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Vadilal Dairy International Ltd.

BSE: 519451 Sector: Agri and agri inputs
NSE: N.A. ISIN Code: INE159T01016
BSE 05:30 | 01 Jan 1970 Vadilal Dairy International Ltd
NSE 05:30 | 01 Jan 1970 Vadilal Dairy International Ltd

Vadilal Dairy International Ltd. (VADILALDAIRY) - Auditors Report

Company auditors report

To

The Members of

VADILAL DAIRY INTERNATIONAL LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of Vadilal Dairy InternationalLimited (the Company) which comprise the Balance Sheet as at March 31 2015 theStatement of Profit and Loss and Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory information

Management s Responsibility for the Financial Statements

The management and Board of Directors of the Company are responsible for the mattersstated in Section 134(5) of the Companies Act 2013 (the act) with respect to thepreparation of these 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 Companies (Accounts) Rules2014. This responsibility 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; design implementation and maintenance of adequate internal financial controlsthat are operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor s Responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. 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 there under. We conducted our audit in accordancewith the Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatement.

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 financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control 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 but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial controls systemover financial reporting and the operating effectiveness of such controls An audit alsoincludes evaluating the appropriateness of accounting policies used and the reasonablenessof the accounting estimates made by the Company s management and Board of Directors aswell 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 on the financial statements.

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 the financial statements give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at 31st March 2015 its profit/loss and its cash flows for theyear ended on that date.

Emphasis of Matter

Attention is invited to Note No 4.3.2. (c) and 5 of the Notes forming part of theFinancial statement. Same has been prepared on going concern basis for reasons statedthere in. Our report is not qualified in respect of this matter.

Report on Other Legal and Regulatory Requirements

7. As required by the Companies (Auditor s Report) Order 2015 (the Order) issued bythe Central Government of India in terms of sub-section (11) of section143 of the Act wegive in the Annexure a statement on the matters Specified in paragraphs 3 and 4 of theOrder.

8. As required by section 143(3) of the Act we further 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 appears from our examination of those books;

c) the Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

d) in our opinion the aforesaid financial statements comply with the applicableAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

e) on the basis of written representations received from the directors as on March 312015 and taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2015 from being appointed as a director in terms of Section 164(2) of theAct.

f) In our opinion and to the best of our information and according to the explanationsgiven to us we report as under with respect to other matters to be included in theAuditor s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014:

i. The Company has disclosed the impact of pending litigation on its financial positionin its financial statements-Refer Note No.4.3.2. (c) and 5 to the Financial statement.

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 Vinod K Mehta & Co.
Chartered Accountants
Firm Registration No. : 111508W
Sd/-
Divyesh V Mehta
Partner
Membership No.:044293
Place: Mumbai
Date: 30th May 2015

Annexure referred to in paragraph 7 Our Report of even date to the members of VadilalDairy International Limited on the accounts of the company for the year ended 31st March2015

On the basis of such checks as we considered appropriate and according to theinformation and explanations given to us during the course of our audit we report that:

1. In respect of its fixed assets:

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

b. As explained to us fixed assets have been physically verified by the management atregular intervals; as informed to us no material discrepancies were noticed on suchverification;

2. In respect of its inventories:

c. As explained to us inventories have been physically verified during the year by themanagement at reasonable intervals.

d. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventories followed by the management arereasonable and adequate in relation to the size of the company and the nature of itsbusiness.

e. In our opinion and on the basis of our examination of the records the Company isgenerally maintaining proper records of its inventories. As explained to us thediscrepancies noticed in physical verification of the stock as compared to book recordswere not material and the same have been properly dealt with in the books of accounts.

3. The company has not granted loans to parties covered under section 189 of the Act.

4. In our opinion and according to the information and explanations given to us thereis adequate internal control system commensurate with the size of the Company and thenature of its business for the purchase of fixed assets and for the sale of services.Further on the basis of our examination of the books and records of the Company andaccording to the information and explanations given to us no major weakness has beennoticed or reported.

5. The Company has not accepted any deposits from the public covered under Section 73to 76 of the Companies Act 2013.

6. As informed to us the Central Government has not prescribed maintenance of costrecords under sub-section (1) of Section 148 of the Act

7. (a) According to the information and explanations given to us and based on therecords of the company examined by us the company is regular in depositing the undisputedstatutory dues including Provident Fund Employees State Insurance Income-taxSales-tax Service Tax Excise Duty and other material statutory dues as applicable withthe appropriate authorities in India ;

(b) According to the information and explanations given to us and based on the recordsof the company examined by us there are no dues of Income Tax Service Tax Sales Tax andExcise Duty which have not been deposited on account of any disputes

(c) According to the information and explanation given to us undisputed amountspayable in respect of income tax wealth tax customs duty excise duty and cess andvarious other authorities were in arrears as at 31.03.2015 for a period of more than sixmonths from the date they became payable is as follows :

Sr. No Name of the Statute Name of the Dues Amount (in Lakhs) Period to which the amounts relates
1 The Maharashtra Value Added Tax 2002 MVAT 218.11 2011-12
2 The Income Tax Act 1961 Fringe Benefit Tax 1.09 AY 2008-09
0.72 AY 2009-10
3 The Central Excise Act 1944 Excise Duty 2.12 March 99 - June 99
4 The Income Tax Act 1961 Income Tax 0.19 1992-93
0.36 2007-08

(d) According to the information and explanation given to us following are the variousdisputed liabilities against which appeals are pending with various statutory authorities:

Sr. No Name of the Statute Nature of dues Amount of Dispute (Net) (In Lakhs) Period to which the amounts relates Forum where dispute is pending
1 The Bombay Sales Tax Act and The Central Sales Tax Act Sales Tax 43.05 1992-93 Maharashtra Sales Tax
12.60 1993-94 Tribunal and Bombay High Court.
25.88 1995-96
1.50 1999-00
0.29 2000-01
0.10 2001-02
The Maharashtra Value Added Tax and Central Sales Tax Act MVAT & CST including interest 140.28 2005-06 Joint Commissioner of Sales Tax (Appeals)
172.86 2006-07
157.92 2007-08
9.53 2008-09
27.32 2009-10
34.55 2010-11
Interest on MVAT Dues 375.84 2007-12 Board for Industrial Financial Reconstruction (BIFR) - Refer Note 1
2 The Income Tax Act 1961 Income Tax 19.73 2003-04 Income Tax Appellate Tribunal

Note 1: The BIFR has granted various reliefs and concessions in its order necessary forrehabilitation of the Company. One of such concessions was granted in the form ofexemption from Payment of Sales Tax/VAT for a period of 5 years from cut-off date of thescheme i.e. 31.03.2007 during rehabilitation period. This concession was denied by theSales Tax Authority of the State Government of Maharashtra during the financial year2011-12. Against this denial the Company has filed appeal with the BIFR praying to directthe Sales Tax Authorities to grant relief to the Company. The final judgment is yet to beordered by the BIFR.

(e) 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 ofreporting delay in transferring such sums does not arise.

8. The Company does not have any accumulated losses at the end of the financial yearand has not incurred cash losses in the financial year and in the immediately precedingfinancial year.

9. The company has not defaulted in repayment of dues to financial institutions andbanks.

10. In our opinion and according to the information and explanations given to us theCompany has not given any guarantee for loan taken by others from a bank or financialinstitution during the year.

11. The company has not obtained any term loans during the year.

12. During the course of our examination of the books and records of the companycarried in accordance with the auditing standards generally accepted in India we haveneither come across any instance of fraud on or by the Company noticed or reported duringthe course of our audit nor have we been informed of any such instance by the Management.

For Vinod K Mehta & Co.
Chartered Accountants
Firm Registration No. : 111508W
Sd/-
Divyesh V Mehta
Partner
Membership No.:044293
Place: Mumbai
Date: 30th May 2015