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Auditor Report of Ajel Ltd.

Mar 31, 2014

We have audited the accompanying financial statements of AJEL LIMITED ("the company"), which comprise the Balance Sheet as at March 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 the Accounting standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). 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. 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.

The financial statements of branch of the company located in the USA, is audited by M/s. Sid Kumar & Associates LLC. Hence we have relied on the financial statements as submitted by them. The total assets of the branch are Rs. 400.85 lakhs and total revenues are 830.84 lakhs for the year ended on 31st March 2014.

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:

a. in the case of the Balance sheet, of the state of affairs of the Company as at March 31,2014;

b. in the case of the Statement of ProfitandProfit,of thelossfortheyearendedonthat date; and

c. in the case of the Cash Flow Statement, of the cash flows for 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 the 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, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act,1956;

e. on the basis of written representations received from the directors as on March 31,2014, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2014, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956.

ANNEXURE TO INDEPENDENT AUDITOR''S REPORT

Referred to in paragraph (1) under heading of report on other legal and regulatory requirements

1. a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets on the basis of available information.

(b) As explained to us all the assets have been physically verified by the management during the year on 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) In our opinion and according to the information and explanations given to us, the company has not made any substantial disposal of fixed assets during the year and the going concern status of the company is not affected.

2. According to the information and explanation given to us during the year the company does not carry any inventory and the paragraph 4(iii)(a) and (b) of CARO is not applicable.

3. in respect of the loans secured or unsecured, granted or taken by the company to/from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956.

During the year the Company has neither granted nor taken any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the Act consequently clause(iii)(b) to (iii)(d) of paragraph 4 of CARO are not applicable.

4. In our opinion and according to the information and given to us the company has an adequate internal control system commensurate with the size and nature of its business, for sale of goods and services during the course of our audit, we have not observed any failure to correct major weakness in internal control system.

5. In respect of the contracts or arrangements referred to in section 301 of the companies act, 1956.

According to information and explanations given to us the company does not make any transactions in pursuance of contracts / arrangements that need to be entered in the registrar maintained U/s. 301 of the Companies Act, 1956.

6. According to the information and explanations given to us the Company has not accepted any fixed deposits from public during the year in respect of which section 58A, 58AA or any other relevant provisions of the Companies Act, 1956 are applicable, therefore provisions of clause 4(vi) of the CARO not applicable to the company..

7. According to the information and explanations given to us the company has an in house Internal Audit System commensurate with the size and nature of its business.

8. According to the information and explanations given to us and in our opinion Paragraph 4(viii) of CARO is not applicable to the company for the year.

9. According to the books and records as produced and examined by us in accordance accepted auditing practices in India and also based on Management with generally representations, undisputed statutory dues in respect of Provident Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, and any other material statutory dues have generally been regularly deposited, by the Company during the year with the appropriate authorities in India except the following.

10. The company does not have accumulated losses. The company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

11. In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to bank. Further in our opinion and according to the information and explanations given to us, the company did not have any amount outstanding to financial institutions or debenture holders.

12. The Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities.

13. In our opinion, considering the nature of activities carried on the Company during the year, the provisions of any special statute applicable to chit fund / nidhi / mutual benefit fund /societies are not applicable to it.

14. The Company has not dealt or traded in shares, securities, debentures and other investments during the year.

15. The Company has not given any guarantees for loan taken by others from bank or financial institutions during the year and also there are no such outstanding guarantees as on 31st March 2014

16. According to the information and explanations given to us, The company has not raised any term loans.

17. According to the information and explanations given to us and on an overall examination of the balance sheet of the company, in our opinion funds raised on Short Term based have, prima facie, not been used for long term based investments.

18. The Company has not made any preferential allotment of shares to parties and Companies covered in the register maintained under section 301 of the Act during the year.

19. The Company has not issued any debentures and hence creation of necessary security or charge does not arise.

20. The Company has not raised any money by public issue during the year.

21. As per the information and explanations given to us and on the basis of examination of records, no fraud on or by the Company was noticed or reported during the year.

BOPPUDI & ASSOCIATES Chartered Accountants

Sd/-

B. APPA RAO Partner Place: Hyderabad M.No. 028341 Date: 29.05.2014 Firm Reg. No. 00502S


Mar 31, 2013

1. We have audited the attached Balance Sheet of Ajel Limited as at March 31, 2013 and also the Profit and Loss Account for the year ended as 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 forouropinion.

3. As required by the Companies (Auditors'' Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 (the ''Act'') and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in Annexure referred to in paragraph 3 above, we report that:

a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary forthe purposes of ouraudit;

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 and the Profit and Loss Account dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet and the Profit and Loss Account dealt with by this report comply with the applicable accounting standards referred to in sub-section (3C) of Section 211 of the Act;

e) On the basis of written representations received from the Directors as on March 31, 2013 and taken on record by the Board of Directors, we report that none of the directors are disqualified as on March 31, 2013 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with notes thereto and Statement of Significant Accounting Policies give in the prescribed manner the information required by the Companies Act 1956, and also give, a true and fair view in conformity with the accounting principles generally accepted in India;

i) In case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2013

ii) In case of the Profit and Loss Account, the profit forthe year ended on that date.

BOPPUDI & ASSOCIATES

Chartered Accountants

Sd/-

B. APPA RAO

Partner

Place: Hyderabad M-No- 028341

Date: 29.05.2013 Firm Reg. No. 00502S


Mar 31, 2012

1. We have audited the attached Balance Sheet of Ajel Limited as at March 31, 2012 and also the Profit and Loss Account for the year ended as 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 (Auditors' Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 (the 'Act') and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in Annexure referred to in paragraph 3 above, 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 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 appears from our examination of those books;

c) The Balance Sheet and the Profit and Loss Account dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet and the Profit and Loss Account dealt with by this report comply with the applicable accounting standards referred to in sub-section (3C) of Section 211 of the Act;

e) On the basis of written representations received from the Directors as on March 31, 2012 and taken on record by the Board of Directors, we report that none of the directors are disqualified as on March 31, 2012 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with notes thereto and Statement of Significant Accounting Policies give in the prescribed manner the information required by the Companies Act 1956, and also give, a true and fair view in conformity with the accounting principles generally accepted in India;

i) In case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2012

ii) In case of the Profit and Loss Account, the profit for the year ended on that date.

For and on behalf of

K N Murthy

Chartered Accountants

Firm No. 0068235

Sd/-

KSVL Narasimha Murthy

Place: Mumbai Proprietor

Date : 03.08.2012 Membership No. 203849


Mar 31, 2011

1. We have audited the attached Balance Sheet of Ajel Limited (Formerly Ajel Infotech Limited) as at March 31, 2011 and also the Profit and Loss Account for the year ended as 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 (Auditors' Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of Section 227 of the Companies Act, 1956 (the ‘Act') and on the basis of such checks as we considered appropriate and according to the information and explanations given to us, we set out in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.

4. Further to our comments in Annexure referred to in paragraph 3 above, 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 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 appears from our examination of those books;

c) The Balance Sheet and the Profit and Loss Account dealt with by this report are in agreement with the books of account;

d) In our opinion, the Balance Sheet and the Profit and Loss Account dealt with by this report comply with the applicable accounting standards referred to in sub-section (3C) of Section 211 of the Act;

e) On the basis of written representations received from the Directors as on March 31, 2011 and taken on record by the Board of Directors, we report that none of the directors are disqualified as on March 31, 2011 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

f) In our opinion and to the best of our information and according to the explanations given to us, the said accounts together with notes thereto and Statement of Significant Accounting Policies give in the prescribed manner the information required by the Companies Act 1956, and also give, a true and fair view in conformity with the accounting principles generally accepted in India;

a) In case of the Balance Sheet, of the state of affairs of the company as at 31st March, 2011

b) In case of the Profit and Loss Account, the profit for the year ended on that date.

For and on behalf of

KN Murthy

Chartered Accountants

Firm No. 0068235

KSVL Narasimha Murthy Proprietor

Membership No. 203849 Place: Mumbai

Date: 11-08-2011


Mar 31, 2010

We have audited the attached Consolidated Balance Sheet of Ajel Infotech Limited and its subsidiaries (collectively referred to as the group) as at March 31, 2010 and the Consolidated Profit and Loss Account of the company for the year ended on that date annexed thereto, which we have signed under reference to this report. These consolidated financial statements are the responsibility of the Companys management and have been prepared by the management on the basis of separate financial statements and other financial information regarding components. Our responsibility is to express an opinion on these financial statements based on our audit.

1. 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 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.

2. The financial statements of M/s Ajel Technologies, Inc subsidiary of subsidiary is audited in USA by M/s Atul Malhotra & Co., LLC. Hence we have relied on the financial statements as submitted by them. The total assests of the above subsidiary is Rs.2217.03 lakhs and total revenues of Rs. 4671.46 lakhs for the year ended on that date.

3. We report that the Consolidated Financial Statements have been prepared by the company in accordance with the requirements of accounting standard 21,Consolidated Financial Statements as referred to in sub- section (3C) of section 211 of the Companies Act, 1956 and on the basis of the separate audited financial statements of the company and its subsidiary included in the consolidated financial statements.

4. This report does not include a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order, 2003, issued by the Department of Company Affairs, in terms of section 227(4A) of the Companies Act, 1956.

5. On the basis of the information and explanations given to us and on consideration of the separate audit report on individual audited financial statements of the Company and its aforesaid subsidiary, in our opinion, the consolidated financial statements give a true and fair view in conformity with accounting policies generally accepted in India:

a) in the case of the Consolidated Balance Sheet, of the consolidated state of affairs of the Group as at March 31,2010;

b) in the case of Consolidated Profit and Loss Account, of the consolidated results of operations of the Group for the year ended March 31 2010.

For and on behalf of KN Murthy & Co., Chartered Accountants

Sd/ KSVL Narasimha Murthy Proprietor Place: Hyderabad Membership No.203849 Date: 28-08-2010 FRN006823S