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W S Industries (India) Ltd.

BSE: 504220 Sector: Engineering
NSE: WSI ISIN Code: INE100D01014
BSE 00:00 | 18 Apr 0.91 0.04
(4.60%)
OPEN

0.89

HIGH

0.91

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0.89

NSE 00:00 | 18 Apr 0.80 0.05
(6.67%)
OPEN

0.75

HIGH

0.80

LOW

0.75

OPEN 0.89
PREVIOUS CLOSE 0.87
VOLUME 3426
52-Week high 8.98
52-Week low 0.79
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.83
Buy Qty 200.00
Sell Price 0.90
Sell Qty 674.00
OPEN 0.89
CLOSE 0.87
VOLUME 3426
52-Week high 8.98
52-Week low 0.79
P/E
Mkt Cap.(Rs cr) 2
Buy Price 0.83
Buy Qty 200.00
Sell Price 0.90
Sell Qty 674.00

W S Industries (India) Ltd. (WSI) - Auditors Report

Company auditors report

To

The Members of

W.S. INDUSTRIES (INDIA) Limited

Report on the Standalone Ind AS financial statements

We have audited the accompanying Standalone Ind AS financial statements of W.S.INDUSTRIES (INDIA) Limited (‘the Company') which comprises the balance sheet as at31st March 2018 the statement of profit and loss (including other comprehensive income)the statement of cash flows and the statement of changes in equity for the year then endedand a summary of the significant accounting policies and other explanatory information(herein after referred to as " Standalone Ind AS financial statements").

Management's Responsibility for the Standalone Ind AS financial statements

The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparationand presentations of these Standalone Ind AS financial statements that give a true andfair view of the financial position financial performance including other comprehensiveincome cash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)prescribed under Section 133 of the Act read with rule 7 of the Companies (Accounts)Rules 2014.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Standalone IndAS financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these Standalone Ind AS financialstatements based on our audit.

In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder. We conductedour audit of the Standalone Ind AS financial statements in accordance with the Standardson Auditing specified under Section 143(10) of the Act. Those Standards require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the Standalone Ind AS financial statements are free from materialmisstatement.

An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the Standalone Ind AS financial statements. The procedures selecteddepend on the auditor's judgment including the assessment of the risks of materialmisstatement of the Standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company's preparation of the Standalone Ind AS financial statements thatgive a true and fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of the accountingpolicies used and the reasonableness of the accounting estimates made by the Company'sDirectors as well as evaluating the overall presentation of the Standalone Ind ASfinancial statements.

Because of the matter described in the Basis for Disclaimer Opinion paragraph we arenot able to obtain sufficient appropriate audit evidence to provide a basis for ouropinion.

Basis for Disclaimer of Opinion:

(i) Confirmation of Balances as at 31s' March 2018 were not available forour verification in respect of the banks financial institutions and others.

(ii) Physical stock of inventory and fixed assets could not be carried out by us as at31s' March 2018 and hence we are unable to give any opinion on the same.

Opinion

Because of the Significance of the matters specified in the Basis for Disclaimer ofOpinion Paragraph above we have not been able to obtain sufficient audit evidence toexpress an audit opinion on certain aspects of the standalone Ind AS financial statements.

Emphasis of Matter:

(i) We emphasize on the matter that the accumulated losses of the company are more thanits net worth and the company had been referred to BIFR. The Company is in discussion withits financial institutions for a revival scheme to be structured.

(ii) There was no production in Chennai unit during the year and hence the unit cannotbe considered as going concern.

(iii) Interest has not been provided in the books for the loans availed from banks andother financial institutions during the year since the Company is in discussion with itsfinancial institutions for a revival scheme to be structured.

Other Matters

The comparative financial information of the Company on the transition date openingbalance sheet as at 1 st April 2016 and balance sheet as on 31st March 2017 included inthese standalone IND AS financial statements are based on the previously issued statutoryfinancial statements prepared in accordance with the Companies (Accounting Standards)Rules 2006 audited by the predecessor auditor whose report for the year ended 31st March2016 dated 30th May 2016 and 31st March 2017 dated 30th May 2017 expressed a modifiedopinion on those standalone financial statements as adjusted for the differences in theaccounting principles adopted by the Company on transition to the IND AS which have beenaudited by us. Our opinion is not modified in respect of these matters.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit we report to theextent applicable that:

a) As described in the Basis for Disclaimer for Opinion paragraph above we have soughtbut were not able to obtain all the information and explanations which to the best of ourknowledge 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 the Statement of Cash Flows and Statement of Changes in Equity dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid Standalone Ind AS financial statements comply with theIndian Accounting Standards prescribed under section 133 of the Act.

e) The company has not paid interest on debentures. However the provision of sec164(2) (b) of the Companies Act 2013 are not applicable to the directors in the company.

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 our separateReport in "Annexure A".

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 on its financialposition in its financial statements.

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

iii. The Company is not required to transfer any amount to the Investor Education andProtection Fund by the Company.

2. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government in terms of Section 143(11) of the Act we give in"Annexure B" a statement on the matters specified in paragraphs 3 and 4 of theOrder to the extent applicable.

For M/s. S B S B AND ASSOCIATES

Chartered Accountants

Firm Registration No: 012192S

D.Sharath Kumar

Partner

Membership No.: 024568

Place: Chennai

Date : 30th May 2018

"Annexure A" to the Independent Auditor's Report of even date on theStandalone Ind AS financial statements of W.S. INDUSTRIES (INDIA) Limited

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of W.S.INDUSTRIES (INDIA) Limited ("the Company") as of March 31 2018 in conjunctionwith our audit of the Standalone Ind AS financial statements of the Company for the yearended 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 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") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under Section 143(10) of the Companies Act 2013to the extent applicable to an audit of internal financial controls and both issued bythe Institute of Chartered Accountants of India. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls over financialreporting 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 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 judgement including the assessment of the risks ofmaterial misstatement of the Standalone Ind AS financial statements whether due to fraudor 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 Standalone Ind AS financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures 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 Standalone Ind AS financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; 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 Standalone Ind AS 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

The system of internal financial controls over financial reporting with regard to thecompany were made available to us to determine whether the company has establishedadequate internal financial control over financial reporting and whether such internalfinancial controls were operating effectively as at 31s' March 2018. Howeverin addition to above internal financial controls over financial reporting is based onmanagement's assurance.

We have considered the disclaimer reported above in determining the nature timing andextent of audit tests in our audit of the Standalone Ind AS financial statements of theCompany and the disclaimer has affected ouropinion on the Standalone Ind AS financialstatements of the company and we have issued a Disclaimer of opinion on the StandaloneInd AS financial statements.

For M/s. S B S B AND ASSOCIATES

Chartered Accountants

Firm Registration No: 012192S

D.Sharath Kumar

Partner

Membership No.: 024568

Place: Chennai

Date : 30m May 2018

"Annexure B" to the Independent Auditors' Report of even date on theStandalone Ind AS financial statements of W.S. INDUSTRIES (INDIA) Limited.

Referred to in Paragraph 2 under the heading ‘Report on Other Legal &Regulatory

Requirement' of our report of even date:

(i) In respect of its fixed assets:

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

(b) We are unable to form any opinion with regard to any material discrepancies on thephysical verification of fixed assets in the absence of any record for the verificationof the same as on the end of the financial period.

(c) We are informed that the title deeds of immovable properties are held in the nameof the company.

(ii) According to the information and explanations given to us the Management was notable to conduct the physical verification of inventory as at 3191 March 2018and the same cannot be opined upon.

(iii) According to the information and explanations given to us and on the basis of ourexamination of the books of accounts the company has not granted loans to a bodycorporate covered in the register maintained under Sec 189 of the Companies Act 2013 andhence clause (iii) (a) to (c) are not applicable to the company.

(iv) The company has complied with the provisions of sections 185 and 186 of thecompanies Act 2013 in respect of loans investments provided by the company. Thecompany has not provided any guarantee or security to any company covered under Section185.

(v) According to the information and explanations given to us the Company has notaccepted any deposits from the public to which the directives issued by the Reserve Bankof India and the provisions of sections 73 to 76 of the Companies Act 2013 and the rulesframed there under are applicable.

(vi) According to information and explanations given to us the Central Government hasnot prescribed maintenance of cost records under sub-section (1) of section 148 of theCompanies Act 2013.

(vii) (a) According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company is regular in depositingundisputed statutory dues including Provident Fund Income-Tax Service Tax Excise DutyDuties of Customs Value added tax Cess and any other statutory dues with the appropriateauthorities. According to the information and explanations given to us undisputed amountspayable in respect of the above were in arrears as at March 31 2018 for a period of morethan six months from the date on when they become payable are given below:

NATURE OF DUES AMOUNT OUTSTANDING FOR MORE THAN SIX MONTHS (IN RS.)
TDS 24567724
PROPERTY TAX 5049628
GRATUITY TO LIC 885510

(b) According to the information and explanation given to us the following dues ofincome tax have not been deposited by the company on account of dispute are given below:

Name of the Statute Nature of dues Amount (In Million) Forum where the dispute is pending Period to which the dues belong (Assessment Year)
INCOME TAX ACT 1961 Income Tax 0.40 High Court 1996-97 and 1997-98

(viii) In our opinion and according to the information and explanations given to usthe company has defaulted in repayment of dues to banks and financial institutions asbelow:

Name of the Bank / Financial Institution Amount outstanding as at 313MARCH 2018 (IN Million)
EARC - Assigned by PNB 957.61
EARC - Assigned by IOB 395.83
EARC - Assigned by Exim Bank 397.50
Allium Finance Limited 400.00
EARC - Assigned by Exim Bank - Security Receipts 249.62
Non Convertible Debentues 240.00
State Bank of India 138.67
TOTAL 2779.23

(ix) According to the information and explanations given to us the company has notraised moneys by way of initial public offer or further public offer including debtinstruments and term Loans. Accordingly clause (ix) of the Order is not applicable to theCompany.

(x) In our opinion and according to the information and explanations given to us thecompany has not noticed any fraud by the company or any fraud on the company by itsOfficers or employees or reported during the year.

(xi) According to the information and explanations given to us the Company has notprovided for managerial remuneration during the year.

(xii) The Company is not a Nidhi Company. Therefore Clause (xii) of the Order are notapplicable to the Company.

(xiii) 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 Ind AS Financial Statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us the company has notmade any preferential allotment or private placement of shares or fully or partlyconvertible debentures during the year under review. Accordingly Clause (xiv) of theOrder are not applicable to the Company.

(xv) According to the information and explanations given to us the company has notentered into any non-cash transactions with directors or persons connected with him.Accordingly clause (xv) of the Order are not applicable to the Company.

(xvi) The company is not required to be registered under section 45 IA of the ReserveBank of India Act 1934.

For M/s. S B S B AND ASSOCIATES

Chartered Accountants

Firm Registration No: 012192S

D.Sharath Kumar

Partner

Membership No.: 024568

Place: Chennai

Date : 30m May 2018