INDEPENDENT AUDITORS REPORT
To The Members of Apcotex Industries Limited
Report on the Financial statement Opinion
We have audited the accompanying financial statement of Industries Limited ("theCompany") which comprise the Balance Sheet as at 31st March 2019 the Statement ofProfit and Loss (including Other Comprehensive Income) the Statement of Changes in Equityand the Statement of Cash Flows for the year then ended and notes to the financialstatement including system change summary of significant accounting policies and otherexplanatory information (herein after referred to as the financial statement).
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statement give the information required by theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting
Standards prescribed under section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended ("Ind AS") and other accountingprinciples generally accepted in Indiaof the state of affairs of the Company as at 31stMarch 2019 the profit and total comprehensive changes in equity and its cash flows forthe year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder Section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditors Responsibilities for the Audit of the Financial statementsection of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute ofChartered Accountants of India together with the ethical requirements that are relevant toour audit of the financial statement under the provisions of the Act and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statement of the current period. These matterswere addressed in the context of our audit of the financial statement as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters. Wehave determined the matters described below to be the key audit matters to be communicatedin our report.
Information Other than the Financial statement and Auditors Report Thereon
The Companys Board of Directors is responsible for the preparation of the otherinformation. The other information income comprises the information included in theManagement Discussion and Analysis Boards Report including Annexures toBoards Report Corporate Governance and Shareholders Information but does notinclude the financial statement and our auditors report there on. Our opinion on thefinancial statement does not cover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statement our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statement or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated. If based on the workwe have performed we conclude that there is a material misstatement of this otherinformationwe are required to report that fact. We have nothing to report in this regard.
Managements Responsibility for the Financial statement
The Companys Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these financial statement that givea true and fair view of the financial position financial performance changes in equityand cash flows of the Company in accordance with the accounting principles generallyaccepted in India including the Indian Accounting Standards specified under Section 133of the Act. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate implementation and maintenance of 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 statement that give a true and fair doubt onthe Companys view and are free from material misstatement whether due to fraudor error.
In preparing the financial statement management is responsible for assessing theCompanys 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.
The Board of Directors are responsible for overseeing the Companys financialreporting process.
Auditors Responsibility for the Audit of the Financial Statement
Our objectives are to obtain reasonable assurance about whether the financial statementas a whole are free from material misstatement whether due to fraud or error and toissue an auditors report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud 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 audit findings including statement. deficiencies in the internalcontrol that we As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statementwhether 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) ofthe Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls.
Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
Conclude on the appropriateness of managements 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 to continue as a goingconcern. If we conclude that a material uncertainty exists we are required to drawattention in our auditors report to the related disclosures in the financialstatement or if such disclosures are inadequate to modify our opinion. Our conclusionsare based on the audit evidence obtained up to the date of our auditors report.However future events or conditions may cause the Company to cease to continue as a goingconcern.
Evaluate the overall presentation structure and content of the financial statementincluding the disclosures and whether the financial statement represent the underlyingtransactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statement thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statement 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 statement.
We communicate with those charged with governance regarding among other matters theplanned scope and any timing of the audit and significant significant 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 them allrelationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statement of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditors report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
The previously issued Financial statement of the Company for the year ended 31st March2018 prepared in accordance with Companies (Indian Accounting Standards) Rules 2015 wereaudited by another firm of Chartered Accountants whose report dated on 3rd May 2018 forthe year ended on 31st March 2018 expressed an unmodified opinion on those Financialstatement.
Our opinion is not modified in respect of above
Report on Other Legal and Regulatory Requirements
1) As required by the Companies (Auditors Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of section 143(11) of theAct we give in the Annexure A a statement on the matters specified in theparagraphs 3 and 4 of the order to the extent applicable.
2) As required by Section 143(3) of the Act we report that: (a) We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit; (b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books; and Loss (c) The Balance Sheet the Statement of Profitincluding Other Comprehensive Income Statement of Changes in Equity and the Statement ofCash Flow dealt with by this Report are in agreement with the books of account; (d) In ouropinion the aforesaid financial statement comply with the Indian Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules2014; (e) On the basis of the written representations received from the directors as on31st March 2019 taken on record by the Board of Directors none of the director isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164(2) of the Act; (f) With respect to the adequacy of the internal financial controlsover financial reporting 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 Auditors Report inaccordance with the requirements of section 197(16) of the Act as amendedwe report thatin our opinion and to the best of our information and according to the matter explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.
(h) With respect to the other matters to be included in the Auditors 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 itsfinancial statement Refer Note 37(a) to the financial statement; (ii) The Company has madeprovision as required under the applicable law or Indian accounting standard formaterial foreseeable losses if any on long-term contracts including derivative contractsRefer Note 40 to the financial statement; (iii) There has been no delay in transferringamounts required to be transferred to the Investor Education and Protection Fund by theCompany.
For SGDG & ASSOCIATES LLP
Firms Registration No: W100188
Membership No: 116560
Dated: 25th April 2019
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under Report on Other Legal and RegulatoryRequirements section of our report of even date)
(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets; (b) The Company has a program ofverification to cover all items of fixed assets in a phased manner which in our opinionis reasonable having regard to the size of the Company and the nature of its assets.Pursuant to the programme a portion of the fixed assets have been physically verified bythe management during the year and no material discrepancies have been noticed on suchverification. (c) According to the information and explanations given to us and on thebasis of our examination of the records of the Company the title deeds of immovableproperties and/or lease agreements in case immovable properties are taken on lease areheld in the name of the Company except:
|Sr. No. ||Total No of cases ||Type of Assets ||Gross Block as at 31st March 2019 ||Net Block as at 31st March 2019 ||Remarks |
| || || ||( Rs. in Lakh) ||( Rs. in Lakh) || |
|1 ||1 ||Lease Hold Land ||399.93 ||346.85 ||The Company is in the process of transferring the title deeds in its name |
(ii) The Management has conducted physical verification of the inventories atreasonable intervals. The discrepancies noticed on physical verification of inventory ascompared to book records were not material and have been appropriately dealt with in thebooks of accounts.
(iii) The Company has not granted any loans secured or unsecured to Companies FirmsLimited Liability Partnerships or other parties covered in the register maintained underSection 189 of the Act.
(iv) In our opinion and according to the information and explanations given to us theCompany has not advanced any loans to the parties covered under section 185 of the Act.The company has not given any loans and guarantees but has made investments in thesecurities of other body corporate within the limits specified by section 186 of theAct.
(v) According to the information and explanations given to us the Company has notaccepted any deposits from the public as per the provisions of section 73 74 75 and 76or any other relevant provisions of the Act. and the Rules framed there under to theextent notified.
(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government of India for the maintenance of cost recordsunder section 148(1) of the Act and are of the opinion that prima facie the prescribedaccounts and records have been made and maintained. We have not however made a detailedexamination of the records with a view to determine whether they are accurate or complete.
(vii) (a) According to the information and explanations given to us and based on therecords of the Company examined by us in our opinion the Company is generally regular indepositing the undisputed statutory dues including Provident Fund Employees StateInsurance Income-tax Custom Duty Goods and Service Tax Cess and other materialstatutory dues as applicable with the appropriate authorities.
(b) According to the information and explanations given to us and based on the recordsof the Company examined by us in our opinion no undisputed amounts payable in respect ofProvident Fund Employees State Insurance Income-tax Custom Duty Goods andService Tax Cess and other material statutory dues as applicable were in arrears as at31st March 2019 for a period of more than six months from the date they becamepayable.
(c) According to the information and explanations given to us and based on the recordsof the Company examined by us the particulars of dues of Income Tax Service Tax SalesTax Customs Duty and Excise Duty Value Added Tax Goods and Service Tax Cess as at 31stMarch 2019 which have not been deposited on accounts of any disputes are as follows:
|Sr. No. ||Name of the Statue ||Nature of Dues ||Amount ( Rs. in Lakh) ||Financial Year for which amount relates ||Forum where the dispute is pending |
|1 ||Income Tax Act 1961 ||Income Tax ||580.76 ||2002-03 2010-11 to 2013-14 ||Commissioner of Income Tax (Appeals) |
|2 ||Income Tax Act 1961 ||Income Tax ||8.00 ||2007-08 ||Income Tax Appellate Tribunal |
|3 ||Maharashtra Value Added Tax ||Value Added Tax ||1.70 ||2006-07 ||Bombay High Court |
|4 ||Maharashtra Value Added Tax ||Value Added Tax ||73.49 ||2007-08 to 2011-12 ||Joint Commissioner of Sales Tax (Appeals) |
|5 ||Profession Tax ||Profession Tax ||2.29 ||2007-08 ||Assessing Officer |
|6 ||Profession Tax ||Profession Tax ||0.90 ||2009-10 ||Joint Commissioner Appeals |
|7 ||Customs Act ||Custom Duty ||142.09 ||2000-01 to 2004-05 ||Supreme Court |
|8 ||Central Excise Act ||Excise Duty ||0.13 ||2007-08 ||Tribunal |
|9 ||Central Excise Act ||Excise Duty ||1.59 ||2009-10 to 2011-12 ||Deputy Commissioner |
|10 ||Central Excise Act ||Service Tax ||83.36 ||2005-06 to 2014-15 ||Customs Excise and Service Tax Appellate Tribunal |
|11 ||Central Excise Act ||Service Tax ||18.62 ||2015-16 to 2016-17 ||Customs Excise and Service Tax Appellate Tribunal |
|12 ||Central Excise Act ||Service Tax ||121.38 ||2016-17 to 2017-18 ||Joint Commissioner |
|13 ||Central Excise Act ||Service Tax ||185.46 ||2012-13 to 2017-18 ||Addl Commissioner |
|14 ||Local Body Tax ||Local Body Tax ||152.17 ||2016-17 ||Bombay High Court |
(viii) According to the records of the Company examined by us and the information andexplanations given to us the Company has not defaulted in repayment of loans orborrowings to the bank. The company does not have dues to financial institutiongovernment or debenture holders as at the balance sheet date.
(ix) In our opinion and according to the information and explanations given to us theCompany did not raise any money by way of initial public offer or further public offer(including debt instruments) during the year. The term loans have been applied for thepurposes for which they were obtained.
(x) According to the information and explanations given to us no fraud by the Companyand no material fraud on the Company by its officers or employees has been noticed orreported during the year.
(xi) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration during the year in accordance with the requisite approvals mandated by theprovisions of section 197 read with Schedule V to the Companies Act 2013.
(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly reporting as per paragraph 3(xii) of theOrder is not required.
(xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statement as required by the applicableIndian Accounting Standards.
(xiv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year.
(xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into any non-cashtransactions with its directors or persons connected with them. Accordingly reporting asper paragraph 3(xv) of the Order is not required.
(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For SGDG & ASSOCIATES LLP
Firms Registration No: W100188
Membership No: 116560
Dated: 25th April 2019
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
The Annexure referred to in paragraph 2(f) under "Report on Other Legal andRegulatory Requirements" section of our report of even date
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 financial reporting of IndustriesLimited ("the Company") as of 31st March2019 in conjunction with our auditof the financial statement of the Company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys 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 companys policies the safeguardingof its 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.
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 Reportingissued by ICAI (the "Guidance Note") and the Standards on Auditing prescribedunder section 143(10) of the Act to the extent applicable to an audit of internalfinancial controls. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls 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 testing and evaluating the design andoperating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors judgment including the assessment of the risks ofmaterial misstatement of the financial statement 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 Companys internal financial controlssystem over 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 statement 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 statement inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) Provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or . disposition of thecompany's assets that could have a material effect on the financial statement.
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.
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 31st March 2019 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 SGDG & ASSOCIATES LLP
Firms Registration No: W100188
Membership No: 116560
Dated: 25th April 2019