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Vinati Organics Ltd.

BSE: 524200 Sector: Industrials
NSE: VINATIORGA ISIN Code: INE410B01037
BSE 00:00 | 24 Apr Vinati Organics Ltd
NSE 05:30 | 01 Jan Vinati Organics Ltd
OPEN 883.00
PREVIOUS CLOSE 883.65
VOLUME 1918
52-Week high 1255.50
52-Week low 651.00
P/E 26.17
Mkt Cap.(Rs cr) 8,945
Buy Price 870.15
Buy Qty 5.00
Sell Price 886.00
Sell Qty 10.00
OPEN 883.00
CLOSE 883.65
VOLUME 1918
52-Week high 1255.50
52-Week low 651.00
P/E 26.17
Mkt Cap.(Rs cr) 8,945
Buy Price 870.15
Buy Qty 5.00
Sell Price 886.00
Sell Qty 10.00

Vinati Organics Ltd. (VINATIORGA) - Auditors Report


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Company auditors report

TO THE MEMBERS OF

VINATI ORGANICS LIMITED

1. Report on the Standalone Financial Statements

1.1 We have audited the accompanying standalone financial statements of VINATIORGANICS LIMITED ("the Company") which comprise the Balance Sheet as at31st March 2018 the Statement of Profit and Loss (including other comprehensive income)the statement of changes in Equity and the Cash Flow Statement for the year then endedand a summary of the significant accounting policies and other explanatory information.

2. Management's Responsibility for the Standalone Financial Statements.

2.1 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 state ofaffairs (financial position) profit or loss (financial performance including othercomprehensive income) changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) prescribed under Section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended.

2.2 This responsibility also 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; the selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe Standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

3. Auditor's Responsibility

3.1 Our responsibility is to express an opinion on these standalone financialstatements based on our audit. We have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder and the orderissued under Section 143 (11) of the Act.

3.2 We conducted our audit of the Standalone financial statements in accordance withthe 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 Standalone financial statements are free frommaterial misstatement.

3.3 An audit involves performing procedures to obtain audit evidence about the amountsand the disclosures in the Standalone financial statements. The procedures selected dependon the auditor's judgment including the assessment of the risks of material misstatementof the standalone financial statements whether due to fraud or error. In making thoserisk assessments the auditor considers internal financial control relevant to theCompany's preparation of the Standalone financial statements that give a true and fairview in order to design audit procedures that are appropriate in the circumstances. Anaudit also includes evaluating appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the Standalone financial statements.

3.4 We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the standalone financial statements.

4. Opinion

4.1 In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs (financialposition) of the Company as at 31st March 2018 its profit (financial performanceincluding other comprehensive income) the changes in equity and its cash flows for theyear ended on that date.

5. Other Matters

5.1 The comparative financial information of the Company for the year ended 31st March2017 and the transition date opening balance sheet as at 1stApril 2016 included in thesestandalone Ind AS financial statements are based on the previously issued statutoryfinancial statements prepared in accordance with the Companies (Accounting Standards)Rules 2006 audited by the predecessor auditor whose report for the year ended 31st March2017 and 31st March 2016 dated 13th May 2017 and 14th May 2016 respectively expressed anunmodified opinion on those standalone financial statements as adjusted for thedifferences in the accounting principles adopted by the Company on transition to the IndAS have been audited by us.

Our opinion is not modified in respect of these matters.

6. Report on other Legal and Regulatory Requirements

6.1 As required by the Companies (Auditor's Report) Order 2016("the Order")issued by the Central Government in terms of Section 143 (11) of the Act we give in"Annexure A" - a statement on the matters specified in paragraphs 3 and 4 of theOrder.

6.2 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 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 including other comprehensiveincome Statement of Changes in Equity and the Cash Flow Statement dealt with by thisReport are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with the IndianAccounting Standards prescribed under Section 133 of the Act.

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

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 as amended inour opinion and to the best of our information and according to the explanations given tous:

i. The Company has disclosed the impact of pending litigations on its financialposition in its Standalone financial statements – Refer Note 29 (i) to the Standalonefinancial statements;

ii. The Company has long-term contracts including derivative contracts for which therewere no material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the company.

For M. M. NISSIM & CO
Chartered
Accountants 107122W) (Firm Regn. No.
(N. Kashinath)
Place : Mumbai Partner
Date : 12th May 2018 Mem. No.: 036490

ANNEXURE-A TO INDEPENDENT AUDITOR'S REPORT

Of Even Date on the Standalone Financial Statements of Vinati Organics Limited

i) 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 the Assets have been physically verified by the management inaccordance with a regular programme of verification which in our opinion is reasonableconsidering the size and the nature of its business. The frequency of verification isreasonable and no material discrepancies have been noticed on such physical verification;

c) According to the information and explanations given to us and on the basis of ourexamination of the records of the company the title deeds of immovable properties areheld in the name of the Company.

ii) The inventory has been physically verified by the management during the year. Inour opinion the frequency of verification is reasonable. No material discrepancies werenoticed on such physical verification.

iii) The company has not granted any loans secured or unsecured during the year tocompanies firms limited liability partnerships or other parties covered in the registermaintained under section 189 of the Act. Accordingly the clauses 3(iii) (a) (b) and (c)of the Order are not applicable to the Company.

iv) 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 Act with respectto investments made during the year.

v) The Company has not accepted any deposits within the meaning of Provisions ofSection 73 to 76 of the Act and the rules framed thereunder from the public.

vi) We have broadly reviewed the books of account maintained by the company pursuant tothe rules made by the Central Government for the maintenance of cost records under section148 (1) of the Act and are of the opinion that prima facie the prescribed accounts andrecords have been made and maintained.

vii) a) The company is regular in depositing undisputed statutory dues includingProvident Fund Employees' State Insurance Income Tax Sales-Tax Service Tax Goods& Services Tax duty of customs duty of excise value added tax cess and any otherstatutory dues with appropriate authorities where applicable. According to theinformation and explanations given to us there are no undisputed amounts payable inrespect of such statutory dues which have remained outstanding as at 31st March 2018 fora period of more than six months from the date they became payable.

b) According to the records of the company the dues outstanding of income-taxsales-tax service tax goods and services tax duty of customs duty of excise and valueadded tax on account of any dispute are as follows:

Statute and nature of dues Financial year to which the matter pertains Forum where the dispute is pending Rs. Lakhs
CUSTOMS ACT 1962
Customs Duty and penalty March 2012 to May 2012 Appellate Tribunal 45.08
CENTRAL EXCISE ACT 1944 and Finance Act 1994
Service Tax Jan. 2012 to Nov. 2012 Appellate Tribunal 2.36
April 2014 to June 2016 Appellate Tribunal 1.21
Central Excise August 2011 Appellate Tribunal 27.01
INCOME TAX 1961
Income Tax 2008-09 Appellate Commissioner 2.62
2009-10 Appellate Commissioner 0.86

viii) The company has not defaulted in repayment of its loans or borrowings to banks.The Company does not have any borrowings by way of debentures.

ix) The Company has not raised any moneys by way of Initial public offer or furtherPublic offer (Including debt instruments) and term loans during the year. Henceprovisions of Clause 3(ix) of the aforesaid order is not applicable to the Company.

x) On the basis of our examination and according to the information and explanationsgiven to us no fraud by the Company or any material fraud on the company by its officersor employees has been noticed or reported during the year nor have we been informed ofany such case by the management.

xi) The managerial remuneration has been paid/provided in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.

xii) The company is not a nidhi Company and accordingly provisions of clause (xii)ofPara 3 of the order are not applicable to the Company.

xiii) On the basis of our examination and according to the information and explanationsgiven to us we report that all the transaction with the related parties are in compliancewith Section 177 and 188 of the Act and the details have been disclosed in the Financialstatements in Refer Note 29(f) as required by the applicable accounting standards.

xiv) The company has not made any preferential allotment or private placement of shareor fully or partly paid convertible debentures during the year and accordingly provisionsof clause (xiv) of Para 3 of the Order are not applicable to the Company.

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 directors or persons connected with the directors. Accordinglyprovisions of clause (xv) of Para 3 of the Order are not applicable to the company.

xvi) The company is not required to be registered under section 45-IA of the ReserveBank of India Act1934 and accordingly provisions clause (xvi) of Para 3 of the Order arenot applicable to the Company.

For M. M. NISSIM & CO
Chartered Accountants
(Firm Regn. No. 107122W)
(N. Kashinath)
Place : Mumbai Partner
Date : 12th May 2018 Mem. No.: 036490

ANNEXURE-B TO INDEPENDENT AUDITOR'S REPORT

Report of Even Date on The Standalone Financial Statements of Vinati Oragnics Limited.

1. Report on the Internal Financial Controls over Financial Reporting under Clause (I)of Sub-Section 3 of Section 143 of The Companies Act 2013 ("The Act")

We have audited the internal financial controls over financial reporting of VINATIORGANICS LIMITED ("the Company") as of March 31 2018 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

2. 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 company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Act.

3. 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 Institute of Chartered accountants of India andthe Standards on Auditing prescribed under section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial 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 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 Company's internal financial controls systemover financial reporting.

4. 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.

5. 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.

6. 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 issued by theInstitute of Chartered Accountants of India.

For M. M. NISSIM & CO
Chartered Accountants
(Firm Regn. No. 107122W)
(N. Kashinath)
Place : Mumbai Partner
Date : 12th May 2018 Mem. No.: 036490