gee kay textiles ltd Auditors report


TO THE MEMBERS OF SPLENDIDMETALPRODUCTSLIMITED Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of SplendidMetalProductsLimited {the Company) (Formerly known as SujanaMetal Products Limited), which comprise the Balance Sheet as at March 31, 2020, the Statement of Profit and Loss and the Cash Flow Statement for the year ended, and a summary of the significant accounting policies and otherexplanatory information.

Managements Responsibility for the Standalone Financial Statements

The Companys 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, as applicable. 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 these standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditors Responsibility

Our responsibility is to express an opinion on these 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 underthe provisions of the Act and the Rules made thereunder and the Order under Section 143(11) of the Act. 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 standalone 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 financial statements. The procedures selected depend on the auditorsjudgment, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error. In making those risk assessments; the auditor considers internal financial control relevant to the Companys preparation of the standalone financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companys 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.

Basis for Qualified Opinion

(ij The Company has defaulted in repayment of dues to Banks/Financial Institutions and all loans outstanding were

classified as NPAs and were recalled by all the Banks. Note 5 forming part of the Statement regarding Interest on Working Capital Loans, Term Loans and Electricity power charges for the last three guarters of non-operating units. The accumulated loss as on 31st March 2020 would have been increased from Rs. 1,79,873.50 lakhs to Rs.261,675.52 lakhs had the company provided for the same.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2020, and its loss and its cash flows for the year ended on that date.

Emphasis of Matter

We Draw attention to the following

{I) The Company has been continuously making losses consequently its net worth is negative and the Companys total

liabilities exceeded Its total asset as at 31" March 2020 by Rs.{117,814.53Lakhs). This indicates the existence of material uncertainty that may cast Significant doubt on the Companys ability to continue as going concern.

{ii) The dues to Banks/Financial Institutions as on 31.03.2020 as per company is Rs. 2,42,790.64 lakhs, whereas the actual claims made by Banks/FIsand admitted by Resolution Professional is Rs.6,27,652.66 lakhs.

{iii) The Trade receivable could not be verified as the confirmation of balances have not been received and made available to us. The companys Trade Receivables aggregating to Rs.69,344.06 Lakhs is more than three years old. The company has not provided any bad debts in the books of account during the quarter. We are unable to form an opinion on the extentto which the debts may be recoverable.

(iv) The Loans & advances could not be verified as the confirmation of balances have not been received and made available to us. The companys loans and advances aggregating to Rs.l0,351.73Lakhs is more than three years old. The company has not provided any bad debts in the books of account during the quarter. We are unable to form an opinion on the extentto which the debts may be recoverable.

(v) The Companys Capital advances to the extent of Rs. 5005.16 Lakhs We are unable to ascertain whether such balances are fully recoverable. Accordingly, we are unable to ascertain the impact, if any, that may a rise in case any of these advances are subsequently determined to be doubtful of recovery. Had the Company provided for the same, the loss forthe period would have been higher by the said amount.

(vi) The Company has an advance of Rs.477.29 lakhs are more than 365 days old and hence shall be treated as Deposits received under the Companies Act 2013 and the same has to be returned within one year as per the provisions of the Act.

(vii) With regard to investments in unquoted equities of subsidiarys for a value of Rs. 5,046.93 lakhs are valued at cost of investment however the present realizable value of these are not ascertained by the management hence the same is subjectto current valuation.

(viii) A winding up petition filed by Standard Bank {Mauritius) Ltd., in the High Court of Telangana&Andhra Pradesh against the company for giving corporate guarantee for loan extended by the said bank to the step down subsidiary Optimix Enterprises Limited for Rs. 4,087.50 lakhsis still pending.

(ix) The Company is not regular in payment of undisputed statutory dues towards ESI, Provident Fund, TDS and Goods & Service Tax during the year ended 31st March 2020.

(x) Bank Statements were not made available with the Company for all the Banks except that of Vizag Branch. Interest ca Iculations are on the basis of the last interest rates on the outstanding balances.

(xi) The GST Returns are yet to be reconciled for all the Branches except Vizag branch as GST returns are yet to be filed by the company.

(xii) On accountoftheCOVID-19 related lock-down restrictions, we were not able to physically observe the verification of inventory that was carried out by the Management. Consequently, we have performed alternate procedures to audit the existence of Inventory as per the guidance provided by in SA 501 "Audit Evidence - Specific Considerations for Selected Items" and have obtained sufficient audit evidence to issue our unmodified opinion on these Standalone Financial Results.

Our opinion is not modified in respect of these matters.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143{3)oftheAct, we reportthat:

{a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief werenecessaryforthepurposesofouraudit.

(b) In our opinion, proper books of account as required by law relating to preparation of the standalone financial statements 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 Flow Statement dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of these standalone financial statements.

(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, as applicable.

(e) On the basis of the written representations received from the Directors as on March 31, 2020, taken on record by the Board of Directors, none of the Directors is disqualified as on March 31, 2020 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 A. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls overfinancial reporting.

(g) With respect to the other matters to be included in the Independent Auditors 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 not disclosed the impact of pending litigations on its financial position in its standalone financial statements.

ii) The Company did nothave any long-term contracts including derivative contracts for which there were any material foreseeable losses andthe Company is showing contingent liability.

iii) There have been no amounts required to be transferred, to the Investor Education and Protection Fund by the Company.

2. As required by the Companies {Auditors Report) Order, 2016 {the Order) issued by the Central Government in terms of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and4oftheOrder.

For T.Raghavendra& Associates
Chartered Accountants
(Firm Regn No:003329S)
T.Raghavendra
Proprietor
Mem No 023806
Date: 30-07-2020
Place: Flyderabad

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

{Referred to in paragraph 1(f) under Report on Other Legal and Regulatory Requirements section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 ofthe Companies Act, 2013 (the Act)

We have audited the internal financial controls over financial reporting of SplendidMetal Products Limited {the Company) asof March 31,2020in conjunction with our audit of the standalone financial statements ofthe Company for the year ended and ason that date.

Managements Responsibility for Internal Financial Controls

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal controlover financial reporting criteria established by the Company considering the essential components of internal control stated in theGuidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountantsof India {the Guidance Note). These responsibilities include the design, implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence toCompanys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completenessof the accounting records, and the timely preparation of reliable financial informations required underthe Act.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.We conducted our audit in accordance with the Standards on Auditing prescribed under Section 143{10) of the Act and the GuidanceNote, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that wecomply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequateinternal financial controls over financial reporting was established and maintained and if such controls operated effectively in allmaterial respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls systemover financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting includedobtaining 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 proceduresselected depend on the auditors judgment, including the assessment ofthe risks of material misstatement ofthe standalone financialstatements, 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 theCompanys internal financial controls system overfinancial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A companys 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 companys internal financial control over financial reporting includes those policies and proceduresthat {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 offinancial 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 ofthe company; and {3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition ofthe companysassetsthatcould 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 orimproper 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 thatthe internal financial controls over financial reporting may become inadequate because of changes in conditions, orthat the degreeof compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all materialrespects, an adequate internal financial controls system over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31, 2020, based on the internal control over financial reporting criteria establishedbythe Company considering the essential components of internal control stated in the Guidance Note.

For T. Raghavendra& Associates
Chartered Accountants
(Firm Regn No:003329S)
T.Raghavendra
Date: 30-07-2020 Proprietor
Place: Hyderabad Mem No 023806

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

{Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report of even date)

Report on Companies (Auditors Report) Order, 2016 (the Order) issued by the Central Government in terms ofSection 143(11) of the Companies Act, 2013 (the Act) of Splendid Metal Products Limited (the Company)

1. In respectoftheCompanysfixed assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixedassets.

(b) The fixed assets were physically verified duringthe year by the Management in accordance with a regular program ofverification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examined by us and based on the examination of the conveyance deed provided to us, we report that, the title deeds, comprising all the immovable properties of landand buildings which are freehold, are held in the name of the Company as at the balance sheet date.

2. As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and nomaterial discrepancies were noticed on physical verification.We have relied on the report of M/s MallikarjunaRao and Associates, Chartered Accountants for the physical availability and valuation as atthe year ended 31-03-2020.

3. The Company has not granted any loans, secured or unsecured, to companies, firms, limited liability partnerships or otherparties covered in the register maintained under Section 189 of the Act.

4. In our opinion and according to the information and explanations given to us, the Company has complied with the provisionsof Sections 185and 186 of the Actin respect of grant of loans, making investments and providing guarantees and securities, asapplicable.

5. The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2020andtherefore, the provisions of the clause 3 (v) of the Order are not applicable to the Company.

6. The Maintenance of Cost Records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have relied on the Cost audit report submitted by the Cost Auditors of the Company and according to the said report the Company has complied with the CompaniesfCost Records and Audit) Rules, 2014.

7. According to the information and explanations given to us, in respect of statutory dues:

{a) The Company has not been regular in depositing undisputed statutory dues, including Provident Fund, EmployeesState Insurance, Income Tax, Sales Tax, Service Tax, Value Added Tax, duty of Customs, duty of Excise, Cess, GST and other material statutory dues applicable to it with the appropriate authorities.

(b) There are no disputed amounts payable in respect of Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Value Added Tax, duty of Customs, duty of Excise, GST, Cess and other material statutory dues in arrears as at March 31, 2019 fora period of more than six months from the date they became payable except as detailed below:

Outstanding
> 6 months
Particulars Rs. In lakhs
T.D.S 1.7
Service tax 1.93
Income Tax (Corporate Dividend Tax) 2.64
Total 6.27

(c) Details of dues of Income Tax, Sales Tax, Customs and Excise Duty, Foreign Exchange Management Act and Value Added Tax which have not been deposited as at March 31,2020 on account of dispute are given below:

Disputed Statutory dues as on 31.03.2020

Name of the Statute Amount

Period to which the amount relates (FY)

Forum where dispute is pending

Rs. in Lakhs
Income Tax Act, 1961 1775.45 2006-2015 Income Tax Appellate Tribunal
Central Excise Act, 1944 2045.10 1997-2013 Commissioner (Appeals) Chennai, Chennai Honble High Court of Chennai, Honble High Court of Delhi, Honble Supreme Court of lndia( Dept.Appeals
Customs Act, 1962 792.45 1999-2012 Commissioner (Customs) Sea Port, Chennai, Honble High Court of Chennai, Vommissioner (Appeals), Vizag and Honble Supreme Court of India (Dept.Appeals).
Foreign Exchange Management Act, 1999 400 1995-1996 Honble High Court of Delhi
APGST ACT, 1957 438.13 2002-2003 Honble High Court of Delhi
Central Sales Tax Act, 1956 241.34 2006-2007

Sales Tax Appellate Tribunal, Commercial Tax Officer

42.68 2007-2008
Tamilnadu Value Added Tax Act, 2006 9891.65 2006-2008 Appellate Dpty. Commissioner, Honble High Court of Andhra Pradesh.
CST (IN) 2383.64 2008-2015 Honble High Court of Tamilnadu and TN Sales Tax Authorities.

8. In ouropinion and accordingtothe information and explanations given to us, the Company has defaulted in the

repayment of loans or borrowings to banks. The detail of the default is given below:

Details of Overdues to Banks/Financial Institutions as on 31.03.2020.

Bank name Total
Andhra Bank 7,590.24
Bank of Baroda 10,435.14
Bank of India 48,890.98
IDBI Bank 3,790.65
Indian Bank 7,549.56
Indian Overseas Bank 28,957.80
Edelweises ARC Ltd (KBL) 6,228.68
Lakshmi Vilas Bank 8,592.47
Oriantal Bank of Commerce 7,951.13
Punjab National Bank 68,475.92
State Bank of India 32,041.24
SASF 12,286.82
Gopalka Savings Investments Pvt Ltd-USL 70
Total: 242860.64

9. The Company has not raised moneys by way of initial public offer or further public offer {including debt instruments) ortermloans and hence reporting under clause 3 (ix) of the Order is not applicable.

10. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company by its officers or employees has been noticed or reported duringtheyear.

11. In ouropinion and accordingtothe information and explanations given to us, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule VtotheAct.

12. The Company is not a Nidhi Company and hence reporting underclause3{xii)ofthe Order is not applicable.

13. In ouropinion and according to the information and explanations given to us the Company is in compliance with Section 177and 188 of the Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.

14. Duringtheyear, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause 3{xiv) of the Order is not applicable to the Company.

15. In ouropinion and according to the information and explanations given to us, during the year the Company has not enteredinto any non-cash transactions with its Directors or persons connected to its Directors and hence provisions of Section 192 of theAct are not applicable.

16. The Company is not required to be registered under Section 45-1 of the Reserve Bank of India Act, 1934.

ForT. Raghavendra & Associates
Chartered Accountants
(Firm Regn No:003329S)
T.Raghavendra
Proprietor
Mem No 023806
Date: 30-07-2020
Place: Hyderabad