JINDAL SAW Auditors Report

Report on the Standalone Financial Statements


We have audited the accompanying standalone financial statements of JINDAL SAW LIMITED (“the Company”), which comprise the Balance Sheet as at March 31,2017, the Statement of Profit and Loss, the Statement of changes in equity, the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.


Management’s Responsibility for the Standalone Financial Statements


The Company’s Board of Directors is responsible for the matters stated in Section 134[5] of the Companies Act, 2013 [“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies [Accounts] Rules, 2015 as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.


Auditors’ Responsibility


Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.


We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10] of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.


An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.


We believe that the audit evidence we have obtained is sufficient and appropriate to provide 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 explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2017 and its profit and its cash flows 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 [“the Order”] issued by the Central Government of India in terms of sub-section [11] of section 143 of the Act, we give in the Annexure ‘A’ a statement on the matters specified in the paragraph 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 and obtained all the information and explanations which to the best of 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 the Company so far as it appears from our examination of those books;


[c] The Balance Sheet, the Statement of Profit and Loss, the Statement of Change in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account;


[d] In our opinion, the aforesaid financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies [Accounts] Rules, 2015 as amended;


[e] On the basis of the written representations received from the directors as on March 31,2017 taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2017 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 financial reporting of the Company and the operating effectiveness of such controls, refer to Annexure ‘B’.


[g] With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies [Audit and Auditors] Rules, 2014, in our opinion and 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 financial position in its financial statements - Refer Note - 45 to the financial statements;


ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any; on long-term contracts including derivatives contracts.


iii. There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company, other than Rs.181.75 lakhs which is held in abeyance due to pending legal case.


iv. The Company has provided requisite disclosures in its financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November, 2016 to 30th December, 2016 and these are in accordance with the books of accounts maintained by the Company [refer note no. 43[e] of notes to accounts].


ANNEXURE ‘A’ TO INDEPENDENT AUDITORS’ REPORT


(Annexure referred to in our report of even date to the members of JINDAL SAW LIMITED on the accounts for the year ended March 31,2017).


1. [a] The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.


[b] A major portion of the fixed assets has been physically verified by the Management in accordance with a phased programme of verification adopted by the Company. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets. To the best of our knowledge, no material discrepancies have been noticed on such verification.


[c] According to the information and the explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company except one land value of Rs.1,950 lakhs, the Conveyance Deed of which is yet to be executed.


2. As explained to us, the management during the year has physically verified inventories at reasonable interval and in respect of stores and spares, there is a perpetual inventory system and a substantial part of such stock has been verified during the year. However, stocks in the possession and custody of third parties and stock in transit as at March 31,2017 have been verified by the Management with reference to confirmation or statement of account or correspondence of third parties or subsequent receipt of goods. In our opinion, the frequency of verification is reasonable. The discrepancies noticed during physical verification of inventories as compared to book records were not material and the same have been properly dealt with in the books of account.


3. According to the information and the explanations given to us, the Company has given interest bearing unsecured loans to companies, covered in the register maintained under Section 189 of the Companies Act, 2013.


[a] In our opinion, the rate of Interest and other terms and conditions on which the loans had been granted to the bodies corporate listed in the register maintained under section 189 of the Act were not, prima facie, prejudicial to the interest of the Company.


[b] In respect of aforesaid loan, the borrowers have been regular in the repayment of principal and interest wherever stipulated.


[c] There are no overdue amounts as at the year-end in respect of both principal and interest.


4. In our opinion and According to the information and explanations given to us, the company has complied with the provisions of Section 185 and 186 of the Act, with respect to the loans and investments made.


5. According to the information and explanations given to us and the records examined by us, the Company has not accepted any deposits from the public during the year. Accordingly, the Paragraph 3[v] of the Order is not applicable to the Company.


6. We have broadly reviewed the books of account and records maintained by the company pursuant to the Rules made by the Central Government for the maintenance of cost records under section 148 [1] of the Companies Act, 2013 in respect of the company’s products and are of the opinion that, prima facie, the prescribed records have been made and maintained. We have, however, not made a detailed examination of records with a view to determine whether they are accurate or complete.


7. [a] According to the information and explanations given to us, the Company is generally regular in depositing with the appropriate authorities undisputed statutory dues including provident fund, employees’ state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and other statutory dues with the appropriate authorities. There are no arrears as at March 31, 2017 for a period of more than six months from the date they become payable.


[b] The due in respect of income tax, sales tax, duty of customs and duty of excise that has not been deposited with the appropriate authorities on account of dispute and the forum where the dispute is pending is given below:




























































Name of the Statute



Year to which the amount relates



Forum where matter is pending



Amount (Rs.lakhs)



Custom Duty Customs Act, 1962



2009-10



CESTAT, Mumbai



12.50



Excise Duty Central Excise Act, 1944



2003-04



CESTAT, New Delhi



3.60



Excise Duty Central Excise Act, 1944



2004-05 to 2007-08



Commissioner [Appeal], Ahmedabad



32.21



Excise Duty Central Excise Act, 1944



2008-09



Commissioner [Appeal], Ahmedabad



26.70



Excise Duty Central Excise Act, 1944



2009-10



CESTAT, Mumbai



2.01



Excise Duty Central Excise Act, 1944



2007-08 to 2009-10



Commissioner [Appeal], Rajkot



24.07



Sales Tax Gujarat Sales Tax Act



2002-03



Hon’ble High Court of Gujarat, Ahmedabad



45.42



Income Tax Income Tax Act, 1961



AY 2004-05



CIT [Appeals], New Delhi



8.11



8. In our opinion, on the basis of books and records examined by us and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, banks and debenture holders. The company does not have any dues to government.


9. The Company has not raised any money by way of initial public offer or further public offer or debt instruments. In our opinion, and according to the information and explanation given to us, the term loans have been applied for the purposes for which they were raised, other than temporary deployment pending allocation.


10. According to the information and explanations given to us and as represented by the Management and based on our examination of the books and records of the Company and in accordance with generally accepted auditing practices in India, we have been informed that no case of frauds has been committed on or by the Company or by its officers or employees during the year.


11. The Company has paid/ provided for managerial remuneration to managing director in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V of the Companies Act, 2013.


12. The company is not a Nidhi Company. Accordingly, the provisions of clause 3 [xii] of the Order are not applicable to the Company.


13. According to the information and explanations given to us, all transactions with the related parties are in compliance with section 177 and 188 of Act, and where applicable the details have been disclosed in the Financial Statements as required by the applicable accounting standards.


14 According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, provisions of clause 3 [xiv] of the Order are not applicable to the Company.


15 According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with him as covered under Section 192 of the Companies Act, 2013. Accordingly, provisions of clause 3 [xv] of the Order are not applicable to the Company.


16 According to the information and explanations given to us, the company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, provisions of clause 3 [xvi] of the Order are not applicable to the Company.


For N.C. Aggarwal & Co.


Chartered Accountants


Firm Registration No. 003273N


G. K. Aggarwal


Partner


M. No. 086622


Date : May 29,2017


Place: New Delhi

CIN: U67190WB2003PTC096617. Trading in Commodities is done through our Group Company Dynamic Commodities Pvt. Ltd. The company is also engaged in Proprietory Trading apart from Client Business.
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