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Welterman International Ltd.

BSE: 526431 Sector: Others
NSE: N.A. ISIN Code: INE662D01013
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Welterman International Ltd. (WELTERMANINTL) - Auditors Report

Company auditors report

To

THE MEMBERS

WELTERMAN INTERNATIONAL LIMITED VADODARA

Report on the Financial Statements

We have audited the accompanying financial statements of Welterman InternationalLimited ("the Company") which comprise the Balance Sheet as at March 312018 the Profit and Loss Statement and Cash Flow Statement for the year then endedand a summary 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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance 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 financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. We conducted our audit in accordance with the Standards on Auditing issued by theInstitute of Chartered Accountants of India. We have taken into account the provisions ofthe Act the accounting and auditing standards and matters which are required to beincluded in the audit report under the provisions of the Act and the Rules made thereunder. Those Standards require that we comply with ethical requirements and plan andperform the audit to obtain reasonable assurance about whether the financial statementsare free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditors'judgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal control relevant to the Company's preparation and fair presentation ofthe financial statements in order to design audit procedures that are appropriate in thecircumstances but not for the purpose of expressing an opinion on the effectiveness ofthe entity's internal control. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of the accounting estimates made bymanagement as well as evaluating the overall presentation of the financial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

(a) In the case of the Balance Sheet of the state of affairs of the Company as atMarch 312018;

(b) In the case of the Profit and Loss Statement of the loss for the yearended onthat date.

(c) In the case of the Cash Flow Statement of the cash flows for the yearended onthat 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 Section 143(11) of the Act we give in theAnnexure a statement on the matters specified in paragraphs 3 and 4 of the Orderto theextent applicable..

2. As required by Section 143(3)of the Actwereport that:

a. We have obtained all the information and explanations which to the best of ourKnowledge and belief were necessary for the purpose of ouraudit;

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 Profit and Loss Statement and Cash Flow Statement dealtwith by this Report are in agreement with the books of account.

d. In our opinion the Balance Sheet and the Profit and Loss Statement and CashFlow Statement comply with the Accounting Standards referred to in section 133 of the Actread with Rule 7 of the Companies (Accounts) Rules 2014.

e. On the basis of the written representations received from the directors as onMarch 31 2018 taken on record by the Board of Directors none of the directors isdisqualified as on March 312018 from being appointed as a director in terms of Section164(2) of the Act.

f. With respect to adequacy of the internal financial controls over financialreporting and the operating effectiveness of such controls refer to our separate reportin Annexure- B attached herewith.

g. In our opinion and to the best of our information and according to theexplanations given to us were reports as under with respect to other matters to beincluded in the Auditor's Report in accordance with Rule 11 of the Companies (Audit andAuditors) Rules 2014:

i. The Company does not have any pending litigations which would impact its financialposition

ii. The Company did not have any long-term contracts including derivative contracts; assuch the question of commenting on any material foreseeable losses thereon does not arise

iii. There has not been an occasion in case of the Company during the year under reportto transfer any sums to the Investor Education and Protection Fund. The question of delayin transferring such sums does not arise.

For RACHANA CHOTALIA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Reg. No. 124018W
VADODARA 29th May 2018 (Rachana R. Parikh)( Mem. No. 110309)

PROPRIETOR

ANNEXURE-A REFERRED TO IN PARAGRAPH 2 OF OUR AUDITORS' REPORT OF EVEN DATE ON THEFINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH 2018 OF WELTERMANINTERNATIONAL LIMITED:

On the basis of such checks as we considered appropriate and in terms of theinformation and explanations given to us we state that:-

i. Fixed Assets

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of Fixed Assets.

(b) Fixed Assets have been physically verified by the management during the year as perthe phased program of physical verification of fixed assets. As informed to us theprogram is such that all the fixed assets will get physically verified in a year and inour opinion the same is reasonable having regard to the size of the Company and the natureof its fixed assets. No material discrepancies were noticed upon such verification.

(c) The Company has not disposed of any substantial part of its fixed assets so as toaffect its going concern.

ii. Inventory

As explained to us inventories have been physically verified during the year by themanagement at reasonable intervals and no material discrepancies were noticed.

iii. Loans and Advances

According to the information and explanations given to us the Company has not grantedany loans secured or unsecured to any party covered u/s 189 of the Companies Act 2013during the year under report. Consequently no comments are necessary on Para (iii)(a)& (b) of CARO 2016.

iv. Loans Advances and Guarantees

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 Companies Act 2013in respect of loans investments guarantees and security.

v. Deposits from Public

In our opinion and according to the information and explanations given to us theCompany has not accepted any deposit to which the provisions of Section 73 to 76 of theCompanies Act 2013 and Rules made there underand also the directives of Reserve Bank ofIndia apply.

vi. Cost Records

In our opinion and according to the information and explanations given to us themaintenance of cost records pursuant to the Rules made by the Central Government underSection 148(1) of the Companies Act 2013 do not apply to the Company.

vii. Payment of Statutory Dues

a) According to the records of the Company it has been regular in depositingundisputed statutory dues including provident fund Income tax Value Added Tax Salestax Excise Duty Cess and other Statutory Dues and there are no arrears outstanding as atyear end for a period of more than six months from the date they became payable.

b) There is no dispute for payment of any statutory due under any act as mentioned inthe point above.

viii. Default in payments of dues

On the basis of records examined by us and the information and explanations given tous the Company has borrowed any amount for which scheduled repayment is required. TheCompany has also not issued any debentures.

ix. Term Loans

During the year under reference Company has not borrowed any amount by way of TermLoan. The Company has also not raised any money by way of public offer or further publicoffer.

x. Frauds

According to the information and explanations given to us and to the best of ourknowledge and belief no fraud by the Company or by its officers or employees has beennoticed or reported during the year.

xi Managerial Remuneration

According to the information and explanations given to us and based on our examinationof the records of the company no managerial remuneration has been paid or provided forduring the year and hence the provisions of section 197 read with Schedule V to theCompanies Act 2013 are not applicable.

xii. Nidhi Company

The Company is not a Nidhi Company. Therefore the provisions of clause 3 (xii) of theCompanies (Auditor's Report) Order 2016 are not applicable to the Company.

xiii. Related Party Transactions

lln our opinion all transactions with the related parties are in compliance withSection 177 and 188 of the Companies Act 2013 where applicable and the details have beendisclosed in the Financial statements as required by the applicable accounting standards.

xiv. Preferential Allotment/Private Placement

According to the information and explanations given to us the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year under review and therefore the provisions of Section 42 of theCompanies Act 2013 are not applicable to the Company.

xv. Non Cash Transaction:

In our opinion and according to the information and explanations given to us theCompany has not entered into any non - cash transactions with directors or personsconnected with the Directors.

xvi. Registration under RBI Act

The Company is not required to be registered under Section 45-IA of the Reserve Bank ofIndia Act 1934.

For RACHANA CHOTALIA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Reg. No. 124018W
(Rachana R. Parikh)( Mem. No. 110309)
VADODARA 29th May 2018 PROPRIETOR

Annexure B to the 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 the financial reporting of M/sWelterman International Limited ("the Company") as on 31st March2018 in conjunction with our audit of the financial statements of the Company for the yearended on that date.

Management's Responsibility for Internal Financial controls

The respective Board of Directors of the Company are responsible for establishing andmaintaining internal financial controls based on the internal control overfinancialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India("ICAI"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information 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 ICAI and the Standards on Auditing issued byICAI and deemed to be prescribed under section 143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls. Those Standards and theGuidance Notes require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsoverfinancial reporting was established and maintained and if such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial control systems over financial reporting and their operatingeffectiveness. Our audit of internal financial controls overfinancial 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 risk of materialmisstatement 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 financial reporting includesthose policies and procedures that (1) pertain to maintenance of records that inreasonable detail accurately and fairly reflect the transactions and dispositions of theassets of the company; (2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper managements 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 may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

The Company has meager business transactions during the year and the management of theCompany as we have been informed was closely connected with most of these transactionsand in view of these facts in our opinion the Company have in all material respectsadequate internal financial controls system over financial reporting and such internalfinancial controls over financial reporting were operating effectively as at 31stMarch 2018 based on the internal control over financial reporting criteria established bythe Company considering the essential components of internal control stated in theGuidance Note on Audit of Internal Financial Controls over Financial Reporting issued bythe ICAI.

For RACHANA CHOTALIA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Reg. No. 124018W
(Rachana R. Parikh)( Mem. No. 110309)
VADODARA 29th May 2018 PROPRIETOR