|BSE: 522015||Sector: Auto|
|NSE: N.A.||ISIN Code: INE460E01010|
|BSE 00:00 | 03 Apr||VCCL Ltd|
|NSE 05:30 | 01 Jan||VCCL Ltd|
|BSE: 522015||Sector: Auto|
|NSE: N.A.||ISIN Code: INE460E01010|
|BSE 00:00 | 03 Apr||VCCL Ltd|
|NSE 05:30 | 01 Jan||VCCL Ltd|
To the Members
1. Report on the Financial Statements
We have audited the accompanying financial statements of VCCL Limited ("theCompany") which comprise the Balance Sheet as at March 31 2017 and the Statementof Profit and Loss and Cash Flow Statement for the year then ended and a summary ofsignificant accounting policies and other explanatory information.
2. Management's Responsibility for the Financial Statements
Management is responsible for the matters stated in Section 134(5) of the CompaniesAct 2013 ("the Act") with respect to the preparation of these financialstatements that give a true and fair view of the financial position financial performanceand cash flows of the Company in accordance with the accounting principles generallyaccepted in India including the Accounting Standards referred to in section 133 of the Actread with Rule 7 of the Company (Accounts) Rules 2014. This responsibility includes themaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and preventing and detecting fraud and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of internal control relevant to the preparation and presentation of thefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
3. Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on ouraudit. We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act and other applicable authoritative pronouncements issued by theInstitute of Chartered Accountants of India. Those Standards require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal control relevant to the Company's preparation and fair presentation ofthe financial statements in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of accountingpolicies used and the reasonableness of the accounting estimates made by management aswell as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.
4. Basis of Qualified Opinion
As mentioned in clause 8 (ii) of Note - 11 of financial statements BIFR passed orderin Misc. Application filed by Uttar Pradesh State Industrial Development CorporationLimited (UPSIDC) in the case related to LML Limited regarding resuming of land at SalonDistrict Amethi by UPSIDC. The possession of land along with building and other assetscontinues to remain with the Company. As such we are unable to express any opinion as tothe effect thereof if any on the financial statements for the year.
The consequential effect of above para on assets and liabilities as at 31st March 2017and loss for the year ended 31st March 2017 are not ascertainable.
5. Qualified Opinion
In our opinion and to the best of our information and according to the explanationsgiven to us except for the effect of the matters described in the Basis of QualifiedOpinion paragraph as mentioned above and read together with the other notes give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India:
(a) in the case of the Balance Sheet of the state of affairs of the Company as atMarch 312017;
(b) in the case of the Statement of Profit and Loss of the loss for the year ended onthat date; and
(c) in the case of the Cash Flow Statement of the cash flows for the year ended onthat date.
6. Report on Other Legal and Regulatory Requirements
A. 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 "Annexure A" a statement on the matters specified inparagraphs 3 and 4 of the Order.
B. 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 purpose of our audit;
b. in our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;
c. the Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;
d. in our opinion the Balance Sheet Statement of Profit and Loss and Cash FlowStatement comply with the Accounting Standards specified under section 143 of the Actread with Rule 7 of the Companies (Accounts) Rule 2014;
e. on the basis of written representations received from the Directors as on March 312017 and taken on record by the Board of Directors none of the Directors is disqualifiedas on March 312017 from being appointed as a Director in terms of sub-section (2) ofsection 164 of the Act; and
f. With respect to the adequacy of internal financial controls over financial reportingof the Company and the operating effectiveness of such controls refer to our separateReport in "Annexure B".
g. With respect to other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinion and to thebest of our information and to the explanations given to us:
i) The Company has disclosed the impact of pending litigations on its financialposition in its financial statements wherever applicable- Refer clause no. 2(a) and 2(b)of the Note no. 11 to the Financial Statements
ii) The Company is not required to make provisions as at 31st March 2017 asrequired under the applicable law or accounting standards for material foreseeable losseson long-term contracts including derivative contracts.
iii) There has been no amount required to be transferred to the Investors Education andProtection Fund by the Company during the year ended 31st March 2017.
iv) The Company has provided requisites disclosures in its Financial Statements as toholdings as well as dealings in Specified Bank Notes during the period from November 82016 to December 30 2016 and these are in accordance with the books of accountsmaintained by the Company.
Annexure referred to in paragraph 6(A) of the Auditors' Report under the heading"Report on other legal and regulatory requirements" of even date to the Membersof VCCL Limited on the accounts for the year ended 31st March 2017;
1. a) The Company has maintained a reconstructed record showing relevant particularsincluding quantitative details and location of the Fixed Assets.
b) There are no regular program of physical verification in the circumstances ofCompany's manufacturing operations having remained suspended for some years. No materialdiscrepancies have been noticed in respect of the major items of Plant & Machineryphysically verified at the year end.
c) Land is on long term lease from UPSIDC and conveyance / lease deed is pending forexecution.
2. There is no inventory as the manufacturing operations remained suspended.
3. The Company has not granted any loans during the year to the parties covered in theregister maintained under section 189 of the Companies Act 2013.
4. a) The company has not made any loan to a director nor has provided anyguarantee/security in connection with loan taken by a director or a partner/relative ofsuch director or to any firm in which any such director or relative is a partner.
b) The company has not made any loan or investment envisaged U/s. 186 of the CompaniesAct 2013.
5. The Company has not accepted any deposits within the meaning of Sections 73 to 76 orany other relevant provisions of The Companies Act 2013.
6. In view of the suspension of own manufacturing operations continuing during the yearat the plant no records under Section 148 (1) of the Act were required by the CentralGovernment to be maintained by the Company.
7. a) The Company has been regular in depositing undisputed statutory dues pertainingto it including
Sales Tax and Income Tax Deducted at Source. b) Following dues are not deposited onaccount of disputes pending at various forums:
c) There are no dues of Income Tax Wealth Tax and Service Tax which have not beendeposited on account of any dispute.
8. The company has no loan/borrowings from financial Institution/Bank/Govt. nor hasissued debentures and hence there is no default in repayment etc.
9. The company did not raise any money through public offer nor raised any term loanduring the year.
10. As per the information and explanation given to us no fraud by the company or anyfraud on the company by its officers or employees has been noticed during the year.
11. No managerial remuneration has been paid or provided during the year.
12. The company is not a Nidhi Company.
13. Though strictly LML Ltd. is not related party but to make the financial statementmore transparent the details have been disclosed in the Financial Statements.
14. The company has not made any preferential allotment or private placement of sharesor convertible debentures during the year.
15. During the year the company has not entered into any non-cash transactions withdirectors or persons connected with him.
16. The company is not required to be registered U/s. 45 1A of The Reserve Bank ofIndia Act 1934 as no activities of Non-Banking Financial Institutions are carried on.
ANNEXURE - B TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIALSTATEMENTS OF VCCL LIMITED AS ON 31st MARCH 2017.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
TO THE MEMBERS OF VCCL LIMITED
We have audited the internal financial controls over financial reporting of VCCLLIMITED ("the Company") as of March 31 2017 in conjunction with our audit ofthe financial statements of the company for the year ended on that 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 control 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.
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 on auditing as specified under Section143 (10) of the companies act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of internal financial controls and bothissued by Institute of Chartered Accountants of India. Those standards and the guidancenote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate Internal financial controls overfinancial reporting were established and maintained and if such controls operatedeffectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial control system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the internal financial controls system overfinancial 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 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 the 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; (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 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.
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 March 31 2017 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls over Financial Reporting issued by the Institute of CharteredAccountants of India.