To the Members,
VCCL Limited
1. Report on the Financial Statements
We have audited the accompanying financial statements of VCCL Limited ("the
Company"), which comprise the Balance Sheet as at March 31, 2017, 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.
2. Managements Responsibility for the Financial Statements
Management is responsible for the matters stated in Section 134(5) of the Companies
Act, 2013 ("the Act") with respect to 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 principles generally
accepted in India including the Accounting Standards referred to in section 133 of the Act
read with Rule 7 of the Company (Accounts) Rules, 2014. This responsibility includes the
maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding the assets of the Company and preventing and detecting fraud 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 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.
3. Auditors 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 specified under
Section 143(10) of the Act and other applicable authoritative pronouncements 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 auditors
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 Companys 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.
4. Basis of Qualified Opinion
As mentioned in clause 8 (ii) of Note - 11 of financial statements, BIFR passed order
in Misc. Application filed by Uttar Pradesh State Industrial Development Corporation
Limited (UPSIDC) in the case related to LML Limited regarding resuming of land at Salon,
District Amethi by UPSIDC. The possession of land along with building and other assets
continues to remain with the Company. As such, we are unable to express any opinion as to
the effect thereof if any, on the financial statements for the year.
The consequential effect of above para on assets and liabilities as at 31st March, 2017
and loss for the year ended 31st March, 2017 are not ascertainable.
5. Qualified Opinion
In our opinion and to the best of our information and according to the explanations
given to us, except for the effect of the matters described in the Basis of Qualified
Opinion paragraph as mentioned above and read together with the 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 31,2017;
(b) in the case of the Statement of Profit and Loss, of the loss 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.
6. Report on Other Legal and Regulatory Requirements
A. As required by the Companies (Auditors Report) Order, 2016 ("the Order")
issued by the Central Government of India in terms of sub-section (11) of section 143 of
the Act, we give in "Annexure A" a statement on the matters specified in
paragraphs 3 and 4 of the Order.
B. As required by section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of 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 specified under section 143 of the Act,
read with Rule 7 of the Companies (Accounts) Rule, 2014;
e. on the basis of written representations received from the Directors as on March 31,
2017, and taken on record by the Board of Directors, none of the Directors is disqualified
as on March 31,2017, from being appointed as a Director in terms of sub-section (2) of
section 164 of the Act; and
f. With respect to the adequacy of 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 other matters to be included in the 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 to the explanations given to us:
i) The Company has disclosed the impact of pending litigations on its financial
position in its financial statements wherever applicable- Refer clause no. 2(a) and 2(b)
of the Note no. 11 to the Financial Statements
ii) The Company is not required to make provisions as at 31st March, 2017 as
required under the applicable law or accounting standards for material foreseeable losses,
on long-term contracts including derivative contracts.
iii) There has been no amount required to be transferred to the Investors Education and
Protection Fund by the Company during the year ended 31st March, 2017.
iv) The Company has provided requisites disclosures in its Financial Statements as to
holdings as well as dealings in Specified Bank Notes during the period from November 8,
2016 to December 30, 2016 and these are in accordance with the books of accounts
maintained by the Company.
|
For ONKAR TANDON & CO. |
|
Chartered Accountants |
|
FRN-000953C |
|
CA ONKAR TANDON |
| Place: Kanpur |
(Partner) |
| Date: 15th May, 2017 |
M. No. 017232 |
ANNEXURE A
Annexure referred to in paragraph 6(A) of the Auditors Report under the heading
"Report on other legal and regulatory requirements" of even date to the Members
of VCCL Limited on the accounts for the year ended 31st March, 2017;
1. a) The Company has maintained a reconstructed record showing relevant particulars
including quantitative details and location of the Fixed Assets.
b) There are no regular program of physical verification in the circumstances of
Companys manufacturing operations having remained suspended for some years. No material
discrepancies have been noticed in respect of the major items of Plant & Machinery
physically verified at the year end.
c) Land is on long term lease from UPSIDC and conveyance / lease deed is pending for
execution.
2. There is no inventory as the manufacturing operations remained suspended.
3. The Company has not granted any loans during the year to the parties covered in the
register maintained under section 189 of the Companies Act, 2013.
4. a) The company has not made any loan to a director nor has provided any
guarantee/security in connection with loan taken by a director or a partner/relative of
such director or to any firm in which any such director or relative is a partner.
b) The company has not made any loan or investment envisaged U/s. 186 of the Companies
Act, 2013.
5. The Company has not accepted any deposits within the meaning of Sections 73 to 76 or
any other relevant provisions of The Companies Act, 2013.
6. In view of the suspension of own manufacturing operations continuing during the year
at the plant, no records under Section 148 (1) of the Act were required by the Central
Government to be maintained by the Company.
7. a) The Company has been regular in depositing undisputed statutory dues pertaining
to it, including
Sales Tax and Income Tax Deducted at Source. b) Following dues are not deposited on
account of disputes pending at various forums:
| Statute |
Nature of Dues |
Amount (Rs.) |
Period to which Amount Relates |
Forum where dispute is pending |
|
|
863320/- |
1991-92 |
Tribunal |
| Sales Tax / Trade Tax |
|
2545375/- |
1992-93 |
Tribunal |
| Tax |
725260/- |
1993-94 |
Tribunal |
|
122065/- |
1994-95 |
Tribunal |
|
|
27597/- |
1999-00 |
Tribunal |
c) There are no dues of Income Tax, Wealth Tax and Service Tax which have not been
deposited on account of any dispute.
8. The company has no loan/borrowings from financial Institution/Bank/Govt. nor has
issued debentures and hence there is no default in repayment etc.
9. The company did not raise any money through public offer nor raised any term loan
during the year.
10. As per the information and explanation given to us, no fraud by the company or any
fraud on the company by its officers or employees has been noticed during the year.
11. No managerial remuneration has been paid or provided during the year.
12. The company is not a Nidhi Company.
13. Though strictly LML Ltd. is not related party but to make the financial statement
more transparent, the details have been disclosed in the Financial Statements.
14. The company has not made any preferential allotment or private placement of shares
or convertible debentures during the year.
15. During the year, the company has not entered into any non-cash transactions with
directors or persons connected with him.
16. The company is not required to be registered U/s. 45 1A of The Reserve Bank of
India Act 1934 as no activities of Non-Banking Financial Institutions are carried on.
|
For ONKAR TANDON & CO. |
|
Chartered Accountants |
|
FRN-000953C |
|
CA ONKAR TANDON |
| Place: Kanpur |
(Partner) |
| Date: 15th May, 2017 |
M. No. 017232 |
ANNEXURE - B TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE FINANCIAL
STATEMENTS OF VCCL LIMITED AS ON 31st MARCH 2017.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 ("the Act")
TO THE MEMBERS OF VCCL LIMITED
We have audited the internal financial controls over financial reporting of VCCL
LIMITED ("the Company") as of March 31, 2017 in conjunction with our audit of
the financial statements of the company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys 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 control over Financial Reporting
issued by the Institute of Chartered Accountants of India. 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 the Companys 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 Companies Act, 2013.
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 Guidance Note on audit of Internal financial controls over financial reporting
(the "Guidance Note") and the standards on auditing as specified 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 Institute of Chartered Accountants of India. 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 were 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 control 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 auditors 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 internal financial controls system over
financial 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 procedures that (1) pertain to the maintenance of
records, 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 the 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; (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use, or disposition of the
companys 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 March 31, 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 the Institute of Chartered
Accountants of India.
|
For ONKAR TANDON & CO. |
|
Chartered Accountants |
|
FRN-000953C |
|
CA ONKAR TANDON |
| Place: Kanpur |
(Partner) |
| Date: 15th May, 2017 |
M. No. 017232 |
+91-9892691696
