Mar 31, 2023
BIRLA CORPORATION LIMITED
We have audited the accompanying standalone financial statements of BIRLA CORPORATION LIMITED ("the Company"), which comprise the Standalone Balance Sheet as at 31st March 2023, and the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").
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 Companies Act, 2013, as amended, ("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 (financial position) of the Company as at 31st March 2023, profit (financial performance including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SAs are further described in the "Auditor''s Responsibilities for the Audit of the Standalone Financial Statements" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI''s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter |
Auditor''s Response |
Recoverability of MAT Credit |
Audit procedures included, among others, review of: ⢠The appropriateness of the methodology applied by the Company with applicable Indian accounting standards and applicable taxation laws along with the future business forecast of taxable profits. ⢠The likelihood ofthe Company to utilize the available MAT credit entitlements in the future with underlying projections and assumptions relating to future estimated profits, future capitalisations and depreciation allowance thereon and future estimates of taxable income. ⢠The adequacy of the Company''s disclosures in the financials on deferred tax assets and assumptions used. |
Entitlement in future: The Company has recognised deferred tax assets mainly on account of tax credit available for set off (Minimum Alternate Tax) under the Income Tax Act, 1961. Under Ind AS 12 - Income Taxes, deferred tax assets shall be recognised to the extent that it is probable that future taxable profit will be available against which the unused tax credit can be utilised. The assessment of valuation of deferred tax assets requires significant management judgement and estimation. This include, amongst others, estimation of long-term future profitability, future revenue from proposed projects and tax regulations and developments. As a result, the recognition of the deferred tax asset on above is significant to our audit. The disclosures relating to the above are included in Note No. 25 of the standalone financial statements. |
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Litigations and Claims The Company is exposed to different laws, regulations and interpretations thereof which encompasses direct/ indirect taxation and legal matters. In the normal course of business, provisions and contingent liabilities may arise from legal and tax proceedings, including regulatory and other Governmental proceedings, constructive obligations as well as investigations by authorities and commercial claims. Based on the nature of regulatory and legal cases management applies significant judgement when considering whether, and how much, to provide for the potential exposure of each matter. These estimates could change significantly over time as new facts emerge and each legal case progresses. Given the inherent complexity and magnitude of potential exposures and the judgement necessary to estimate the amounts of provisions required or to determine required disclosures, this is a key audit matter. (Refer Note No. 41 to the standalone financial statements) |
Our audit procedure in response to this key Audit Matter included, among others, ⢠Assessment of the process and relevant controls implemented to identify legal and tax litigations, and pending administrative proceedings. ⢠Assessment of assumptions used in the evaluation of possible legal and tax risks by the legal and tax department of the Company considering the legal precedence and other rulings in similar cases. ⢠Inquiry with the legal and tax divisions of the Company regarding the status of the most significant disputes and perusal of the relevant documentation. ⢠Taking note of opinion received from the experts, where available. ⢠Review of the adequacy of the disclosures in the notes to the standalone financial statements. |
The Company''s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Company''s Annual Report but does not include the standalone financial statements and our auditor''s report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of 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 including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to
liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company''s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
⢠Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
⢠Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to the standalone financial statements in place and the operating effectiveness of such controls.
⢠Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
⢠Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
⢠Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
1 As required by the Companies (Auditor''s Report) Order, 2020 ("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 paragraphs 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 of the aforesaid standalone financial statements;
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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive
income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards (Ind AS) specified under section 133 of the Act, read with relevant rules issued thereunder;
e) On the basis of the written representations received from the directors as on 31st March, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2023 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 with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B";
g) With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of section 197 of the Act, except for remuneration paid/ provided to two Directors during the year ended 31st March, 2023, which is in excess of the limits given under section 197 of the Act, read with Schedule - V of the Act, by Rs. 1.53 crores which is subject to the approval of the Shareholders. The Company proposes to obtain necessary approvals from the Shareholders in the forthcoming Annual General Meeting in accordance with the provisions of the Act (Refer Note No. 63 to the standalone financial statements).
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, as amended, 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 as at 31st March, 2023 on its financial position in its standalone financial statements - Refer Note No. 41 to the standalone financial statements;
ii. The Company has made provision as at 31st March 2023, as required under the applicable law or Ind AS, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31st March, 2023 in accordance with the relevant provisions of the Act and Rules made there under.
iv. (a) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Refer Note No. 59.4 to the standalone financial statements);
(b) The management has represented, that, to the best of it''s knowledge and belief, other than as disclosed in the notes to the accounts, no funds (which are material either individually or in the aggregate) have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries (Refer Note No. 59.4 to the standalone financial statements); and
(c) Based on such audit procedures performed that we have considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement.
v. The dividend declared or paid during the year by the Company is in accordance with section 123 of the Act.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company with effect from 1st April 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended 31st March, 2023.
Chartered Accountants (Firm Regn. No.: 109208W)
(M.S. BALACHANDRAN) Place: Kolkata Partner (M. No:024282)
Dated: 9th May, 2023 UDIN: 23024282BGVKAO6107
Mar 31, 2022
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.
TO THE MEMBERS OF BIRLA CORPORATION LIMITED Report on the Audit of the Standalone Financial Statements Opinion
We have audited the accompanying standalone financial statements of BIRLA CORPORATION LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March 2022, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").
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 Companies Act, 2013, as amended, ("the Act") in the manner so required and give a true and fair view in conformity with accounting principles generally accepted in India, of the state of affairs (financial position) of the Company as at 31st March 2022, profit (financial performance including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the "Auditor''s Responsibilities for the Audit of the Standalone Financial Statements"section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI''s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial
Key Audit Matters |
Auditor''s Response |
Recoverability of MAT Credit Entitlement in future: |
Audit procedures included, among others, review of: ⢠The appropriateness of the methodology applied by the Company with applicable Indian accounting standards and applicable taxation laws along with the future business forecast of taxable profits. ⢠The likelihood of the Company to utilize the available MAT credit entitlements in the future with underlying projections and assumptions relating to future estimated profits, future capitalisations and depreciation allowance thereon and future estimates of taxable income. ⢠The adequacy of the Company''s disclosures in the financials on deferred tax assets and assumptions used. |
The Company has recognised deferred tax assets mainly on account of tax credit available for set off (Minimum Alternate Tax) under the Income Tax Act, 1961. Under Ind AS 12 - Income Taxes, deferred tax assets shall be recognised to the extent that it is probable that future taxable profit will be available against which the unused tax credit can be utilised. The assessment of valuation of deferred tax assets requires significant management judgement and estimation. This include, amongst others, estimation of long-term future profitability, future revenue from proposed projects and tax regulations and developments. As a result, the recognition of the deferred tax asset on above is significant to our audit. The disclosures relating to the above are included in Note No. 25 of the standalone financial statements. |
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Litigations and Claims The Company is exposed to different laws, regulations and interpretations thereof which encompasses direct / indirect taxation and legal matters. In the normal course of business, provisions and contingent liabilities may arise from legal and tax proceedings, including regulatory and other Governmental proceedings, constructive obligations as well as investigations by authorities and commercial claims. |
Our audit procedure in response to this key Audit Matter included, among others, ⢠Assessment of the process and relevant controls implemented to identify legal and tax litigations, and pending administrative proceedings. |
Based on the nature of regulatory and legal cases management applies significant judgement when considering whether, and how much, to provide for the potential exposure of each matter. These estimates could change significantly over time as new facts emerge and each legal case progresses. Given the inherent complexity and magnitude of potential exposures and the judgement necessary to estimate the amounts of provisions required or to determine required disclosures, this is a key audit matter. (Refer Note No. 41 to the standalone financial statements) |
⢠Assessment of assumptions used in the evaluation of possible legal and tax risks by the legal and tax department of the Company considering the legal precedence and other rulings in similar cases. ⢠Inquiry with the legal and tax divisions of the Company regarding the status of the most significant disputes and perusal of the relevant documentation. ⢠Taking note of opinion received from the experts, where available. ⢠Review of the adequacy of the disclosures in the notes to the standalone financial statements. |
Information Other than the Standalone Financial Statements and Auditor''s Report Thereon
The Company''s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Directors'' Report and Management Discussion and Analyses, Business Responsibility Report and the Report on Corporate Governance but does not include the standalone financial statements and our auditor''s report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of 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 including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company''s financial reporting process.
Auditor''s Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
⢠Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
⢠Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.
⢠Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
⢠Conclude on the appropriateness of management''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. However, future events or conditions may cause the Company to cease to continue as a going concern.
⢠Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements
of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1 As required by the Companies (Auditor''s Report) Order, 2020 ("the Order") issued by the Government of India in terms of sub-section (11) of section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in "Annexure A" a statement on the matters specified in the paragraphs 3 and 4 of the said 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 of the aforesaid standalone financial statements;
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 (including other comprehensive income), the statement of Changes in Equity and the Statement of Cash Flows dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards (Ind AS) specified under section 133 of the Act, read with relevant rules issued thereunder;
e) On the basis of written representations received from the directors as on 31st March, 2022 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2022 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 with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B";
g) With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
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, as amended, 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 as on 31st March, 2022 on its financial position in its standalone financial statements -Refer Note 41 to the standalone financial statements;
ii. The Company has made provision as on 31st March 2022, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31st March, 2022 in accordance with the relevant provisions of the Act and Rules made there under;
iv. (a) The management has represented that, to the
best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified
in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Refer Note 59.4 to the standalone financial statements);
(b) The management has represented, that, to the best of it''s knowledge and belief, other than as disclosed in the notes to the accounts, no funds (which are material either individually or in the aggregate) have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Refer Note 59.4 to the standalone financial statements); and
(c) Based on the audit procedures performed that we have considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material mis-statement.
v. The dividend declared and paid during the year by the Company is in accordance with section 123 of the Act.
Chartered Accountants (Firm Regn. No.: 109208W)
(M.S. BALACHANDRAN) Place : Kolkata Partner (M. No: 024282)
Date : 11th May, 2022 UDIN: 22024282AIUCCK5845
Mar 31, 2018
INDEPENDENT AUDITOR''S REPORT
To The Members of BIRLA CORPORATION LIMITED
REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS
We have audited the accompanying standalone Ind AS financial statements of BIRLA CORPORATION LIMITED (''the Company''), which comprise the Balance Sheet as at 31st March, 2018, the Statement of Profit & Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, 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 Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the state of affairs (financial position), profit or loss (financial performance including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with relevant rules made there under. 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 standalone Ind AS 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 Ind AS 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 of the standalone Ind AS financial statements 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 standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 Ind AS 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 standalone Ind AS 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 Ind AS financial statements.
OPINION
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS 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 including the Ind AS, of the state of affairs (financial position) of the Company as at 31st March, 2018, and its profit (financial performance including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
OTHER MATTERS
The comparative financial information of the Company for the year ended 31st March, 2017 included in these standalone Ind AS financial statements, is based on the Ind AS financial statement for the year ended 31st March, 2017 which were audited by the predecessor auditor who had expressed an unmodified opinion. Our opinion on the standalone financial statements and our report on Other Legal and Regulatory Requirements below is not modified in respect of this matter.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditor''s Report) Order, 2016
("the Order") issued by the Government of India in terms of sub-section (11) of section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in "Annexure A" a statement on the matters specified in the paragraphs 3 and 4 of the said 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 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 (including other comprehensive income), the Cash flow statement and the statement of Changes in Equity dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards (Ind AS) specified under section 133 of the Act, read with relevant rule issued there under;
e) On the basis of written representations received from the directors as on 31st March, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2018 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 our separate report in "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 standalone Ind AS financial statements - Refer Note 41.1 to 41.6 to the standalone Ind AS 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;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
i. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the management/ outside agencies in phased manner and reconciled with books of account, except in case of Soorah Jute Mills (due to suspension of work) carrying value other than land and building, at Rs. 29.50 lakh and Auto Trim Division at Gurgaon & Chakan, carrying value other than land and building, at Rs.175.67 lakh, where verification could not be done. We are informed that no major discrepancies were noticed on such verification. Minor discrepancies stands adjusted in the accounts. In our opinion, the frequency of verification is reasonable in relation to the size of the Company.
(c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed/ transfer deed/ conveyance deed etc., provided to us, we report that the title deeds of immovable properties are held in the name of the Company. The title deeds relating to certain immovable properties including land have been pledged as security with banks and financial institution for loans, guarantees etc., are held in the name of the Company based on the confirmations from the respective banks/ financial institutions.
(ii) The stock of finished goods, stores, spare parts and raw materials have been physically verified by the management/ outside agencies at reasonable intervals during the year, except for Soorah Jute Mills (due to suspension of work) and Auto Trim Division at Gurgaon and Chakan, where verification could not be done. We are informed that inventory held at these locations were insignificant. No material discrepancies were noticed on physical verification and minor discrepancies stands adjusted in the accounts.
(iii) 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 Companies Act, 2013. Therefore, the provisions of clause 3(iii)(a), (b) & (c) of the Order are not applicable.
(iv) The Company has not given any loan or provided any guarantees or security to parties covered under section 185 of the Companies Act, 2013. In respect of loans, investments, guarantees and security, the Company has complied with the provisions of section 186 of the Companies Act, 2013.
(v) The Company has not accepted deposits during the year from the public within the provisions of section 73 to 76 or any other provisions of the Companies Act, 2013 and the Rules framed there under.
(vi) We have broadly reviewed the books of accounts maintained by the Company, pursuant to rules made under subsection (1) of section 148 of the Act and are of the opinion that prima facie, the prescribed accounts and records have been maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate and complete.
(vii) (a) According to the records of the Company, the Company
has been generally regular in depositing 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 any other statutory dues with the appropriate authorities. There were no arrears of undisputed statutory dues as at 31st March, 2018, which were outstanding for a period of more than six months from the date they became payable.
(b) The disputed dues of different years, relating to income-tax, service-tax, sales-tax or duty of customs or duty of excise or value added tax, which have remained unpaid as on 31st March, 2018 for which appeals are pending as under:
Name of the Statute |
Nature of Dues |
Amount (Rs. In Lacs) |
Period to which amount relates |
Forum where the dispute is pending |
Sales Tax & VAT Laws |
Sales Tax and VAT |
1,629.76 |
1994 to 2015 |
Department/ 1st Appellate Authority |
170.58 |
1989 to 2008 |
Authority Tribunals |
||
312.46 |
1989 to 2015 |
High Court and above |
||
Central Excise Act, 1944 |
Excise Duty |
1,648.71 |
1980 to 2018 |
Department/ 1st Appellate Authority |
2,696.79 |
2002 to 2016 |
Authority Tribunals |
||
Finance Act, 1994 |
Service Tax |
130.71 |
2004 to 2016 |
Department/ 1st Appellate Authority |
1,259.41 |
2005 to 2018 |
Authority Tribunals |
Name of the Statute |
Nature of Dues |
Amount (Rs. In Lacs) |
Period to which amount relates |
Forum where the dispute is pending |
Customs Act, 1962 |
Custom Duty |
198.59 |
2012 to 2014 |
Authority Tribunals |
The Income Tax Act, 1961 |
Income Tax |
1,224.04 |
AY 2011-12 to 2014-15 |
Department/ 1st Appellate Authority |
(viii) On the basis of the verification of records and information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to financial institutions or banks. In the case of debentures no repayment has fallen due.
(ix) In our opinion and according to the information and explanations given to us, term loans taken during the year were applied for the purpose for which the loans were obtained. The Company has not raised moneys by way of public offer (including debt instruments). Proceeds from foreign currency loans raised in earlier years and remain unutilized, due to delays in execution of projects, as at 1st April, 2017 amounting to Rs.13,488.62 lakh were subsequently utilized during the year at various dates and a sum of Rs.1,613.54 lakhs remained unutilized as at the end of the year.
(x) Based on the audit procedures performed and representation obtained from the management, we report that no case of material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.
(xi) The managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company. Therefore, the provisions of clause 3(xii) of the Order are not applicable.
(xiii) In our opinion and according to the information and explanations given to us, all the transactions with the related parties are in compliance with section 177 and 188 of the Companies Act, 2013 to the extent applicable and the details have been disclosed in the Financial Statements as required by the applicable accounting standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures. Therefore, the provisions of clause 3(xiv) of the Order are not applicable.
(xv) According to the information and explanations given to us and the representation obtained from the management, the Company has not entered into any non-cash transactions with directors or persons connected with them. Therefore, the provisions of clause 3(xv) of the Order are not applicable.
(xvi) In our opinion and 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.
We have audited the internal financial controls over financial reporting of the Company as of 31st March, 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.
MANAGEMENT''S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") issued by The Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.
AUDITORS'' RESPONSIBILITY
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgement, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A Company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company''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 financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2018 based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.
For V. Sankar Aiyar & Co.
Chartered Accountants
Firm Registration No. 109208W
M.S. BALACHANDRAN
Place : KOLKATA Partner
Date : 16th May, 2018 Membership No. 024282
Mar 31, 2017
INDEPENDENT AUDITOR''S REPORT
To The Members of BIRLA CORPORATION LIMITED
REPORT ON THE STANDALONE IND AS FINANCIAL STATEMENTS
We have audited the accompanying standalone Ind AS financial statements of BIRLA CORPORATION LIMITED (''the Company''), which comprise the Balance Sheet as at 31st March 2017, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, 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 Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act .
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 standalone Ind AS 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 Ind AS 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 of the standalone Ind AS financial statements 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 standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 Ind AS 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 standalone Ind AS 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 Ind AS financial statements.
OPINION
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS 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, including Ind AS, of the financial position of the Company as at 31st March 2017 and its profit (including other comprehensive income), its cash flows and the 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 issued by the Central Government of India in terms of subsection (11) of section 143 of the Act("the Order"), we give in the "Annexure A" a statement on the matters specified in the paragraph 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 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 including Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d. In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e. On the basis of the written representations received from the directors as on 31st March, 2017 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 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 our separate Report in "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 (as amended) , 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
Ind AS financial statements - refer note 42.1 to 42.6 to the financial statements;
ii. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company;
iv. The Company has provided requisite disclosures in Note No. 63 to its Standalone Ind AS Financial Statements as regards its holding and dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the 8th November, 2016 of the Ministry of Finance, during the period from 8th November 2016 to 30th December, 2016. Based on audit procedures performed and relying on the management representation, we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management.
The Annexure referred to in paragraph 1 under the heading "Report on Other Legal and Regulatory Requirements" of our Independent Auditors'' Report of even date in respect to statutory audit of M/s Birla Corporation Limited for the year ended 31 March, 2017, we report that :
i. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified wherever practicable on a phased manner by the management/ internal auditors, and the reconciliation of the quantities with the book records has been done on continuous basis except in case of Soorah Jute Mills (due to suspension of work), Auto Trim Division at Gurgaon & Chakan where verification could not be done. Further the differences, if any, arising out of such reconciliation so far have been adjusted and no material discrepancies between book records and physical inventory have been noticed.
(c) According to the information and 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.
ii. The inventory has been physically verified at reasonable intervals during the year by the Management/ Internal Auditors except in case of Soorah Jute Mills (due to suspension of work) and Auto Trim Division at Gurgaon & Chakan units where verification could not be done. The discrepancies noticed on verification between the physical stock and the book stocks, wherever ascertained were not significant and have been properly dealt in the books of accounts.
iii. In our opinion and according to the information and explanations given to us, the Company has not granted any loan to parties covered in the register maintained under section 189 of the Companies Act, 2013. Thus, paragraph 3(iii) of the Order is not applicable.
iv. 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, investments & guarantees made.
v. In our opinion and according to the information and explanations given to us, the Company did not receive any deposits covered under sections 73 to 76 of the Companies Act and the rules framed there under with regard to deposits accepted from the public during the year.
vi. The Central Government has prescribed maintenance of cost records under section 148 (1) of the Companies Act, for the Company''s Cement, Jute, Power and Auto Trim Units. We have broadly reviewed such accounts and records and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained but no detailed examination of such records and accounts have been carried out by us.
vii. (a) According to the information and explanations given to
us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of 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 material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Employees'' State Insurance, Income Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues were in arrears as at 31 March, 2017 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and the records of the Company examined by us, the dues of Income Tax, Sales Tax, Service Tax, duty of Customs, duty of Excise and Value Added Tax as at 31 March, 2017 which have not been deposited on account of dispute and the forum where the disputes are pending are as under :
Name of the Statute |
Nature of Dues |
Amount (Rs. In Lacs) |
Period to which the amount relates |
Forum where pending |
Sales Tax & VAT Laws |
Sales Tax and VAT |
3,029.60 |
1994-2013 |
Department/ 1st Appellate Authority |
171.34 |
1989-2008 |
Authority Tribunals |
||
237.06 |
1989-2017 |
High Court & above |
||
Central Excise Act, 1944 |
Excise Duty |
2,180.33 |
1988-2016 |
Department/ 1st Appellate Authority |
1,897.79 |
1976-2013 |
Authority Tribunals |
Name of the Statute |
Nature of Dues |
Amount (Rs. In Lacs) |
Period to which the amount relates |
Forum where pending |
Finance Act, 1994 |
Service Tax |
86.44 |
2004-2016 |
Department/ 1st Appellate Authority |
714.94 |
2004-2015 |
Authority Tribunals |
||
138.36 |
2004-06 |
High Court & above |
||
The Customs Act, 1962 |
Custom Duty |
9.66 |
2012-2014 |
Authority Tribunals |
The Income Tax Act, 1961 |
Income Tax |
2,712.24 |
AY 2011-12 to 2012-13 |
Department/ 1st Appellate Authority |
viii. According to the information and explanations given to us by the management, the Company has not defaulted in repayment of dues to financial institutions or banks or debenture holders.
ix. Based on information and explanations given to us and records of the Company examined by us, in our opinion, the term loans have been applied for the purpose for which they were obtained. Proceeds from Foreign currency loans raised in earlier years and remained unutilized, due to delays in execution of projects, as at 1st April 2016 amounting to Rs.
22,807.12 lacs were subsequently utilized during the year at various dates and a sum of Rs. 13,488.62 lacs remained unutilized at 31st March, 2017 and kept temporarily under Bank fixed deposit.
x. According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
xi. According to the information and explanations given to us and based on our examination of the records of the Company, the
Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
xii. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.
xiii. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
xiv. According to the information and explanations give 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.
xv. 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 non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
The Annexure referred to in paragraph 2 (f) under the heading "Report on Other Legal and Regulatory Requirements" of our Independent Auditors'' Report of even date in internal financial control under clause (i) of sub-section 3 of section 143 of the Act of M/s Birla Corporation Limited for the year ended 31 March, 2017, we report that :
We have audited the internal financial controls over financial reporting of M/s Birla Corporation Limited ("the Company") as of 31st March 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date. MANAGEMENT''S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (''ICAI''). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act.
AUDITOR''S RESPONSIBILITY
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013 to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and both issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''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 financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
OPINION
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2017 based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by ICAI.
For H. P. Khandelwal & Co.
Chartered Accountants
Firm''s Registration No. 302050E
Rajiv Singhi
Place : KOLKATA Partner
Dated : 26th day of May, 2017 Membership No. 053518
Mar 31, 2015
We have audited the accompanying standalone financial statements of
BIRLA CORPORATION LIMITED ("the Company"), which comprise the Balance
Sheet as at 31st March, 2015, the Statement of Profit & Loss, the Cash
Flow Statement for the year then ended, and a summary of the
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 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 the assets of the company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgements
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.
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
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, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. 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 standalone
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 31st March, 2015, 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, 2015 ("the
Order"), issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Companies Act, 2013, we give in the
Annexure a statement on the matters specified in paragraphs 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, and the Cash
How Statement dealt with by this Report are in agreement with the books
of account.
d) 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.
e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
f) 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 2.29 & 2.40
to the financial statements;
ii. The Company did not have any material foreseeable losses on
long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
1. (a) The Company has maintained proper records to show full
particulars including quantitative details and situation of the fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills where verification
could not be done due to suspension of work. Further the differences,
if any, arising out of such reconciliation so far have been adjusted
and no serious discrepancies between book records and physical
inventory have been noticed.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the Management Internal Auditors except in
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stock and the books stocks, wherever ascertained were not
significant and have been properly dealt in the books of accounts.
3. The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
under section 189 of the Companies Act. Accordingly, the requirements
of clauses (iii) (a) to (b) of the paragraph 3 of the Order are not
applicable.
4. In our opinion and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. In our opinion and according to the information and explanations
given to us, the Company has complied with the directives issued by
Reserve Bank of India and the provisions of Sections 73 to 76 of the
Act and the rules framed there under with regard to deposits accepted
from the public.
6. The Central Government has prescribed maintenance of cost records
under section 148(1) of the Companies Act, for the Company''s Cement,
Jute, Power and Auto Trim Units. We have broadly reviewed such accounts
and records and are of the opinion that prima facie, the prescribed
accounts & records have been made & maintained but no detailed
examination of such records and accounts have been carried out by us.
7. (a) According to the information and explanations given to us and on
the basis of our examination of the books and account, the Company has
generally been regular in depositing the undisputed statutory dues
including provident fund, employees'' state insurance, income tax, sales
tax, wealth tax, service tax, duty of customs, duty of excise, value
added tax, cess and any other statutory dues during the year with the
appropriate authorities. According to the information and explanations
given to us, no undisputed dues as above were outstanding as at 31st
March 2015 for a period of more than six months from the date they
became payable.
(b) According to the information and explanations given to us and the
records of the Company examined by us, the dues of income tax, sales
tax, wealth tax, service tax, duty of customs, duty of excise, value
added tax and cess as at 31st March, 2015 which have not been deposited
on account of dispute and the forum where the disputes are pending are
as under :
Name of Nature of Amount Period to which
the Statute Due. (HnLacs) the amount
relates
Sales Tax & Vat Sales Tax & VAT 2395.20 1994-2014
Laws 184.48 1989-2008
875.63 1993-2015
Central Excise Excise Duty 939.04 1980-2012
Act, 1944 1939.01 1976-2012
Finance Service Tax 747.20 2005-2014
Act, 1944 547.94 2004-2012
The Custom Custom Duty 6.00 2012-13
Act, 1962
Income Tax Income Tax 2632.09 AY 2008-09 to
Act, 1961 2012-13
Name of the Statute Forum where pending
Sales Tax & Vat Laws Department/lst Appelate Authority
Tribunals
High Court & above
Central Excise Act, 1944 Department/lst Appelate Authority
Tribunals
Finance Act, 1944 Department/lst AppelateAuthority
Tribunals
The Custom Act, 1962 Tribunals
Income Tax Act, 1961 Department/lst Appelate Authority
(c) According to the information and explanations given to us and on
the basis of our examination of the books and account, the Company has
transferred the amount required to be transferred to investor education
and protection fund in accordance with the relevant provisions of the
Companies Act, 1956 (1 of 1956) and rules made there under to such fund
within time.
8. The Company''s does not have any accumulated loss as at the end of
the financial year and has not incurred any cash losses in the current
financial year and in the immediately preceding financial year.
9. According to the information and explanations given to us by the
management, the Company has not defaulted in repayment of dues to
financial institutions or banks or debenture holders.
10. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
11. Based on information and explanations given to us and records of
the Company examined by us, in our opinion, the term loans have been
applied for the purpose for which they were obtained. Proceeds from
long term loans raised during the year and remained unutilized as not
required for immediate use for capital expenditure have been
temporarily parked in bank fixed deposit.
12. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For H.PKHANDELWAL & CO
Chartered Accountants
Firm Registration No. 302050E
IB, Old Post Office Street, RAJIV SINGHI
Kolkata-700 001 Partner
Date : 7th day of May, 2015 Membership No. 053518
Mar 31, 2014
We have audited the accompanying financial statements of BIRLA
CORPORATION LIMITED ("the Company"), which comprise the Balance Sheet
as at March 31, 2014 and the Statement of Profit and Loss and Cash How
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s responsibility for the financial statements
Management is responsible for the preparation of these 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 Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act") read with general circular
15/2013 dated 13th September 2013 by Ministry of Company Affairs in
respect of section 133 of the Companies Act 2013. This responsibility
includes the design, implementation and maintenance of internal control
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.
Auditor''s responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. 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 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 control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the entity''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, 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.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements read with other
notes, 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:
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
b) in the case of the Statement of Profit and Loss, of the profit for
the year ended on that date; and
c) in the case of the Cash Flow Statement, of the 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, 2003 ("the
Order"), as amended, issued by the Central Government of India in terms
of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the
Order.
2. As required by section 227(3) of the Act, we report that:
a) we have 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 account as required by law have been
kept by the Company so far as appears from our examination of those
books.
c) The Balance Sheet, Statement of Profit and Loss, and Cash How
Statement dealt with by this Report are in agreement with the books of
account.
d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and
Cash How Statement comply with the Accounting Standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956 read with
general circular 15/2013 dated 13th September 2013 by Ministry of
Company Affairs in respect of section 133 of the Companies Act 2013;
e) On the basis of written representations received from the directors
as on March 31st, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31st, 2014, from
being appointed as a director in terms of clause (g) of sub-section (1)
of section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS REPORT
The Annexure referred to in paragraph 1 with the heading "Report on
other legal and regulatory requirement" of Our Report of even date to
the members of Birla Corporation Limited on the accounts of the company
for the year ended 31st March, 2014.
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management / internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills where verification
could not be done due to suspension of work. Further the differences,
if any, arising out of such reconciliation so far have been adjusted
and no serious discrepancies between book records and physical
inventory have been noticed.
(c) Substantial part of fixed assets has not been disposed off during
the year so as to affect the going concern.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the ManagemenWnternal Auditors except in
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stock and the books stocks, wherever ascertained were not
significant and have been properly dealt with in the books of accounts.
3. (a) The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. However interest free unsecured
advances have been given to two subsidiaries, the maximum balance
outstanding at any time during the year and closing balance of such
advances as on 31.03.2014 were Rs. 222.01 lacs andRs. 222.01 lacs
respectively. The advances made to one other subsidiary amounting to
Rs. 409.54 lacs have been fully repaid during the year. Advance
amounting to Rs. 222.01 to two subsidiaries will be realized on
implementation of the projects. Accordingly clauses (b) and (c) of the
order are not applicable.
(d) There was no overdue amount of more than Rs.l lac in respect of the
above advance granted by the Company.
(e) The Company has not taken any loans secured or unsecured from
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. Accordingly clauses (f) and (g) of
the Order are not applicable.
4. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in section 301 of the Act have been duly entered in the
register required to be maintained in pursuance of Section 301 of the
Companies Act 1956.
(b) According to the information available and explanations given to
us, the transactions made in pursuance of such contracts or
arrangements aggregating during the year to Rs. 5,00,000/- or more in
respect of each party have been made at prices which are reasonable
having regard to prevailing market prices for such goods, materials or
services or the prices at which transactions for similar items have
been made with other parties.
6. (a) In our opinion and according to the information and
explanations given to us, the Company has complied with the directives
issued by the Reserve Bank of India and the provisions of Section 58A
and Section 58AA of the Companies Act, 1956 and the rules framed there
under with regard to deposits accepted from the public.
(b) There have been no proceedings before the Company Law Board,
National Company Law Tribunal, Reserve Bank of India, any Court and any
other Tribunal in this matter.
7. The Company has an internal audit system commensurate with the size
and nature of the business of the Company.
8. The Central Government has prescribed maintenance of cost records
under Section 209(l)(d) of the Companies Act, 1956 for the Company''s
Cement, Jute, Power and Auto Trim Units. We have broadly reviewed such
accounts and records and are of the opinion that prima facie the
prescribed accounts and records have been maintained but no detailed
examination of such records and accounts has been carried out by us.
9. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has generally been regular in depositing the undisputed statutory dues
including provident fund, investor education and protection fund,
employees'' state insurance, income tax, sales- tax, wealth tax, service
tax, customs duty, excise duty, cess and any other dues during the year
with the appropriate authorities. According to the information and
explanations given to us and no undisputed dues as above were
outstanding as at 31st March, 2014 for a period of more than six months
from the date they became payable.
(b) According to the information and explanations given to us and the
records of the Company examined by us, the dues of income- tax, sales
tax, wealth tax, service tax, customs duty, excise duty and cess as at
31st March, 2014 which have not been deposited on account of any
dispute and the forum where the disputes are pending are as under.
Name of Nature of Amount Period to which Forum where
pending
the
Statute Due. (Rs.Lacs) the amount
relates
Sales Tax
& Vat Sales Tax
& VAT 2683.49 1994-2014 Department/1st
Appellate Authority
Laws 184.48 1989-2003 Tribunals
646.59 1993-2014 High Court & above
Central
Excise Excise Duty 913.63 1980-2011 Department/1st
Appellate Authority
Act,1944 1930.33 1976-2012 Tribunals
Finance Service Tax 622.07 2005-2013 Department/1st
Appellate Authority
Act, 1944 489.75 2004-2011 Tribunals
The Custom Custom Duty 6.00 2012-13 Tribunals
Act 1962
Income Tax Income Tax 3503.55 2007-08 to Department/1st
Appellate Authority
Act, 1961 2010-2011
10. The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
11. According to the information and explanations given to us the
company has not defaulted in repayment of dues to a financial
institution, bank or debenture holder.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society.
14. According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. Based on information and explanations given to us and records of
the Company examined by us, in our opinion, the term loans have been
applied for the purpose for which they were obtained. Proceeds from
long term loans raised during the year and remained unutilized as not
required for immediate use for capital expenditure have been
temporarily parked in bank fixed deposit.
17. On the basis of our review of statements of accounts and as
confirmed by the management, funds raised on short-term basis have not
been used for long-term investment.
18. The company has not made any preferential allotment of shares
during the year to parties and companies covered in the Register
maintained under Section 301 of the Companies Act, 1956.
19. The security/charges have been created in respect of the
debentures issued.
20. The Company has not raised any money by way of public issue during
the year.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For H.PKHANDELWAL & CO
Chartered Accountants
Firm Registration No. 302050E
1B, Old Post Office Street, RAJIV SINGHI
Kolkata-700 001 Partner
Date : the 8th day of May, 2014 Membership No. 053518
Mar 31, 2013
We have audited the accompanying financial statements of BIRLA
CORPORATION LIMITED ("the Company"), which comprise the Balance Sheet
as at March 31, 2013 and 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.
Management''s responsibility for the financial statements
Management is responsible for the preparation of these 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 Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control 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.
Auditor''s responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. 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 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 control relevant to the Company''s preparation and
fair presentation of the financial statements 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 management, 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.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements read with other
notes, 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 :
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2013;
b) in the case of the Statement of Profit and Loss, of the profit for
the year ended on that date; and
c) in the case of the Cash Flow Statement, of the 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, 2003 ("the
Order"), as amended, issued by the Central Government of India in terms
of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the
Order.
2. As required by section 227(3) of the Act, we report that:
a) we have 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 account as required by law have been
kept by the Company so far as appears from our examination of those
books.
c) 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.
d) In our opinion, the Balance Sheet, Statement of Profit and Loss, and
Cash Flow Statement comply with the Accounting Standards referred to in
sub-section (3C) of section 211of the Companies Act, 1956;
e) On the basis of written representations received from the directors
as on March 31st, 2013, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31st,
ANNEXURE TO THE AUDITORS'' REPORT
The Annexure referred to in paragraph 1 of Our Report of even date to
the members of Birla Corporation Limited on the financial statements of
the company for the year ended 31st March, 2013.
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management / internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills unit where
verification could not be done due to suspension of work. Further the
differences, if any, arising out of such reconciliation so far have
been adjusted and no serious discrepancies between book records and
physical inventory have been noticed.
(c) Substantial part of fixed assets has not been disposed off during
the year so as to affect the going concern.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the Management/Internal Auditors exceptin
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stock and the books stocks, wherever ascertained were not
significant and have been properly dealt with in the books of accounts.
3. (a) The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. However interest free unsecured
advances have been given to four subsidiaries, the maximum balance
outstanding at any time during the year and closing balance of such
advances as on 31.03.2013 were Rs. 215.37 lacs and Rs. 215.37 lacs
respectively. The advances made to three other subsidiaries amounting
to Rs. 16.71 lacs have been fully repaid during the year. Advance
amounting to Rs. 215.35 lacs to two subsidiaries will be realised on
implementation of the projects. Accordingly clauses (b) and (c) of the
order are not applicable.
(d) There was no overdue amount of more than Rs. 1 lac in respect of
the above advance granted by the Company.
(e) The Company has not taken any loans secured or unsecured from
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. Accordingly clauses (f) and (g) of
the Order are not applicable.
4. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in section 301 of the Act have been duly entered in the
register required to be maintained in pursuance of Section 301 of the
Companies Act, 1956.
(b) According to the information available and explanations given to
us, the transactions made in pursuance of such contracts or
arrangements aggregating during the year to Rs. 5,00,000/- or more in
respect of each party have been made at prices which are reasonable
having regard to prevailing market prices for such goods, materials or
services or the prices at which transactions for similar items have
been made with other parties.
6. (a) In our opinion and according to the information and
explanations given to us, the Company has complied with the directives
issued by the Reserve Bank of India and the provisions of Section 58A
and Section 58AA of the Companies Act, 1956 and the rules framed there
under with regard to deposits accepted from the public.
(b) There have been no proceedings before the Company Law Board,
National Company Law Tribunal, Reserve Bank of India, any Court and any
other Tribunal in this matter.
7. The Company has internal audit system commensurate with the size
and nature of the business of the Company.
8. The Central Government has prescribed maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 for the Company''s
Cement, Jute, Power and Auto Trim Units. We have broadly reviewed such
accounts and records and are of the opinion that prima facie the
prescribed accounts and records have been maintained but no detailed
examination of such records and accounts has been carried out by us.
9. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has generally been regular in depositing the undisputed statutory dues
including provident fund, investor education and protection fund,
employees'' state insurance, income tax, sales- tax, wealth tax,
service tax, custom duty, excise duty, cess and any other dues during
the year with the appropriate authorities. According to information
and explanations given to us and no undisputed dues as above were
outstanding as at 31st March, 2013 for a period of more than six months
from the date they became payable.
(b) According to the information and explanations given to us and the
records of the Company examined by us, the dues of income tax, sales
tax wealth tax, service tax, customs duty, excise duty and cess as at
31st March, 2013 which have not been desposited on account of any
dispute and the forum where the disputes are pending are as under :
Name of Nature of Amount Period to
which Forum where pending
the Statute Dues (Rs. in
Lacs) the amount
relates
Sales Tax & Sales Tax
& VAT 3134.91 1994-2013 Department/lst
Appellate
Authority
VAT Laws 345.40 1989-2010 Tribunals
367.40 1985-2013 High Court & above
Central Excise Excise Duty 3271.12 1988-2011 Department/1st
Appellate Authority
Act, 1944
231.25 1976-2011 Tribunals
Finance
Act, Service Tax 671.47 2005-2012 Department/1st
Appellate Authority
1994
461.13 2004-2011 Tribunals
Income Tax Income Tax 6591.66 2009-2011 Department/1st
Appellate Authority
Act, 1961
10. The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
11. According to the information and explanations given to us the
company has not defaulted in repayment of dues to a financial
institution, bank or debenture holder.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society.
14. According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. Based on information and explanations given to us and records of
the Company examined by us, in our opinion, the term loans have been
apploied for the purpose for which they were obtained. Proceeds from
long term loans raised during the year and remained unutilized as not
required for immediate use for capital expenditure have been
temporarily parked in bank fixed deposit.
17. On the basis of our review of statements of accounts and as
confirmed by the management, funds raised on short-term basis have not
been used for long-term investment.
18. The company has not made any preferential allotment of shares
during the year to parties and companies covered in the Register
maintained under Section 301 of the Companies Act, 1956.
19. The security/charges have been created in respect of the
debentures issued.
20. The Company has not raised any money by way of public issue during
the year.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For H. P. KHANDELWAL & CO.
Chartered Accountants
Firm Registration No. 302050E
1B, Old Post Office Street, RAJIV SINGHI
Kolkata - 700 001 Partner
Date : the 20th day of May, 2013 Membership No. 053518
Mar 31, 2012
We have audited the attached Balance Sheet of BIRLA CORPORATION LIMITED
as at 31st March, 2012, the Statement of Profit & Loss and the Cash
Flow Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Company's
Management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We have conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
As required by the Companies (Auditor's Report) Order, 2003, as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
issued by the Central Government in terms of sub-section (4A) of
section 227 of the Companies Act, 1956 (the act), we enclose as
Annexure, a statement on the matters specified in paragraphs 4 and 5 of
the said order.
Further to our comments in the Annexure referred to above, we report
that:
1) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
2) In our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books and proper returns, adequate for the purpose of our audit;
3) The Balance Sheet, the Statement of Profit & Loss and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
4) In our opinion, the Balance Sheet, the Statement of Profit & Loss
and the Cash Flow Statement dealt with by this report and read with
notes comply with the Accounting Standards referred to in sub-section
(3C) of section 211of the Companies Act, 1956;
5) On the basis of the written representations received from the
directors as on 31st March, 2012 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
31st March, 2012 from being appointed as a Director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956.
6) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with other notes
and in particular notes no. 2.28 (b) and 2.38, give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India;
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
b) In the case of the Statement of Profit & Loss, of the PROFIT for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management / internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills unit where
verification could not be done due to suspension of work. Further the
differences, if any, arising out of such reconciliation so far have
been adjusted and no serious discrepancies between book records and
physical inventory have been noticed.
(c) Substantial part of fixed assets has not been disposed off during
the year so as to affect the going concern.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the Management/Internal Auditors except in
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. No material discrepancies have been noticed on physical
verification of stocks as compared to book records in so far as it
appears from our examination of books except in respect to one item of
consumables during the physical verification, which has been properly
dealt with in the books of account.
3. (a) The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. However interest free unsecured
advances have been given to four subsidiaries, the maximum balance
outstanding at any time during the year and closing balance of such
advances as on 31.03.2012 were Rs 324.79 lacs and Rs 210.93 lacs
respectively. The advances to two subsidiaries have been adjusted
during the year. Advance amounting to Rs 210.93 lacs to two subsidiaries
will be realised / adjusted on implementation of the projects.
Accordingly clauses (b) and (c) of the Order are not applicable.
(d) There was no overdue amount of more than Rs 1 lac in respect of the
above advance granted by the Company.
(e) The Company has not taken any loans secured or unsecured from
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. Accordingly clauses (f) and (g) of
the Order are not applicable.
4. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in section 301 of the Act have been duly entered in the
register required to be maintained in pursuance of Section 301 of the
Companies Act, 1956.
(b) According to the information available and explanations given to
us, the transactions made in pursuance of such contracts or
arrangements aggregating during the year to Rs 5,00,000/- or more in
respect of each party have been made at prices which are reasonable
having regard to prevailing market prices for such goods, materials or
services or the prices at which transactions for similar items have
been made with other parties.
6. (a) In our opinion and according to the information and
explanations given to us, the Company has complied with the directives
issued by the Reserve Bank of India and the provisions of Section 58A
and Section 58AA of the Companies Act, 1956 and the rules framed there
under with regard to deposits accepted from the public.
(b) There have been no proceedings before the Company Law Board,
National Company Law Tribunal, Reserve Bank of India, any Court and any
other Tribunal in this matter.
7. The Company has internal audit system commensurate with the size
and nature of the business of the Company.
8. The Central Government has prescribed maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 for the Company's
Cement, Jute, Power and Auto Trim Units. We have broadly reviewed such
accounts and records and are of the opinion that prima facie the
prescribed accounts and records have been maintained but no detailed
examination of such records and accounts has been carried out by us.
9. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has generally been regular in depositing undisputed statutory dues
including provident fund, investor education and protection fund,
employees' state insurance, income-tax, sales- tax, wealth tax,
service tax, custom duty, excise duty, cess and any other dues during
the year with the appropriate authorities. According to information
and explanations given to us no undisputed statutory dues as above were
outstanding as at 31st March, 2012 for a period of more than six months
from the date they became payable.
(b) According to the records of the Company, there are no dues
outstanding of income tax, sales tax, wealth tax, service tax, custom
duty, excise duty and cess on account of any dispute, other than the
following :
Name of Nature of Amount Period to which Forum where pending
the Statute Dues (Rs in
Lacs) the amount
relates
Sales
Tax & Sales
Tax & VAT 1,629.15 1994-2009 Department/ 1st
Appellate
Authority
VAT Laws 511.27 1989-2008 Tribunals
204.42 1985-2006 Hon'ble High
Court & above
Central
Excise Excise
Duty 744.57 1980-2011 Department/1st
Appellate
Authority
Act,
1944 1,019.81 1976-2008 Tribunals
34.11 1998-2000 Hon'ble High
Court & above
Finance
Act, Service
Tax 257.85 2006-2009 Department/1st
Appellate
Authority
1944
579.34 2004-2012 Tribunals
Income
Tax Income
Tax 4,837.23 2007-2009 Department/1st
Appellate
Authority
Act,
1961
10. The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
11. According to the information and explanations given to us the
company has not defaulted in repayment of dues to a financial
institution, bank or debenture holder.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society.
14. According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. According to the information and explanations given to us, term
loans were applied for the purpose for which the loans were obtained.
17. On the basis of our review of statements of accounts and as
confirmed by the management, funds raised on short-term basis have not
been used for long-term investment.
18. The company has not made any preferential allotment of shares
during the year to parties and companies covered in the Register
maintained under Section 301 of the Companies Act, 1956.
19. The security/charges have been created in respect of the
debentures issued.
20. The Company has not raised any money by way of public issue during
the year.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For H. P KHANDELWAL & CO.
Chartered Accountants
Firm Registration No.302050E
1B, Old Post Office Street, Rajiv Singhi
Kolkata- 700 001 Partner
Date : the 2nd day of May, 2012. Membership No. 053518
Mar 31, 2011
We have audited the attached Balance Sheet of BIRLA CORPORATION LIMITED
as at 31st March, 2011, the Profit & Loss Account and the Cash Flow
Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Companys
Management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We have conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
As required by the Companies (Auditors Report) Order, 2003, as amended
by the Companies (Auditors Report) (Amendment) Order, 2004 issued by
the Central Government in terms of sub-section (4A) of section 227 of
the Companies Act, 1956 (the act), we enclose as Annexure, a statement
on the matters specified in paragraphs 4 and 5 of the said order.
Further to our comments in the Annexure referred to above, we report
that:
1) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
2) In our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination
of those books and proper returns, adequate for the purpose of our
audit;
3) The Balance Sheet, the Profit and Loss Account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
4) In our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report and read with notes
comply with the Accounting Standards referred to in sub-section (3C) of
section 211 of the Companies Act, 1956;
5) On the basis of the written representations received from the
directors as on 31st March, 2011 and taken on record by the Board of
Directors. we report that none of the Directors is disqualified as on
31st March. 2011 from being appointed as a Director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956 except
in case of Mr. N K Kejriwal, in absence of his declaration, we are
unable to comment on his status under section 274(l)(g).
6) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with other notes
and in particular notes no. (B) 3 and 14 in schedule 23 , give the
information required by the Companies Act, 1956 in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India;
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011;
b) In the case of the Profit and Loss Account, of the PROFIT for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management / internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills unit where
verification could not be done due to suspension of work. Further the
differences, if any, arising out of such reconciliation so far have
been adjusted and no serious discrepancies between book records and
physical inventory have been noticed.
(c) Substantial part of fixed assets has not been disposed off during
the year so as to affect the going concern.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the ManagemenVInternal Auditors except in
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stocks and the book stocks, wherever ascertained were not
significant and have been properly dealt with in the books of account.
3. (a) The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. However interest free unsecured
advances have been given to four subsidiaries, the maximum balance
outstanding at any time during the year and closing balance of such
advances as on 31.03.11 wereRs. 298.80 Lacs and 204.36 lacs respectively.
The advances to three subsidiaries have been adjusted during the year.
Advance amounting to Rs. 204.36 lacs to one subsidiary will be realized /
adjusted on implementation of the project. Accordingly clauses (b) and
(c) of the Order are not applicable.
(b) There was no overdue amount of more than Rs. 1 lac in respect of the
above advance granted by the Company.
(c) The Company has not taken any loans secured or unsecured from
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. Accordingly clauses (f) and (g) of
the Order are not applicable.
4. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in section 301 of the Act have been duly entered in the
register required to be maintained in pursuance of Section 301 of the
Companies Act 1956.
(b) According to the information available and explanations given to
us, the transactions made in pursuance of such contracts or
arrangements aggregating during the year to Rs. 5,00,000/- or more in
respect of each party have been made at prices which are reasonable
having regard to prevailing market prices for such goods, materials or
services or the prices at which transactions for similar items have
been made with other parties.
6. (a) In our opinion and according to the information and
explanations given to us, the Company has complied with the directives
issued by the Reserve Bank of India and the provisions of Section 58A
and Section 58AA of the Companies Act, 1956 and the rules framed there
under with regard to deposits accepted from the public.
(b) There have been no proceedings before the Company Law Board,
National Company Law Tribunal, Reserve Bank of India. any Court and
any other Tribunal in this matter.
7. The Company has internal audit system commensurate with the size
and nature of the business of the Company.
8. The Central Government has prescribed maintenance of cost records
under Section 209(l)(d) of the Companies Act, 1956 for the Companys
Cement, Jute , Power and Auto Trim Units. We have broadly reviewed such
accounts and records and are of the opinion that prima facie the
prescribed accounts and records have been maintained but no detailed
examination of such records and accounts has been carried out by us.
9. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has generally been regular in depositing undisputed statutory dues
including provident fund, investor education and protection fund,
employees State Insurance, income-tax, sales- tax, wealth tax, service
tax, custom duty, excise duty, cess and any other dues during the year
with the appropriate authorities. According to information and
explanations given to us no undisputed statutory dues as above were
outstanding as at 31st March 2011 for a period of more than six months
from the date they became payable.
(b) According to the records of the Company, there are no dues
outstanding of income tax, sales tax, wealth tax, service tax, custom
duty, excise duty and cess on account of any dispute. other than the
following:
Name of Nature of Amount Period to which
the Statute Dues (Rs. In Lacs) the amount
relates
Sales Tax & Sales Tax& VAT 700.62 1993-2008
VAT Laws 1,477.61 1989-2008
176.34 1993-1994
Central Excise Excise Duty 1,391.15 1980-2010
Act, 1944 154.89 2008-2009
42.55 1988-1999
Finance Act, Service Tax 72.56 2008-2010
1944314.21 2005-2010
Income Tax Income Tax 4,102.73 2007-2008
Act, 1961
Name of the Statue Forum where pending
Sales Tax &
VAT Laws Department/1st Appellate Authority
Tribunals
Honble High Court & above
Central Excise
Act, 1944 Department/1st Appellate Authority
Tribunals
Honble High Court & above
Finance Act,
1944 Department/1st Appellate Authority
Tribunals
Income Tax
Act, 1961 Honble High Court & above
10. The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
11. According to the information and explanations given to us the
company has not defaulted in repayment of dues to a financial
institution, bank or debenture holder.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society.
14. According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. According to the information and explanations given to us, term
loans were applied for the purpose for which the loans were obtained.
17. On the basis of our review of statements of accounts and as
confirmed by the management, funds raised on short-term basis have not
been used for long-term investment.
18. The company has not made any preferential allotment of shares
during the year to parties and companies covered in the Register
maintained under Section 301 of the Companies Act, 1956.
19. The security/charges have been created in respect of the
debentures issued.
20. The Company has not raised any money by way of public issue during
the year.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For R R KHANDELWAL & CO.
Chartered Accountants
Rajiv Singhi
1B, Old Post Office Street, Partner
Kolkata- 700 001 Membership No. 053518
Date : the 28th day of April, 2011. (Firm Registration
No. 302050E)
Mar 31, 2010
We have audited the attached Balance Sheet of BIRLA CORPORATION LIMITED
as at 31st March, 2010, the Profit & Loss Account and the Cash Flow
Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Companys
Management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We have conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
As required by the Companies (Auditors Report) Order, 2003, as amended
by the Companies (Auditors Report) (Amendment) Order, 2004 issued by
the Central Government in terms of sub-section (4A) of section 227 of
the Companies Act, 1956 (the act), we enclose as Annexure, a statement
on the matters specified in paragraphs 4 and 5 of the said order.
Further to our comments in the Annexure referred to above, we report
that
1) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
2) In our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books and proper returns, adequate for the purpose of our audit, have
been received from the sales depots not visited by us;
3) The Balance Sheet, the Profit and Loss Account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
4) In our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report and read with notes
comply with the Accounting Standards referred to in sub-section (3C) of
section 211 of the Companies Act, 1956;
5) On the basis of the written representations received from the
directors as on 31st March, 2010 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
31st March, 2010 from being appointed as a Director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956 except
in case of Mr. N K Kejriwal, in absence of his declaration, we are
unable to comment on his status under section 274(l)(g).
6) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with other notes
and in particular notes no. (B) 3 and 14 in schedule 23 , give the
information required by the Companies Act, 1956 in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India;
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
b) In the case of the Profit and Loss Account, of the PROFIT for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified wherever practicable
on a phased manner by the management / internal auditors and the
reconciliation of the quantities with the book records has been done on
continuous basis except in case of Soorah Jute Mills unit where
verification could not be done due to suspension of work. The
differences, if any, arising out of such reconciliation so far have
been adjusted and no serious discrepancies between book records and
physical inventory have been noticed.
(c) Substantial part of fixed assets has not been disposed off during
the year so as to affect the going concern.
2. (a) The inventory has been physically verified at reasonable
intervals during the year by the Management/Internal Auditors except in
case of Soorah Jute Mills unit where verification could not be done due
to suspension of work.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) On the basis of our examination of the records of inventory, we are
of the opinion that the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stocks and the book stocks, wherever ascertained were not
significant and have been properly dealt with in the books of account.
3. (a) The Company has not granted loans secured or unsecured to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. However interest free unsecured
advances have been given to eight subsidiaries, the maximum balance
outstanding at any time during the year and closing balance of such
advances as on 31.03.10 wereRs.202.89 Lacs and 201.11 lacs
respectively. The advances to seven subsidiaries have been adjusted
during the year. Advance amounting to Rs. 201.11 lacs to one subsidiary
will be realized/adjusted on implementation of the project.
Accordingly clauses (b) and (c) of the Order are not applicable.
(d) There was no overdue amount of more than Rs.l lac in respect of the
above advance granted by the Company.
(e) The Company has not taken any loans secured or unsecured from
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956. Accordingly clauses (f) and (g) of
the Order are not applicable.
4. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system.
5. (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in section 301 of the Act have been duly entered in the
register required to be maintained in pursuance of Section 301 of the
Companies Act 1956.
(b) According to the information available and explanations given to
us, the transactions made in pursuance of such contracts or
arrangements aggregating during the year to Rs. Rs 5,00,000/- or more
in respect of each party have been made at prices which are reasonable
having regard to prevailing market prices for such goods, materials or
services or the prices at which transactions for similar items have
been made with other parties.
6. (a) In our opinion and according to the information and
explanations given to us, the Company has complied with the directives
issued by the Reserve Bank of India and the provisions of Section 58A
and Section 58AA of the Companies Act, 1956 and the rules framed there
under with regard to deposits accepted from the public.
(b) There have been no proceedings before the Company Law Board,
National Company Law Tribunal, Reserve Bank of India, any Court and any
other Tribunal in this matter.
7. The Company has internal audit system commensurate with the size
and nature of the business of the Company.
8. The Central Government has prescribed maintenance of cost records
under Section 209(l)(d) of the Companies Act, 1956for the Companys
Cement, Jute, Power and Auto Trim Units. We have broadly reviewed such
accounts and records and are of the opinion that prima facie the
prescribed accounts and records have been maintained but no detailed
examination of such records and accounts has been carried out by us.
9. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has generally been regular in depositing undisputed statutory dues
including provident fund, investor education and protection fund,
employees State Insurance, income-tax, sales- tax, wealth tax, service
tax, custom duty, excise duty, cess and any other dues during the year
with the appropriate authorities. According to information and
explanations given to us no undisputed statutory dues as above were
outstanding as at 31st March 2010 for a period of more than six months
from the date they became payable.
(b) According to the records of the Company, there are no dues
outstanding of income tax, sales tax, wealth tax, service tax, custom
duty, excise duty and cess on account of any dispute, other than the
following :
Forum where
dispute is pending Sales Tax Excise Duty Service Tax
Department / 1st
Appellate Authority 2040.05 1504.53 131.51
Tribunals 181.32 152.29 229.24
High Courts 92.11 10.15 -
Total 2313.48 1666.97 360.75
10. The Company does not have any accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
11. According to the information and explanations given to us the
company has not defaulted in repayment of dues to a financial
institution, bank or debenture holder.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society.
14. According to the information and explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
16. According to the information and explanations given to us, term
loans were applied for the purpose for which the loans were obtained.
17. On the basis of our review of statements of accounts and as
confirmed by the management, funds raised on short-term basis have not
been used for long-term investment.
18. The company has not made any preferential allotment of shares
during the year to parties and companies covered in the Register
maintained under Section 301 of the Companies Act, 1956.
19. The security in respect of debentures issued during the year is in
the process of creation.
20. The Company has not raised any money by way of public issue during
the year.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
For HP. KHANDELWAL& CO.
Chartered Accountants
Rajiv Singhi
1B, Old Post Office Street, Partner
Kolkata- 700 001 Membership No. 053518
Date : the 22nd day of April, 2010. (Firm Registration
No. 302050E)