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United Van Der Horst Ltd.

BSE: 522091 Sector: Others
NSE: N.A. ISIN Code: INE890G01013
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NSE 05:30 | 01 Jan United Van Der Horst Ltd
OPEN 33.00
PREVIOUS CLOSE 33.00
VOLUME 50
52-Week high 37.50
52-Week low 13.60
P/E 50.00
Mkt Cap.(Rs cr) 16
Buy Price 37.00
Buy Qty 231.00
Sell Price 34.85
Sell Qty 20.00
OPEN 33.00
CLOSE 33.00
VOLUME 50
52-Week high 37.50
52-Week low 13.60
P/E 50.00
Mkt Cap.(Rs cr) 16
Buy Price 37.00
Buy Qty 231.00
Sell Price 34.85
Sell Qty 20.00

United Van Der Horst Ltd. (UNITEDVANDER) - Auditors Report

Company auditors report

TO THE MEMBERS OF UNITED VAN DER HORST LTD.

Report on the Financial Statements:

1. Qualified Opinion:

We have audited the accompanying financial statements of UNITED VAN DER HORSTLIMITED ("the Company") which comprise the Balance Sheet as at 31.03.2019the Statement of Profit and Loss (including other comprehensive income) the Statement ofChanges in Equity and the Statement of Cash Flows for the year then ended and notes tothe financial statements including a summary of the significant accounting policies andother explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us except for the effects of the matters described in the ‘Basis forQualified Opinion' section of our report the aforesaid financial statements give theinformation required by the Companies Act 2013 as amended ("the Act") in themanner so required and give a true and fair view in conformity with the Indian AccountingStandards prescribed under section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended (‘Ind AS') and the other accountingprinciples generally accepted in India of the state of affairs of the Company as at31.03.2019 and total comprehensive income (comprising of loss and other comprehensiveincome) changes in equity and its cash flows for the year then ended.

2. Basis for Qualified opinion:

2.1 The Company continues to prepare accounts on a going concern basis despiteaccumulated losses as on 31.03.2019 being more than 50% of the average net worth duringthe four years immediately preceding the current financial year. The reason for the lossesand the Management's assessment of the Company's ability to continue as a going concernhave been relied upon. [Refer Note 26 (C) 9]

2.2 The amounts aggregating Rs.2352.51 thousands towards Trade Payable and Rs.22370.07 thousands towards Trade Receivables are subject to confirmation from theparties. Management explanations in this regard that the amounts due to / from theseparties are fully payable / recoverable have been relied upon. [Refer Note 26 (C)10]

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the ‘Auditor's Responsibilities for the Audit of the FinancialStatements' section of our report. We are independent of the Company in accordance withthe Code of Ethics issued by the Institute of Chartered Accountants of India together withthe ethical requirements that are relevant to our audit of the financial statements underthe provisions of the Act and the Rules thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our opinion.

3. 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 audit 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.

In addition to the matter described in the ‘Basis for Qualified Opinion' sectionwe have determined the matters described below to be the key audit matters to becommunicated in our report. For each matter below our description of how our auditaddressed the matter is provided in that context.

Key Audit Matter How the matter was addressed in our audit
Evaluation of uncertain tax positions Our procedures in relation to evaluation of uncertain tax positions included the following:
The Company has uncertain tax positions including matters under dispute which involves significant judgment to determine the possible outcome of these disputes. Consequently having an impact on related accounting and disclosures in the financial statements. • Obtained details of completed tax assessments and demands for the year ended March 31 2019 from management. We assessed the management's underlying assumptions in estimating the tax provision and the possible outcome of the disputes. We have also considered legal precedence and other rulings in evaluating management's position on these uncertain tax positions.
Refer Note 26 (C)10 to the Financial Statements

4. Other Information

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Director's Report ManagementDiscussion & Analysis (MD&A) report and Corporate Governance report but does notinclude the financial statements and our Auditor's report thereon.

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.

5. Management's Responsibility for the Financial Statements:

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Act with respect to the preparation of these financial statements that givea true and fair view of the financial position financial performance including othercomprehensive income cash flows and changes in equity of the Company in accordance withthe Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act read withCompanies (Indian Accounting Standards) Rules 2015 as amended and other accountingprinciples generally accepted in India. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.

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.

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

6. 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 aggregate they couldreasonably be expected to influence the economic decisions of users taken on the basis ofthese financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional scepticism 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 Auditor'sreport. 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 ourAuditor's 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.

7. Report on Other Legal and Regulatory Requirements:

7.1 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 Act we give in the Annexure ‘A' a statement on the matters specified inparagraphs 3 and 4 of the Order as applicable.

7.2 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) Except for the effects of the matters described in the Basis for Qualified Opinionparagraph above in our opinion proper books of account as required by law have been keptby the Company 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 Flows dealt with by thisReport are in agreement with the books of account.

d) Except for the effects of the matters described in the Basis for Qualified Opinionparagraph above in our opinion the aforesaid financial statements comply with the IndianAccounting Standards prescribed under section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended.

e) The matters described in the Basis for Qualified Opinion paragraph above in ouropinion may have an adverse effect on the functioning of the Company.

f) On the basis of the written representations received from the directors of theCompany as on 31.03.2019 taken on record by the Board of Directors none of the directorsis disqualified as at 31.03.2019 from being appointed as a director in terms of Section164 (2) of the Act.

g) The qualification relating to the maintenance of accounts and other mattersconnected therewith are as stated in the Basis for Qualified Opinion paragraph above.

h) With respect to the existence of the internal financial control over financialreporting of the company and the operating effectiveness of such controls refer to ourseparate report in Annexure ‘B'.

i) 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 does not have any pending litigations which would impact its financialposition- Refer Note 26 (C) (3) to the financial statements.

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

iii. The Company is not required to transfer funds to the Investor Education andProtection Fund.

FOR C K S P AND CO LLP
Chartered Accountants
FRN - 131228W/W100044
Kalpen Chokshi
Place : Mumbai Partner
Date : 21.05.2019 M.No.135047

ANNEXURE ‘A' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 7.1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

i. In respect of Company's Fixed Assets

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

(b) The fixed assets have been physically verified by the management during the year.In our opinion the frequency of verification is reasonable. According to the informationand explanations given to us no material discrepancies were noticed on such verification.

(c) The title deeds of the immovable properties are held in the name of the company.

ii. As explained to us inventories have been physically verified by the management atreasonable intervals with the records. In our opinion the Company is maintaining properrecords of inventory. No material discrepancies were noticed by the management on physicalverification of inventory as compared to the books of account.

iii. According to the information and explanations given to us and based on ourexamination of the records of the company the Company has not granted any loans securedor unsecured to companies / firms / Limited Liability Partnerships / other partiescovered in the register maintained under section 189 of the Companies Act 2013 (‘theAct'). Accordingly sub clause (a) (b) & (c) of the Order are not applicable.

iv. According to the information and explanations given to us and based on ourexamination of the records of the company the applicable requirements in respect of theloans investments guarantees and security covered by the provisions of Section 185 and186 of the Act have been complied with.

v. In our opinion and according to the information and explanations given to us theCompany has not accepted any public deposits and hence directives issued by the ReserveBank of India and the provisions of Sections 73 to 76 or any other relevant provisions ofthe Act and the rules framed there-under are not applicable. As per the information andexplanations given to us no order has been passed by Company Law Board or NationalCompany Law Tribunal or Reserve Bank of India or any Court or any other Tribunal in thisrespect.

vi. We have broadly reviewed the books of account maintained by the Company pursuant tothe rules made by the Central Government for the maintenance of cost records under section148 (1) of the Act and are of the opinion that prima-facie the prescribed accounts andrecords have been maintained. We have however not undertaken a detailed examination ofthe records with a view to determine whether they are accurate or complete.

vii. (a) In our opinion and according to the information and explanations given to usin respect of statutory dues the Company has generally been regular in depositingundisputed statutory dues including Provident Fund Employee State Insurance Income-taxSales- tax Service Tax Goods and Services tax Duty of Customs Duty of Excise Valueadded Tax Cess and other material statutory dues applicable to it with the appropriateauthorities.

(b) According to the information and explanations given to us the details of disputeddues in respect of Income-tax Sales-tax Wealth Tax Service Tax Duty of Customs Dutyof Excise Value added Tax and Cess as at 31.03.2019 are as under.

Name of the statute Nature of dues Forum where dispute is pending Period to which the amount relates Amount involved (Rs.) Amount unpaid (Rs.)
The Income Tax Act1961 Income Tax # A.Y 2008-09 Rs.203.54 Rs.203.54
The Income Tax Act1961 Income Tax # A.Y 2009-10 Rs.427.05 Rs.427.05
The Income Tax Act1961 Income Tax # A.Y. 2012-13 Rs.0.76 Rs.0.76

# The appeal is not filed as on the date of reporting.

viii. According to the information and explanations given to us and based on ourexamination of the records of the company the Company has not defaulted in repayment ofloans or borrowings to financial institutions banks or debentures holders during theyear.

ix. The Company has not raised moneys by way of initial public offer or further publicoffer (including debt instruments) and term loans during the year. Accordingly paragraph3 (ix) of the Order is not applicable.

x. During the course of our examination of the books of accounts carried out andaccording to the information and explanation given to us we have not come across anyinstance of fraud by the Company or on the Company by its officers or employees eithernoticed or reported during the year.

xi. According to the information and explanations given to us and based on ourexamination of the records of the company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofSection 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and explanations given to us theCompany is not in the nature of a Nidhi Company as defined under Section 406 of the Act.Accordingly paragraph 3 (xii) of the Order is not applicable.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has complied with sections 177 and188 of the Act for all transactions with the related parties and the details have beendisclosed in the Financial Statements as required by the applicable accounting 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 explanation given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransactions with directors or persons connected with him and hence provisions of Section192 of Companies Act 2013 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 C K S P AND CO LLP
Chartered Accountants
FRN - 131228W/W100044
Kalpen Chokshi
Place : Mumbai Partner
Date : 21.05.2019 M.No.135047

ANNEXURE ‘B' TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 7.2(h) under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

1. Report on the Internal Financial Controls under Section 143(3)(i) of the CompaniesAct 2013:

We have audited the internal financial controls over financial reporting of UNITEDVAN DER HORST LIMITED ("the Company") as at 31.03.2019 in conjunction withour audit of the financial statements of the Company for the year ended on that date.

2. 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 size of Company and essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting ("the Guidance Note") issued by the Institute of CharteredAccountants of India ("the lCAI"). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to Company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013 ("the Act").

3. 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 issued by the ICAI and the Standards on Auditing specified underSection 143(10) of the Act to the extent applicable to an audit of internal financialcontrols both applicable to an audit of Internal Financial Controls and both issued bythe ICAI. 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 included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement 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.

4. 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.

5. 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.

6. Opinion:

Subject to the matters described in the Basis for Qualified Opinion paragraph in ourreport on the financial statements of the Company in our opinion the Company has inall material respects an existence of internal financial controls system over financialreporting and such internal financial controls over financial reporting were operatingeffectively as at 31.03.2019 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 ICAI.

FOR C K S P AND CO LLP
Chartered Accountants
FRN - 131228W/W100044
Kalpen Chokshi
Partner
Place : Mumbai M.No.135047
Date : 21.05.2019