You are here » Home » Companies » Company Overview » V-Guard Industries Ltd

V-Guard Industries Ltd.

BSE: 532953 Sector: Engineering
NSE: VGUARD ISIN Code: INE951I01027
BSE 00:00 | 18 Jun 264.75 8.90
(3.48%)
OPEN

258.00

HIGH

266.30

LOW

251.00

NSE 00:00 | 18 Jun 264.55 8.80
(3.44%)
OPEN

257.00

HIGH

266.75

LOW

251.25

OPEN 258.00
PREVIOUS CLOSE 255.85
VOLUME 162019
52-Week high 285.00
52-Week low 159.55
P/E 57.18
Mkt Cap.(Rs cr) 11,390
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 258.00
CLOSE 255.85
VOLUME 162019
52-Week high 285.00
52-Week low 159.55
P/E 57.18
Mkt Cap.(Rs cr) 11,390
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

V-Guard Industries Ltd. (VGUARD) - Auditors Report

Company auditors report

To the Members of V-Guard Industries Limited

Report on the Audit of the Standalone Ind

AS Financial Statements

Opinion

We have audited the accompanying standalone Ind AS financial statements of V-GuardIndustries Limited ("the Company") which comprise the Balance sheet as at March31 2020 the Statement of Profit and Loss including the Statement of Other ComprehensiveIncome the Cash Flow Statement and the Statement of Changes in Equity for the year thenended and notes to the standalone Ind AS financial statements including a summary ofsignificant 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 standalone Ind AS financial statements give the informationrequired by the Companies Act 2013 as amended ("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 2020its profit including other comprehensive income its cash flows and the changes in equityfor the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing (SAs) as specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the 'Auditor'sResponsibilities for the Audit of the Standalone Ind AS Financial Statements' section ofour report. We are independent of the Company in accordance with the 'Code of Ethics'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 thereunder 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 audit opinion on the standalone Ind AS financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone Ind AS financial statements for the financialyear ended March 31 2020. These matters were addressed in the context of our audit of thestandalone Ind AS financial statements as a whole and in forming our opinion thereon andwe do not provide a separate opinion on these matters. For each matter below ourdescription of how our audit addressed the matter is provided in that context.

We have determined the matter described below to be the Key audit matter to becommunicated in our report. We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the standalone Ind AS financial statementssection of our report including in relation to these matters. Accordingly our auditincluded the performance of procedures designed to respond to our assessment of the risksof material misstatement of the standalone Ind AS financial statements. The results of ouraudit procedures including the procedures performed to address the matters below providethe basis for our audit opinion on the accompanying standalone Ind AS financialstatements.

Key audit matter How our audit addressed the key audit matter
Revenue from sale of products (as described in note 2.2(d) and 47 of the standalone Ind AS financial statements) Our audit approach was a combination of test of internal controls and substantive procedures which included the following:
Revenue is measured at the fair value of consideration received/receivable from its customers and in determining the transaction price for the sale of products the Company considers the effects of various factors such as volume based discounts rebates and other promotion incentives schemes ('trade schemes') provided to the customers. • Assessed the Company's accounting policy for revenue recognition including the policy for recording trade schemes in accordance with Ind AS 115.
At year end amounts for trade schemes that have been incurred and not yet provided to the customers are estimated and accrued. We have considered this as a key audit matter on account of significant judgement and estimate involved in calculation of provision for such trade schemes as at the Balance Sheet date. • Obtained understanding of the revenue process the assumptions used by the management in calculation of accrual of trade schemes and design and implementation of controls.
• Evaluated management's methodology and assumptions used in the calculations of such accruals for trade schemes.
• Tested on sample basis management's calculation of the provisions for trade schemes at year end with approved trade schemes and underlying sales data including testing of completeness and arithmetical accuracy of the data used.
• Tested on sample basis credit notes issued to customer/ payments for incentives as per the approved trade schemes.
• Performed analytical procedures to identify any unusual trends and items.

Other Information

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 standalone Ind AS financial statements and our auditor's report thereon.

Our opinion on the standalone Ind AS financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information and in doing so consider whether suchother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management for the Standalone Ind AS 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 standalone Ind AS financialstatements that give a true and fair view of the financial position financial performanceincluding other comprehensive income cash flows and changes in equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. 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 the 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 standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone Ind AS financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative 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 Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone Ind ASfinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone Ind AS 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 standalone Ind ASfinancial 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 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 standalone IndAS financial statements including the disclosures and whether the standalone Ind ASfinancial statements represent the underlying transactions and events in a manner thatachieves 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 standalone Ind AS financialstatements for the financial year ended March 31 2020 and are therefore the key auditmatters. We describe these matters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when in extremely rare circumstances wedetermine that a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.

Report on Other Legal and Regulatory Requirements

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 1" a statement on the matters specified inparagraphs 3 and 4 of the Order.

2. As required by Section 143(3) of the Act we report that:

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the 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 the Statement ofOther Comprehensive Income the Cash Flow Statement and Statement of Changes in Equitydealt with by this Report are in agreement with the books of account;

(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Accounting Standards specified under Section 133 of the Act read with Companies(Indian Accounting Standards) Rules 2015 as amended;

(e) On the basis of the written representations received from the directors as on March31 2020

taken on record by the Board of Directors none of the directors is disqualified as onMarch 31 2020 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company with reference to these standalone Ind AS financial statementsand the operating effectiveness of such controls refer to our separate Report in"Annexure 2" to this report;

(g) In our opinion the managerial remuneration for the year ended March 31 2020 hasbeen paid / provided by the Company to its directors in accordance with the provisions ofsection 197 read with Schedule V to 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 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 standalone Ind AS financial statements - Refer Note 39(B)(i) to thestandalone Ind AS financial statements;

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

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

For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration Number: 101049W/E300004
Sd/-
per Sandeep Karnani
Partner
Bengaluru Membership Number: 061207
June 01 2020 UDIN: 20061207AAAABQ4616

ANNEXURE 1 TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE IND ASFINANCIAL STATEMENTS OF V-GUARD INDUSTRIES LIMITED

We report that:

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

(b) Fixed assets have been physically verified by the management during the year and nomaterial discrepancies were identified on such verification.

(c) According to the information and explanations given to us by the management of theCompany the title deeds of immovable properties included in property plant and equipmentare held in the name of the Company.

(ii) The inventory has been physically verified by the management during the year. Inour opinion the frequency of verification is reasonable. No material discrepancies werenoticed on such physical verification. Inventories lying with third parties have beenconfirmed by them to the management as at March 31 2020 and no material discrepancieswere noticed in respect of such confirmations.

(iii) According to the information and explanations given to us by the management ofthe Company the Company has not granted any loans secured or unsecured to companiesfirms Limited Liability Partnerships or other parties covered in the register maintainedunder section 189 of the Companies Act 2013 ('the Act'). Accordingly the provisions ofclause 3(iii)(a) (b) and (c) of the Order are not applicable to the Company and hence notcommented upon.

(iv) In our opinion and according to the information and explanations given to us bythe management of the Company the Company has complied with the provisions of Section 186of the Act in respect of loans granted investments made and guarantee given to whichsection 186 of the Act is applicable. In our opinion and according to the information andexplanations given to us by the management of the Company the Company has not granted anyloan to which section 185 of the Act is applicable and hence 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 applicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Act related to the products manufactured by the Company and are ofthe opinion that prima facie the specified accounts and records have been made andmaintained. We have not however made a detailed examination of the same.

(vii) (a) Undisputed statutory dues including provident fund employees' stateinsurance income- tax goods and services tax duty of custom cess and other statutorydues as applicable to the Company have generally been regularly deposited with theappropriate authorities.

(b) According to the information and explanations given to us by the management of theCompany undisputed dues in respect of provident fund employees' state insuranceincome-tax duty of custom goods and services tax cess and other statutory dues asapplicable to the Company which were outstanding at the year end for a period of morethan six months from the date they became payable are as follows:

Name of the Statute Nature of the Dues Amount (Rs in lakhs) Period to which the amount relates Due Date Date of Payment
The Jharkhand Tax on Professions Trades Callings and Employments Act 2011 Professional Tax 0.22 October 2018 to June 2019 December 2018 to July 2019 Not paid

(c) According to the records of the Company the dues outstanding of income-taxsales-tax wealth-tax service tax goods and services tax duty of custom duty ofexcise value added tax and cess on account of any dispute are as follows:

Name of the statute Nature of dues Amount claimed (' in lakhs) Period to which the amount relates Amount paid under protest (' in lakhs) Forum where dispute is pending
Andhra Pradesh Value Added Tax Value added tax 0.75 2005-06 Additional Deputy Commissioner (Commercial Taxes)
Central Sales Tax Act Central Sales tax 8.38 2011-12 & 201213 0.56 Sales Tax Tribunal
Orissa Entry Tax Act Entry Tax 155.37 2011-12 & 201213 10.36 Sales Tax Tribunal
Orissa Value Added Tax Act Value added tax 520.13 2007-08 to 201213 57.38 Sales Tax Tribunal
Orissa Value Added Tax Act Value added tax 16.65 2014-15 & 201516 0.70 Deputy Sales Tax Commissioner
Bihar Entry Tax Act Entry Tax 39.08 2013-14 & 201516 6.04 Joint Commissioner of Commercial Taxes (Appeals)
Bihar Value Added Tax Act Value added tax 85.50 2015-16 & 2017-18 Joint Commissioner of Commercial Taxes (Appeals)
Andhra Pradesh Value Added Tax Act Value added tax 12.82 April 2006 to June 2010 3.20 Appellate Tribunal (Commercial Taxes) Telangana
Central Sales Tax Act Central Sales tax 5.51 2015-16 Deputy Commissioner (Appeals)
Uttarakhand Value Added Tax Act Value added tax 3.78 2014-15 0.76 Joint Commissioner Commercial Taxes (Appeals)
Income Tax Act 1961 Income tax 2544.87 AY 2008-09; AY 2010-11 to AY 2014-15 and AY 2016-17 717.11 Commissioner of Income Tax (Appeals)

(viii) In our opinion and according to the information and explanations given to us bythe management of the Company the Company has not defaulted in repayment of loans orborrowing dues to banks. The Company did not have any outstanding loans or borrowing duesin respect of a financial institution or to government or dues to debenture holders duringthe year.

(ix) According to the information and explanations given to us by the management of theCompany the Company has not raised any money way of initial public offer / further publicoffer / debt instruments and term loans hence reporting under clause (ix) is notapplicable to the Company and hence not commented upon.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven to us by the management of the Company we report that no fraud by the Company or nofraud on the Company by the officers and employees of the Company has been noticed orreported during the year.

Cxi) According to the information and explanations given to us by the management of theCompany the managerial remuneration has been paid / provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theAct.

(xii) In our opinion the Company is not a nidhi company. Therefore the provisions ofclause 3(xii) of the Order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given to us by the management ofthe Company transactions with the related parties are in compliance with section 177 and188 of the Act where applicable and the details have been disclosed in the notes to thefinancial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us by the management ofthe Company and on an overall examination of the balance sheet the Company has not madeany preferential allotment or private placement of shares or fully or partly convertibledebentures during the year under review and hence reporting requirements under clause3(xiv) are not applicable to the Company and not commented upon.

(xv) According to the information and explanations given to us by the management of theCompany the Company has not entered into any non-cash transactions with directors orpersons connected with him as referred to in section 192 of the Act.

(xvi) According to the information and explanations given to us by the management ofthe Company the provisions of section 45-IA of the Reserve Bank of India Act 1934 arenot applicable to the Company.

For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration Number: 101049W/E300004
Sd/-
per Sandeep Karnani
Partner
Bengaluru Membership Number: 061207
June 01 2020 UDIN: 20061207AAAABQ4616

ANNEXURE 2 TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE IND ASFINANCIAL STATEMENTS OF V-GUARD INDUSTRIES LIMTED

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

We have audited the internal financial controls over financial reporting of V-GuardIndustries Limited ("the Company") as of March 31 2020 in conjunction with ouraudit of the standalone Ind AS financial statements 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 Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to the Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting with reference to these standalone Ind AS financialstatements based on our audit. We conducted our audit in accordance with the Guidance Noteon Audit of Internal Financial Controls Over Financial Reporting (the "GuidanceNote") and the Standards on Auditing as specified under section 143(10) of theCompanies Act 2013 to the extent applicable to an audit of internal financial controlsand both issued by the Institute of Chartered Accountants of India. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting with reference to these standalone Ind AS financialstatements was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls over financial reporting with reference to thesestandalone Ind AS financial statements and their operating effectiveness. Our audit ofinternal financial controls over financial reporting included obtaining an understandingof internal financial controls over financial reporting with reference to these standaloneInd AS financial statements assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgement includingthe assessment of the risks of material misstatement of the financial statements whetherdue 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 internal financial controls over financialreporting with reference to these standalone Ind AS financial statements.

Meaning of Internal Financial Controls Over Financial Reporting With Reference to theseStandalone Ind AS Financial Statements

A company's internal financial control over financial reporting with reference to thesestandalone Ind AS financial statements is a process designed to provide reasonableassurance regarding the reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with generally acceptedaccounting principles. A company's internal financial control over financial reportingwith reference to these standalone Ind AS financial statements includes those policies andprocedures that

(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting WithReference to these Standalone Ind AS Financial Statements

Because of the inherent limitations of internal financial controls over financialreporting with reference to these standalone Ind AS financial statements including thepossibility of collusion or improper management override of controls materialmisstatements due to error or fraud may occur and not be detected. Also projections ofany evaluation of the internal financial controls over financial reporting with referenceto these standalone Ind AS financial statements to future periods are subject to the riskthat the internal financial control over financial reporting with reference to thesestandalone Ind AS financial statements may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate.

Opinion

In our opinion the Company has in all material respects adequate internal financialcontrols over financial reporting with reference to these standalone Ind AS financialstatements and such internal financial controls over financial reporting with reference tothese standalone Ind AS financial statements were operating effectively as at March 312020 based on the internal control over financial reporting criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.

Bengaluru For S.R. Batliboi & Associates LLP
June 01 2020 Chartered Accountants
ICAI Firm Registration Number: 101049W/E300004
Sd/-
per Sandeep Karnani
Partner
Membership Number: 061207
UDIN: 20061207AAAABQ4616