| We have audited the accompanying standalone financial statements of
Aditya Birla Nuvo Limited ("the Company"), which comprise the Balance
Sheet as at March 31, 2016, the Statement of Profit and Loss and Cash
Flow Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information, in which are
incorporated the branch's financial statements for the year ended on
that date audited by the branch auditors of the Company's branch at
Veraval.
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 accounting principles
generally accepted in India, including the Accounting Standards
specified under section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. 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 the design,
implementation and maintenance of adequate internal financial control
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the standalone financial statements that give a true
and fair view and are free from material misstatement, whether due to
fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these standalone
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 thereunder. We conducted our
audit in accordance with the Standards on Auditing, issued by the
Institute of Chartered Accountants of India, as 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 standalone financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and 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 standalone 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 standalone 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 accounting policies used and the reasonableness
of the accounting estimates made by the Company's management and Board
of Directors, as well as evaluating the overall presentation of the
standalone 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 standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the standalone financial statements give the
information required by the Actin 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, 2016, 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 1 a
statement on the matters specified 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 and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;
(b) In our opinion proper books of accounts required bylaw have been
kept by the Company so far as it appears from our examination of those
books and proper returns adequate for the purposes of our audit have
been received from branch not visited by us;
(c) The reports on the accounts of the branch office of the Company
audited under section 143 (8) of the Act by branch auditors has been
sent to us and have been properly dealt by us in preparing this report;
(d) The Balance Sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account and with the audited financial statements received from branch
not visited by us;
(e) In our opinion, the aforesaid standalone financial statements
comply with the Accounting Standards specified under section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
(f) On the basis of written representations received from the directors
as on March 31, 2016, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2016, from being
appointed as a director in terms of section 164 (2) of the Act;
(g) 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 our separate Report in "Annexure 2" to this
report;
(h) 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 standalone financial statements - Refer Note
46(iv)(b) 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 derivative contracts Refer Note
46(iv)(a) to the standalone financial statements;
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
Other Matter
The accompanying standalone financial statements include total assets
of Rs. 828.51 Crores as at March 31, 2016, and total revenues of Rs.
928.30 Crores for the year ended on that date, in respect of a branch,
which has been audited by one of us jointly with other branch auditors,
which financial statements, other financial information and auditor's
reports have been furnished to us. Our opinion, in so far as it relates
amounts and disclosures included in respect of the branch is based
solely on such report. Our opinion is not modified in respect of this
matter.
Annexure 1 referred to in paragraph 1 under the heading "Report on
other legal and regulatory requirements "of our report of even date
Re: Aditya Birla Nuvo Limited (the Company)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. No material
discrepancies were noticed on such verification.
(c) According to the information and explanations given by the
management the title deeds of immovable properties, other than
self-constructed buildings, included in fixed assets are held in the
name of the Company except mentioned below:
No. of Asset Gross Net Remarks
Cases Category Block Block
1 Leasehold 1.33 1.33 Titles deeds pending to be
registered
Land in the name of the Company.
2 Buildings 22.99 19.04
3 Freehold land 7.05 7.05 Title deeds are in the names
of the entities which got
merged with the Company in
the past.
As explained to us, steps are being taken to complete the name transfer
formalities.
(ii) The inventory has been physically verified by the management
during the year. In our opinion, the frequency of verification is
reasonable. No material discrepancies were noticed on such physical
verification. Inventories lying with third parties have been confirmed
by them and no material discrepancies were noticed in respect of such
confirmations.
(iii) According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured to companies,
firms, Limited Liability Partnerships or other parties covered in the
register maintained under section 189 of the Act. Accordingly, the
provisions of clause 3(iii) (a), (b) and (c) of the Order are not
applicable to the Company and hence not commented upon.
(iv) In our opinion and according to the information and explanations
given to us, provisions of section 185 and 186 of the Act in respect of
loans to directors including entities in which they are interested and
in respect of loans and advances given, investments made and,
guarantees, and securities given have been complied with by the
Company.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account 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 Act, related to
the manufacture or service of Company's products to which said rules
are applicable, and are of the opinion that prima facie, the specified
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
(vii) (a) The Company is generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, employees' state insurance, income-tax, sales-tax, service tax,
duty of custom, duty of excise, value added tax, cess and other
material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, employees'
state insurance, income-tax, service tax, sales-tax, duty of custom,
duty of excise, value added tax, cess and other material statutory dues
were outstanding, at the year end, for a period of more than six months
from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, service tax, duty of custom, duty of excise,
value added tax and cess on account of any dispute, are as follows:
Name of the Nature of the Period
Statute Dues
Income Tax Tax Demand AY 2006-07,
Act, 1961 AY 2009-10 to
AY 2012-13
AY 2010-11 &
AY 2011-12
Customs Act, Tax Demand, 1975-76, 1976-77,
1962 Interest and Penalty 1986-87 & 2001-02
2003-04, 2007-08
2009-10, 2013-14
2013-14
2004-05, 2005-06,
2008-09
Central Excise Excise Duty, 1977-78, 1986-87
Act, 1944 Interest and Penalty
1985-86, 1991-92,
1995-96 & 2004-05,
2008-09
1994-95, 1996-97 &
1998-99, 2005-2006
to 2011-12
1997-98 to 2000-01
Sales Tax Act Entry Tax 2013-14 to 2015-16
Sales Tax, Value 1999-00, 2004-05
Added Tax, Central 2007-08, 2008-09
Sales Tax, 1995-96 to 2012-13
Non-Submission of
forms, Purchase Tax,
Trade Tax including 2007-08, 2011-12
Interest
Finance Act, 1994 Service Tax including 2002-03, 2003-04,
(Service Tax) Interest and Penalty 2006-07 to 2010-11
2006-07, 2007-08,
2012-13
Gujarat Green Cess on generation 2011-12 to 2014-15
Cess Act, 2011 of electricity through
captive power
generation plants
Name of the Statute Forum where Amount
dispute is pending (Rs. in Crores)
Income Tax Act,1961 Commissioner 121.87
(Appeals)
ITAT 0.99
Customs Act, 1962 High Court 0.39
CESTAT 0.49
Commissioner 0.76
(Appeals)
Assessing authorities 0.16
Central Excise Act,1944 High Court 0.06
CESTAT 0.30
Commissioner 0.89
(Appeals)
Commissioner/Deputy 0.05
Commissioner
Sales Tax Act High Court 15.99
High Court 0.09
Appellate Tribunal 0.99
Commissioner 16.01
(Appeals)/Divisional
Boards
Assessing authorities 3.01
Finance Act, 1994 CESTAT 4.61
Commissioner 1.80
(Appeals)
Gujarat Green Cess
Act, 2011 Supreme Court 2.29
of India
(viii) In our opinion and according to the information and explanations
given by the management, the Company has not defaulted in repayment of
dues to a financial institution, bank or government or debenture
holders.
(ix) Based on the information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
were obtained other than temporary deployment Idle/surplus funds which
have been invested in liquid assets.
(x) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and
according to the information and explanations given by the management,
we report that no fraud by the Company or no fraud on the Company by
the officers and employees of the Company has been noticed or reported
during the year.
(xi) According to the information and explanations given by the
management, the managerial remuneration has been paid / provided in
accordance with the requisite approvals mandated by the provisions of
section 197 read with Schedule V to the Act.
(xii) In our opinion, the Company is not a nidhi Company. Therefore,
the provisions of clause 3(xii) of the order are not applicable to the
Company and hence not commented upon.
(xiii) According to the information and explanations given by the
management, transactions with the related parties are in compliance
with section 177 and 188 of Act where applicable and the details have
been disclosed in the notes to the financial statements, as required by
the applicable accounting standards.
(xiv) 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 under review and
hence, reporting requirements under clause 3(xiv) are not applicable to
the Company and hence not commented upon.
(xv) According to the information and explanations given by the
management, the Company has not entered into any non-cash transactions
with directors or persons connected with him as referred to in section
192 of the Act.
(xvi) According to the information and explanations given to us, the
provisions of section 45-IA of the Reserve Bank of India Act, 1934 are
not applicable to the Company.
For and on behalf of For and on behalf of
KHIMJI KUNVERJI & CO. S R B C & CO LLP
Chartered Accountants Chartered Accountants
ICAI Firm Registration
Number: 105146W ICAI Firm Registration Number:
324982E/E300003
per Shivji K. Vikamsey per Vijay Maniar
Partner Partner
Membership Number: 2242 Membership Number: 36738
Mumbai Mumbai
Date: May 20, 2016 Date: May 20, 2016 |