TO THE MEMBERS OF WINTAC LIMITED
REPORT ON THE FINANCIAL STATEMENTS
1) We have audited the accompanying financial statements of WINTAC LIMITED("the Company") which comprise the Balance Sheet as at 31st March2017 the Statement of Profit and Loss and the Cash Flow Statement for the year thenended and a summary of the significant accounting policies and other explanatoryinformation.
Management's Responsibility for the Financial Statements
2) 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 financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underRule 7 of the Companies (Accounts) Rules2014 in respect of Section 133 of the CompaniesAct 2013 in so far as applicable to the Company. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds andother irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error.
3) Our responsibility is to express an opinion on these financial statements based onour audit.
4) We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made thereunder.
5) We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.
6) An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial controls relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the financial statements.
7) We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.
8) 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 of the state of affairs of the Company as at 31stMarch 2017 and its loss and cash flows for the year ended on that date.
Emphasis of Matter
9) Your attention is drawn to the following Notes forming Part of the FinancialStatements for the year ended 31-03-2017:
a) Note 28.11 a) of the Financial Statements that these Financial Statements also givethe information as required to be given under Part III of Schedule III of the CompaniesAct2013 in consolidated financial statements of interest in the sole associate
b) Note 19.1 A) detailing claims against the Company not acknowledged as debts(including demands of about Rs. 135.92 lakhs (excluding interest and penalty) upheld bythe lower appellate authorities and contested by the Company) in respect of which themanagement expects favourable orders
Our opinion is not qualified in respect of the above matters.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
10) 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 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 dealt with by this Report are inagreement with the books of account.
d) In our opinion the aforesaid financial statements comply with the AccountingStandards in material aspects in so far as applicable to the Company.
e) We report that as on 31st March 2017 no director of the Company isdisqualified from being appointed as a director under Section 164 (2) of the CompaniesAct 2013 by virtue of the directorship in this Company. In respect of directorships inother companies we have relied on the written representations made by the directors inthe prescribed form to the Board and taken on record that they are not subject todisqualification under the said section.
f) During the course of our audit of the financial statements we have observed that thecompany has internal financial controls though some of these controls are in our opinionnot adequate or could have been better deployed or monitored to improve theireffectiveness. As required by the auditing standards the perceived deficiencies in thesecontrols which were considered significant have been duly communicated to the Managementand the Audit Committee of the Board. We have however not carried out an audit of internalfinancial controls with an objective of expressing a view on the adequacy or effectivenessof these controls. Had we performed more extensive procedures on internal control we mayhave identified more such deficiencies to be included in our communication or concludedsome of the deficiencies need not in fact have been communicated.
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) The Company has disclosed the impact of pending litigations on its financialposition in its financial statements - Refer Notes 19.1 A) and 19.1 B) to the financialstatements;
ii) The Company has not entered into derivative contracts. Further with regard to theLong Term Contracts entered into by the Company we are informed that there will be nomaterial foreseeable losses arising from those contracts.
iii) There are no amounts required to be transferred to the Investor Education andProtection Fund by the Company.
The company has provided requisite disclosures in Note 28.12 to its financialstatements as to holdings as well as dealings in Specified Bank Notes during the periodfrom 8th November 2016 to 30th December2016 which as explainedtherein are derived from the books and records of the company.
11) As required by the Companies (Auditors' Report) Order 2017 issued by theGovernment of India in terms of subsection (11) of Section 143 of the Companies Act 2013we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of theOrder to the extent applicable.
| ||FOR RAO AND SWAMI |
|Place: Bengaluru ||Chartered Accountants (FRN 03105S) |
|Date : 29th May 2017 ||(H. Anil Kumar) Partner M.No: 022329 |
ANNEXURE REFERRED TO IN PARAGRAPH 11 OF OUR REPORT OF EVEN DATE
RE: WINTAC LIMITED
1) Fixed Assets:
a) The Company is maintaining proper records which show full particulars of the fixedassets including quantitative details and their situation.
b) As informed to us by the management the fixed assets have been verified once inthree years which is considered reasonable. The last of such verification was carried outin the year 2015-16 and no material discrepancies found on such verification .
c) The title deeds of the immovable properties are in the name of the Company. Howeverattention is drawn to Note 9.1 a) regarding disputes regarding title of its land atSarjapur Road where claimant is holding Khatha in his name.
a) According to the information and explanations furnished to us physical verificationhas been conducted by the management during the year/as at the year end of inventory inits possession. The stock in the possession of third parties has also been verified by themanagement and supported by certificates furnished by them and/or other relevantdocuments. Materials in transit have been taken as per records. In our opinion thefrequency of verification is reasonable considering the size of the Company and nature ofits business.
b) As informed to us the discrepancies noticed on such physical verification ascompared to the book records were not material and have been properly dealt with in thebooks of account.
3) Loans to parties covered in the Register maintained under Section 189
The Company has not given any loans to companies firms or other parties covered in theRegister maintained under Section 189 of the Companies Act 2013. Hence our reporting onthe matters specified in clause (iii) paragraph 3 of the order does not arise.
4) Compliance of Section 185 and 186 of the Companies Act 2013 with respect to Loansand Investments.
The Company has not made any loans or investments or given guarantees or providedsecurity which require compliance of Section 185 and 186 of the Act.
5) Fixed Deposits:
The Company is not found to have accepted any deposits to which the provisions ofSection 73 to 76 the Companies Act 2013 are applicable. No order has been passed by theCompany Law Board National Company Law Tribunal or Reserve Bank of India or any Court orany other Tribunal.
6) Cost Records:
The Company is not required to maintain cost records in terms of the Companies (CostRecords and Audit) Rules 2014 prescribed by the Central Government under Section 148 ofthe Companies Act 2013.
7) Statutory Dues:
a) The Company is generally found to be depositing the undisputed statutory dues (asascertained and provided in its books) in respect of Provident Fund Employees' StateInsurance Income tax Sales Tax Excise Duty Customs Duty Service Tax etc. thoughthere may be some delay. There are no undisputed tax dues outstanding for more than sixmonths as on the balance sheet date.
b) Regarding disputed statutory dues we are informed that Note 19.1 gives fullparticulars of dues not deposited on account of dispute/ settlement proceedings.
c) There are no dues to the Investor Education and Protection Fund.
The Company has taken a dropline overdraft facility as referred to in Note 3 andbalance as on 31.03.2017 is within the limit.
9) End use of Funds
The money raised by dropline overdraft facility from the Bank were applied for thepurposes for which the facility was granted.
No fraud on or by the Company was noticed or reported during the year under report.
11) Managerial Remuneration
The Managerial Remuneration paid to its Managing Director is within the limitsspecified under Section 197 read with Schedule V of the Companies Act.
12) Related Party Transactions
All transactions with the related parties effecting during the year are in compliancewith section 177 and 188 of the Companied Act 2013 and has been disclosed in Note 28.1 tothe Financial Statement as required by AS-18 "Related Parties" which is theapplicable Accounting Standard.
13) Private Placements
No private placement or preferential allotment of the shares or debentures were madeduring the year.
14) Non cash transactions with Directors:
The Company has not entered into any non cash transactions with the Directors.
15) Registration with RBI
The Company is not required to be registered with the Reserve Bank of India underSection 45 - IA of the Reserve Bank of India Act 1934.
| ||FOR RAO AND SWAMI |
| ||Chartered Accountants |
| ||(FRN 003105S) |
|Place: Bengaluru ||(H. Anil Kumar) |
|Date : 29th May 2017 ||Partner M.No: 022329 |