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Universal Prime Aluminium Ltd.

BSE: 504673 Sector: Metals & Mining
NSE: N.A. ISIN Code: INE621D01019
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NSE 05:30 | 01 Jan Universal Prime Aluminium Ltd
OPEN 3.14
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VOLUME 850
52-Week high 3.37
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Buy Price 0.00
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Sell Price 0.00
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OPEN 3.14
CLOSE 3.14
VOLUME 850
52-Week high 3.37
52-Week low 1.15
P/E
Mkt Cap.(Rs cr) 3
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Universal Prime Aluminium Ltd. (UNIVERSALPRIME) - Auditors Report

Company auditors report

To

The Members of UNIVERSAL PRIME ALUMINIUM LIMITED.

Qualified Opinion

1. We have audited the accompanying standalone financial statements of UniversalPrime Aluminium Limited ("the Company") which comprise the Balance Sheet asat 31st March 2020 the Statement of Profit and Loss (Including Other ComprehensiveIncome) the Cash Flow Statement and the Statement of Changes in Equity for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.

2. In our opinion and to the best of our information and according to the explanationsgiven to us except for the possible effects of the matter described in the Basis forQualified Opinion paragraph the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (the ‘Act') in the manner so requiredand give a true and fair view in conformity with the accounting principles generallyaccepted in India including Indian Accounting Standards (‘Ind AS') specified underSection 133 of the Act of the state of affairs (financial position) of the Company as at31st March 2020 and its loss (financial performance including other comprehensiveincome) its cash flows and the changes in equity for the year ended on that date.

Basis for Qualified Opinion

(i) As more detailed in Note no. 31 The Company has not established its internalfinancial control over financial reporting considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India. The impactof the same on financial statement cannot be reasonable estimated.

(ii) Employee Benefits as on 31st March 2020 are provided on the basis of the Company'srules and not on the basis of Actuarial valuation as required under Accounting Standard 15(revised). The impact of the same on financial statement cannot be reasonable estimated.

3. We conducted our audit in accordance with the Standards on Auditing specified undersection 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(‘ICAI') together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Act and the rules there-under and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the Code of Ethics. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our qualified opinion.

Key Audit Matters

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

5. We have determined the matter described below to be the key audit matters to becommunicated in our report :

Sr. No. Key Audit Matter

1. Note no. 22 forming part of financial statements regarding preparation of accountson "Going Concern" basis despite discontinuation of manufacturing activity anddisposing off of entire plant and machinery. "Going Concern" assumption issubject to Company's ability to set up manufacturing or other facility as describedtherein. Our opinion is not qualified in respect of this matter.

Auditor's Response

Obtained details of operations of the company for the year ended March 31 2020 frommanagement. We have involved our internal experts to challenge the management's underlyingassumptions for preparation of accounts on "Going Concern" basis.

Information other than the Financial Statements and Auditor's Report thereon

6. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Annual Report but does not includethe 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 regards.

Responsibility of Management and Those Charged with Governance for the StandaloneFinancial Statements

7. The Company's Board of Directors are responsible for the matters stated in Section134(5) of the Act with respect to the preparation and presentation of these standalonefinancial statements that give a true and fair view of the state of affairs (financialposition) profit or loss (financial performance including other comprehensive income)change in equity and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Ind AS specified under section 133of the Act. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

8. 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.

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

Auditor's Responsibilities for the Audit of the Financial Statements

10. 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 withStandards on Auditing will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these financial statements.

11. As part of an audit in accordance with Standards on Auditing we exerciseprofessional judgment and maintain 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 explaining our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch 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.

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

13. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards.

14. From the matters communicated with those charged with governance we determinethose matters that were of most significance in the audit of the financial statements ofthe current period 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

15. As the company has not paid remuneration to its directors during the year underreference hence the reporting under Section 197 (16) of the Act is not applicable.

16. 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 Companies Act 2013 we give in the Annexure A a statement on thematters specified in paragraphs 3 and 4 of the Order.

17. Further to our comments in Annexure A As required by Section 143(3) of the Act wereport 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 Standalone financial statements dealt with by this report are in agreement withthe books of account; d. In our opinion the aforesaid standalone financial statementscomply with the Ind AS specified under section 133 of the Act;

e. On the basis of written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director in terms ofSection 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.

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 details of pending litigation under note no. 23 whichwould impact its financial position.

ii. The Company did not have any long-term contracts including derivative contracts; assuch the question of commenting on any material foreseeable losses thereon does not arise.

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

For R. K. KHANDELWAL & CO.
Chartered Accountants
Firm Registration No. 105054W
Manish Kumar Garg
Place : Mumbai Partner
Dated : 30th June 2020 Membership No. 117966
UDIN : 20117966AAAAAW8605

ANNEXURE - A TO THE AUDITORS' REPORT

The Annexure referred to in Independent Auditors' Report to the members of the Companyon the standalone financial statements for the year ended 31st March 2020 we report that: (i) (a) According to the information and explanations given to us the company hasmaintained proper records showing full particulars including quantitative details andsituation of fixed assets.

(b) According to information and explanation given to us Company has carried outphysical verification of fixed assets. No material discrepancies were noticed in physicalverification performed. (c) As informed and explained to us the title deeds of immovableproperty are held in the name of the Company.

 

(ii) As informed and explained to us physical verification of inventory is notperformed as the same are lying with third party and not in possession of the Company.

(iii) The company has not given loans secured or unsecured to companies firms orLimited Liability Partnerships or other parties covered in the register maintained undersection 189 of the Companies Act. Thus sub clause (a) (b) and (c) of clause 3(iii) arenot applicable.

(iv) The Company has given loan to some parties besides investment in securities andmutual funds.

According to the information and explanations received by us we are of the opinionthat the provisions of sections 185 and 186 of the Companies Act 2013 have been compliedwith.

(v) As per the information and explanation given to us Company has not accepted anydeposit.

(vi) The clause related to review of cost record is not applicable to the Company asthe Company is not in operation.

(vii) (a) According to the records of the Company the Company is generally regular indepositing amounts deducted/ accrued in the books of account in respect of undisputedstatutory dues including Provident Fund Employee's State Insurance Income-taxSales-tax GST Service Tax Duty of customs Duty of excise Value Added Tax Cess andother material statutory dues except for some delays in payment of TDS. There was noundisputed outstanding statutory dues as at the yearend for a period of more than sixmonths from the date they became payable.

(b) According to the records of the Company there are no dues outstanding of SalesTax GST Income Tax Service Tax Custom duty Wealth Tax Excise duty and Cess onaccount of any dispute.

(viii) The Company has not availed any facilities from financial institution or banksor debenture holders and thus the clause (viii) is not applicable to the Company.

(ix) No amounts are raised by way of initial public offer or further public offer andterm loan and thus the clause (ix) related to utilization of the same is not applicable tothe Company.

(x) As informed and explained to us there are no fraud on or by the company werenoticed or reported during the year.

(xi) No managerial remuneration has been paid by the Company thus the clause (x) ofthe order is not applicable to the Company.

(xii) As the Company is not "Nidhi Company" clause (xi) of the Order is notapplicable to the Company. (xiii) As per the information and explanation given to ustransactions with related parties have been done in compliance with provisions of Section177 and 188 of Companies Act 2013 and have been suitably disclosed in the FinancialStatement.

(xiv) The Company has not made any preferential allotment of shares and thus clause(xiii) of the Order is not applicable to the Company.

(xv) As per the information and explanation provided to us Company has not enteredinto non-cash transactions with Directors or persons connected with Directors.

 

(xvi) As per the information and explanation given to us and based on the auditperformed prima facie the Company is required to obtain registration under Section 45-IAof the Reserve Bank of India Act 1934.

However such registration is not yet obtained.

For R. K. KHANDELWAL & CO.
Chartered Accountants
Firm Registration No. 105054W
Manish Kumar Garg
Place : Mumbai Partner
Dated : 30th June 2020 Membership No. 117966
UDIN : 20117966AAAAAW8605

ANNEXURE - B TO THE AUDITORS' REPORT

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

We were engaged to audit the internal financial controls over financial reporting ofUniversal Prime Aluminium Limited ("the Company") as of March 31 2020 inconjunction with our audit of the financial statement of the Company for the year ended onthat date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internalfinancial controls based on "the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls

Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia". These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to company's policiesthe safeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information 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 conducted in accordance with theGuidance Note on Audit of Internal Financial Controls Over Financial Reporting (the"Guidance Note") and the Standards on Auditing to the extent applicable to anaudit of internal financial controls both issued by the Institute of CharteredAccountants of India. Because of the matter described in Disclaimer of Opinion paragraphbelow we were not able to obtain sufficient appropriate audit evidence to provide a basisfor an audit opinion on internal financial controls system over financial reporting of theCompany.

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 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.

Disclaimer of Opinion

The Company has not established its internal financial control over financial reportingon criteria based on or considering the essential components of internal control stated inthe Guidance Note on Audit of Internal Financial Controls over Financial Reporting issuedby the Institute of Chartered Accountants of India. Because of this reason we are unableto obtain sufficient appropriate audit evidence to provide a basis for our opinion whetherthe Company had adequate internal financial controls over financial reporting and whethersuch internal financial controls were operating effectively as at March 31 2020.

We have considered the disclaimer reported above in determining the nature timing andextent of audit tests applied in our audit of the standalone financial statements of theCompany and the disclaimer has affected our opinion on the standalone financialstatements of the Company and we have issued a qualified opinion on the financialstatement.

For R. K. KHANDELWAL & CO.
Chartered Accountants
Firm Registration No. 105054W
Manish Kumar Garg
Place : Mumbai Partner
Dated : 30th June 2020 Membership No. 117966
UDIN : 20117966AAAAAW8605