We have audited the accompanying financial statements of W.S.
Industries (India) Limited (''the Company''), which comprise the Balance
Sheet as at 31 March 2015, the Statement of Profit and Loss and the
Cash Flow Statement for the period then ended, and a summary of
significant accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s 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 and presentation 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 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.
Our responsibility is to express an opinion on these 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 under the
provisions of the Act and the Rules made thereunder.
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 auditor''s 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 Company''s 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 made by the Company''s 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 financial
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 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 31,2015;
b) in the case of Statement of Profit and Loss, of the LOSS for the
period ended on that date and
c) in the case of Cash flow Statement, of the cash flows for the period
ended on that date;
Emphasis of Matter
Without qualifying our opinion, we draw your attention that the
accumulated losses of the company is more than 100% of the net worth of
the company, requiring reference to BIFR.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2015 (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
statement on the matters specified in the paragraph 3 and 4 of the
Order, to the extent applicable.
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
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 ourexamination of those
(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 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 the written representations received from the
directors as on 31 March 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31 March 2015
from being appointed as a director in terms of Section 164 (2) of the
(f) With respect to the other matters to be included in the Auditor''s
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:
(g) There has been a delay in transferring the amount of unclaimed
dividend, required to be transferred, to the Investor Education and
Protection Fund by the company.
ANNEXURE TO INDEPENDENT AUDITORS'' REPORT
The Annexure referred to in our Independent Auditors'' Report to the
members of the Company on the financial statements for the period ended
31 March 2015, we report that:
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
(b) The company has a regular program of physical verification of its
fixed assets by which all fixed assets are verified in a phased manner
at reasonable intervals by the management. According to the information
and explanations given to us, no material discrepancies where observed
by the management on such verification.
(ii) (a) The stock of inventory has been physically verified by the
management at reasonable intervals during the period. In our opinion the
frequency of verification is reasonable.
(b) In our opinion and according to the information and explanations
given to us the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size and nature of its business.
(c) The company is maintaining proper records of inventory. No material
discrepancy was noticed on such physical verification.
(iii) (a) According to the information and explanations given to us and
on the basis of our examination of the books of accounts, the Company
has not granted any loans, secured or unsecured to companies, firms or
other parties covered in the register maintained under section 189 of
the Companies Act 2013. Consequently the provisions of clause (iii) (a)
(b) and (c) are not applicable to the company.
(iv) In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of fixed assets and sale of services. We have not observed
any major weakness in the internal control system during the course of
(v) The Company has not accepted any deposits from the public and hence
this clause is not applicable to the company.
(vi) Central Government has prescribed maintenance of cost records
under sub- section (1) of section 148 of the Companies Act and such
accounts and records have been prepared and maintained by the company.
(vii) (a) According to the information and explanations given to us and
on the basis of our examination of the records of the Company, amounts
deducted/ accrued in the books of account in respect of undisputed
statutory dues including provident fund, income tax, sales tax, service
tax, duty of customs, value added tax, cess and other material statutory
dues have not been regularly deposited during the period by the Company
with the appropriate authorities. As explained to us, the Company have
dues on account of employees'' state insurance, Provident fund, income
tax, sales tax, service tax, value added tax, cess and other material
According to the information and explanations given to us, there are
undisputed amounts payable in respect of provident fund, income tax,
sales tax, wealth tax, service tax, duty of customs, value added tax,
cess and other material statutory dues were in arrears as at 31 March
2015 fora period of more than six months from the date they became
s.no NATURE OF DUES AMOUNT OUTSTANDING
FOR MORE THAN SIX MONTHS
1 PROVIDENT FUND 24,31,836
2 SALES TAX-VAT 6,25,471
3 SALES TAX-CST 2,45,729
4 TDS 1,13,23,910
5 PROPERTYTAX 4,28,632
6 PROFESSIONAL TAX 9,37,633
7 GRATUITY TOLIC 1,78,45,737
TOTAL AMOUNT OUTSTANDING 3,38,43,948
(b) According to the information and explanations given to us, there
are material dues of Income tax which have not been deposited with the
appropriate authorities on account of any dispute.
Name of the Statue Nature of dues Amount Forum where
(< in millions) dispute is
Income Tax Act Income Tax 0.40 High Court
(c) According to the information and explanations given to us the
amounts which were required to be transferred to the investor education
and protection fund in accordance with the relevant provisions of the
Companies Act, 1956 (1 of 1956) and rules there under, there has been a
delay in transfer to such fund.
(viii) The Company has accumulated losses as at the end of the period,
which are more than 100% of the net worth of the company, and has
incurred cash loss during the period and also during the immediately
preceding financial year.
(ix) According to the information and explanations given to us, the
Company has defaulted in repayment of dues to its banks/financial
institutions, to the extent of the following:
a. An amount of Rs. 867.12 Million towards principal has fallen due on
31st March 2015 (including Rs.407.12 Million fallen due on 31 st March
b. An amount of Rs. 260.99 Million towards interest has fallen due on
31st March 2015 (including Rs. 118.03 Million fallen due on 31 st March
c. An amount of Rs.83.31 Million towards interest on NCD has fallen due
on 31st March 2015 (including Rs. 30.67 Million fallen due on 31 st
(x) In our opinion and according to the information and the
explanations given to us, the Company has not given any guarantee for
loans taken by others from banks or financial institutions.
(xi) According to the information and explanations given to us, the
term loan taken by the company were applied for the purpose for which
they have been obtained.
(xii) According to the information and explanations given to us, no
material fraud on or by the Company has been noticed or reported during
the course of our audit.
17,Bishop wailers avenue