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Vimal Oil and Foods Ltd.

BSE: 519373 Sector: Industrials
NSE: VIMALOIL ISIN Code: INE067D01015
BSE 00:00 | 13 Jan Vimal Oil and Foods Ltd
NSE 05:30 | 01 Jan Vimal Oil and Foods Ltd
OPEN 4.89
PREVIOUS CLOSE 4.89
VOLUME 1000
52-Week high 4.89
52-Week low 0.00
P/E 4.37
Mkt Cap.(Rs cr) 7
Buy Price 4.89
Buy Qty 10.00
Sell Price 4.66
Sell Qty 400.00
OPEN 4.89
CLOSE 4.89
VOLUME 1000
52-Week high 4.89
52-Week low 0.00
P/E 4.37
Mkt Cap.(Rs cr) 7
Buy Price 4.89
Buy Qty 10.00
Sell Price 4.66
Sell Qty 400.00

Vimal Oil and Foods Ltd. (VIMALOIL) - Auditors Report

Company auditors report

To the Members of

Vimal Oil & Foods Limited

1. Report on the Indian Accounting Standards (IND AS) Financial Statements

We have audited the accompanying IND AS financial statements of Vimal Oil & FoodsLimited which comprise the Balance Sheet as at March 312019 the Statement of Profit andLoss the Cash Flow Statement for the year ended and a summary of significant accountingpolicies and other explanatory information.

2. Management's Responsibility for the IND AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in the section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone IND AS financial statements that give a true and fair view of the IND ASfinancial position financial performance cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theaccuracy and completeness of the preparation and presentation of the IND AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

3. Auditor's Responsibility

Our responsibility is to express an opinion on these standalone IND AS financialstatements based on our audit.

We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified undersection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe IND AS financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the IND AS financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of theIND AS financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal control relevant to the Company's preparationof the IND AS financial statements that give true and fair view in order to design auditprocedure that are appropriate in the circumstances but not for the purpose of expressingan opinion on whether the Company has in place an adequate internal financial controlsystem over financial reporting and the operating effectiveness of such controls. An auditalso includes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentations of the IND AS financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone IND AS financial statements.

4. Key audit matters:

(a) Note 1 to the IND AS financial statements: Suspension of the power of board ofdirectors and vesting of management with Resolution Professional by Hon'ble NCLTAhmedabad.

(b) Point no. 8 of CARO: Default in repayment of dues to different banks and AssetReconstruction companies.

(c) Networth of the company has been completely eroded the management is of theopinion that the company shall carry on its business on job work basis hence the IND ASfinancial statements of the company have been prepared on going concern basis theappropriateness of the said basis is inter-alia dependent upon future performance andprofitability and presently we are unable to express an opinion on the same.

5. Opinion

In our opinion and to the best of our information and according to the explanationsgiven to usand subject to note no. 4 above the IND AS financial statements 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; of the state of theaffairs of the company as at 31st March 2019 and its losses cash flows for the yearended on that date.

6. Report on Other Legal and Regulatory Requirements

i. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of section (11) of section 143 of theCompanies Act2013 we give in the "Annexure-A" a statement on the mattersspecified in the paragraphs 3 and 4 of the Order to the extent applicable.

ii. As required by section 143(3) of the Act we report that:

a. We have obtained all the information and explanations which to the best of ourknowledge 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 the Statement of Profit and Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.

d. In our opinion the aforesaid IND AS financial statements comply with the AccountingStandards specified under section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended.

e. On the basis of written representations received from the directors as on March312019 and taken on record by the Board of Directors none of the directors isdisqualified as on March 312019 from being appointed as a director in terms of section164(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"; and

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 in our opinionand to the best of our information and accordance to the explanation given to us:

I. The company has disclosed the impact of pending litigations on its financialposition in its IND AS financial statements - Refer note 5.2 to 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 -- Refer note 5.5 to IND ASfinancial statements.

For S. D. Mehta & Co.
Chartered Accountants
(Registration No. 137193W)
Shaishav D. Mehta
Place : Ahmedabad Partner
Date : 30th May 2019 Membership No.: 032891

Annexure-A to Independent Auditors' Report

Referred to in Paragraph 5(I) under the heading of "Report on Other Legal andRegulatory Requirements" of our report of even date.

1. In respect of Property Plant & Equipment:

a. The Company has maintained proper records showing full particulars includingquantitative details and situation of its Property Plant & Equipment subject to note5 of Notes to IND AS Financial Statements.

b. All the Property Plant & Equipment of the Company have been physically verifiedby the management at reasonable period during the year and no material discrepancies havebeen noticed on such verification.

c. Title Deeds of immovable properties are held in the name of company.

2. In respect of Inventories:

a. As explained to us Inventory has been physically verified during the year by themanagement. In our opinion the frequency of verification is reasonable.

b. As per information given to us the procedures of physical verification of stocksfollowed by the management are reasonable and adequate in relation to the size of thecompany and the nature of its business.

c. In our opinion and according to the information and explanations given to us by themanagement the Company has generally maintained & verified all records of itsinventories and no material discrepancies were noticed on physical verification.

3. The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the Register maintained underSection 189 of the Companies Act 2013.

4. The company has not given guarantees or provided security requiring compliance undersection 185 or 186 of the act.

5. During the year the company has not accepted any deposits from public.

6. We have broadly reviewed the cost records maintained by the company pursuant tosection 148 (1) of the Companies Act 2013. We have broadly reviewed the books of accountsmaintained by the company and are of the opinion that prima facie the prescribed accountsand records have been made and maintained. We have however not made a detailedexamination of the records with a view to determine whether they are accurate or complete.

7. In respect of Statutory Dues:

a. According to the information and explanations given to us and the records examinedby us the Company is generally regular in depositing undisputed statutory dues includingProvident Fund Employees' State Insurance Income Tax Sales Tax Wealth Tax ServiceTax Duty of Customs Duty of Excise Value added tax cess and any other statutory dueswith the appropriate authorities. According to the information and explanations given tous there are no undisputed dues payable in respect of above as at 31st March 2019 for aperiod of more than six months from the date on which they became payable.

b. According to the information and explanations given to us and on the basis of ourexamination of books of account and record the details of aforesaid statutory dues as atMarch 312019 which have not been deposited with the appropriate authorities on account ofany dispute are given below:

Name of Statute Nature of dues Amount (Rs.) Accounting Period to which the amount relates Forum where dispute is pending
Gujarat Sales Tax Act 1961 and Central Sales Tax Act 1956 Sales Tax and CST 211.72 Lakhs 2001-02 to 2003-04 Appellate Authority
Rajasthan Sales tax Act 1994 Sales Tax 139.48 Lakhs 2002-03 Appellate Authority
Income Tax Act 1961 Income Tax 26.45Lakhs 1999-00 Appellate Authority
Income Tax Act 1961 Income Tax 66.95Lakhs 2007-08 Appellate Authority
Income Tax Act 1961 Income Tax 1.08Lakhs 2008-09 Appellate Authority
Income Tax Act 1961 Income Tax 18.06Lakhs 2009-10 Appellate Authority
Income Tax Act 1961 Income Tax 6.53Lakhs 2010-11 Appellate Authority
Income Tax Act 1961 Income Tax 0.05 Lakhs 2011-12 Appellate Authority
Income Tax Act 1961 Income Tax 6.04 Lakhs 2012-13 Appellate Authority
Income Tax Act 1961 Income Tax 30.34Lakhs 2013-14 Appellate Authority
Income Tax Act 1961 Income Tax 0.10Lakhs 2014-15 Appellate Authority

c. During the year the amount required to be transferred to investor's education andprotection fund has been so transferred.

8. In our opinion and according to the information and explanation given to us theCompany has defaulted in repayment of dues to banks as detailed below.

Sr. No. Name of Bank Amount of default for repayment (Rs. In Crores)*
1 Bank of India 139.14
2 Bank of Baroda 142.75
3 Syndicate bank 58.85
4 Union bank of India 15.19
5 Indian overseas Bank 11.17
6 IDBI Bank 47.85
7 Punjab National Bank 81.85
8 Invent Asset Securitisation & Reconstruction Pvt Ltd 110.20
9 CFM Asset Reconstruction Pvt Ltd 94.01

*Balances as derived from the books of accounts.

9. In our opinion and on the basis of information and explanations given to us thereis no outstanding term loan.

10. To the best of our knowledge and according to the information and explanationsgiven to us no material fraud on or by the Company has been noticed or reported duringthe year.

11. The managerial remuneration has been paid and provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V of thecompanies act 2013.

12. The company is not a Nidhi company. As such The Nidhi rules 2014 are notapplicable.

13. All transactions with the related parties are in compliance with the sections 177and 188 of Companies Act 2013 where applicable and the details have been disclosed in theIND AS financial statements as required by applicable accounting standards.

14. The company has not made any preferential allotment or Private placement of sharesof fully or partly convertible debentures during the year under review.

15. The company has not entered into any non-cash transactions with directors orpersons connected with it.

16. The company is not required to be registered u/s. 45-IA of the Reserve Bank ofIndia Act 1934.

For S. D. Mehta & Co.
Chartered Accountants
(Registration No. 137193W)
Shaishav D. Mehta
Place: Ahmedabad Partner
Date : 30th May 2019 Membership No.: 032891

Annexure-B to Independent 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 have audited the internal financial controls over financial reporting of Vimal Oil& Foods Limited ("the Company") as of 31st March 2019 in conjunction withour audit of the standalone financial statements of the Company for the year ended on thatdate.

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 (‘ICAI'). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation 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. 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 issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. 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 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 Company's internal financial controls systemover financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations 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.

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.

Opinion

In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2019 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.

For S. D. Mehta & Co.
Chartered Accountants
Firm's Registration Number: 137193W
Shaishav Mehta
Place: Ahmedabad Partner
Date : 30th May 2019 Membership Number: 032891

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