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WABCO India Ltd.

BSE: 533023 Sector: Auto
NSE: WABCOINDIA ISIN Code: INE342J01019
BSE 00:00 | 23 Apr 6264.35 -3.20
(-0.05%)
OPEN

6300.00

HIGH

6300.00

LOW

6251.00

NSE 00:00 | 23 Apr 6307.50 2.70
(0.04%)
OPEN

6273.00

HIGH

6320.00

LOW

6270.00

OPEN 6300.00
PREVIOUS CLOSE 6267.55
VOLUME 612
52-Week high 8319.90
52-Week low 5798.40
P/E 38.65
Mkt Cap.(Rs cr) 11,877
Buy Price 6251.00
Buy Qty 1.00
Sell Price 6274.00
Sell Qty 10.00
OPEN 6300.00
CLOSE 6267.55
VOLUME 612
52-Week high 8319.90
52-Week low 5798.40
P/E 38.65
Mkt Cap.(Rs cr) 11,877
Buy Price 6251.00
Buy Qty 1.00
Sell Price 6274.00
Sell Qty 10.00

WABCO India Ltd. (WABCOINDIA) - Auditors Report

Company auditors report

To

The Members of WABCO INDIA LIMITED Report on the Ind AS Financial Statements

We have audited the accompanying Ind AS financial statements of WABCO INDIA LIMITED("the Company") which comprise the Balance Sheet as at March 31 2018 theStatement of Profit and Loss including the statement of Other Comprehensive Income theCash Flow Statement and the Statement of Changes in Equity for the year then ended and asummary of significant accounting policies and other explanatory information.

Management's Responsibility for the 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 preparation ofthese Ind AS financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income cash flows andchanges in equity of the Company in accordance with accounting principles generallyaccepted in India including the Indian Accounting Standards (Ind AS) specified undersection 133 of the Act. read with the Companies (Indian Accounting Standards) Rules2015 as amended. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial control that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe Ind AS 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 Ind AS financial statements basedon our audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made thereunder. We conducted our audit of the IndAS financial statements in accordance with the Standards on Auditing issued by theInstitute of Chartered Accountants of India as specified under Section 143(10) of theAct. Those Standards require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether the financial statements are freefrom 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 Ind ASfinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of theInd AS financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the Ind AS financial statements. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our audit opinion on the Ind ASfinancial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the Ind AS financial statements give the information required by the Act inthe manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at March31 2018 its profit including other comprehensive income its cash flows and the changesin equity for the year ended on that date.

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 in paragraphs 3and 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 purpose 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 Statement of Profit and Loss including the Statement of OtherComprehensive Income the Cash Flow Statement and Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account;

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

(e) On the basis of written representations received from the directors as on March 312018 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2018 from being appointed as a director in terms of section 164 (2) ofthe 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 2" to this report;

(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 according to the explanations given to us: i. TheCompany has disclosed the impact of pending litigations on its financial position in itsInd AS financial statements - Refer Note 35 to the 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 No. 101049W / E300004
Per Bharath N S
Place: Chennai Partner
Date : May 28 2018 Membership No. 210934

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 OF THE SECTION "REPORT ON OTHER LEGAL ANDREGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

Re: WABCO INDIA LIMITED ('the Company')

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

(b) Property plant and equipment have been physically verified by the managementduring the year in accordance with its plan of verifying in a phased manner and nomaterial discrepancies were identified on such verification.

(c) According to the information and explanations given by the management the titledeeds of immovable properties included in property plant and equipment are held in thename of the Company.

(ii) The management has conducted physical verification of inventory at reasonableintervals during the year.

Discrepancies noted on physical verification of inventories were material and have beenproperly dealt with in the books of account.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under section 189 of theCompanies Act 2013. Accordingly the provisions of clause 3(iii)(a) (b) and (c) of theOrder are not applicable to the Company and not commented upon.

(iv) In our opinion and according to the information and explanations given to us inrespect of loans and advances given investments made and guarantees and securitiesgiven provisions of section 186 of the Companies Act 2013 have been complied with by theCompany. There are no loans granted in respect of which provisions of section 185 of theCompanies Act 2013 are applicable and hence reporting under clause 3(iii) insofar as itrelates to section 185 is 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 Companies Act 2013 relating to certain products of the Company towhich such rules apply and are of the opinion that prima facie the specified accountsand records have been made and maintained. We have not however made a detailedexamination of the same.

(vii) (a) The Company is regular in depositing with appropriate authorities undisputedstatutory dues including provident fund employees' state insurance income-taxsales-tax service tax duty of custom duty of excise value added tax goods and servicetax cess and other statutory dues applicable to it though there has been slight delays incases relating to remittance of goods and service taxincome-tax provident fund andservice tax.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income-tax service taxsales-tax duty of custom duty of excise value added tax cess and other statutory dueswere outstanding at the year end for a period of more than six months from the date theybecame payable.

(c) According to the records of the Company the dues of income-tax sales-tax servicetax duty of custom duty of excise value added tax and cess on account of any disputeare as follows:

Name of the statute Nature of dues Period to which the amount relates Demand amount ($ In lakhs) Unpaid amount ($ In lakhs)$ Forum where dispute is pending
Income Tax Act 1961 Income Tax 2009-10 2010-11 33.75 33.75 Deputy Commissioner of Income Tax Chennai
Income Tax Act 1961 Income Tax 2011-12 2012-13 2013-14 832.96 832.96 Commissioner of Income tax (Appeals) Chennai

Annexure referred to in paragraph 3 of our report of even date

Re: WABCO INDIA LIMITED ('the Company')

Name of the statute Nature of dues Period to which the amount relates Demand amount ($ In lakhs) Unpaid amount ($ In lakhs)$ Forum where dispute is pending
Central Excise Act 1944 Excise duty - CENVAT 2008-09 To 2015-16 130.05 60.31 Customs Excise and Service Tax Appellate Tribunal Chennai
Finance Act 1994 Service tax 2008-09 0.88 0.88 Commissioner of Central Excise Chennai
Finance Act 1994 Service tax 2005-08 2014-15 2015-16 23.50 23.20 The Customs Excise and Service Tax Appellate Tribunal Chennai
Finance Act 1994 Service tax 2016-17 3.92 3.92 Commissioner of GST and Central Excise (Appeals) Chennai
The Central Sales Tax Act 1956 Input tax credit reversal for CST sales without C Forms 2008-09 2009-10 2010-11 2012-13 2013-14 1427.59 833.89 Assistant Commissioner (Commercial Taxes) Chennai
Tamil Nadu Value Added Tax Act 2006 Value Added Tax 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2015- 16 18717.16* 16845.44 Madras High court

* - excludes penalty of INR. 28076 Lakhs.

$ - net of amount paid under protest.

(viii) The Company did not have any outstanding loans or borrowing dues in respect of afinancial institution or bank or to government or dues to debenture holders during theyear.

(ix) According to the information and explanations given by the management the Companyhas not raised any money by way of initial public offer / further public offer / debtinstruments and term loans hence reporting under clause (ix) is not applicable to theCompany 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 by the management we report that no fraud by the Company or no material fraud onthe Company by the officers and employees of the Company has been noticed or reportedduring the year.

(xi) According to the information and explanations given by the management themanagerial remuneration has been paid / provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the CompaniesAct 2013.

Annexure referred to in paragraph 3 of our report of even date

Re: WABCO INDIA LIMITED ('the Company')

(xii) In our opinion the Company is not a nidhi company.

Therefore the provisions of clause 3(xii) of the order are not applicable to theCompany and hence not commented upon.

(xiii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.

(xiv) According to the information and explanations given to us and on an overallexamination of the balance sheet the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review and hence reporting requirements under clause 3(xiv) are not applicable tothe Company and not commented upon.

(xv) According to the information and explanations given by the management the Companyhas not entered into any non-cash transactions with directors or persons connected withhim as referred to in section 192 of Companies Act 2013.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration No. 101049W / E300004
per Bharath N S
Place : Chennai Partner
Date : May 28 2018 Membership No. 210934

ANNEXURE 2 TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTSOF WABCO INDIA LIMTED

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 WABCO INDIA LIMITED

We have audited the internal financial controls over financial reporting of WABCO INDIALIMITED ("the Company") as of March 31 2018in conjunction with our audit of thefinancial 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 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 theCompanies Act 2013.

Auditor's 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 as specified under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controlsand both issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 judgement 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 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 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 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 March 31 2018 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.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration No. 101049W / E300004
per S Bharath N S
Place : Chennai Partner
Date : May 28 2018 Membership No. 210934

Auditor's Report On Quarterly Financial Results and Year to Date Results of the CompanyPursuant to the Regulation 33 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015

To

The Board of Directors of WABCO INDIA LIMITED

1. We have audited the accompanying statement of quarterly financial results of WABCOIndia Limited ('the Company') for the quarter ended March 31 2018 and for the year endedMarch 31 2018 attached herewith being submitted by the Company pursuant to therequirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 read with SEBI Circular No. CIR/ CFD/FAC/62/2016 dated July 5 2016.

2. The quarterly financial results are the derived figures between the audited figuresin respect of the year ended March 31 2018 and the published year-to-date figures up toDecember 31 2017 being the date of the end of the third quarter of the current financialyear which were subject to limited review. The financial results for the quarter endedMarch 31 2018 and year ended March 31 2018 have been prepared on the basis of thefinancial results for the nine-month period ended December 31 2017 the audited annualInd AS financial statements as at and for the year ended March 31 2018 and the relevantrequirements of Regulation 33 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 read with SEBI Circular No. CIR/CFD/FAC/62/2016 dated July5 2016 which are the responsibility of the Company's management and have been approvedby the Board of Directors of the Company.

3. Our responsibility is to express an opinion on these financial results based on ourreview of the financial results for the nine-month period ended December 31 2017 whichwas prepared in accordance with the recognition and measurement principles laid down inIndian Accounting Standard (Ind AS) 34 Interim Financial Reporting specified underSection 133 of the Companies Act 2013 read with relevant rules issued thereunder andother accounting principles generally accepted in India; our audit of the annual financialstatements as at and for the year ended March 31 2018; and the relevant requirements ofRegulations.

4. We conducted our audit in accordance with the auditing standards generally acceptedin India. Those standards require that we plan and perform the audit to obtain reasonableassurance about whether the financial results are free of material misstatement(s). Anaudit includes examining on a test basis evidence supporting the amounts disclosed asfinancial results. An audit also includes assessing the accounting principles used andsignificant estimates made by management. We believe that our audit provides a reasonablebasis for our opinion.

5. In our opinion and to the best of our information and according to the explanationsgiven to us these quarterly financial results as well as the year to date results:

i. are presented in accordance with the requirements of regulations in this regard;and

ii. give a true and fair view of the net profit and other financial information for thequarter ended March 31 2018 and for the year ended March 31 2018.

6. Further read with paragraph 1 above we report that the figures for the quarterended March 31 2018 represent the derived figures between the audited figures in respectof the financial year ended March 31 2018 and the published year-to-date figures up toDecember 31 2017 being the date of the end of the third quarter of the current financialyear which were subjected to a limited review as stated in paragraph 1 above as requiredunder Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 read with SEBI Circular No. CIR/ CFD/FAC/62/2016 dated July 5 2016.

For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration No. 101049W / E300004
per S Bharath N S
Place : Chennai Partner
Date : May 28 2018 Membership No. 210934