Dec 31, 2022
Report on the Audit of the Financial Statements
We have audited the financial statements of ABB India Limited (the "Company") which comprise the balance sheet as at 31 December, 2022, and the statement of profit and loss (including other comprehensive income), statement of changes in equity and statement of cash flows 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 ("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 31 December, 2022, and its profit and other comprehensive loss, changes in equity and its cash flows for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditor''s 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 ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules 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 opinion on the financial statements.
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.
The key audit matter |
How the matter was addressed in our audit |
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Revenue from fixed price contracts using percentage of |
In view of the significance of the matter, we applied the following audit |
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completion method |
procedures in this area, among others to obtain sufficient appropriate |
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See Note 2.6 and 2.3(a) to the financial statements |
audit evidence: |
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Revenue from fixed price contracts are recognized in accordance |
⢠|
We assessed the appropriateness of the revenue recognition |
with Ind AS 115, Revenue from Contracts with Customers, and as |
accounting policies by comparing with applicable accounting |
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detailed in note 2.6 of the "significant accounting policies" in the |
standards. |
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financial statements. |
⢠|
We understood the process on revenue recognition of fixed price contracts using percentage of completion method and tested |
There are key judgements and estimates involved in recognition of revenue relating to fixed price contracts on a percentage of |
key internal controls (both design and operating effectiveness) with respect to revenue recognition of such contracts on random |
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completion method, which includes: |
sample basis. |
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⢠Estimation of total contract costs and remaining costs to |
⢠|
We performed analytical procedures on revenue recognised during the year on such contracts at segment level to identify unusual |
completion, which is a critical factor in measuring progress of a contract and amounts of revenue to be recognized; |
variances, if any, vis-a-vis previous year and discussed with |
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⢠Evaluation of risks arising from operational delays, contract |
designated management personnel. |
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terms, changes in estimations, technical, legal, external |
⢠|
We performed substantive testing on the statistically selected |
environment etc. This requires the Company to estimate |
samples of revenue transactions recorded during the year by |
|
costs to capture such risks, including liquidated damages and |
testing the underlying documents and approvals. |
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warranties. |
⢠|
We evaluated management''s estimates over contract costs by |
In view of the above and given the Company and its stakeholders |
performing analytical procedures on such estimates and discussed |
|
focus on revenue as a key performance indicator, we determined this |
with designated management personnel. |
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to be a key audit matter. |
We performed a retrospective review for contracts completed during the current year by comparing the final outcome of the contracts with previous estimates made for those contracts to assess the reliability of the management''s estimation process. |
|
⢠|
We tested provision for onerous contracts on statistically selected samples. |
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We performed tests on whether actual costs have been accrued in the correct period, by testing the underlying documents for samples selected using statistical sampling. |
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⢠|
We tested the disclosures made in the financial statements. |
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Recoverability of trade receivables |
In view of the significance of the matter we applied the following audit |
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See Note 2.12(a) and 2.3(f) to the financial statements |
procedures in this area, among others to obtain sufficient appropriate audit evidence: |
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Trade receivables, including retention money with customers, forms a significant part of the financial statements. Management''s |
We obtained an understanding of the processes implemented by |
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assessment of recoverability of trade receivables involves critical |
management to estimate impairment provision against trade |
|
evaluation of all factors impacting recoverability including impact of |
receivables. |
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external environment such as capability of customers to pay. |
⢠|
We tested key controls (both design and operating effectiveness) over management''s estimate of impairment loss on random sample basis. |
Management makes an impairment allowance for trade receivables on the basis of its assessment of recoverability of specific customers and on the basis of expected credit loss model for the remaining customers in accordance with Ind AS 109, Financial Instruments. For |
⢠|
We obtained and tested the appropriateness of ageing of trade receivables with the underlying invoices on a sample basis using random sampling. |
We obtained, discussed and tested management assessment of impairment for specific customers and discussed with designated management personnel. |
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the purposes of impairment assessment, significant judgements and assumptions are made, including assessing credit risk, timing and amount of realization, etc. |
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We evaluated the impairment model adopted by management to estimate the expected credit loss and tested related assumptions and computations. We corroborated management''s estimates on the basis of past trends, available information and discussed with designated management personnel. |
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In view of the above, we determined this to be a key audit matter. |
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We have also involved specialists to evaluate the reasonableness of management''s expected credit loss model and related assumptions. |
The key audit matter |
How the matter was addressed in our audit |
Sale of Investment in subsidiary to a related party See Note 35 to the financial statements During the year, the Company has sold the investment in its wholly owned subsidiary (Turbocharging Industries and Services India Private Limited) to Turbo Systems Switzerland Ltd. (a related party) for a consideration of Rs. 355 crores. Management determined the fair value of investment basis independent valuation reports involving significant judgements and assumptions around estimation of cash flow projections, discount rate and growth rate. This being a transaction with a related party, appropriate approvals from the Board of Directors of the Company was obtained. In view of the above, we determined this to be a key audit matter. |
In view of the significance of the matter we applied the following audit procedures in this area, among others to obtain sufficient appropriate audit evidence: ⢠We obtained an understanding of the processes implemented by management over sale of business/investment and tested key controls (both design and operating effectiveness). ⢠We tested fair value of investment considered by management based on independent valuation reports, by evaluating the appropriateness of methods, assumptions and data used to derive the estimates for cash flow projections including underlying key assumptions such as discount rate and growth rate. ⢠We also involved specialists to evaluate the reasonableness of valuation method and related judgements. ⢠We performed substantive testing on the transactions recorded by management by testing the underlying documents and required approvals including approval from the Board of Directors of the Company. ⢠We tested the disclosures made in the financial statements. |
The Company''s Management and Board of Directors are responsible for the other information. The other information comprises the information included in the annual report, but does not include the financial statements and our auditor''s report thereon. The annual report is expected to be made available to us after the date of this auditor''s report.
Our opinion on the financial statements does not cover the other information and we will 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 identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable under the applicable laws and regulations.
The Company''s Management and Board of Directors are 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 state of affairs, profit/ loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) 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 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 and Board of Directors are responsible for assessing the Company''s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company''s financial reporting process.
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 auditor''s 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 controls with reference to 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 the Management and Board of Directors.
⢠Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of accounting in preparation of financial statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s 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 auditor''s 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.
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 auditor''s 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.
1. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2 A. 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 changes in equity and the statement of cash flows dealt with by this Report are in agreement with the books of account.
d. In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 of the Act.
e. On the basis of the written representations received from the directors as on 31 December 2022 taken on record by the Board of Directors, none of the directors is disqualified as on 31 December 2022 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 with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".
B. 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:
a. The Company has disclosed the impact of pending litigations as at 31 December 2022 on its financial position in its financial statements - Refer Note 08, 23, 24 and 42 to the financial statements.
b. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 20 and 23 to the financial statements.
c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
d. (i) The management has represented that, to the best of their knowledge and belief, as disclosed in the Note 50(e) to the
financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:
⢠directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or
⢠provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(ii) The management has represented that, to the best of their knowledge and belief, as disclosed in the Note 50(e) to the financial statements, no funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall:
⢠directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties ("Ultimate Beneficiaries") or
⢠provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(iii) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) above contain any material misstatement.
e. The final dividend paid by the Company during the year, which was declared in the previous year, is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.
As stated in Note 51 to the financial statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.
C. With respect to the matter to be included in the Auditor''s Report under Section 197(16) of the Act:
In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of the Act which are required to be commented upon by us.
For B S R & Co. LLP
Chartered Accountants
Firm''s Registration No.:101248W/W-100022
Amit Somani
Partner
Membership No.: 060154
ICAI UDIN:23060154BGXCZK4220
Place : New Delhi Date : February 10, 2023
Dec 31, 2018
Report on the Audit of the Ind AS Financial Statements
We have audited the accompanying Ind AS financial statements of ABB India Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 December 2018, the Statement of Profit and Loss, the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and summary of the significant accounting policies and other explanatory information.
Management''s Responsibility for the Ind AS Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the state of affairs, profit and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed 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 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 Ind AS 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, management is responsible for assessing the Companyâs 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.
Auditor''s Responsibility
Our responsibility is to express an opinion on these Ind AS 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 of the Ind AS financial statements 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 standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the Ind AS financial statements.
We are also responsible to conclude on the appropriateness of managementâs 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 entityâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in the auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditorâs report. However, future events or conditions may cause an entity to cease to continue as a going concern.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS 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 of the state of affairs of the Company as at 31 December 2018, its profit and other comprehensive income, changes in equity and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure Aâ 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 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, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31 December 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31 December 2018 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 with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ.
g) With respect to the other matters to be included in the Auditorâs 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 39 to the Ind AS financial statements.
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 including derivative contracts; - Refer Note 36 to the Ind AS financial statements.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
Annexure - A to the Independent Auditors'' Report
The Annexure referred to in Independent Auditorsâ Report to the members of the Company on the financial statements for the year ended 31 December 2018, we report that:
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified every year. In accordance with this programme, fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company, except for freehold land aggregating to 5 acres and 31 guntas, acquired by the Company, on a slump sale basis in 2011. As explained to us, registration of the title deeds for this land is in process.
(ii) The inventory, except goods-in-transit, has been physically verified by the Management during the year. In our opinion, the frequency of such verification is reasonable. The discrepancies noticed on such verification between the physical stock and book records were not material.
(iii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, 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 Companies Act, 2013 (âthe Actâ). Accordingly, paragraph 3(iii) of the Order is not applicable.
(iv) According to the information and explanations given to us, there are no loans, investments, guarantees, and securities given in respect of which provisions of section 185 or 186 of the Act are applicable. Accordingly, paragraph 3(iv) of the Order is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposits from the public. Accordingly, paragraph 3(v) of the Order is not applicable.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules prescribed by the Central Government of India for maintenance of cost records under Section 148(1) of the Act and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the records.
(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, employeesâ state insurance, income-tax, goods and services tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of sales tax, value added tax, service tax and excise duty.
According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employeesâ state insurance, income-tax, goods and services tax, cess and other material statutory dues were in arrears as at 31 December 2018 for a period of more than six months from the date they became payable.
(b) According to information and explanations given to us, the following dues of income tax, sales tax, duty of excise, custom duty, service tax and value added tax have not been deposited by the Company on account of disputes:
Name of the Statute |
Nature of dues |
Amount (Rs. in Crores)* |
Period to which it relates |
Forum where dispute is pending |
Faridabad Development Act (Octroi) |
Product Classification |
3.04 |
1986-1994 |
High Court |
Sales Tax Act |
Tax, interest and penalty |
343.95 |
1994-2018 |
Additional Commissioner (Appeals) / Assistant Commissioner of Commercial Taxes / Commissioner of Commercial Taxes / Deputy Commissioner of Commercial Taxes (Appeals) / Deputy Commissioner (Appeals) / Joint Commissioner of Commercial Taxes (Appeals) / Taxation Board/ High Court/ Sales Tax Appellate Tribunal |
Customs Act, 1962 |
Tax, interest and penalty |
14.28 |
2008-2018 |
Commissioner of Customs/ Custom Excise and Service Tax Appellate Tribunal |
Central Excise Act, 1944 |
Tax, interest and penalty |
70.11 |
1996-2015 |
Commissioner (Appeals)/Commissioner (LTU) / Ministry of Finance (Department of Revenue)/ Custom Excise and Service Tax Appellate Tribunal |
Finance Act, 1994 |
Tax, interest and penalty |
31.32 |
2006-2015 |
Commissioner (Appeals)/ Custom Excise & Service Tax Appellate Tribunal/ Supreme Court |
Income Tax Act, 1961 |
Tax, interest and penalty |
64.53 |
2012-2015 |
Commissioner of Income Tax (Appeals) |
* Net of amounts paid under protest.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to banks or dues to debenture holders. The Company does not have any outstanding dues to financial institutions or loans from government.
(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.
(x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
(xi) According to the information and explanations give to us and based on our examination of the records of the Company, 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.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
(xiv) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.
Annexure - B to the Independent Auditors'' Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of ABB India Limited (âthe Companyâ) as of 31 December 2018 in conjunction with our audit of the Ind AS financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
The Companyâs 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 (the âGuidance Noteâ) issued by the Institute of Chartered Accountants of India (ICAI). 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 Companyâs 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 Act.
Auditors'' Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting 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 Act, 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 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 system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial 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 auditorâs judgment, including the assessment of the risks of material misstatement of the Ind AS financial statement, 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 Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A Companyâs 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 Companyâs 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 the financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Companyâs 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, 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 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 has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 December 2018, 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 Control Over Financial Reporting issued by the Institute of Chartered Accountants of India.
for B S R & Co. LLP Chartered Accountants
Firmâs registration number: 101248W/W-100022
Amit Somani
Partner
Membership number: 060154
Bengaluru
March 1, 2019
Dec 31, 2016
To the Members of ABB India Limited Report on the Financial Statements
We have audited the accompanying financial statements of ABB India Limited (âthe Companyâ), which comprise the balance sheet as at December 31, 2016, the statement of profit and loss and cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information.
Managementâs 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 (âthe Actâ) with respect to the preparation 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 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 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 the 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.
Auditorâs Responsibility
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 there under. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India (âICAIâ), as 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 disclosures in the financial statements. The procedures selected depend on the auditor''s judgement, 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 controls 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. An audit also includes evaluating the appropriateness of 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 statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the 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 of the state of affairs of the Company as at December 31, 2016, its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure I 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, statement of profit and loss, and cash flow statement dealt with by this Report are in agreement with the 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 Rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of written representations received from the directors as on December 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualified as on December 31, 2016, 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 IIâ to this report;
(g) 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:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 29 to the financial statements;
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 including derivative contracts - Refer Note 42 to the financial statements;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
Re: ABB India Limited (''the Company'')
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) All fixed assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.
(c) According to the information and explanations given by the management, the title deeds of immovable properties included in fixed assets are held in the name of the Company, except for certain freehold land area aggregating to 5 acres and 31 guntas, out of a land parcel acquired by the Company, on a slump sale basis in 2011. As explained to us, registration of title deeds of these lands is under progress.
(ii) The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable. No material discrepancies were noticed on such physical verification.
(iii) According to the information and explanations given to us, 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 Companies Act, 2013 (''the Act). Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of the Order are not applicable to the Company and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and securities given in respect of which provisions of section 185 and 186 of the Act are applicable and hence not commented upon.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Act, and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.
(vii) (a) The Company is regular in depositing with
appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income-tax, sales-tax, service tax, customs duty, excise duty, value added tax, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees'' state insurance, income-tax, service tax, sales-tax, duty of custom, duty of excise, value added tax, cess and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of income-tax, sales-tax, service tax, duty of custom, duty of excise, value added tax and cess on account of any dispute, are as follows:
Name of the Statute |
Nature of dues |
Amount ('' in Crores)* |
Period to which it relates |
Forum where dispute is pending |
Faridabad Development Act (Octroi) |
Product Classification |
3.04 |
1986-1994 |
High Court |
Sales Tax Act |
Tax, interest and penalty |
205.28 |
1996-2015 |
Additional Commissioner (Appeals) / Assistant Commissioner of Commercial Taxes / Commissioner of Commercial Taxes / Deputy Commissioner of Commercial Taxes (Appeals) / Deputy Commissioner (Appeals) / Joint Commissioner of Commercial Taxes (Appeals) / Taxation Board |
97.06 |
1994-2013 |
High Court |
||
39.15 |
1994-2014 |
Sales Tax Appellate Tribunal |
||
Customs Act,1962 |
Tax, Interest and Penalty |
0.59 |
2009-2014 |
Commissioner of Customs (Appeals) |
1.14 |
2008-2014 |
CESTAT |
||
0.14 |
2013-2014 |
High Court |
||
Central Excise Act,1944 |
Tax, Interest and penalty |
49.34 |
1996-2014 |
Commissioner (Appeals)/Commissioner (LTU) / Ministry of Finance (Department of Revenue) |
21.92 |
2004-2015 |
CESTAT |
||
0.34 |
2006-2007 |
Supreme Court |
||
Finance Act,1994 |
Service Tax, interest and penatly |
0.22 |
2011-2014 |
Commissioner (Appeals) |
76.82 |
2006-2014 |
CESTAT |
||
0.40 |
2006-2007 |
Supreme Court |
||
Income Tax Act, 1961 |
Tax, interest and penalty |
8.33 |
2010-2011 |
Income Tax Appellate Tribunal |
44.98 |
2011-2012 |
Income Tax Appellate Tribunal |
||
30.64 |
2012-2013 |
Commissioner of Income Tax (Appeals) |
||
32.32 |
2013-2014 |
Commissioner of Income Tax (Appeals) |
*'' 201 crores paid under protest.
(viii) In our opinion and according to the information and explanations given by the management, the Company has not defaulted in repayment of loans or borrowing to a financial institution, bank or government or dues to debenture holders.
(ix) According to the information and explanations given by the management, the Company has not raised any money by way of initial public offer / further public offer / debt instruments and term loans during the year. Hence, reporting under clause (ix) of the Order is not applicable to the Company and hence not commented upon.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or no fraud on the Company by the officers and employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the Company and hence not commented upon.
(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with section 177 and 188 of the Act where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) are not applicable to the Company and, hence not commented upon.
(xv) According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with directors as referred to in section 192 of the Act.
(xvi) According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of ABB India Limited ("the Companyâ) as of December 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Company''s 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. 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 Company''s 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.
Auditorâs Responsibility
Our responsibility is to express an opinion on the Company''s 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 Noteâ) and the Standards on Auditing as specified under section 143(10) of the Act, to the extent 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 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 system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial 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 auditor''s 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 internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company''s 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 company''s 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company''s 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, 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 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 has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at December 31, 2016, 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.
For S.R. Batliboi & Associates LLP
Chartered Accountants
ICAI Firm Registration Number: 101049W/E300004
per Navin Agrawal Partner
Membership Number: 56102
Place of Signature: New Delhi
Date: February 9, 2017
Dec 31, 2015
We have audited the accompanying financial statements of ABB India
Limited ("the Company"), which comprise the balance sheet as at
December 31, 2015, the statement of profit and loss and cash flow
statement for the year 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 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 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 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 the design, implementation and
maintenance of adequate internal financial control 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.
Auditor's Responsibility
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 there under. We conducted our
audit in accordance with the Standards on Auditing, issued by the
Institute of Chartered Accountants of India, as 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 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 effectiveness of such
controls. An audit also includes evaluating the appropriateness of
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 statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the 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 of the state of affairs of the Company as at December 31, 2015
and its profit and cash flows for the year ended on that date.
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 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, statement of profit and loss, and cash flow
statement dealt with by this Report are in agreement with the 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
Rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of written representations received from the directors
as on December 31, 2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on December 31, 2015, 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 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:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements  Refer Note 28 to the
financial statements;
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 including derivative contracts;
iii. There has been no delay in transferring amounts to the Investor
Education and Protection Fund by the Company.
Re: ABB India Limited ('the Company')
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and nature of its assets. No material
discrepancies were noticed on such verification.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) According to the information and explanations given to us,
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. Accordingly, the
provisions of clause 3(iii)(a) and (b) of the Order are not applicable
to the Company and hence not commented upon.
(iv) In our opinion and according to the information and
explanations given to us, having regard to the explanation that certain
items purchased are of special or propriety nature for which suitable
alternate sources do not exist for obtaining comparative quotations,
there is an adequate internal control system commensurate with the size
of the Company and the nature of its business, for the purchase of
inventory and fixed assets and for the sale of goods and services.
During the course of our audit, we have not observed any major weakness
or continuing failure to correct any major weakness in the internal
control system of the Company in respect of these areas.
(v) The Company has not accepted any deposits from the public.
(vi) We have broadly reviewed the books of account maintained
by the Company pursuant to the rules made by the Central Government for
the maintenance of cost records under section 148(1) of the Companies
Act, 2013, and are of the opinion that prima facie, the specified
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
(vii) (a) The Company is regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
employees' state insurance, income-tax, sales-tax, wealth-tax, service
tax, customs duty, excise duty, value added tax, cess and other
material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, employees'
state insurance, income-tax, wealth-tax, service tax, sales-tax,
customs duty, excise duty cess, value added tax, cess and other
material statutory dues were outstanding, at the year end, for a period
of more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income tax, sales-tax, wealth tax, service tax, customs duty, excise
duty and cess on account of any dispute, are as follows:
Name of statute Nature of dues Amount Period to which it
(Rs, in
Crores)* relates
Faridabad
Development Product
Classification 3.04 1986-1994
Act (Octroi)
Sales Tax Act Tax, interest
and penalty 204.09 1996-2014
97.06 1994-2013
56.87 1994-2014
0.26 2005-2008
Customs
Act, 1962 Tax, interest
and penalty 0.35 2009-2014
1.16 2008-2014
0.14 2013-2014
Central
Excise Act, Tax, interest
and penalty 49.34 1996-2014
1944
21.44 2004-2015
0.34 2006-2007
Finance
Act, 1994 Service Tax,
interest and 0.41 2011-2014
penalty
78.05 2006-2014
0.40 2006-2007
Income Tax
Act, 1961 Tax, interest
and penalty 71.53 2011-2013
Name of Statute Forum where dispute is pending
Faridabad High Court
Development
Act (Octroi)
Sales Tax Act Additional Commissioner (Appeals) /
Assistant Commissioner of Commercial
Taxes / Commissioner of Commercial Taxes / Deputy
Commissioner of Commercial Taxes (Appeals) /
Deputy Commissioner (Appeals) / Joint
Commissioner of Commercial Taxes (Appeals) /
Taxation Board
High Court
Sales Tax Appellate Tribunal
Supreme Court
Customas Act,1962 Commissioner of Customs (Appeals)
CESTAT
High Court
Central Excise Commissioner (Appeals) / Commissioner
Act.1944 (LTU) / Ministry of Finance
(Department of Revenue)
CESTAT
Supreme Court
Finance Act,1944 Commissioner (Appeals)
CESTAT
Supreme Court
Income Tax Commissioner of Income Tax (Appeals)
Act,1961
* Rs, 264.75 Crores paid under protest.
(d) According to the information and explanations given to us, the
amount required to be transferred to Investor Education and Protection
Fund in accordance with the relevant provisions of the Companies Act,
1956 (1 of 1956) and rules made there under has been transferred to
such fund within time.
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred cash losses during the current
and immediately preceding financial year.
(ix) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(x) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xi) Based on the information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
were obtained.
(xii) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. BATLIBOI & ASSOCIATES LLP
Chartered Accountants
ICAI Firm Registration Number: 101049W
per Navin Agrawal
Partner
Membership Number: 56102
Place of Signature: Bengaluru
Date: February 4, 2016
Dec 31, 2014
We have audited the accompanying financial statements of ABB India
Limited ("the Company"), which comprise the balance sheet as at
December 31, 2014 and the statement of profit and loss and cash flow
statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation 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
accounting principles generally accepted in India, including the
Accounting Standards notified under the Companies Act, 1956 read with
General Circular 8/2014 dated 4 April 2014, issued by the Ministry of
Corporate Affairs. This responsibility includes the design,
implementation and maintenance of internal control 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.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. 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 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 control relevant to the Company''s
preparation and fair presentation of the financial statements in order
to design audit procedures that are appropriate in the circumstances
but not for the purpose of expressing an opinion on the effectiveness
of the entity''s internal control. An audit also includes evaluating
the appropriateness of accounting policies used and the reasonableness
of the accounting estimates made by management, 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.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Companies Act, 1956 ("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 December 31,2014;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003
("the Order") issued by the Central Government of India in terms of
sub- section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) We have 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 appears from our examination of those
books;
(c) The balance sheet, statement of profit and loss, and cash flow
statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the balance sheet, the statement of profit and
loss, and the cash flow statement comply with the Accounting Standards
notified under the Companies Act, 1956 read with General Circular
8/2014 dated 4 April 2014, issued by the Ministry of Corporate Affairs;
and
(e) On the basis of written representations received from the directors
as on December 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on December 31, 2014, from
being appointed as a director in terms of sub-section (2) of section
164 of the Companies Act, 2013 (clause (g) of sub-section (1) of
Section 274 of the erstwhile Companies Act, 1956).
Annexure referred to in clause 1 of paragraph on Report on Other Legal
and Regulatory Requirements of our report of even date Re: ABB India
limited (''the Company'')
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. No material
discrepancies were noticed on such verification.
(c) There was no disposal of a substantial part of fixed assets during
the year.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) According to the information and explanation given to us, the
Company has not granted any loans, secured or unsecured to companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii)(a) to (d) of the Order are not applicable to the Company and
hence not commented upon.
(b) According to the information and explanation given to us, the
Company has not taken any loans, secured or unsecured, from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii)(e) to (g) of the Order are not applicable to the Company and
hence not commented upon.
(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased are of special or propriety nature for which suitable
alternative sources do not exist for obtaining comparative quotations,
there is an adequate internal control system commensurate with the size
of the Company and the nature of its business, for the purchase of
inventory and fixed assets and for the sale of goods and services.
During the course of our audit, we have not observed any major weakness
or continuing failure to correct any major weakness in the internal
control system of the Company in respect of these areas.
(v) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered. In evaluating the parties to be covered under Section
301, only contracts or arrangements up to 31 March 2014 (being the last
day up to which this section was applicable to the Company) have been
considered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees five lakhs have been
entered into up to the period of applicability of this section at
prices which are reasonable having regard to the prevailing market
prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956, for the period upto 31 March 2014, (the Companies Act, 1956
and relevant section has been replaced by the Companies Act, 2013
effective 1 April 2014), 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 same.
(ix) (a) The Company is regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employees'' state insurance,
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees'' state insurance,
income-tax, wealth-tax, service tax, sales-tax, customs duty, excise
duty, cess and other material statutory dues were outstanding, at the
year end, for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty and cess on account of any dispute, are as follows:
Name of Statute Nature of dues Amount
(Rs. in Crores)*
Faridabad Development Product classification 3.04
Act (Octroi)
Sales Tax Act Tax, interest and penalty 222.75
104.88
120.84
Customs Act, 1962 Tax, interest and penalty 0.23
0.93
Central Excise Act, Tax, interest and penalty 137.84
1944
0.01
Finance Act, 1994 Service Tax, interest and 26.45
penalty
6.75
Income Tax Act, 1961 Tax, interest and penalty -
Name of statute Period to which it Forum where dispute
is pending
relates
Faridabad Development
Act (Octroi) 1986-1994 High Court
Sales Tax Act 1996- 2014 Additional Commissioner /
Deputy Commissioner /
Joint Commissioner of
Commercial Taxes (Appeals)
/ Taxation Board
1994-2013 High Court
1994-2014 Sales Tax Appellate Tribunal
Customs Act, 1962 2009-10 and Commissioner of Customs
(Appeals)
2012-13
2008-2010 CESTAT
Central Excise Act,
1944 2005-2014 Additional Commissioner /
Assistant Commissioner /
Deputy Commissioner (LTU)
/ Commissioner (Excise)
2008-2009 CESTAT
Finance Act, 1994 1997- 2014 Assistant Commissioner of
Service Tax (LTU),
Additional Commissioner
of Service Tax, Commissio
-ner Appeal, Commissioner /
Deputy Commissioner (LTU)
2003-2008 CESTAT
Income Tax Act, 1961 1997-98 and Commissioner of Income
Tax (Appeals)
2008-2010
* Net of Rs. 315.46 Crores paid under protest.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced before us, the Company has
not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor''s Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor''s Report)
Order, 2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or Companies covered in the register maintained under
section 301 of the Companies Act, 1956 for the period up to 31 March
2014 (the Companies Act, 1956 and relevant section has been replaced by
the Companies Act, 2013 effective 1 April 2014).
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. BATLIBOI & ASSOCIATES LLP
ICAI Firm Registration Number: 101049W
Chartered Accountants
per Adarsh Ranka
Partner
Membership No.: 209567
Mumbai, India
February 10, 2015
Dec 31, 2013
We have audited the accompanying financial statements of ABB India
Limited ("the Company"), which comprise the balance sheet as at
December 31, 2013 and the statement of profit and loss and cash flow
statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation 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
accounting principles generally accepted in India, including the
Accounting Standards notified under the Companies Act, 1956 read with
General Circular 15/2013 dated 13 September 2013, issued by the
Ministry of Corporate Affairs, in respect of Section 133 of the
Companies Act, 2013. This responsibility includes the design,
implementation and maintenance of internal control 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.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. 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 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 control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the entity''s
internal controls. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by management, 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.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Companies Act, 1956 ("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 December 31, 2013;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) We have 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 appears from our examination of those
books;
(c) The balance sheet, statement of profit and loss, and cash flow
statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the balance sheet, the statement of profit and
loss, and the cash flow statement comply with the Accounting Standards
notified under the Companies Act, 1956 read with General Circular
15/2013 dated 13 September 2013, issued by the Ministry of Corporate
Affairs, in respect of Section 133 of the Companies Act, 2013; and
(e) On the basis of written representations received from the directors
as on December 31, 2013, and taken on record by the Board of Directors,
none of the directors is disqualified as on December 31, 2013, from
being appointed as a director in terms of clause (g) of sub-section (1)
of section 274 of the Companies Act, 1956.
Re: ABB India Limited (''the Company'')
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All fixed assets have not been physically verified by the
management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. No material
discrepancies were noticed on such verification.
(c) There was no disposal of a substantial part of fixed assets during
the year.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) According to the information and explanation given to us, the
Company has not granted any loans, secured or unsecured to companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii)(a) to (d) of the Order are not applicable to the Company and
hence not commented upon.
(b) According to the information and explanation given to us, the
Company has not taken any loans, secured or unsecured, from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii)(e) to (g) of the Order are not applicable to the Company and
hence not commented upon.
(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased are of special or propriety nature for which suitable
alternative sources do not exist for obtaining comparative quotations,
there is an adequate internal control system commensurate with the size
of the Company and the nature of its business, for the purchase of
inventory and fixed assets and for the sale of goods and services. The
internal control system for updating of contract cost estimates in a
timely manner needs to be further strengthened. During the course of
our audit, we have not observed any major weakness or continuing
failure to correct any major weakness in the internal control system of
the company in respect of these areas.
(v) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees five lakhs have been
entered into during the financial year at prices which are reasonable
having regard to the prevailing market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956, and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
(ix) (a) The Company is regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employees'' state insurance,
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees'' state insurance,
income-tax, wealth-tax, service tax, sales-tax, customs duty, excise
duty, cess and other material statutory dues were outstanding, at the
year end, for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty and cess on account of any dispute, are as follows:
Name of Statute Nature of Dues Amount Period to which
(Rs in
Crores)* it relates
Faridabad
Development Product
Classification 3.04 1986-94
Act (Octroi)
Sales Tax Acts Tax, Interest
and Penalty 165.99 1996-2013
15.29 2002-13
25.23 1994-2008
Customs Act, 1962 Duty, Interest
and Penalty 0.58 2009-10, and
2012-13
0.93 2008-10
13.71 2002-07
Central Excise
Act, 1944 Duty, Interest
and Penalty 81.85 2002-13
0.01 2008-09
Service Tax Tax, Interest and
Penalty 18.99 1997-2012
3.51 2002-06
Income Tax
Act, 1961 Tax, Interest and
Penalty 125.58 1997-98 and
2008-10
Name of Statute Forum where dispute is pending
Faridabad Development Act High Court
Sales Tax Acts Additional Commissioner (Appeals) /
Assessing Officer / Commercial Tax
Officer / Deputy Commissioner (Appeals) /
Special Commissioner (Appeals) / Joint
Commissioner of Commercial Taxes
(Appeals) / Taxation Board
High Court
Customs Act, 1962 Sales Tax Appellate Tribunal
Commissioner of Customs (Appeals) /
Assistant Commissioner of Customs /
Customs Duty Drawback Cell / Additional
Commissioner of Customs
CESTAT
Supreme Court
Central Excise Act, 1944 Additional Commissioner / Assistant
Commissioner / Additional Commissioner
(LTU) / Commissioner (Excise) /
Commissioner (LTU) / Deputy
Commissioner (LTU) / Joint Commissioner/
Additional Deputy Commissioner (LTU)
CESTAT
Service Tax Assistant Commissioner of Service Tax/
Assistant Commissioner of Service Tax
(LTU) / Additional Commissioner of
Service Tax / Additional Commissioner of
Service Tax (LTU) / Commissioner /
Commissioner (LTU) / Deputy Commissioner
/ Deputy Commissioner (LTU) /
Commissioner of Excise
CESTAT
Income Tax Act, 1961 Commissioner of Income Tax (Appeals)
*Net of Rs 240.23 crores paid under protest.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced before us, the Company has
not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor''s Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. BATLIBOI & CO. LLP
ICAI Firm Registration Number: 301003E
Chartered Accountants
per Navin Agrawal
Partner
Membership No.: 56102
Vadodara, India
February 18, 2014
Dec 31, 2012
1. We have audited the attached balance sheet of ABB Limited (-the
Company-) as at December 31, 2012 and also the statement of proft and
loss and the cash fow statement for the year ended on that date annexed
thereto. These fnancial statements are the responsibility of the
Company-s management. Our responsibility is to express an opinion on
these fnancial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
fnancial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the fnancial statements. An audit also includes
assessing the accounting principles used and signifcant estimates made
by management, as well as evaluating the overall fnancial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor-s Report) Order, 2003 (as
amended) issued by the Central Government of India in terms of sub-
section (4A) of Section 227 of the Companies Act, 1956, we enclose in
the Annexure a statement on the matters specifed in paragraphs 4 and 5
of the said Order.
4. Further to our comments in the Annexure referred to above, we
report that:
i. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
ii. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
iii. The balance sheet, statement of proft and loss and cash fow
statement dealt with by this report are in agreement with the books of
account;
iv. In our opinion, the balance sheet, statement of proft and loss and
cash fow statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
v. On the basis of the written representations received from the
directors, as on December 31, 2012, and taken on record by the Board of
Directors, we report that none of the directors is disqualifed as on
December 31, 2012 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956;
vi. In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956, 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 December 31, 2012;
b) in the case of the statement of proft and loss, of the proft for the
year ended on that date; and
c) in the case of cash fow statement, of the cash fows for the year
ended on that date.
Annexure referred to in paragraph 3 of our report of even date
Re: ABB limited (-the Company-)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fxed
assets.
(b) All fxed assets have not been physically verifed by the management
during the year but there is a regular programme of verifcation which,
in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. No material discrepancies were noticed on
such verifcation.
(c) There was no disposal of a substantial part of fxed assets during
the year.
(ii) (a) The management has conducted physical verifcation of inventory
at reasonable intervals during the year.
(b) The procedures of physical verifcation of inventory followed by the
management are reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verifcation.
(iii) (a) According to the information and explanation given to us, the
Company has not granted any loans, secured or unsecured to companies,
frms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii)(a) to (d) of the Order are not applicable to the Company and
hence not commented upon.
(b) According to the information and explanation given to us, the
Company has not taken any loans, secured or unsecured, from companies,
frms or other parties covered in the register maintained under section
301 of the Companies Act, 1956. Accordingly, the provisions of clause
4(iii) (e) to (g) of the Order are not applicable to the Company and
hence not commented upon.
(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased are of special or propriety nature for which suitable
alternative sources do not exist for obtaining comparative quotations,
there is an adequate internal control system commensurate with the size
of the Company and the nature of its business, for the purchase of
inventory and fxed assets and for the sale of goods and services. The
internal control system for updation of contract cost estimates in a
timely manner needs to be further strengthened. During the course of
our audit, we have not observed any major weakness or continuing
failure to correct any major weakness in the internal control system of
the company in respect of these areas.
(v) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees fve lakhs have been
entered into during the fnancial year at prices which are reasonable
having regard to the prevailing market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956, and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
(ix) (a) The Company is regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employees- state insurance,
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees- state insurance, income-tax,
wealth-tax, service tax, sales-tax, customs duty, excise duty, cess and
other material statutory dues were outstanding, at the year end, for a
period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty and cess on account of any dispute, are as follows:
Name of the
Statute Nature of
Dues Amount * Period to
which the Forum where dispute
is pending
(Rs in
Crores) amount
relates
Faridabad
Development Product
Classifcation 3.04 1986-94 High Court
Act [Octroi]
Sales Tax Act Submission
of Statutory 0.09 1994-95 High Court
Forms
19.01 2006-09 Sales Tax Appellate
Tribunal
0.92 2005-08 Taxation Board
0.14 2008-09 Special Commissioner
(Appeals)
8.40 2003-12 Joint Commissioner
of Commercial Taxes
(Appeals)
2.97 1998-09 Deputy Commissioner
(Appeals)
27.19 2007-12 Additional
Commissioner (Appeals)
0.52 2008-09 Assessing Offcer
0.38 2000-08 Commercial Tax Offcer
Differential
Tax Charged 3.66 2005-08 High Court
6.52 1995-09 Sales Tax Appellate
Tribunal
14.86 2008-09 Taxation Board
75.22 2007-09 Special Commissioner
(Appeals)
6.21 2007-10 Joint Commissioner of
Commercial Taxes
(Appeals)
21.00 2001-10 Deputy Commissioner
(Appeals)
16.99 2009-10 Additional
Commissioner
Works
Contract Tax 0.81 2002-03 High Court
Charged
1.45 1999-08 Sales Tax Appellate
Tribunal
0.25 1995-96 Deputy Commissioner
(Appeals)
0.17 2007-08 Additional
Commissioner (Appeals)
Customs Act Tariff
Classifcation 1.03 2008-10 CESTAT
0.09 2009-10 Commissioner of
Customs- Appeals
0.03 2009-10 Commissioner of
Customs
Export
Obligations 0.09 2009-10 Assistant
Commissioner of
Customs
Service Tax Tax on Foreign
Payments 3.51 2002-06 CESTAT
0.86 2006-11 Commissioner
0.06 2006-11 Assistant
Commissioner of
Service Tax
Tax on
Technical 0.08 1997-01 Deputy Commissioner
Know-how
Cenvat Credit 3.97 2011-12 Additional
Commissioner
0.04 2011-12 Assistant Commissioner
Central
Excise Act Excise Duty 0.01 2008-09 CESTAT
13.70 2002-05 Commissioner (LTU)
46.40 2006-12 Commissioner (Excise)
0.24 2011-12 Joint Commissioner of
Excise
2.38 2006-12 Additional
Commissioner of Excise
0.64 2006-12 Assistant
Commissioner of Excise
Income
Tax Act Income tax - 1997-98 Commissioner of
Income Tax (Appeals)
242.42 2009-10 Commissioner of
Income Tax (Appeals)
* Net of Rs 145.41 crores paid under protest.
(x) The Company has no accumulated losses at the end of the fnancial
year and it has not incurred cash losses in the current and immediately
preceding fnancial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a fnancial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced before us, the Company has
not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual beneft fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor-s Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor-s Report) Order,
2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or fnancial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we report
that no funds raised on short-term basis have been used for long- term
investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the fnancial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. BATLIBOI & CO.
Firm Registration No.: 301003E
Chartered Accountants
per Navin Agrawal
Partner
Membership No.:56102
Bengaluru, India
February 21, 2013
Dec 31, 2011
1. We have audited the attached balance sheet of ABB Limited ('the
Company') as at December 31, 2011 and also the profit and loss
account and the cash flow statement for the year ended on that date
annexed thereto. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion
on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003 (as
amended) issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of the Companies Act, 1956, we enclose
in the Annexure a statement on the matters specified in paragraphs 4
and 5 of the said Order.
4. Further to our comments in the Annexure referred to above, we
report that:
i. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
ii. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
iii. The balance sheet, profit and loss account and cash flow statement
dealt with by this report are in agreement with the books of account;
iv. In our opinion, the balance sheet, profit and loss account and
cash flow statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of section 211 of
the Companies Act, 1956;
v. On the basis of the written representations received from the
directors, as on December 31, 2011, and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
December 31, 2011 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956;
vi. In our opinion and to the best of our information and according to
the explanations given to us, they said accounts give the information
required by the Companies Act, 1956, 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 December 31, 2011;
b) in the case of the profit and loss account, of the profit for the
year ended on that date; and
c) in the case of cash flow statement, of the cash flows for the year
ended on that date.
Annexure referred to in paragraph 3 of our report of even date
Re: ABB limited (the Company)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) Fixed assets have been physically verified by the management during
the year and no material discrepancies were identified on such
verification.
(c) There was no disposal of a substantial part of fixed assets during
the year.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) According to the information and explanation given to us, the
Company has not granted any loans, secured or unsecured to companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956.
(b) According to the information and explanation given to us, the
Company has not taken any loans, secured or unsecured, from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956.
(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, for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, we have not observed any
major weakness or continuing failure to correct any major weakness in
the internal control system of the Company in respect of these areas.
(v) (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts of
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees five lakhs have been
entered into during the financial year at prices which are reasonable
having regard to the prevailing market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956 and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
(ix) (a) The Company is regular in depositing with appropriate
authorities
undisputed statutory dues including provident fund, investor education
and protection fund, employees' state insurance, income-tax,
sales-tax, wealth-tax, service tax, customs duty, excise duty, cuss and
other material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees' state insurance,
income-tax, wealth-tax, tax, sales-tax, customs duty, excise
duty, cuss and other material statutory dues were outstanding, at the
year end, for a period of more than six months from the date they
became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty and cuss on account of any dispute, are as follows:
Name of
the Nature
of Dues Amount * Period to Forum where
dispute is
pending
Statute (Rs in which the
Thousands) amount
relates
Faridabad Product
Classification 30,400 1986-94 High Court
Development
Act
[Octopi]
Sales
Tax Act Submission of
Statutory
Forms 900 1994-95 High Court
174,579 2005-09 Sales Tax
Appellate
Tribunal
635 2004-05 Joint
Commissioner
(Appeals)
199,266 2003-09 Joint
Commissioner
of Commercial
Taxes (Appeals)
57,849 1998-09 Deputy
Commissioner
(Appeals)
922 2008-09 Assistant
Commissioner of
Commercial Tax
3,805 2007-08 Commercial Tax
Officer
Differential
Tax Charged 34,155 2003-07 High Court
301,524 1994-07 Sales Tax
Appellate
Tribunal
15,544 2006-09 Joint
Commissioner
of Commercial
Taxes (Appeals)
1,531,251 2001-09 Deputy
Commissioner
(Appeals)
757,235 2006-09 Additional
Deputy
Commissioner
(Appeals)
133,818 2010-11 Deputy
Commissioner
Works
Contract Tax 8,126 2002-03 High Court
Charged 14,692 2005-07 Sales Tax
Appellate
Tribunal
2,450 1995-96 Deputy
Commissioner
(Appeals)
1,460 2007-08 Assessing Officer
Customs
Act Tariff
Classification 18,113 2008-10 CESTAT
857 2009-10 Commissioner of
Customs-
(Appeals)
253 2009-10 Commissioner of
Customs
315 2006-11 Assistant
Commissioner
`of Customs
Export
Obligations 17,935 2009-10 Assistant
Commissioner
of Customs
Service
Tax Tax on
Foreign
Payments 35,092 2002-06 CESTAT
8,639 2006-11 Commissioner
33,400 1998-09 Assistant
Commissioner of
Service Tax
Tax on
Technical 806 1997-01 Deputy
Commissioner
Know-how
Central
Excise Act Excise Duty 141 2008-09 CESTAT
136,959 2002-05 Commissioner
(LTU)
317,655 2006-11 Commissioner
(Excise)
12,499 2006-11 Additional
Commissioner of
Excise
10,703 2006-11 Assistant
Commissioner of
Excise
Income
Tax Act Income Tax - 1997-98 Commissioner of
Income Tax
(Appeals)
* Net of Rs 1,252,765 thousands paid under protest.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced before us, the Company has
not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditor's Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor's Report)
Order, 2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we
report that no funds raised on short-term basis have been used for
long-term investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the year.
For S.R. BATLIBOI & CO.
Firm Registration No.: 301003E
Chartered Accountants
per Navin Agrawal
Partner
Membership No.: 56102
Bengaluru, India
February 23, 2012
Dec 31, 2010
1. We have audited the attached balance sheet of ABB Limited (the
Company) as at December 31, 2010 and also the profit and loss account
and the cash flow statement for the year ended on that date annexed
thereto. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 (as
amended) issued by the Central Government of India in terms of sub-
section (4A) of Section 227 of the Companies Act, 1956, we enclose in
the Annexure a statement on the matters specified in paragraphs 4 and 5
of the said Order.
4. Further to our comments in the Annexure referred to above, we
report that:
i. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
ii. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
iii. The balance sheet, profit and loss account and cash flow statement
dealt with by this report are in agreement with the books of account;
iv. In our opinion, the balance sheet, profit and loss account and cash
flow statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
v. On the basis of the written representations received from the
directors, as on December 31, 2010, and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
December 31, 2010 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the æCompanies Act, 1956;
vi. In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956, 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 December 31,2010;
b) in the case of the profit and loss account, of the profit for the
year ended on that date; and
c) in the case of cash flow statement, of the cash flows for the year
ended on that date.
Annexure referred to in paragraph 3 of our report of even date Re: ABB
limited (the Company)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) The Company has a regular programme of physical verification of
fixed assets which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. In accordance with
this programme, fixed assets were physically verified by the management
during the year and that no material discrepancies were noticed on such
verification.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) The Company has not granted any loans, secured or unsecured
to companies, firms or other parties covered in the register maintained
under section 301 ofthe Companies Act, 1956.
(e) The Company has not taken any loans, secured or unsecured from
companies, firms or other parties covered in the register maintained
under section 301 oftheCompaniesAct, 1956.
Accordingly the provisions of clause (iii) (b), (c), (d), (f) and (g)
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, for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system in respect of these areas.
During the course of our audit, we have not observed any continuing
failure to correct major weakness in internal control system ofthe
company.
(v) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Act, that need to be
entered into the register maintained under section 301 have been so
entered. None of the transactions made in pursuance of such contracts
or arrangements exceed the value of Rupees five lakhs in respect of any
one such party in the financial year.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system commen-
surate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1 )(d) of the Companies
Act, 1956, and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
(ix) (a) According to the records ofthe company, the Company is regular
in depositing undisputed statutory dues including provident fund,
investor education and protection fund, employees state insurance,
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues with the appropriate
authorities.
Further, since the Central Government has till date not prescribed the
amount of cess payable under section 441 A of the Companies Act, 1956,
we are not in a position to comment upon the regularity or otherwise
ofthe Company in depositing the same.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees state insurance, income-tax,
sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and
other material statutory dues were outstanding, at the year end, for a
period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues on account of any dispute,
are as follows:
Name of the Statute Nature of Dues Amount*
(Rs. in Thousands)
Faridabad Development Product Classification 30,400
Act [Octroi]
Sales Tax Act Submission of
Statutory Forms 900
18,153
367,411
635
8,745
8,988
Differential Tax Charged 286,945
14,775
1,172,373
757,544
Works Contract Tax Charged 2,450
8,126
14,692
Service Tax Taxon Foreign Payments 17,547
2,516
13,426
Tax on Freight Charges and
Erection Services 17,011
3,422
Customs Act Tariff Classification 22,735
271
Name of the Period to which the Forum where dispute
statue is pending
amount relates
Faridabad Development
Act [Octroi] 1986-94 High Court
Sales Tax Act 1994-95 High Court
1998-03 Deputy Commissioner(Appeals)
2003-08 Joint Commissioner of
Commercial Taxes(Appeals)
2004-05 Joint Commissioner(Appeals)
2005-07 Sales Tax Appellate Tribunal
2006-07 Joint Commissioner of
Commercial Taxes
1994-07 Sales Tax Appellate Tribunal
2001 -08 Deputy Commissioner
2003-07 High Court
2006-09 Joint Commissioner of
Commercial Taxes(Appeals)
1995-96 Deputy Commissioner
2002-03 High Court
1999-01 Sales Tax Appellate Tribunal
Service Tax 2003-07 Commissioner
2003-06 Commissioner
1997-06 Customs Excise and Service Tax
Appellate Tribunal(CESTAT)
2003-06 Commissioner
2005-06 High Court
Customs Act 2009-10 Commissioner of Customs
2009-10 Assistant Commissioner
of Customs
* Net of Rs. 629,582 paid under protest.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditors Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
orfinancial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
For S.R.BATLIBOI & CO.
Firm Registration No.: 301003E
Chartered Accountants
per Navin Agrawal
Partner
Membership No.:56102
Bengaluru, India
February 23,2011
Dec 31, 2009
1. We have audited the attached balance sheet of ABB Limited (the
Company) as at December 31, 2009 and also the profit and loss account
and the cash flow statement for the year ended on that date annexed
thereto. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 (as
amended) issued by the Central Government of India in terms of sub-
section (4A) of Section 227 of the Companies Act, 1956, we enclose in
the Annexure a statement on the matters specified in paragraphs 4 and 5
of the said Order.
4. Further to our comments in the Annexure referred to above, we
report that:
i. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
ii. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
iii. The balance sheet, profit and loss account and cash flow statement
dealt with by this report are in agreement with the books of account;
iv. In our opinion, the balance sheet, profit and loss account and cash
flow statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
v. On the basis of the written representations received from the
directors, as on December 31, 2009, and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
December 31, 2009 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956;
vi. In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956, 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 December 31, 2009;
b) in the case of the profit and loss account, of the profit for the
year ended on that date; and
c) in the case of cash flow statement, of the cash flows for the year
ended on that date.
Annexure referred to in paragraph 3 of our report of even date Re: ABB
Limited (the Company)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) The Company has a regular programme of physical verification of
fixed assets which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. In accordance with
this programme, all the fixed assets were physically verified by the
management during the year and we are informed that no material
discrepancies were noticed on such verification.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (a) The management has conducted physical verification of
inventory at reasonable intervals during the year.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
(iii) (a) As informed to us, the Company has not granted any loans,
secured or unsecured to companies, firms or other parties covered in
the register maintained under section 301 of the Companies Act, 1956.
(b) As informed to us, the Company has not taken any loans, secured or
unsecured from companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act, 1956.
(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, for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of our audit, no major weakness has been
noticed in the internal control system in respect of these areas.
During the course of our audit, we have not observed any continuing
failure to correct major weakness in internal control system of the
Company.
(v) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Act that need to be
entered into the register maintained under section 301 have been so
entered. None of the transactions made in pursuance of such contracts
or arrangements exceed the value of Rupees five lakh in respect of any
one such party in the financial year.
(vi) The Company has not accepted any deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1 )(d) of the Companies
Act, 1956, and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
(ix) (a) According to the records of the Company, the Company is
regular in depositing undisputed statutory dues including provident
fund, investor education and protection fund, employees state
insurance, income-tax, sales-tax, wealth-tax, service-tax, customs
duty, excise duty, cess and other material statutory dues with the
appropriate authorities.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees state insurance, income-tax,
sales-tax, wealth-tax, service-tax, customs duty, excise duty, cess and
other material statutory dues were outstanding, at the year end, for a
period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of
income-tax, sales-tax, wealth-tax, service-tax, customs duty, excise
duty, cess and other material statutory dues on account of any dispute,
are as follows:
Name of the
statute Nature of dues Amount * Period to which the
(Rs in Thousands) amount relates
Customs Act Tariff classification 534,183 2002-07
15,150 2008-09
194 2008-09
Finance Act,
1994 Tax on freight charges
and erection 13,426 1997-06
(Service Tax
Provisions) services
17,011 2003-06
Tax on foreign
payments 17,547 2003-07
2,516 2003-06
3,998 2004-05
Tax on freight
charges and erection 3,422 2005-06
services
Sales Tax
Act Works contract tax charged 2,450 1995-96
35,325 2006-07
14,692 1999-01
Differential tax charged 13,571 2003-08
947 2006-07
50,235 2003-07
284,213 1994-07
Submission of statutory
forms 18,153 1998-03
11,316 2003-04
6,876 2003-07
7,014 2005-06
900 1994-95
Faridabad
Development Product classification 30,400 1986-94
Act [Octroi]
Name of the Statue Forum where dispute is pending
Customs Act Customs Excise and Service Tax
Appellate Tribunal (CESTAT)
Additional Commissioner of Customs
Joint Commissioner of Customs
Finance Act, 1994
(Service Tax Provisions) CESTAT
Commissioner, Central Excise and
Service Tax
Commissioner, Central Excise and
Service Tax
Commissioner (Appeals)
CESTAT
High Court
Sales Tax Act
Deputy Commissioner (Appeals)
Joint Commissioner of Commercial
Taxes (Appeals)
Sales Tax Appellate Tribunal
Deputy Commissioner (Appeals)
Joint Commissioner of Commercial
Taxes (Appeals)
High Court
Sales Tax Appellate Tribunal
Deputy Commissioner (Appeals)
Joint Commissioner (Appeals)
Joint Commissioner of Commercial
Taxes (Appeals)
Sales Tax Appellate Tribunal
High Court
Faridabad Development
Act [Octroi] High Court
* Net of Rs 633,310 paid under protest.
(x) The Company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
(xi) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the information and explanations given to us and
based on the documents and records produced to us, the Company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xiii) In our opinion, the Company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditors Report) Order, 2003 (as amended)
are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 (as amended) are not applicable to the Company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) The Company did not have any term loans outstanding during the
year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money through a public issue during
the year.
(xxi) The management has represented that during an internal
investigation conducted by the Company, an instance of inappropriate
conduct by certain employees of the Company was observed and that there
are no financial implications on the Company arising out of such
inappropriate conduct.
Based upon the audit procedures performed for the purpose of reporting
the true and fair view of the financial statements and as per the
information and explanations given by the management we report that no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For S.R. 8ATLIBOI & CO.
Chartered Accountants
per Sunil Bhumralkar
Partner
Membership No. 35141
Bengaluru, India
February 26, 2010
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