rajvir industries ltd share price Auditors report


To

The Members of Rajvir Industries Limited

Report on the Audit of the financial statements

Opinion

We have audited accompanying financial statements of Rajvir Industries Limited (‘the Company), which comprise of the balance sheet as at March 31,2020, the statement of Profit and Loss (including other comprehensive income), statement of changes in equity and statement of cash flows for the year ended on that date, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (hereafter referred to as “the audited financial statements”).

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 described in the ‘Basis for Qualified Opinion section of our report, the aforesaid 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 Indian accounting standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2020, its loss including total comprehensive income, changes in equity and its cash flows for the year ended on that date. Basis for Qualified Opinion

(i) We draw attention to Note No. 36 to the financial statements wherein the company has been incurring significant operational losses since earlier years, whereby the net worth of the company is completely eroded. We have not been able to corroborate the Managements contention regarding preparation of financial statements of the company on going concern basis, notwithstanding the fact that the company continue to incur cash losses, its net worth has been fully eroded, defaulted in repayment of principle and interest to its lenders, loans have been called back by secured lenders, non-current assets are significantly impaired, current liabilities exceeded the total assets of the company, etc., this conditions indicate the existence of a material uncertainty that may cast significant doubt on the companys ability to continue as going concern. That appropriateness of assumption of going concern is critically dependent upon the companys ability to raise requisite fi- nance/generate cash flows in future to meet its obligations.

(ii) The attached financial statements for which no provision for impairment of financial assets has been made by the company as per Ind AS 109 for Assets included under ?ssets held for sale and discontinued operations" pertaining to Claim of refund of interest subsidy made under TUFS receivable of Rs. 1288.86 lakhs, Insurance claim receivable of Rs.337.87 lakhs accounted in earlier years pending acceptance by the Insurance company and Incentive receivable from Government of Telangana of Rs.740.09 lakhs pertaining to financial year 2013-14 to 2015-16 has not been recovered till the date of audit for which the management is of view that these financial assets are recoverable.

(iii) During the year under audit, there was sale of land directly by the bankers of the company in the month of June 2019 amounting to Rs.295 lakhs as reported in Form 26AS, which according to company, the transfer of aforesaid property has been challenged and has filed a Securitisation Application numbered as S.A 528 of 2018 by the company and matter pending before Honourable Debt Recovery Tribunal – II, Hyderabad and is subject to final decree and judgement. The said application has also challenged the various unilateral and arbitrary action taken by the bankers. Had the sale of land was accounted in the financial statements, which according to information and explanation given to us, should have been accounted as sale of property resulting in gain on sale of Rs.252.48 lakhs, thereby the losses before tax would have been lower by Rs.252.48 lakhs, deferred tax asset lower by Rs.43.67 lakhs and corresponding retained earnings would have higher by Rs.208.81 lakhs, Property Plant and Equipment would have been lower by Rs.42.52 lakhs and Loans from banks would have been lower by Rs.295 lakhs. The Interest payable on outstanding loans due to bankers is accounted without considering the sale proceeds from sale of Land and thereby the finance cost would have been lower by Rs.26.54 lakhs, losses for the year would have been lower by Rs.26.54 lakhs and corresponding Loans would have been lower by Rs.26.54 lakhs and Retained earnings would have been higher by Rs.26.54 lakhs.

(iv) Note no. 38 of the financial statement wherein the confirmation/ reconciliations of balances of secured and unsecured loans, balances with banks, trade payable, trade receivable, other payable and loans and advances have not been received and are subjected to reconciliation, review and adjustment thereof;

We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the 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 together with the independent requirement that are relevant to our audit of the financial statements under the provisions of the Act and the rules made there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on financial statements.

Emphasis of Matter We draw attention to -

Note no. 31.1(b): contingency related to ‘recompense payable in lieu of bank sacrifice as per Corporate Debt Restructuring by banks, the outcome of which is materially uncertain and cannot be determined currently;

Note No. 36 : The Company continued to present the financials of Tandur unit as discontinued operations which is not in accordance with Ind AS 105 as the specified period of one year from date of classification is completed and there are no evidence for sale to be highly probable.

Note No.37 of the financial statements, as regards to the managements evaluation of COVID - 19 impact on the future performance of the Company.

Our opinion is not qualified in respect of above matters. Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the 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:

S No. Key Audit Matter Auditors Response
1 Contingent Liabilities and Commitments: Principal Audit Procedures :
The Company is exposed to a variety of different laws, regulations and interpretations thereof which encompasses taxation and legal matters. In the normal course of business, provisions and contingent liabilities may arise from legal proceedings, including regulatory and other Governmental proceedings, constructive obligations and commercial claims. Based on the nature of regulatory and legal cases management applies significant judgment when considering whether, and how much, to provide for the potential exposure of each matter. These estimates could change substantially over time as new facts emerge as each legal case or matters progresses. Given the different views possible, basis of the interpretations, complexity and the magnitude of the potential exposures, and the judgment necessary to determine required disclosures, this is a key audit matter. Our audit procedures included the following:
We understood the processes, evaluated the design and implementation of controls and tested the operating effectiveness of the Companys controls over the recording and re-assessment of uncertain legal positions, claims and contingent liabilities;
We held discussions with the person responsible for legal and compliance to obtain an understanding of the factors considered in classification of the matter as probable and possible
We read the correspondence from competent authorities and considered legal opinion obtained by the Company from external law firms to challenge the basis used for provisions recognised or the disclosures made in the financial statements; For those matters where Company concluded that no provision should be recorded, we also considered the adequacy and completeness of the Companys disclosures made in relation to contingent liabilities.
2 Inventory of raw material, work in progress, finished goods, Stores & Spares etc., (Existence at close of the year) With respect to the existence of Inventory as at the yearend:
a) Evaluated the design and implementation of the controls over physical verification of inventory and tested the operating effectiveness of these controls during the interim periods.
Physical verification of Inventory was performed by the management subsequent to the yearend due to the restrictions imposed on account of COVID-19.
b) Due to the COVID-19 related lock-down we were not able to participate in the physical verification of inventory that was carried out by the management subsequent to the year end. Consequently, we have participated in the physical verification of inventories conducted by the management subsequent to the year end, through video calls and performed roll back procedures.

Information other than financial statements and Auditors report thereon

The companys Board of Directors are responsible for the preparation of the other information. The other information comprises of the information included in the management discussion and analysis, Boards report including Annexure to Boards Report, Corporate Governance and Shareholders information, but does not include the financial statements and our auditors report thereon. Our opinion on financial statements does not cover the other information and we do not express any form of assurance or conclusion thereon.

In connection with our audit of the financial statement, our responsibility is to read the other information and in doing so, consider whether the other information is materially inconsistent with the financial statement or other information 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 for the financial statements

The Companys Board of Directors are 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, total comprehensive income, changes in equity 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. 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 financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors are responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors 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 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 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 financial controls 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 with reference to the 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 managements 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the 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 auditors 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

• 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 financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors 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 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 Companies Act, 2013, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable. 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 statement of change in equity, and the Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended including the Companies (Indian Accounting Standards) Amendment Rules, 2019;

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 other matters to be included in the Auditors 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.

g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Com-

pany and the operating effectiveness of such controls, refer to our separate Report in “Annexure B”. h) 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 position in its Ind AS financial statements - Refer Note 32;

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. The Company neither entered into any derivative contract during the year nor have any outstanding derivative contract at the end of the year;

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 March 31,2020.

For K.C. Bhattacharjee & Paul.,

Chartered Accountants (ICAI FRN: 303026E)

(Manoj Kumar Bihani)

Partner

Membership No. 234629 UDIN No. 20234629AAAABE8536

Place: Hyderabad Date: 31.07.2020

Annexure - A to the Independent Auditors Report

Referred to in Report on Other Legal and Regulatory Requirements of the Independent Auditors Report of even date to the members of Rajvir Industries Limited on the Ind AS financial statements as of and for the year ended March 31,2020

1. (a)The Company is maintaining proper records showing full particulars, including quantitative details and situation of Property Plant and Equipment

(b) Property Plant and Equipment have been physically verified by the management during the year and no material discrepancies between the book records and the physical inventory have been noticed.

(c) The title deeds of immovable properties, as disclosed in Note no. 1 on Property Plant and Equipment to the financial statements are held in the name of the company except the sale of land by the bankers valued of Rs.42.52 lakhs which is not in the possession of the Company.

2. (a) The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) On the basis of our examination of the inventory records, the company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records have been properly dealt with by the company.

3. The Company has not granted any loans, secured or unsecured loan to companies, firms or other parties, covered in the register maintained under Section 189 of the Companies Act, 2013.

4. In respect of loans, investments, guarantees and securities which are covered under the provisions of Section 185 and 186 of the Companies Act, 2013, as per information and explanations given to us, the company has complied with the provisions of the Act.

5. In our opinion and according to the information and explanation given to us, the company has not paid the interest on public deposits of Rs.32.30 lakhs as on 31.03.2020 and as such has not complied with the relevant provisions of section 73 to 76 and other relevant provisions of the Companies Act and the Companies (Acceptance of Deposit) Rules, 2015 as applicable, with regards to the deposits accepted from members and the public. As informed by the management, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal with regard to the Deposits.

6. We have broadly reviewed the books of accounts main-

tained by the Company pursuant to the rules made by the Central Government of India, the maintenance of cost records specified under sub-section (1) of Section 148 of the Act, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the Records with a view to determine whether they are accurate or complete.

7. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is irregular in depositing undisputed statutory dues including provident fund, employees state insurance, income tax, sales tax, value added tax, service tax, custom duty, excise duty, cess, GST and other statutory dues as applicable to it, with appropriate authorities and there have been serious delays in large number of cases. There are no undisputed statutory dues except as stated below which remained unpaid for a period of more than six months as on the reporting date -

Particulars Period Amount (In lakhs)
Provident fund April 2017 to September 2019 45.91
Tax deducted and collected at source April 2016 to September 2019 166.93
Service Tax April 2015 to June 2017 22.26
Sales tax deferment Upto March 2020 354.67
Employees State Insurance January 2019 to September 2019 10.03

(b) According to the information and explanations given to us, there are no disputed statutory dues as at the year end.

8.According to the records examined by us, the Company has defaulted in principal repayment of dues to financial institutions/banks during the current financial year. The lender wise details of the amount of default as at Balance sheet date are as under:

Particulars (Name of the Lender) Amount of default as at the Balance sheet date (RS In lakhs) Period of Default Remarks, if any
Central Bank of India 142.18 Jan.2018 to March 2020 The account is classified as NPA by bank.
State Bank of India 1532.31 Jan.2018 to March 2020 The account is classified as NPA by S B I.
IDBI Bank 363.96 Jan.2018 to March 2020 The account is classified as NPA by IDBI Bank
Axis Bank 635.05 July 2017 to March 2020 The account is classified as NPA by bank.

9. On the basis of our review of utilization of funds pertaining to term loans on overall basis and related information and explanations as made available to us, the term loans taken by the company has been utilized for the purpose of which they were obtained. Further, the company has not raised moneys by way of initial public offers or further public offers during the year.

10. During the course of our examination of the books and records of the company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the company or on the company its officers or employees, noticed or reported during the year, nor have we been informed by any such case by the management.

11. 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.

12. As the company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the company.

13. The company has entered into transactions with related parties in compliance with the provisions of Section 177 and 188 of the Act. The details of such related party transactions have been disclosed in the financial statements as required under Accounting Standards (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,

16th Annual Report 2019-2020

14. 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. The Company has not entered into any non cash transactions with its directors or persons connected with him. Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.

16. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the Company.

For K.C. Bhattacharjee & Paul.,

Chartered Accountants (ICAI FRN: 303026E)

(Manoj Kumar Biham)

Partner

Membership No. 234629

Place: Hyderabad Date: 31.07.2020

Annexure - B to the Independent Auditors Report

Report on the Internal Financial Controls with reference to the financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

We have audited the internal financial controls with reference to the financial statements of Rajvir Industries Limited (“the Company”) as of 31st March 2020 in conjunction with our audit of the Ind AS 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 financial controls with reference to the financial statements 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. 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 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 with reference to financial statements 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 Companies Act, 2013, to the extent applicable to an audit of internal financial controls with reference to financial statements. 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 with reference to financial statements 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 with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on assessed risk. The procedures selected depend on the auditors judgement, 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 with reference to financial statements.

Meaning of Internal Financial Controls with reference to financial statements:

A companys internal financial control with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to financial statements 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 Ind AS 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 companys assets that could have a material effect on the Ind AS financial statements.

Inherent Limitations of Internal Financial Controls with reference to financial statements

Because of the inherent limitations of internal financial controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Qualified Opinion

According to the information and explanations given to us and based on our audit, a material weakness has been identified in the Companys internal financial controls over financial reporting as at March 31,2020 as regards evaluation of uncertainty on going concern.

A material weakness is a deficiency, or a combination of deficiencies, in internal financial control over financial reporting such that there is a reasonable possibility that a material misstatement of the Companys annual or interim financial statements will not be prevented or detected on a timely basis.

In our opinion, except for the possible effects of the material weakness described above, the Company has, in all material respects, an adequate internal financial control system with reference to financial statements and such internal financial controls were operating effectively as at March 31,2020, based on the internal financial control with reference to financial statements 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 K.C. Bhattacharjee& Paul.,

Chartered Accountants (ICAI FRN: 303026E)

(Manoj Kumar Bihani)

Partner

Membership No. 234629

Place: Hyderabad

Date: 31.07.2020