justi- fications in specific cases and examining and evaluating them with available documentary evidences wherever considered necessary. Evaluating the adequacy of the Company's dis- closures in respect of revenue.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the Director's Report and Management Discussion and Analysis Reportincluding Annexures and Corporate Governance Report but does not include the standalonefinancial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained during the course of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

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 financial performance changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theaccounting Standards specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statement that givea true and fair view and are free from material misstatement whether due to fraud orerror.

In preparing the financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of 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 Standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• 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 standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the Company to cease tocontinue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.

We communicate with those charged with governance regarding amongs 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 standalone financial statementsof the current year and are therefore the key audit matters. We describe these matters inour auditor's report unless law or regulation precludes public disclosure about the matteror when 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

As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Companies Act 2013 we give in the Annexure A a statement on the matters specifiedin paragraphs 3 and 4 of the Order to the extent applicable.

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 including Other ComprehensiveIncome the Statement of Cash Flows and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

e) On the basis of the written representations received from the directors as on March31 2019 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2019 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 "Annex-ure B".

g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended in our opinionand to the best of our information and according to the explanation given to us theremuneration paid by the Company to its directors during the year is in accordance withthe provisions of section 197 of the Act.

h) 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:

1) The Company has adequately disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements.

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

3) There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

For JAIN KEDIA & SHARMA
Chartered Accountants.
Firm Reg. No. 103920W
PLACE: Ahmedabad (Ramesh Kedia)
DATE : May 25 2019 Partner.
M.No.035997

ANNEXURE ‘A' TO THE AUDITORS' REPORT

Based on the audit procedures performed for the purpose of reporting a true and fairview on the standalone financial statements of the Company and taking into considerationthe information and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit we report that:

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The Company has a program of verification to cover all the items of fixed assets ina phased manner which in our opinion is reasonable having regard to the size of thecompany and the nature of the assets. A material part of the fixed assets was physicallyverified by the management pursuant to the program. According to the information andexplanations given to us no material discrepancies were noticed on such verification.

(c) According to the information and explanations given by the management the titledeeds of all the immovable properties are held in the name of the Company.

(ii) The management has conducted physical verification of inventories during the year.A test verification of a material part of the inventories was done by the management andwas verified by us. No major discrepancies were noticed in such verification.

(iii) According to the information and explanations given to us the Company has notgranted any loan secured or unsecured to companies firms limited liability partnerships(LLPs) or other parties covered in the register maintained under Section 189 of the Act.Accordingly the provisions of clauses 3(iii)(a) 3(iii)(b) and 3(iii)(c) of the Order arenot applicable to the company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to us theCompany has not entered into any transaction covered under Sections 185 and 186 of theAct. Accordingly the provisions of clause 3(iv) of the Order are not commented upon.

(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76of the Act and the Companies (Acceptance of Deposits) Rules 2014 (as amended).Accordingly the provisions of clause 3(v) of the Order are not commented upon.

(vi) The company is required to maintain cost records according to rules made by theCentral Government under sub-section (1) of Section 148 of the Act in respect of Company'smanufacturing activities. Based on the documents and information provided to us we are ofthe opinion that prima facie the specified accounts and records have been maintained. Wehave not however made a detailed examination of the same.

(vii) (a) Undisputed statutory dues including provident fund employees' stateinsurance income-tax sales-tax service tax duty of customs duty of excise duty valueadded tax cess have generally been regularly deposited with the appropriate authoritiesthough the delays in deposit have not been significant. Further no undisputed amountspayable in respect thereof were outstanding at the year-end for a period of more than sixmonths from the date they become payable.

(b) The dues outstanding in respect of income-tax sales-tax service tax duty ofcustoms duty of excise and value added tax on account of any dispute are as follows:

Name of the Statute Nature of Dues Amount Rs. Period to Which the Amount Relates Forum Where the dispute is pending
15554 A.Y. 1996-1997
7221 A.Y. 2001-02
Income Tax Act 1961 Income Tax 2946 A.Y. 2003-04 Income Tax Department
10491 A.Y. 2005-06
156769 A.Y. 2007-08
136054 A.Y. 2010-11
7897 A.Y. 2011-12
18603 A.Y. 2013-14
1087 A.Y. 2014-15
133520 A.Y. 2015-16

(viii) The Company has not defaulted in the repayment of loans or borrowings to afinancial institution or a bank or government during the year. The company has not issuedany debentures.

(ix) In our opinion and according to information and explanations given to us themoney raised by way of term loans have been applied for the purposes for which they wereobtained. The Company did not raise moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year.

(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company or no material fraud on the Company by its officersor employees has been noticed or reported during the period covered by our audit.

(xi) According to the information and explanations provided by the management themanagerial remuneration has been paid / provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly clause 3(xii) ofthe Order is not applicable.

(xiii) In our opinion all transactions with the related parties are in compliance withsections 177 and 188 of Act wherever applicable. The requisite details have beendisclosed in the standalone financial statements as required by the applicable accountingstandards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures reporting under Clause 3(xiv) of the Order is not applicable.

(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with directorsor persons connected with them and hence provisions of Section 192 of the Companies Act2013 are not applicable to the Company.

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

For JAIN KEDIA & SHARMA
Chartered Accountants.
Firm Reg. No. 103920W
PLACE: Ahmedabad (Ramesh Kedia)
DATE : May 25 2019. Partner.
M.No.035997

Annexure- B to Independent Auditor's Report

Report on the Internal Financial Control under Clause (i) of sub- section 3 of Section143 of the Companies Act 2013 We have audited the internal financial controls overfinancial reporting of the company as of March 31 2019 in conjunction with our audit ofthe financial statements of the company for the year ended on that date.

Management's Responsibility for Internal Financial Control

The Company's management is responsible for establishing and maintaining internalfinancial control based on the internal control over financial reporting criteriaestablished by the company considering the essential components of internal control statedin Guidance Note on Audit of Internal Financial Controls over Financial Reporting issuedby the Institute of Chartered Accountants of India ("ICAI"). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial control that were operating effectively for insuring the orderly and efficientconduct of its business including adherence to the Company's policies the safeguardingof its assets the prevention and detection of fraud and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required 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 of Auditing issued by ICAI and deemedto be prescribed under 143(10) of the Companies Act 2013 to the extent applicable to anaudit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by ICAI. Those Standards and the Guidance Notes required that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wereestablished and maintained and if such controls operated effectively in all materialrespects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls systems over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining and understanding of internal financial controls over financial reportingassessing the risk that material weakness exists and testing and evaluating the designand operating effectiveness the internal control based on the assessed risk. Theprocedures selected depends on the auditors' judgement including the assessment of therisks of material 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 of our audit opinion of 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 with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations of themanagement and directors of the company; (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 Control over Financial Reporting

Because of the inherent limitations of internal financial control over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to fraud or error may occur and not be detected.Also projections of any evaluation of the internal financial control 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 2019based on the criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the ICAI.

For JAIN KEDIA & SHARMA
Chartered Accountants.
Firm Reg. No. 103920W
PLACE: Ahmedabad (Ramesh Kedia)
DATE : May 25 2019. Partner.
M.No.035997