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Vipul Organics Ltd.

BSE: 530627 Sector: Industrials
NSE: N.A. ISIN Code: INE834D01018
BSE 10:00 | 07 Feb 121.60 -0.90
(-0.73%)
OPEN

120.00

HIGH

123.95

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118.55

NSE 05:30 | 01 Jan Vipul Organics Ltd
OPEN 120.00
PREVIOUS CLOSE 122.50
VOLUME 704
52-Week high 228.65
52-Week low 118.55
P/E 29.80
Mkt Cap.(Rs cr) 156
Buy Price 119.05
Buy Qty 20.00
Sell Price 120.80
Sell Qty 40.00
OPEN 120.00
CLOSE 122.50
VOLUME 704
52-Week high 228.65
52-Week low 118.55
P/E 29.80
Mkt Cap.(Rs cr) 156
Buy Price 119.05
Buy Qty 20.00
Sell Price 120.80
Sell Qty 40.00

Vipul Organics Ltd. (VIPULORGANICS) - Auditors Report

Company auditors report

To the Members of Vipul Organics Limited

Report on the Audit of the Standalone financial statements

Opinion

We have audited the accompanying standalone financial statements of Vipul OrganicsLimited ("the Company") which comprise the Balance Sheet as at 31stMarch 2022 the Statement of Profit and Loss (including other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows for the year ended on thatdate and notes to the financial statements including a summary of significant accountingpolicies and other explanatory information (hereinafter referred to as "the financialstatements").

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at 31st March 2022 the profit andtotal comprehensive income changes in equity and its cash flows for the year ended onthat date.

Basis for Opinion

We conducted our audit of standalone financial statements in accordance with theStandards on Auditing ("SAs") 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 financial statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India ("ICAI") together with theindependence requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules thereunder and we have fulfilledour other ethical responsibilities in accordance with these requirements and the ICAI'sCode of Ethics.

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

We have determined that there are no other key audit matters to be communicated in ourreport.

Information Other than the Standalone financial statements and Auditor's Report Thereon

The Company's management and Board of Directors are responsible for the preparation ofother information. The other information comprises the information included in theDirector's Report but does not include the financial statements and our auditor's reportthereon.

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 thecourse of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard on the even date.

Management's Responsibility for the Standalone financial statements

The Company's management and Board of Directors is responsible for the matters statedin Section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financialperformance total comprehensive income changes in equity and cash flows of the Companyin accordance with the Ind AS and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records inaccordance 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 standalone financial statements that give

a true and fair view and are free from material misstatement whether due to fraud orerror.

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.

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

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 the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these 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 financial statementswhether due to fraud or error design and perform audit procedures responsive to thoserisks and obtain audit evidence that is sufficient and appropriate to provide a basis forour opinion. The risk of not detecting a material misstatement resulting from fraud ishigher than for one resulting from error as fraud may involve collusion forgeryintentional omissions misrepresentations or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act 2013 we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in relation to the financialstatements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting 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 financial statementsincluding the disclosures and whether the financial statements represent the underlyingtransactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.

We communicate with the Management among other matters the planned scope and timingof the audit and significant audit findings including any significant deficiencies ininternal 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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2020 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Companies Act 2013 we give in the Annexure "A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

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) 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 Other ComprehensiveIncome Statement of change in Equity and the Statement of Cash Flow dealt with by thisReport are in agreement with the relevant books of account.

(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors as on 31stMarch2022 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March2022 from being appointed as a director in termsof Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate 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 the impact of pending litigations which will have animpact on its financial position in its financial statements-refer note 35 to thestandalone financial statements.

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

iv. a) The Management has represented that to the best of its knowledge and belief nofunds have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the Company to or in any other personsor entities including foreign entities ("Intermediaries") with theunderstanding whether recorded in writing or otherwise that the Intermediary shalldirectly or indirectly lend or invest in other persons or entities identified in anymanner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company orprovide any guarantee security or the like on behalf of the Ultimate Beneficiaries.

b) The Management has represented that to the best of its knowledge and belief nofunds have been received by the Company from any persons or entities including foreignentities ("Funding Parties") with the understanding whether recorded inwriting or otherwise that the Company shall directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever ("UltimateBeneficiaries") by or on behalf of the Funding Parties or provide any guaranteesecurity or the like on behalf of the Ultimate Beneficiaries.

c) Based on the audit procedures performed that we considered reasonable andappropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (i) and (ii) of Rule 11(e) contain anymaterial mis- statement.

v. The dividend declared and paid during the current year and previous year by theCompany is in compliance with section 123 of the Act.

The Company has paid/provided for managerial remuneration paid in accordance with therequisite approvals mandated by the provisions of section 197 read with schedule V of theAct.

For R. A. Kuvadia & Co.
Chartered Accountants
Firm Reg. No. 105487W
R. A. Kuvadia
Proprietor
Place: Mumbai Membership No. 040087
Date: 30th May2022 UDIN :22040087AJXRWB7344

"Annexure A" to the Independent Auditors' Report of even date on theStandalone financial statements of Vipul Organics Limited

Referred to in paragraph 1 under the heading 'Report on Other Legal & RegulatoryRequirement' of our report of even date to the standalone financial statements of theCompany for the year ended March 31 2022:

1) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant & equipment. The Company hasmaintained proper records showing full particulars of intangible assets.

According to the information and explanations given to us and based on our examinationof the records of the Company the Company has a regular programme of physicalverification of its property plant and equipment by which all property plant andequipment are verified in a phased manner. In accordance with this programme certainproperty plant and equipment were verified during the year. In our opinion thisperiodicity of physical verification is reasonable having regard to the size of theCompany and the nature of its assets. No material discrepancies were noticed on suchverification.

According to the information and explanation given to us and on the basis of ourexamination of the records of the Company the title deeds of the immovable properties areheld in the name of the Company except for a Land at Ankleshwar whose gross block is RS25lakhs which is held for more than 26 years and details for which are not available andLeasehold land whose book value is RS 752.74 lakhs which was acquired in current year andheld in name of Gujrat Industrial Development Corporation for which the Company is underthe process to execute lease deed .

According to the information and explanations given to us and based on our examinationof the records of the Company the Company has not revalued its property plant andequipment (including right of use assets) or intangible assets or both during the year.

According to the information and explanations given to us and based on our examinationof the records of the Company there are no proceedings initiated or pending against theCompany for holding any benami property under the Prohibition of Benami PropertyTransactions Act 1988 and rules made thereunder.

2) The inventories has been physically verified by the management at reasonableintervals during the year. In our opinion the coverage and procedure of such verificationby the management is appropriate and no discrepancies of 10% or more in the aggregate foreach class of inventory were noticed.

The Company has a working capital limit in excess of RS 5 crore sanctioned by banksbased on the security of current assets. The quarterly returns in respect of the workingcapital limits have been filed by the Company with such banks and such returns are inagreement with the books of account of the Company for the respective periods except forquarter ended 30th June 2021 filed with Axis Bank and Bank of Baroda wheremajor difference was noted in inventory amounting to RS320.77 lakhs.(Amount reportedRS1864.59 lakhs vs amount as per books RS2164.59 lakhs).

3) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not made any investmentsprovided guarantee or security or granted any advances in the nature of loans secured orunsecured to companies firms limited liability partnerships or any other parties duringthe year.

The Company has not granted any loans secured or unsecured to firms limitedliability partnerships or any other parties during the year except for loan to asubsidiary company amounting to RS 9.63 lakhs and year end balance is RS 9.63 lakhs.

According to the information and explanations given to us and based on the auditprocedures conducted by us we are of the opinion that the terms and conditions of theloans given to a subsidiary company are prima facie not prejudicial to the interest ofthe Company.

According to the information and explanations given to us there is no stipulation ofschedule of payment of principle and payment of interest granted to a subsidiary companywe are unable to make specific comments on the regularity of repayment of interestprinciple and overdue amounts.

The Company has not granted any loan or advance in the nature of loan which has fallendue during the year. Further no fresh loans were granted to any party to settle theoverdue loans/advances in nature of loan.

4) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto loans investments and guarantees made.

5) The Company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 withregard to the deposits accepted from the public are not applicable.

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

7) According to information and explanations given to us and based on our examinationof the books of account and records the Company has been generally regular in depositingundisputed statutory dues including Goods and service tax Income-Tax and any otherstatutory dues with the appropriate authorities. According to the information andexplanations given to us no undisputed amounts payable in respect of the above were inarrears as at March 31 2022 for a period of more than six months from the date on whenthey become payable.

According to the information and explanation given to us there are no dues of incometax Value added tax service tax custom duty excise duty and any other statutory duesoutstanding on account of any dispute except for followings:-

Name of the statute/dues Amount (in 'Lakhs) Period Forum where the dispute is pending
Income Tax Act1961 0.55 A.Y. 2002-03 Income Tax Appellant Tribunal Mumbai
Income Tax Act1961 3.16 A.Y. 2011-12 Commissioner of Income Tax-Appeals Mumbai
Income Tax Act1961 217.14 A.Y. 2017-18 Commissioner of Income Tax-Appeals Mumbai

8) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not surrendered or disclosedany transactions previously unrecorded as income in the books of account in the taxassessments under the Income Tax Act 1961 as income during the year.

9) The Company has not defaulted in repayment of the loans or other borrowings or inthe payment of interest thereon to any lender during the year.

The Company has not been declared a wilful defaulter by any bank or financialinstitution or government or government authority.

The Company has utilised the money obtained by way of term loans during the year forthe purposes for which they were obtained.

On an overall examination of the standalone financial statements of the Company nofunds raised on shortterm basis have been applied for long term purpose.

We report that the Company has not taken any funds from any entity or person on accountof or to meet the obligations of its subsidiaries as defined under the Companies Act2013. Accordingly clause 3(ix)(e) of the Order is not applicable.

We report that The Company has not raised loans during the year on the pledge ofsecurities held in its subsidiaries as defined under the Companies Act 2013. Accordinglyclause 3(ix)(f) of the Order is not applicable.

10) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not raised moneys by way of initial public offeror further public offer including debt instruments. Accordingly the provisions of clause3 (x)(a) of the Order are not applicable to the Company and hence not commented upon.

The Company has made preferential allotment or private placement of shares during theyear. In our opinion and according to the information and explanations given to us thecompany has utilized funds raised by way of preferential allotment or private placement ofshares for the purposes for which they were raised.

11) Based upon the audit procedures performed and the information and explanationsgiven by the management considering the principles of materiality outlined in theStandards on Auditing we report that no fraud by the Company or on the Company has beennoticed or reported during the course of the audit.

According to the information and explanations given to us no report under sub-section(12) of Section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribedunder Rule 13 of Companies (Audit and Auditors) Rules 2014 with the Central Government.In view of the above reporting under clause 3 (xi) (b) of the order is not applicable.

To the best of our knowledge and according to the information and explanations given tous the company has not received whistle-blower complaints during the year.

12) 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.

13) In our opinion all transactions with the related parties are in compliance withsection 177 and 188 of Companies Act 2013 and the details have been disclosed in theStandalone financial statements as required by the applicable accounting standards.

14) In our opinion and based on our examination the company has an internal auditsystem commensurate with the size and nature of its business.

We have considered the reports issued by the Internal Auditors of the Company till datefor the period under audit.

15) Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or persons connected with him. Accordingly the provisions of Section 192 of theAct are not applicable to the Company.

16) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act1934. Accordingly clauses 3(xvi)(a) and 3(xvi)(b) of the Order are notapplicable.

The Company is not a Core Investment Company (CIC) as defined in the regulations madeby the Reserve Bank of India. Accordingly clause 3(xvi)(c) of the Order is notapplicable.

According to the information and explanations provided to us during the course ofaudit the Group does not have any CICs.

17) The Company has not incurred cash losses in the current and in the immediatelypreceding financial year.

18) There has been no resignation of the statutory auditors during the year.Accordingly clause 3(xviii) of the Order is not applicable.

19) According to the information and explanations given to us and on the basis of thefinancial ratios ageing and expected dates of realisation of financial assets and paymentof financial liabilities other information accompanying the standalone financialstatements our knowledge of the Board of Directors and management plans and based on ourexamination of the evidence supporting the assumptions nothing has come to our attentionwhich causes us to believe that any material uncertainty exists as on the date of theaudit report that the Company is not capable of meeting its liabilities existing at thedate of balance sheet as and when they fall due within a period of one year from thebalance sheet date. We however state that this is not an assurance as to the futureviability of the Company. We further state that our reporting is based on the facts up tothe date of the audit report and we give neither any guarantee nor any assurance that allliabilities falling due within a period of one year from the balance sheet date will getdischarged by the Company as and when they fall due.

20) In our opinion and according to the information and explanations given to us thereis no unspent amount under sub-section (5) of section 135 of the Act pursuant to anyproject. Accordingly clauses 3(xx)(a) and 3(xx)(b) of the order are not applicable

For R. A. Kuvadia & Co.
Chartered Accountants
Firm Reg. No. 105487W
R. A. Kuvadia
Proprietor
Place: Mumbai Membership No. 040087
Date: 30th May2022 UDIN :22040087AJXRWB7344

"Annexure B" to the Independent Auditor's Report of even date on theStandalone Financial Statements of Vipul Organics Limited

Report on the Internal Financial Controls under Clause

(i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial statements of VipulOrganics Limited ("the Company") as of 31st March 2022 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Board of Directors is responsible for establishing and maintaininginternal financial controls based on the internal control over financial statementscriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over Financialstatements issued by the Institute of Chartered Accountants of India. 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 statements based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over Financialstatements (the "Guidance Note") and the Standards on Auditing deemed to beprescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls both 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 statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial statements and their operatingeffectiveness.

Our audit of internal financial controls over financial statements includes obtainingan understanding of such internal financial controls assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thefinancial 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 overfinancial statements.

Meaning of Internal Financial Controls Over Financial statements

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialstatements and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial statements includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures 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.

Inherent Limitations of Internal Financial Controls Over Financial statements

Because of the inherent limitations of internal financial controls over financialstatements 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 financialstatements to future periods are subject to the risk that the internal financial controlover financial statements 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 statements and such internal financial controlsover financial statements were operating effectively as at 31st March2022based the internal control over financial statements criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting statements issued by theInstitute of Chartered Accountants of India.

For R. A. Kuvadia & Co.
Chartered Accountants
Firm Reg. No. 105487W
R. A. Kuvadia
Proprietor
Place: Mumbai Membership No. 040087
Date: 30th May2022 UDIN :22040087AJXRWB7344

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