To the Members of
ANG INDUSTRIES LIMITED
(FORMERLY KNOWN AS ANG AUTO LIMITED)
Report on the Financial Statements
We have audited the accompanying (Standalone) financial statements of ANG INDUSTRIES
LIMITED (FORMERLY KNOWN AS ANG AUTO LIMITED) ("the Company") which comprise the
Balance Sheet as at March 31, 2017, the Statement of Profit and Loss, Cash Flow Statement
for the year then ended, and a summary of significant accounting policies and other
explanatory 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, 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 judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these (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 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
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 financial control relevant to the Companys 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 j
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
1. As per records produced before us and according to the information and explanations
given to us by the company, the financial results shows that the company had made the
provisions of NIL in their books of account for payment of premium to LICon account of
group gratuity cash accumulation plan during the financial year 2016-17 as the company had
not
paid the premium even in this year to LIC. Further, the company ^
has not obtained the actuary valuation from independent actuary for the current year.
2. Based on our audit procedures and on the information and I
explanations given by the management, we are of the opinion, !
that during the year, the Company has not provided interest amounting to Rs.678.22 Lacs
accrued and payable by the company on the loans availed from State Bank of India and
Bank of Baroda. All the said loans have been termed as NPA w.e.f. 30.06.2016 and the
Banks have stopped charging interest in the regular accounts of the company. Profit has
been understated to the extent interest not booked by the Company.
Loan has been increased by the amount of export bills crystallized by the banks.
3. Based on our audit procedures and on the information and explanations given by the
management, we are of the opinion, that during the year major inventories items have been
classified as obsolete and have been classified as scrap by the Company. Out of the same
major portion has been sold out during the year. However, it is not possible to quantify
the impact of losses due to this.
4. As per records produced before us and according to the information and explanations
given to us by the company, there are many operations which have been either closed down
or productions have been suspended. The hundred percent of exports orders have been
cancelled. The majority of the Banks have declared the companys account as NPA. The
sources of additional funds coming to the company are unforeseeable.
This as an audit requirement for a qualification as going concern concept.
Qualified Opinion
In our opinion and to the best of our information and according to :
the explanations given to us, except for the effects of the matter I
described in the Basis for qualified opinion paragraph above, the :
aforesaid(Standalone) financial statements give the information l
required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of
affairs of the Company as at March 31, 2017 and its loss and its cash flows for the year
ended on that J
date. j
Emphasis of Matters :
We draw attention to the following matters in the Notes to the financial statements:
1. As per records produced before us and according to the information and explanations
given to us, the company is generally irregular in depositing undisputed statutory dues
including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax,
Custom Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues
applicable to it to the appropriate authorities, and there were arrears of such dues at
the end of the year which have remained outstanding for a period of more than six months
from the date they became payable:
| Particulars of dues |
Rs. (In lakhs) |
| Service Tax |
16.04 |
| TDS |
4.61 |
| ESI |
5.18 |
| Provident Fund |
2.71 |
2. Based on our audit procedures and on the information and explanations given by the
management, the company charged Rs.175.47 lakhs to Profit & loss A/c on account of
Research & development undertaken by the company in earlier years. These expenses have
not been charged by the company in respective years and shown as Miscellaneous Expenditure
in Balance Sheet. Loss has been understated to the extent Research & development
expenses booked by the company.
3. As per records produced before us and according to the information and explanations
given to us, the company has devalued its investment in ANG Structure and Energy Private
Limited on the basis of NAV as on 31st March 2016. Loss has been understated to the extent
loss recognized by the company on the reduction in value of investment.
4. The company has received eviction notice from Development Commissioner, Noida
Special Economic Zone, Noida due to non payment of lease rental.
5. The balances of Debtors, Creditors, Loan & advances taken & given and export
incentive receivables are unconfirmed.
Our opinion is not modified in respect of these matters.
Report on Other Legal and Regulatory Requirements
1. 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 the "Annexure A" a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2. As required by section 143 (3) of the Act, we report that:
a. we have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of 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 Flow 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 written representations received from the directors as on March 31,
2017 taken on record by the Board of Directors, none of the directors is disqualified as
on March 31, 2017 from being appointed as a director in terms of Section 164 (2) of the
Act.
f. With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate Report in "Annexure B".
g. With respect to the 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 according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial
statements- Refer notes related to Contingent Liabilities
ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.
iil. There is no amount due to be transferred to the Investor Education and Protection
Fund by the Company.
iv. The Company has provided requisite disclosures in its standalone financial
statements as to holding as well as dealing in Specified Bank Notes during the period from
8 November, 2016 to 30 December, 2016 and these are in accordance with the books of
accounts maintained by the company. Refer Note to the standalone financial statements.
For and on behalf of
Sandesh Jain & Co
Chartered Accountants
Firms registration number: 008548N
(Shubham Jain)
Partner
Membership number: 529223
Place: New Delhi
Date: 30.05.2017
"ANNEXURE A" TO THE INDEPENDENT AUDITORS REPORT
Referred to in paragraph 1 under the heading Report on Other Legal & Regulatory
Requirement of our report of even date to the financial statements of the Company for the
year ended March 31, 2017:
On the basis of such checks as we considered appropriate and in terms of the
information and explanations given to us, we further state as under:
1) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of
fixed assets;
(b) As explained to us, all the Fixed Assets have been physically verified by the
management at reasonable intervals, which in our opinion, is reasonable having regard to
the size of the company and nature of its business. According to the information and
explanations given to us, no material discrepancies were noticed on such verification. The
company had closed its operations in the plant situated at
14/6, Faridabad and B-48, Noida Phase-ll. The land and building of B-48, Noida Phase-ll
plant has been sold out. All the movable assets had been transferred from these units to
Greater Noida. The assets which were attached to land and cannot be transferred
economically were written off and charged to Profit & Loss Account as terminal
depreciation.
(c) All the immovable properties are held in the name of the company except the
followings:
i. Immovable properties namely A197, ELDICO, SIDCUL, Industrial Park, Sitarganj,
Uttarakhand is on lease and still is in the name of M/s. ANG Autotech Pvt. Ltd. which was
merged with the company in 2008-09 Pursuant to Merger scheme approved by Honble High
Court of Delhi.
2) As explained to us, inventories were physically verified during the year by the
management at reasonable intervals. In our opinion and according to the information and
explanations given to us, no material discrepancies were noticed on physical verification
of the inventories by the management as compared to books records. During the year major
inventories items have been classified as obsolete and have been classified as scrap by
the Company. Out of the same major portion has been sold out during the year. However, it
is not possible to quantify the impact of losses due to this.
3) (a) The Company has not granted any loans, secured or
unsecured to companies, firms, Limited Liability partnerships or other parties covered
in the Register maintained under section 189 of the Act except the following:
|
Opening Balance |
Debit |
Credit |
(Amt. in Lacs) Closing
Balance |
| Premjit Singh |
15.47(Dr.) |
35.48 |
64.26 |
13.32 (Cr.) |
| ANG Logistics Private Limited |
Nil |
39.06 |
51.50 |
12.44 (Cr.) |
| ANG Automotive Industries Private Ltd. |
389.31 (Cr.) |
473.31 |
89.50 |
5.50 (Cr.) |
(b) According to information furnished to us and in the opinion of the management, the
terms and conditions of the grant of such loans are not prejudicial to the companys
interest.
(c) The Principal are receivable at the discretion of the company.
(d) There are no overdue amounts of the loans granted.
4) In our opinion and according to the information and explanations given to us, the
company has complied with the provisions of section 185 and 186 of the Companies Act, 2013
In respect of grant of loans, investments, guarantees, and security. The detail of
transaction during the year and balance outstanding as at year end are given in Point no.
3(a)
5) The Company has not accepted any deposits from the public and hence the directives
issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other
relevant provisions of the Companies Act, 2013 and the rules framed there under does not
arise.
6) As informed to us, the maintenance of Cost Records has not been specified by the
Central Government under sub-section (1) of Section 148 of the Act, in respect of the
activities carried on by the company.
7) According to information and explanations given to us and on the basis of our
examination of the books of account, and records,
(a) The Company was generally irregular 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 other statutory dues with the
appropriate authorities.
According to the information and explanations given to us, undisputed amounts payable
in respect of the above which were in arrears as at March 31, 2017 for a period of more
than six months from the date on when they become payable as detailed below:
| Nature of Statutory Dues |
Amount (Rs.) |
Not paid since |
| Tax Deducted at source |
4,61,000.00 |
April-2016 |
| Service Tax |
16,04,236.00 |
Sep-2015 |
| ESI |
5,18,382.00 |
Feb-2016 |
| EPF |
2,71,225.00 |
Aug-2016 |
b) According to the information and explanation given to us, f
detail of income tax, sales tax, value added tax outstanding on account of any dispute
as at March 31st, 2017 are given below:
| Particulars |
Period to which Amount relates |
Forum where matter is pending |
Amount (Rs.in lacs) |
| Stamp Duty |
Fin. Year 2007-08 |
Revenue Board, Allahabad(U.P) |
12.73 |
| Entry Tax |
Fin. Year 2005-06 |
Deputy Commissioner of Commercial tax Jaipur |
0.40 |
| Entry Tax |
Fin. Year 2006-07 |
Deputy Commissioner of Commercial tax Jaipur |
7.84 |
| Entry Tax |
Fin. Year 2007-08 |
Deputy Commissioner of Commercial tax Jaipur |
7.06 |
| Entry Tax |
Fin. Year 2008-09 |
Deputy Commissioner of Commercial tax Jaipur |
3.74 |
| Entry Tax |
Fin. Year 2009-10 |
Deputy Commissioner of Commercial tax Jaipur |
2.10 |
| Income Tax Demand |
Assessment Year 2010-11 |
CIT(A)-IV, New Delhi |
8.71 |
| Income Tax Demand |
Assessment Year 2011-12 |
CIT(A)- Circle 292), New Delhi |
7.68 |
| Income Tax Demand |
Assessment Year 2013-14 |
CIT(A)-I, New Delhi |
11.61 |
| Sales Tax |
Assessment Year 2008-09, 2009-10 & 2010-11 |
Commissioner Vat (Appeals), Kol |
25.31 |
| Sales Tax |
Assessment Year 2009-10 |
JointCommissioner SalesTax (Khatima), Uttarakhand |
10.21 |
| Sales Tax |
Assessment Year 2010-11 |
JointCommissioner SalesTax (Khatima), Uttarakhand |
6.61 |
8) In our opinion and according to the information and explanations given to us, the
Company has defaulted in the repayment of dues to banks and financial institutions as
detail given below:
| Name of Bank |
Amount (Rs. In Lacs) |
Period of default |
| State Bank of India |
4641.09 |
Recalled. NPA Account |
| Bank of Baroda |
2075.88 |
April, 16 NPA Account |
| Citi Bank |
173.26 |
Recalled. NPA Account |
| Development Credit Bank |
71.02 |
Jan,17 |
| Yes Bank |
54.16 |
Jan,17 |
There were no debenture holders and loans or borrowings from government at any time
during the year.
9) Based upon the audit procedures performed and the information and explanations given
by the management, the company has not raised moneys by way of initial public offer or
further public offer including debt instruments and term Loans were applied for the
purposes for which those were raised.
10) Based upon the audit procedures performed and the information and explanations
given by the management, we report that no fraud by the Company or on the company by its
officers or employees has been noticed or reported during the year.
11) Based upon the audit procedures performed and the information and explanations
given by the management, 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;
12) The Company is not a Nidhi Company and hence reporting under clause (xii) of the
CARO 2016 Order is not applicable.
13) In our opinion, all transactions with the related parties are in compliance with
section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the
Financial Statements as required by the applicable accounting standards.
14) Based upon the audit procedures performed and the information and explanations
given by the management, the company has not made any preferential allotment or private
placement of shares or fully or partly convertible debentures during the year under
review. Accordingly, the provisions of clause 3 (xiv) of the Order are not applicable to
the Company.
15) Based upon the audit procedures performed and the information and explanations
given by the management, the company has not entered into any non-cash transactions with
directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of
the Order are not applicable to the Company.
16) In our opinion, the company is not required to be registered under section 45 IA of
the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of
the Order are not applicable to the Company.
| For and on behalf of |
| Sandesh Jain & Co |
| Chartered Accountants |
| Firms registration number: 008548N |
| (Shubham Jain) |
| Partner |
| Membership number: 529223 |
| Place: New Delhi |
| Date: 30.05.2017 |
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
Report on the Internal Financial Controls under Clause (i) of subsection 3 of Section
143 of the Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of ANG
INDUSTRIES LIMITED (FORMERLY KNOWN AS ANG AUTO LIMITED) ("the Company") as of 31
March 2017 in conjunction with our audit of the standalone 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 Controls over Financial Reporting
issued by the Institute of Chartered Accountants of India ( IC AI). 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, 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 the 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 controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls overfinancial 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 Companys 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 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 the
Management and directors of the Company; and (3) provide reasonable assurance regarding
prevention ortimely 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, includingthe 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 does not have in all material respects, an adequate
internal financial controls system over financial reporting and thus we cannot comment
that such internal financial controls over financial reporting were operating effectively
as at 31 March 2017, based on the internal control overfinancial 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. j
For and on behalf of
Sandesh Jain & Co
Chartered Accountants
Firms registration number: 008548N
(Shubham Jain)
Partner
Membership number: 529223
Place: New Delhi
Date: 30.05.2017
+91-9892691696
