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Z F Steering Gear (India) Ltd.

BSE: 505163 Sector: Auto
NSE: ZFSTEERING ISIN Code: INE116C01012
BSE 00:00 | 24 Apr 2020 Z F Steering Gear (India) Ltd
NSE 05:30 | 01 Jan 1970 Z F Steering Gear (India) Ltd

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OPEN 297.95
PREVIOUS CLOSE 282.00
VOLUME 1452
52-Week high 741.90
52-Week low 199.00
P/E 6.84
Mkt Cap.(Rs cr) 245
Buy Price 232.00
Buy Qty 10.00
Sell Price 269.80
Sell Qty 1.00
OPEN 297.95
CLOSE 282.00
VOLUME 1452
52-Week high 741.90
52-Week low 199.00
P/E 6.84
Mkt Cap.(Rs cr) 245
Buy Price 232.00
Buy Qty 10.00
Sell Price 269.80
Sell Qty 1.00

Z F Steering Gear (India) Ltd. (ZFSTEERING) - Auditors Report


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Company auditors report

INDEPENDENT AUDITORS’ REPORT

To

The Members of

ZF STEERING GEAR (INDIA) LIMITED

Report on the Standalone Ind AS Financial Statements

We have audited the accompanying standalone Ind AS financial statements of ZFSTEERING GEAR (INDIA) LIMITED ("the Company") which comprises the BalanceSheet as at March 31 2018 Statement of Profit and Loss including Other ComprehensiveIncome Cash Flow Statement and the statement of Changes in Equity for the year thenended and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Standalone Ind AS 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 thepreparation of these standalone Ind AS financial statements that give a true and fair viewof the financial position financial performance including other comprehensive incomecash flows and changes in equity of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)specified under Section 133 of the Act read with relevant Rules issued thereunder.

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; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent and design implementation and maintenance of adequate internal financial control that were operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the standalone Ind ASfinancial 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 standalone Ind AS financialstatements based on our audit.

We have taken into account the provisions of the Act and the Rules made thereunderincluding 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 madethereunder.

We conducted our audit of the standalone Ind AS 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 Ind AS financial statements are freefrom material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone Ind AS financial statements. The procedures selected dependon the auditor’s judgment including the assessment of the risks of materialmisstatement of the standalone Ind AS financial statements whether due to fraud or error.In making those risk assessments the auditor considers internal financial controlrelevant to the Company’s preparation of the standalone Ind AS financial statementsthat give a true and fair view in order to design audit procedures that are appropriate inthe circumstances. An audit also includes evaluating the appropriateness of accountingpolicies used and the reasonableness of the accounting estimates made by Company’sDirectors as well as evaluating the overall presentation of the standalone Ind ASfinancial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Standalone Ind AS financial statements.

Opinion

In our opinion and to the best of our information and according to the explanationsgiven to us the standalone Ind AS financial statements give the information required bythe 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 of the Companyas at March 31 2018 its profits including other comprehensive income its cash flows andthe changes in equity for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.

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 purpose of our audit; b) In our opinion proper books ofaccount as required by law have been kept by the Company so far as appears from ourexamination of those books.

c) The Balance Sheet the Statement of Profit and Loss including the Statement of OtherComprehensive Income the Cash Flow Statement and Statement of Changes in Equity dealtwith by this Report are in agreement with the books of account;

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with relevant rulesissued thereunder.

e) On the basis of written representations received from the directors as on March 312018 taken on record by the Board of Directors none of the directors is as on March 312018 from being appointed as a director in terms of Section 164(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"; and

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 the aforesaid financial statements Refer Note 33 to the financial statements;

II. The company did not have any long term contract including derivative contracts forwhich there were any material foreseeable losses.

III. There is no amount due to be transferred to Investor Education and Protection Fundby the company.

For MGM and Company
Chartered Accountants
Firm Registration No. 117963W
Mangesh Katariya
Partner
Membership No. 104633
Place: Pune
Date : May 30 2018

"ANNEXURE A" REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING "REPORT ONOTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OFZF STEERING GEAR (INDIA) LIMITED

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 state that: 1.a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

b) As explained to us considering the nature of the Fixed

Assets the same have been physically verified by the management at reasonableintervals during the year as per the plan adopted by the company which in our opinionis reasonable having regard to the size of the Company and the nature of its assets.According to the information and explanations given to us and the records produced to usfor our verification the discrepancies noticed during such physical

were not material and the same have been properly dealt with in the books of account.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.

2. The inventory has been physically verified by the management at reasonable intervalsduring the year. Inventory lying with third parties and in-transit have been verified bythe management with reference to the confirmations received from them and/or subsequentreceipt of goods.The company is maintaining proper records verification ofinventory. The discrepancies noticed between the physical stocks and book records were notmaterial considering the operations of the Company and have been properly dealt with inthe books of account.

3. During the year the Company has not granted any loans secured or unsecured tocompanies firms or other parties covered in the register maintained under section 189 ofthe Act.

4. According to the information and explanations given to us the Company has not givenany guarantee for loans taken by others from banks and financial institutions.

5. No deposits within the meaning of directives issued by RBI (Reserve Bank of India)and Sections 73 to 76 or any other relevant provisions of the Act and rules framedthereunder have been accepted by the Company.

6. According to the information and explanations given to us the Central Governmentunder sub-section (1) of Section 148 of the Act has not prescribed maintenance of costrecords in respect of the activities carried out by the company.

7. a) According to the information and explanations given to us and on the basis of ourexamination the Company is generally regular in depositing undisputed statutory duesincluding Provident Fund Employees’ State Insurance Income Tax GST Sales TaxService Tax Customs Duty Excise Duty Cess and other material statutory dues applicableto the Company with the appropriate authorities. No undisputed amounts payable in respectof the aforesaid statutory dues were outstanding as at 31st March2018 for a period ofmore than six months from the date they became payable.

b) According to the records of the Company there are no dues of Income Tax Sales TaxService tax Customs Duty Excise Duty Cess which have not been deposited on account ofany dispute except the following:

Name of the Statute Nature of Dues Forum where the dispute is pending Financial Year Amount (Rs.in Millions)
MVAT Act 2002 & CST Act. Assessed VAT dues by AO Dy. Commissioner of Sales Tax FY 2010-11 3.19
Income Tax Act 1961 Assessment dues CIT (Appeal) Pune FY 2012-13 4.45
Income Tax Act 1961 Assessment dues CIT (Appeal) Pune FY 2013-14 4.61
Income Tax Act 1961 Assessed TDS Dues by CPC CIT (Appeal) Pune FY 2009-10 0.3
MVAT Act 2002 & CST Act. Assessed VAT dues by AO Dy. Commissioner of Sales Tax FY 2012-13 0.75

8. According to the information and explanations given to us and on the basis of ourexamination we are of the opinion that the Company has not defaulted in repayment ofloans or borrowing to a financial institution bank Government or dues to debentureholders.

9. According to the information and explanations given to us and on the basis of ourexamination the Company has not raised any money by way of initial public offer furtherpublic offer and debt instruments. Based on the information and explanations given to usby the management term loans were applied for the purpose for which the loans wereobtained.

10. During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing standards in India andaccording to the information and explanations given to us we have neither come across anyinstance of fraud on or by the Company noticed or reported during the year nor have webeen informed of such case by the management. 11. According to the information andexplanations give to us and based on our examination of the records of the Company theCompany has paid/ provided for managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule V to the Act. 12.In our opinion and according to the information and explanations given to us the Companyis not a nidhi company. Accordingly paragraph 3(xii) of the Order is not applicable. 13.According to the information and explanations given to us and based on our examination ofthe records of the Company transactions with the related parties are in compliance withsections 177 and 188 of the Act where applicable and details of such transactions havebeen disclosed in the financial statements as required by the applicable accountingstandards.

14. According to the information and explanations give 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.

15. 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 non-cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe Order is not applicable. 16. The Company is not required to be registered undersection 45-IA of the Reserve Bank of India Act 1934.

For MGM and Company
Chartered Accountants
Firm Registration No. 117963W
Mangesh Katariya
Partner
Membership No. 104633
Place: Pune
Date: May 30 2018

"ANNEXURE B" REFERRED TO IN PARAGRAPH 2(f) UNDER THE HEADING "REPORT ONOTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE TO THE MEMBERS OFZF STEERING GEAR (INDIA) LTD.

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 ZF SteeringGear (India) Ltd. ("the Company") as of 31 March 2018 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 (‘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 company’s 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.

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") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects. Our auditinvolves performing procedures to obtain audit evidence about the adequacy of the internalfinancial controls system over financial reporting and their operating effectiveness. Ouraudit of internal financial controls over financial reporting included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor’s judgment including the assessment of the risks 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 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 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.

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.

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 31st March 2018 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 MGM and Company
Chartered Accountants
Firm Registration No. 117963W
Mangesh Katariya
Partner
Membership No. 104633
Place: Pune
Date: May 30 2018


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