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performed by the internal, statutory, cost and secretarial auditors and AUDITORS
external consultant(s), including audit of internal financial controls
over financial reporting by the statutory auditors and the reviews I. Auditors and their report:
performed by the Management and the relevant Board Committees, At the AGM held on 9 August, 2017, M/s. B S R & Co. LLP,
including the Audit Committee, the Board is of the opinion that the Chartered Accountants (Firm Registration No. 101248W/
Company’s internal financial controls were adequate and effective W-100022) were appointed as Statutory Auditors of the
during the FY 2017-18. Company for a period of five consecutive years. As per the
Accordingly, pursuant to Section 134(5) of the Act, the Board of provisions of Section 139 of the Act, they have confirmed that
Directors, to the best of their knowledge and ability, confirm that: they are not disqualified from continuing as Auditors of the
Company.
(a) in the preparation of the annual accounts, the applicable
accounting standards have been followed and that there are Further, the report of the Statutory Auditors along with notes
no material departures; to Schedules is a part of the Annual Report. There has been no
(b) they have selected such accounting policies and applied them qualification, reservation, adverse remark or disclaimer given
consistently and made judgements and estimates that are by the Auditors in their Report. Integrated Report
reasonable and prudent so as to give a true and fair view of the
II. Cost Auditors and Cost Audit report:
state of affairs of the Company at the end of the financial year
and of the profit of the Company for that period;
As per Section 148 of the Act, the Company is required
(c) they have taken proper and sufficient care for the maintenance to have the audit of its cost records conducted by a Cost
of adequate accounting records in accordance with the Accountant in practice. The Board on the recommendation
provisions of the Act for safeguarding the assets of the of the Audit Committee has appointed M/s. D. C. Dave & Co.,
Company and for preventing and detecting fraud and other Cost Accountants (Firm Registration No. 000611) as the Cost
irregularities; Auditors of the Company for FY 2018-19 under Section 148
(d) they have prepared the annual accounts on a going concern and all other applicable provisions of the Act read with the
basis; Companies (Cost Records and Audit) Amendment Rules, 2014.
(e) they have laid down internal financial controls to be followed M/s. D. C. Dave & Co. have confirmed that they are free from
by the Company and that such internal financial controls disqualification specified under Section 141(3) and proviso to
except in respect of fraudulent issue of credit notes; where Section 148(3) read with Section 141(4) of the Act and that the Statutory Reports
the processes and controls are being reviewed and revised to appointment meets the requirements of Section 141(3)(g) of
ensure adequate visibility of the expenditure to the Company, the Act. They have further confirmed their independent status
are adequate and are operating effectively; and and an arm’s length relationship with the Company.
(f) they have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems are The remuneration payable to the Cost Auditors is required
adequate and operating effectively. to be placed before the members in a general meeting
for their ratification. Accordingly, a Resolution for seeking
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, members’ ratification for the remuneration payable to
FOREIGN EXCHANGE EARNINGS AND OUTGO
M/s. D. C. Dave & Co. is included at item No. 11 of the Notice
The particulars relating to conservation of energy, technology convening the AGM.
absorption, foreign exchange earnings and outgo, as required to
be disclosed pursuant to the provisions of Section 134 of the Act III. Secretarial auditor
read with the Companies (Accounts) Rules, 2014, are provided in
Annexure 5 to this report. In terms of Section 204 of the Act and Rules made thereunder,
M/s. Parikh & Associates, Practicing Company Secretaries, have
PARTICULARS OF EMPLOYEES been appointed as Secretarial Auditors of the Company. The Financial Statements
Disclosures pertaining to remuneration and other details as required report of the Secretarial Auditors is enclosed as Annexure 7 to
under Section 197(12) of the Act read with Rule 5(1) of the Companies this report.
(Appointment and Remuneration of Managerial Personnel) Rules,
2014 (‘Rules’) are enclosed as Annexure 6 to this report. There has been no qualification, reservation, adverse remark or
disclaimer given by the Secretarial Auditor in their Report.
The statement containing particulars of employees as required under
Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Rules OTHER DISCLOSURES
forms part of this report. Further, the Report and the Accounts are
being sent to the members excluding the aforesaid statement. I. Details of Board meetings
In terms of Section 136 of the Act, the said statement is open for
inspection at the Registered Office of the Company. Any member During the year under review, 9 (nine) Board Meetings were
interested in obtaining such particulars may write to the Company held, details of which are provided in the Corporate Governance
Secretary at the Registered Office of the Company. Report.

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