Trident Tools Ltd Auditor Reports

To The Members of Trident Tools Limited

Opinion

Report on the Audit of Financial Statements

We have audited the accompanying financial statements of Trident Tools Limited ("the Company"), which comprises of Balance Sheet as at March 31, 2019, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flow for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (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 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 31st March 2019, its losses (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the 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 (ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion on the financial statements.

Basis for Qualified Opinion:

a. The Company has not carried out impairment test as required by Ind AS 36 ‘Impairment of Assets, particularly in respect of Plant & Equipment. We are unable to comment as to when and to what extent the carrying value of Plant & Equipment (WDV as on 31st March, 2019 is Rs.4556.05 Lakhs) would be recovered. The impact of the same on the loss for the year, accumulated losses and total assets as at the year-end is presently not ascertainable.

b. The Company has claimed some portion of the Interest charged by the bank as being excess charged and thus recoverable, which the Company has continued to classify under "Other Current Financial Assets". In the absence of relevant information, confirmation / reconciliation from the Bank, we are unable to comment upon its recoverability and corresponding impact on the loss of the year, if any.

c. The Company has continued to carry its Investments at fair value, however it could not produce before us, the evidence of Investments held by the Company in equity shares either in physical form (Share certificate) or in dematerialized form. In view of the same we are unable to comment on its recoverability / realization and its consequential impact on the loss for the year and carrying value of the investments.

d. The Company has continued to value its inventories of raw materials, work in progress and finished goods for the year ended March 31, 2019 at the same value as considered in the financial statements as on March 31 2018 in view of no further operations during the year ended March 31, 2019. The Bank has valued such inventories at reserve price/ bid increment in its notice for Sale of Secured assets dated January 25, 2018 at Rs. 49.56 lakhs as compared to the carrying value of Rs.191.75 lakhs (incl. of excise duty) in the books of accounts as of March 31, 2019. We are unable to comment on the consequential impact on the loss of the Company owing to absence of appropriate valuation of cost / Net realizable value of such inventories for the year ended March 31st, 2019.

e. The accounts of certain Banks, Loans & Advances given, Trade Receivables, Other Current Assets, Lenders liability, Trade Payables and Other liabilities are subject to confirmations, reconciliations and adjustments, if any, having consequential impact on the loss for the period, accumulated losses, assets and liabilities as at the period end, the amounts whereof are presently not ascertainable.

f. Liability as may arise towards interest / compound interest / penalty on delayed / non-payment to certain statutory dues / Lenders as at the period end as explained in Note No 26(iii) to the financial statements, the amounts whereof are presently not ascertainable.

g. The Company has not considered re-measurement cost of net defined benefit liability for the year ended March 31, 2019 in accordance with IND AS 19. We are unable to comment on any consequential impact in respect of the same loss for the period, accumulated losses, liabilities as at the period end, the amounts whereof are presently not ascertainable.

h. There are various Legal Cases filed by / against the Company, in absence of appropriate details of such legal cases, we are unable to comment on any consequential impact in respect of the same loss for the period, accumulated losses, liabilities as at the period end, the amounts whereof are presently not ascertainable.

Qualified Opinion:

In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph, the aforesaid financial statements give the information required by the Companies Act, 2013 (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 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 31 March 2019, its profits (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.

Material Uncertainty Related to Going Concern:

We draw attention to Note No. 25(iii) to the Financial Statements which indicates that the Company having already eroded its networth and its continued incurrence of substantial losses during the year ended March 31, 2019 and despite of the events explained in note 25(iii) to the financial statements, continues to present the audited financial statements on a going concern basis. These events raise significant doubt on the ability of the Company to continue as a "Going Concern". These events or conditions, along with other matters indicate that a material uncertainty exists that may cast significant doubt on the Companys ability to continue as a going concern. This being a technical matter, we are unable to comment as to whether the Company can operate as a going concern and also as to the extent of the effect of the resultant adjustments to the accumulated losses, assets and liabilities as at the period end and losses for the period which are presently not ascertainable.

Key Audit Matter

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.

Information Other than the Financial Statements and Auditors report thereon

The Companys Board of Directors is responsible for the preparation of other information. The Other information comprises the information included in the Management Discussion and Analysis, Boards Report including Annexures to the Board report, Corporate Governance report and Shareholders information, but does not include the financial statement and our auditors report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and those charged with Governance for the Financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Account) Rules, 2014.

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 statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the 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 also 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 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial control system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the 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 entitys 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 entity 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

1. Pursuant to 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 except for the possible effects of matters described in the Basis for Qualified Opinion paragraph, obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid Ind As Financial Statements.

(b) Except for the possible effects of the matters described in the Basis for Qualified Opinion paragraph, in our opinion, proper books of account as required by law relating to preparation of the aforesaid Ind As 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 & Loss (including other comprehensive income), Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

(d) Except for the possible effects of matters described in the Basis for Qualified Opinion paragraph, in our opinion, the aforesaid Ind AS Financial Statements comply with the Accounting Standards specified under Section 133 of Companies Act, 2013, read with rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representation received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a Directors 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 the requirements of Sec 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

(h) With respect to the matters to be included in the Auditors report in accordance with the rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements. [Refer Note No. 24(b)]

ii. Except for the possible effects of the matter described in the Basis for Qualified Opinion paragraph, the Company has made provision, as required under the applicable law or Ind AS, for material foreseeable losses, if any, on long term contracts.

ii. There are no amounts required to be transferred to the Investor Education and Protection Fund by the Company.

	For Bagaria & Co. LLP
	Chartered Accountants
	Firm Registration No:
	113447W/W-100019
	Vinay Somani
Place : Mumbai	Partner
Date : June 3, 2019	Membership No: 143503

"Annexure A" to the Independent Auditors Report - 31.03.2019

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

1. (a) The Company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets.

(b) The Management has not physically verified the Plant and Equipments situated at its Palghar Factory as it is under the possession of the Bank. For other fixed assets verified no material discrepancies were noticed on such verification. However, we have not been provided with any report / working papers of such physical verification.

(c) The land appearing in the books of the Company is a leasehold land. The Buildings appearing in the books of the Company are under the ownership of the Company.

2. The Management has not physically verified the inventory during the year since the same is under the possession of the bank. We are not provided with the details / records of physical verification and reconciliation done by the bank, if any. Accordingly, we are unable to comment on para 3(ii) of the Order.

3. According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 189 of the Companies Act. Accordingly, the paragraph 3(iii)(a), 3(iii)(b) and 3(iii)(c) of the order are not applicable to the Company.

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 loans, investments, guarantees, and security.

5. According to the information and explanations given to us, the Company has not accepted any deposits from the public. Therefore, the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under are not applicable to the Company.

6. As per the information and explanation given to us, the Company is not required to maintain cost records pursuant to the rules issued by the Central Government under Section 148(1) of the Act and accordingly paragraph 3(vi) of the Order is not applicable to the Company.

7. (a) According to the information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has not been regular in depositing its undisputed statutory dues including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, duty of customs, duty of excise, value added tax, cess to the extent applicable and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were outstanding as at March 31, 2019 for a period of more than six months from the date they became payable except for the following:

Name of the Statute	Nature of the Dues	Amount (Rs.)	Period to which the amount relates	Due Date	Date of Payment
	Tax collected at Source	6,324	FY 2015-16 & FY 2016-17	Various	Not Paid
	Tax deducted at Source	14,339	FY 2016-17	Various	Not Paid
Income Tax Act,	Tax deducted at Source	4,045	FY 2017-18	Various	Not Paid
1961	Income Tax	57,89,871	FY 2013-14	Various	Not Paid

(b) According to the information and explanations given to us, there are no dues of income tax, wealth tax, service tax, sales tax, duty of customs, duty of excise, value added tax, cess which have not been deposited on account of any dispute except as stated below:

Name of the Statute	Nature of Dues	Amount (Rs.)	Period to which amount relates	Forum where dispute is pending
The Central Excise Act, 1944	Central Excise	10,00,000	FY 2001-02	Add. Commissioner
The Customs Act, 1962	Customs Duty	66,36,125	-	Asst. Commissioner
The Central Sales Tax Act, 1956	Central Sales Tax	2,42,88,494	FY 2012-13	Dy. Commissioner

8. In our opinion and according to the information and explanations given to us, the Company has not taken any loan either from financial institutions or from the government and has not issued any debentures. The Company has availed various loan facilities from Bank. The Company has in the past defaulted in repayment of due instalments and has accordingly entered into reschedulement / restructuring with the Bank. The Company has also further defaulted in the repayment of rescheduled / restructured repayment terms with the Bank. The amount of default as per the possession notice of the Bank is Rs. 75,67,34,531 plus interest thereon from 01.04.2016 until payment vis--vis Rs. 44,45,25,335 as reflected in the books of accounts of the Company as on 31^st March 2019. However, the Company has disputed the said amount and has not made any payment towards such dues. Due to the nature of dispute and unavailability of the data exact amount and period of default could not be ascertained.

9. The Company has not raised any moneys by way of initial public offer or further public offer. Based on our audit procedures and the information & explanations given by the management, we report that the Company has applied the moneys raised from term loans for the purpose for which they 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. The Company has not paid / provided any managerial remuneration during the year and accordingly paragraph 3 (xi) of the Order is not applicable to the Company.

12. In our opinion, the Company is not a Nidhi Company. Therefore, the paragraph 3 (xii) of the Order are not applicable to the Company.

13. Based on the audit procedures performed and the information and explanations given to us all transactions with the related parties are in compliance with section 177 and 188 of the Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting standards. Refer Note No. 24 to the Financial Statements.

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 paragraph 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 paragraph 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 45IA of the Reserve Bank of India Act, 1934 and accordingly, the paragraph 3 (xvi) of the Order are not applicable to the Company.

	For Bagaria & Co. LLP
	Chartered Accountants
	Firm Registration No:
	113447W/W-100019
	Vinay Somani
Place : Mumbai	Partner
Date : June 3, 2019	Membership No: 143503