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Auditor Report of Balrampur Chini Mills Ltd.

Mar 31, 2013

Report an the financial statements

We have audited the accompany financial statements BALRAMPUR CHINI MILLS LIMITED ("the Company", which comprise the Balance Sheet as at 31st Maich 2013, the Statement of Profit and Lass and Cash Fbw Statement for the year then ended, and a summary of significant accounting policies and rther explanatory information.

Management''s responsibility for the finanebI statements Management is responsible for the reparation of these financial statemerfc that give a true and fair view of the financial position, financial performance and cashflows of the Company in accordance with the Accounting Standaids leterred to in sub-section {JO of section 211 of the Companies Act, 1956 ("the AcO. The responsibility inclines the design implementation and maintenance of internal contiol blevant to the preparation and presentation of the financial statements that give a true and feir view and an free from material misstatement, whether due to fraid or error.

Auditor''s responsibility

Our responsibility is to express an opinion on these financial statements based on our audit We conducted ouraudrt m accordance with the Standards on Auditing bsued by the Institute of Chartered Accountants of tndb. Those Standards lequice that we comply with ethical lequicemente and pbn and perform the audit to obtain reasonable ass utance about whether the financial statement are fee from material misstatement.

An audit irwotves performing procedures to obtain aidit evidence about the amounts and disclosures in the financial statement. The pccedures selected depend on the auditors judgment, mcluimg I he assessment of the rislc of material misstatement of the financial statements, whether due to fraud or erior. In making those risk assessments, the aid tor considers internal contiol relevant to I he Company''s preparation and fair piesentatbn of the financial statements in order to design aulit proceduies that are appropriate in the circumstances. An aid it also inc tides evoltHtir* the appropriateness of accountirf policies used and the reasonableness of the accounting estimates erode by the management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is s ufficient and appropriate to provide a basis tor our audit opinion

Opinion

In our opinion and to the best of our information and accoidir? to the explanations given to us, the 1 inane bI statements g we 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 tn Indta:

(a) in the case of the Balance Sheet, of the state of affairs of the Compare as at 31st March 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 Plow 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 Inde interms of sub-section (4A} of section 227 of the Act, vw giw in the Annexuie a statement on the matters specified in paragraphs A and 5of the Older.

2. As required by section 227(3) of the Act, m report that:

a) we have obtained atl the information and expfetnation which to the best of our knowledge and belief m re necessary for the purpose of our audit;

b) in our opinion proper boohs of account as required by law have been kept by the Compare so far as appears from our sjsmination of those bools;

c) the Balance Sheet, Statement of Piofit and Loss, and Cash Fbw Statement dealt with by this Rieport are in agreement with the bools of account.

d) in our opinion the Babnce Sheet, Statement of Prdit and Loss, and Cash Fbw Statement comply with the Accounting Standaids referred to in sub-section (3C) ot section 211 of the Act;

e) on the basis of written re presentations receiwd from the diiectors as on 31st Mach 2013, and taken on lecord by the Beard d Diiectors, none of the diiectors e disqualfied as on 31st Nbrch, 2013, from being appointed as a dilector in terms of claise (g) of sub-section (1) d section 274 of the Act.

Statement referred to in our report of even date to the members of BALRAMPUR CHIN I MILLS LIMITED on the financial statements for the year ended 31st March, 2013.

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

b) The fixed assets weie physically verified during the year by the management in accordance with a tegular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. Accoiding to the information and explanations given to us, no material discrepancies were noticed on such verification.

c) During the year, the Company has not disposed off substantial part of its fixed assets.

(ii) a) The inventories have been physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management are teasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination, we ate of the opinion that the Company is maintaining proper records of inventory. No material discrepancies were noticed on verification between the physical stocks and the book tecords.

(iii) a) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the tegister maintained under section 301 of the Act.

b) As the Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under section 301 of the Act, clauses (iii) (b) to (iii)(d) of paragraph 4 of the said older ate not applicable to the Company.

c) The Company has not taken any ban, secured or unsecured, from companies, firms or other parties covered in the register maintained under section 301 of the Act.

d) As the Company has not taken any ban, secured or unsecured, from companies, firms or other parties covered in the register maintained under sectbn 301 of the Act, clauses (iii) (f) and (iii) (g) of paragraph 4 of the said older aie not applicable to the Company.

(iv) On the basis of the information and explanation given to us, we are of the opinbn that the Company has an adequate internal contra I system commensurate with the size of the Company and the nature of its business forthe purchase of inventory and fixed assets and for the sale of goods and services. Further, on the basis of our examinatbn and according to the information and explanations given to us, we have neithercome across nor have we been informed of any instance of major weaknesses in the afoiesaid internal control system.

(v) a) According to the information and explanations given to us,there is no contract or arrangement that needs to be enteied in the register requited to be maintained under section 301 of the Act.

b) As the Company has not entered into any contract or arrangement that needs to be entered in the register req uired to be maintained under section 301 of the Act, clause (v) (b) of paragraph 4 of the said order is not applicable to the Company.

(vi) The Company has not accepted any deposit within the meaning of section 58A, 58AA or any other relevant provisions of the Act and the rules framed there under.

(vii) In our opinion, the internal audit system of the Company is commensurate with the size of the Company and the nature of its business.

(viii) We have broadly reviewed the books of account maintained by the Company in respect of products where puisuant to the rules made by the Centra I Government, the maintenance of Cost recoids has been prescribed under section 209(1 )(d) of the Act and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We, however, as not requited, have not made a detailed examination of such recoids.

(ix) a) On the basis of our examination, the Company is tegular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty, Cess, Investor Education and Protection Fund, Wealth Tax and other statutory dues with appropriate authorities and no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2013 for a period of mote than six months from the date of becoming payable. On the basis of our information, the provisions of Employees'' State Insurance Act are not applicable to the Company.

b) The disputed statutory dues aggiegating to Rs. 751.05 lacs that have not been deposited on account of matters pending before appropriate authorities are as under:

SL No. Name of the Statute Nature of dues Period to which pertain Amount (Rs. in Lacs) Forum (Where the dispute is pending)

1 U.P.Trade Tax Act, 1948 Sales Tax 1990-91 0.22 Hon''ble High Court, Lucknow

2 U.P.Trade Tax Act, 1948 Sales Tax 2002-03 0.65 Jt. Commissioner, Appeal Bahraich

3 Tax on Entry of Goods Act, 2007 Entry Tax 2008-12 9.16 Additional Commissioner Gonda

(x) The Company has no accumulated losses and has not incurred any cash loss during the year covered by our audit or in the immediately preceding financial year.

(xi) The Company has not defaulted in payment of dues to financial institutions or banks. The Company has not issued any debentures.

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

(xiii) The provisions of any special statue applicable to Chit Fund, Nidhi or Mutual Benefit Society are not applicable to the Company.

(xiv) In our opinion and according to the information and explanations given to us, the Company is not dealing or trading in securities. The Company has maintained proper records of transactions and contracts in respect of investment in shares and securities and timely entries have been made therein. All shares, securities and other investments are held by the Company in its own name.

(xv) On the basis of our examination and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from banks or financial institutions.

(xvi) On the basis of our examination and according to the information and explanations given to us, the term loans have been applied for the purpose for which the loans were obtained.

(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 investments.

(xviii) The Company has not made any preferential issue of shares.

(xix) The Company has not issued any debentures. Therefore, the provisions of Clause (xix) of paragraph 4 of the order are not applicable to the Cmpany.

(xx) The Company has not raised any moneys by public issue during the year covered by our audit report.

(xxi) In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements materially mis-stated.

For G.P. AGRAWAL & CO.

Chartered Accountants

Firm''s Registration No. - 302082E

(CA. Ajay Agrawal)

Place: Kolkata Partner

Date: 10th May, 2013. Membership No. 17643


Mar 31, 2012

1. We have audited the attached Balance Sheet of BALRAMPUR CHINI MILLS LIMITED as at 31st March, 2012 and also the Statement of Profit and Loss and the Cash Flow Statement for 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 issued by the Central Government of India in terms of Section 227(4A) 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 give 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 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, 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 dealt with by this report are in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of the Act.

e) On the basis of written representations received from the Directors, as on 31st March, 2012 and taken on record by the Board of Directors of the Company, we report that none of the Directors is disqualified as on 31st March, 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 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:

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

ii) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date, and

iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

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

b) As explained to us, the Company has a programme of physically verifying all its fixed assets once in a period of three years, and in accordance therewith, major portion of fixed assets were physically verified by the management during the year. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and nature of its business. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) During the year, the Company has not disposed off substantial part of its fixed assets.

ii) a) The inventories have been physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination, we are of the opinion that the Company is maintaining proper records of inventory. No material discrepancies were noticed on verification between the physical stocks and the book records.

iii) a) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act.

b) As the Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (b) to (iii)(d) of paragraph 4 of the said order are not applicable to the Company.

c) The Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act.

d) As the Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (f) and (iii) (g) of paragraph 4 of the said order are not applicable to the Company.

iv) On the basis of the information and explanation given to us, we are of the opinion that the Company has 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. Further, on the basis of our examination and according to the information and explanations given to us, we have neither come across nor have we been informed of any instance of major weaknesses in the aforesaid internal control system.

v) a) According to the information and explanations given to us, there is no contract or arrangement that needs to be entered in the register required to be maintained under Section 301 of the Act.

b) As the Company has not entered into any contract or arrangement that needs to be entered in the register required to be maintained under Section 301 of the Act, clause (v)(b) of paragraph 4 of the said order is not applicable to the Company.

vi) The Company has not accepted any deposit within the meaning of Section 58A, 58AA or any other relevant provisions of the Act and the rules framed there under.

vii) In our opinion, the internal audit system of the Company is commensurate with the size of the Company and the nature of its business.

viii) We have broadly reviewed the books of account maintained by the Company in respect of products where pursuant to the rules made by the Central Government, the maintenance of Cost records has been prescribed under Section 209(1)(d) of the Act and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We, however, as not required, have not made a detailed examination of such records.

ix) a) On the basis of our examination, the Company is regular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty, Cess, Investor Education and Protection Fund, Wealth Tax and other statutory dues with appropriate authorities and no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2012 for a period of more than six months from the date of becoming payable. On the basis of our information, the provisions of Employees' State Insurance Act are not applicable to the Company.

b) The disputed statutory dues aggregating to Rs 352.35 lacs that have not been deposited on account of matters pending before appropriate authorities are as under:

Sl. Name of the statute Nature of dues Period to which Amount Forum (Where the dispute is pending) No. pertain (Rs.in Lacs)

1 Central Excise Act, 1944 Cenvat Credit 2005-07 15.69 Addl. Commissioner - Allahabad

2 Central Excise Act, 1944 Cenvat Credit 2006-10 4.23 Commissioner (Appeals) Central Excise - Allahabad

3 Central Excise Act, 1944 Excise Duty 2003-04 1.13 Commissioner of Central Excise (Appeals) - Allahabad

4 Central Excise Act, 1944 Excise Duty 2003-04 6.57 CESTAT - New Delhi

5 Central Excise Act, 1944 Excise Duty 2003-04 3.08 High Court - Allahabad

6 Central Excise Act, 1944 Excise Duty 2007-08 2.88 Jt. Commissioner of Central Excise - Allahabad

7 Central Excise Act, 1944 Excise Duty 2006-07 5.75 Jt. Commissioner of Central Excise - Allahabad

8 Central Excise Act, 1944 Excise Duty 2006-07 1.25 Commissioner (Appeals) - Allahabad

9 Central Excise Act, 1944 Excise Duty 2007-08 4.82 Commissioner (Appeals) - Allahabad

10 Central Excise Act, 1944 Excise Duty 2009-10 4.91 Asst. Commissioner - Sitapur

11 Central Excise Act, 1944 Excise Duty 2011-12 0.61 CESTAT- New Delhi

12 Central Excise Act, 1944 Excise Duty 2009-10 34.72 High Court Allahabad - Lucknow Bench

13 Central Excise Act, 1944 Excise Duty 2003-05 82.16 Jt. Commissioner (Adj.) Central Excise - Allahabad

14 Finance Act, 1994 Service Tax 2006-08 2.13 CESTAT - New Delhi

15 Central Excise Act, 1944 Cenvat Credit 2010-11 1.63 Commissioner (Appeals) Central Excise - Allahabad

16 Central Excise Act, 1944 Cenvat Credit 2011-12 0.57 Superindent. Central Excise - Gonda

17 Entry Tax Act, 2008 Entry Tax 2010-11 8.00 Jt. Commissioner Commercial Taxes

18 Sugar Incentive Scheme, 2004 of U.P. Govt. Entry Tax 2007-08 14.63 High Court - Lucknow

19 The Indian Stamp Act, 1899 Stamp Duty 2002 5.29 High Court - Lucknow

20 The Indian Stamp Act, 1899 Stamp Duty 2009 68.76 District Magistrate - Barabanki

21 The Indian Stamp Act, 1899 Stamp Duty 1992 5.09 District Magistrate - Barabanki

22 The Indian Stamp Act, 1899 Stamp Duty 1997,1999 & 2008 44.50 High Court Allahabad - Lucknow Bench

23 The Indian Stamp Act, 1899 Stamp Duty 1995-96 12.60 High Court Allahabad - Lucknow Bench

24 The Indian Stamp Act, 1899 Stamp Duty 1994 19.32 High Court Allahabad - Lucknow Bench

25 U.P.Trade Tax Act, 1948 Sales Tax 1990-91 0.22 High Court

26 U.P.Trade Tax Act, 1948 Sales Tax 2002-03 0.65 Jt. Commissioner (Appeal)

27 U.P.Trade Tax Act, 1948 Sales Tax 2007-08 0.89 Asst. Dy. Commissioner

28 Entry Tax Act, 2000 Entry Tax 2007-08 0.27 Asst. Dy. Commissioner Total 352.35

x) The Company has no accumulated losses and has not incurred any cash loss during the year covered by our audit or in the immediately preceding financial period.

xi) The Company has not defaulted in payment of dues to a financial institution or bank or debenture- holders.

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

xiii) The provisions of any special statue applicable to Chit Fund, Nidhi or Mutual Benefit Society are not applicable to the Company.

xiv) In our opinion and according to the information and explanations given to us, the Company is not dealing or trading in securities. The Company has maintained proper records of transactions and contracts in respect of shares, securities and other investments and timely entries have been made therein. All shares, securities and other investments have been held by the Company in its own name.

xv) On the basis of our examination and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from bank or financial institution.

xvi) On the basis of our examination and according to the information and explanations given to us, the term loans have been applied for the purpose for which the loans were obtained.

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 purposes.

xviii) 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.

xix) The Company has not issued any debentures.

xx) The Company has not raised any moneys by public issue during the year covered by our audit report.

xxi) In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements materially mis-stated.

For G. P. Agrawal & Co.

Chartered Accountants

F.R. No. 302082E

(C.A. Ajay Agrawal

Place: Kolkata Membership No. 17643)

Date: 28th May, 2012. Partner


Mar 31, 2011

1. We have audited the attached Balance Sheet of BALRAMPUR CHINI MILLS LIMITED as at 31st March, 2011 and also the Profit & Loss Account and the Cash Flow Statement for 18 months period 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 issued by the Central Government of India in terms of Section 227(4A) 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 give 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 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, Profit & Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report are in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of the Act.

e) On the basis of written representations received from the Directors, as on 31st March, 2011 and taken on record by the Board of Directors of the Company, we report that none of the Directors is disqualified as on 31st March, 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 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:

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011,

ii) in the case of the Profit & Loss Account, of the PROFIT for the 18 months period ended on that date, and

iii) in the case of the Cash Flow Statement, of the cash flows for the 18 months period ended on that date.

Annexure to the Auditors Report Statement referred to in our report of even date to the members of BALRAMPUR CHINI MILLS LIMITED on the accounts for the 18 months period ended 31st March, 2011.

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

b) As explained to us, the Company has a programme of physically verifying all its fixed assets once in a period of three years and in accordance therewith, major portion of fixed assets were physically verified by the management during the period. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and nature of its business. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) During the period, the Company has not disposed off substantial part of its fixed assets.

ii) a) The inventories have been physically verified during the period by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination, we are of the opinion that the Company is maintaining proper records of inventory. No material discrepancies were noticed on verification between the physical stocks and the book records.

iii) a) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act.

b) As the Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (b) to (iii)(d) of paragraph 4 of the said order are not applicable to the Company.

c) The Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act.

d) As the Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (f) and (iii) (g) of paragraph 4 of the said order are not applicable to the Company.

iv) On the basis of the information and explanation given to us, we are of the opinion that the Company has 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. Further, on the basis of our examination and according to the information and explanations given to us, we have neither come across nor have we been informed of any instance of major weaknesses in the aforesaid internal control system.

v) a) According to the information and explanations given to us, there is no contract or arrangement that needs to be entered in the register required to be maintained under section 301 of the Act.

b) As the Company has not entered into any contract or arrangement that needs to be entered in the register required to be maintained under section 301 of the Act, clause (v)(b) of paragraph 4 of the said order are not applicable to the Company.

vi) The Company has not accepted any deposit within the meaning of Section 58A, 58AA or any other relevant provisions of the Act and the rules framed there under.

vii) In our opinion, the internal audit system of the Company is commensurate with the size of the Company and the nature of its business.

viii) We have broadly reviewed the books of account maintained by the Company in respect of products where pursuant to the rules made by the Central Government, the maintenance of Cost records has been prescribed under Section 209(1)(d) of the Act and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We, however, as not required, have not made a detailed examination of such records.

(ix) a) On the basis of our examination, the Company is regular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty, Cess, Investor Education and Protection Fund, Wealth Tax and other statutory dues with appropriate authorities and no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2011 for a period of more than six months from the date of becoming payable. On the basis of our information, the provisions of Employees State Insurance Act are not applicable to the Company.

b) The disputed statutory dues aggregating to Rs.1088.01 lacs that have not been deposited on account of matters pending before appropriate authorities are as under:

Sl. Name of the Nature of dues Period to which Amount No. statute pertain (Rs.in Lacs)

1 Central Excise Act, 1944 Cenvat Credit 2007-08 2.06

2 Central Excise Act, 1944 Cenvat Credit 2008-10 2.40

3 Central Excise Act, 1944 Cenvat Credit 2010-11 1.20

4 Central Excise Act, 1944 Cenvat Credit 2005-07 15.69

5 Central Excise Act, 1944 Cenvat Credit 2005-06 to 2009-10 99.94

6 Central Excise Act, 1944 Cenvat Credit 2006-10 4.23

7 Central Excise Act, 1944 Excise Duty 1995-96 0.58

8 Central Excise Act, 1944 Excise Duty 2003-04 1.03

9 Central Excise Act, 1944 Excise Duty 2009-10 11.00

10 Central Excise Act, 1944 Excise Duty 2003-04 to 2008-09 146.66

11 Central Excise Act, 1944 Excise Duty 2008-10 4.08

12 Central Excise Act, 1944 Excise Duty 1998-2000 1.02

13 Central Excise Act, 1944 Excise Duty 2005-06 4.80

14 Central Excise Act, 1944 Excise Duty 2003-04 6.57

15 Central Excise Act, 1944 Excise Duty 2003-04 3.08 16 Central Excise Act, 1944 Excise Duty 2007-08 2.88

17 Central Excise Act, 1944 Excise Duty 2006-07 5.75

18 Central Excise Act, 1944 Excise Duty 2006-07 1.25

19 Central Excise Act, 1944 Excise Duty 2007-08 4.82

20 Central Excise Act, 1944 Excise Duty 2008-10 1.47

21 Central Excise Act, 1944 Excise Duty 2008-09 0.77 22 Central Excise Act, 1944 Excise Duty 2009-10 4.91

23 Central Excise Act, 1944 Excise Duty 2009-10 4.61

24 Central Excise Act, 1944 Excise Duty 2009-10 34.72 25 Central Excise Act, 1944 Excise Duty 2003-05 82.16

26 Central Excise Act, 1944 Service Tax 2006-08 2.13

27 U.P.Trade Tax Act, 1948 Sales Tax 1990-91 0.22 28 U.P.Trade Tax Act, 1948 Sales Tax 2002-03 0.65

29 U.P.Trade Tax Act, 1948 Sales Tax 2007-08 0.89

30 U.P.Trade Tax Act, 1948 Entry Tax 2007-08 0.27

31 Entry Tax Act, 2008 Entry Tax 2010-11 8.00

32 The Indian Stamp Act, 1899 Stamp Duty 2002 5.29

33 The Indian Stamp Act, 1899 Stamp Duty 2006-07 11.04

34 The Indian Stamp Act, 1899 Stamp Duty 2009 78.19

35 The Indian Stamp Act, 1899 Stamp Duty 1992 5.09

36 The Indian Stamp Act, 1899 Stamp Duty 1997, 1999 & 2008 44.50

37 The Indian Stamp Act, 1899 Stamp Duty 2010 370.20

38 The Indian Stamp Act, 1899 Stamp Duty 1995-96 12.60

39 The Indian Stamp Act, 1899 Stamp Duty 1994 19.32

40 Sugar Incentive Scheme, 2004 of U.P. Govt. Entry Tax 2007-08 64.54

41 U.P. Zamindari Abolition and Land Reforms Act, 1950 Land Rent 2003 17.40

Total 1088.01



Sl. Appellate Tribunal - New Delhi No.

1 Asst. Commissioner of Central Excise - Lucknow

2 Commissioner of Central Excise - Lucknow

3 Asst. Commissioner of Central Excise - Lucknow

4 Addl. Commissioner - Allahabad

5 CESTAT- New Delhi 6 Commissioner (Appeals) Central Excise - Allahabad

7 Commissioner of Central Excise - Faizabad

8 Commissioner of Central Excise (Appeals) - Allahabad

9 High Court Allahabad - Lucknow Bench

10 Appellate Tribunal - New Delhi

11 High Court Allahabad - Lucknow Bench

12 Jt./Dy. Commissioner of Central Excise - Allahabad

13 Asst.Commissioner of Central Excise - Lucknow

14 Tribunal - New Delhi

15 High Court - Allahabad

16 Jt. Commissioner of Central Excise - Allahabad

17 Jt. Commissioner of Central Excise - Allahabad

18 Commissioner (Appeals) - Allahabad

19 Commissioner (Appeals) - Allahabad

20 Commissioner (Appeals) - Lucknow

21 Asst. Commissioner - Sitapur

22 Asst. Commissioner - Sitapur

23 Asst. Commissioner - Sitapur

24 High Court Allahabad - Lucknow Bench

25 Jt. Commissioner (Adj.) Central Excise - Allahabad

26 Tribunal - New Delhi

27 High Court

28 Jt. Commissioner (Appeal)

29 Asst. Dy. Commissioner

30 Asst. Dy. Commissioner

31 Jt. Commissioner Commercial Taxes

32 High Court - Lucknow

33 ADM Balrampur

34 District Magistrate - Barabanki

35 District Magistrate - Barabanki

36 High Court Allahabad - Lucknow Bench

37 Addl. District Magistrate - Gonda

38 High Court Allahabad - Lucknow Bench

39 High Court Allahabad - Lucknow Bench

40 High Court - Lucknow

41 Tehsildar - Gonda



x) The Company has no accumulated losses and has not incurred any cash loss during the period covered by our audit or in the immediately preceding financial year.

xi) The Company has not defaulted in payment of dues to a financial institution or bank or debenture- holders.

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

xiii) The provisions of any special statue applicable to Chit Fund, Nidhi or Mutual Benefit Society are not applicable to the Company.

xiv) In our opinion and according to the information and explanations given to us, the Company is not dealing or trading in securities. The Company has maintained proper records of transactions and contracts in respect of shares, securities and other investments and timely entries have been made therein. All shares, securities and other investments have been held by the Company in its own name.

xv) On the basis of our examination and according to the information and explanations given to us, the Company has not given any guarantee for loan taken by others from bank or financial institution.

xvi) On the basis of our examination and according to the information and explanations given to us, the term loans have been applied for the purpose for which the loans were obtained.

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 purposes.

xviii) 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.

xix) The Company has not issued any debentures.

xx) The Company has not raised any moneys by public issue during the period covered by our audit report.

xxi) In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the period that causes the financial statements materially misstated.

For G. P. Agrawal & Co. Chartered Accountants F.R. No. 302082E



7A, Kiran Shankar Ray Ro ad, (CA. Sunita Kedia Kolkata - 700 001. Membership No. 60162) 13th May, 2011. Partner




Sep 30, 2009

1. We have audited the attached Balance Sheet of BALRAMPUR CHINI MILLS LIMITED as at 30th September, 2009, the relative Profit & Loss Account and the Cash Flow Statement for the year ended on that date, all of which we have signed under reference to this report. These financial statements are the responsibility of the management of the Company. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We have 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 Section 227(4A) 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 the 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, the Profit & Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account.

d) In our opinion, the Balance Sheet, the Profit & Loss Account and the Cash Flow Statement dealt with by this report have been prepared in compliance with the applicable Accounting Standards referred to in Section 211 (3C) of the Act.

e) On the basis of written representations received from the Directors, as on 30th September, 2009 and taken on record by the Board of Directors of the Company, none of the Directors is disqualified as on 30th September, 2009 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 Balance Sheet, the Profit & Loss Account and the Cash Flow Statement together with the Notes thereon and attached thereto, give in the prescribed manner the information required by the Act and give a true and fair view in conformity with the accounting principles generally accepted in India:

i) in the case of the Balance Sheet, of the state of affairs of the Company as at 30th September, 2009,

ii) in the case of the Profit & Loss Account, of the PROFIT for the year ended on that date, and

iii) in the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Statement referred to in our report of even date to the members of BALRAMPUR CHINI MILLS LIMITED on the accounts for the year ended 30th September, 2009.

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

b) As explained to us, the Company has a programme of physically verifying all its fixed assets once in a period of three years, and in accordance therewith, major portion of fixed assets were physically verified by the management during the year. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and nature of its business. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account.

c) During the year, the Company has not disposed off substantial part of its fixed assets.

ii) a) The inventories have been physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of stocks followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) On the basis of our examination, we are of the opinion that the Company is maintaining proper records of inventory. No material discrepancies were noticed on verification between the physical stocks and the book records.

(iii) a) The Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act.

b) As the Company has not granted any loan, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (b) to (iii) (d) of paragraph 4 of the said order are not applicable to the Company.

c) The Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act.

d) As the Company has not taken any loan, secured or unsecured, from companies, firms or other parties covered in the register maintained under Section 301 of the Act, clauses (iii) (0 and (iii) (g) of paragraph 4 of the said order are not applicable to the Company.

iv) On the basis of the information and explanation given to us, we are of the opinion that the Company has 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.

v) a) Based on the audit procedure applied by us and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Act have been entered in the register required to be maintained under that Section.

b) In our opinion and according to the information and explanations given to us. the transactions made in pursuance of such contracts have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

vi) The Company has not accepted any deposit within the meaning of Section 58A, 58AA or any other relevant provisions of the Act and the rules framed there under.

vii) In our opinion, the internal audit system of the Company is commensurate with the size of the Company and the nature of its business.

viii) We have broadly reviewed the books of account maintained by the Company in respect of products where pursuant to the rules made by the Central Government, the maintenance of Cost records has been prescribed under Section 209(1) (d) of the Act and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We, however, as not required, have not made a detailed examination of such records.

ix) a) On the basis of our examination, the Company is regular in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Custom Duty, Excise Duty, Cess, Investor Education and Protection Fund, Wealth Tax and other statutory dues with appropriate authorities and no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 30th September, 2009 for a period of more than six months from the date of becoming payable. On the basis of our information, the provisions of Employees State Insurance Act are not applicable to the Company.

b) The disputed statutory dues aggregating to Rs.1527.40 lacs that have not been deposited on account of matters pending before appropriate authorities are as under:

Sl. Name of the Nature of dues Period to which Amount No. statute pertain (Rs. in Lacs)

1. Central Excise Act, 1944 Excise Duty 1995-96 7.96

2. Central Excise Act, 1944 Excise Duty 1998 to 00 1.82

3 Central Excise Act, 1944 Excise Duty 2003-04 1.03

4. Central Excise Act, 1944 Excise Duty 2003-04 9.65

5. Central Excise Act, 1944 Excise Duty 2005-06 4.80

6. Central Excise Act, 1944 Excise Duty 2005-06 2.82

7. Central Excise Act, 1944 Excise Duty 2006-07 20.23

8. Central Excise Act, 1944 Excise Duty 2006-07 5.75

9. Central Excise Act, 1944 Excise Duty 2006-07 2.97

10. Central Excise Act, 1944 Excise Duty 2007-08 2.88

11. Central Excise Act, 1944 Excise Duty 2007-08 0.75

12. CentraF Excise Act, 1944 Excise Duty 2007-08 3.04

13 Central Excise Act, 1944 Excise Duty 2007-08 4.82

14. Central Excise Act, 1944 Excise Duty 2008-09 2.21

15. U.P. Sheera Niyantran Administrative 1996 to 09 1391.26 Adhiniyam, 1964 Charges on Molasses

16.U.P. Trade Tax Act, 1948 Sales Tax 1990-91 0.22

17. U.P. Trade Tax Act, 1948 Sales Tax 2000-03 6.65

18. New Sugar Industry Entry Tax 2007-08 64.54 Promotion Policy, 2004 of Govt of Uttar Pradesh

Total 1527.40



Name of the Statue Authorities (Where the dispute is pending)

Central Excise Act, 1944 Commissioner of Central Excise. Central Excise Act, 1944 Jt. Commissioner of Central Excise. Central Excise Act, 1944 Commissioner of Central Excise. Central Excise Act, 1944 Tribunal.

Central Excise Act, 1944 Assistant Commissioner of Central Excise. Central Excise Act, 1944 Commissioner of Central Excise. Central Excise Act, 1944 Addl. Commissioner of Central Excise. Central Excise Act, 1944 Jt. Commissioner of Central Excise. Central Excise Act, 1944 Commissioner of Central Excise. Central Excise Act, 1944 Jt. Commissioner of Central Excise. Central Excise Act, 1944 Asst. Commissioner of Central Excise. CentraF Excise Act, 1944 Commissioner of Central Excise. Central Excise Act, 1944 Addl. Commissioner of Central Excise. Central Excise Act, 1944 Commissioner of Central Excise.

U.P. Sheera Niyantran Adhiniyam, 1964 Molasses High Court.

U.P. Trade Tax Act,1948 High Court.

U.P. Trade Tax Act, 1948 Joint Commissioner (Appeals).

New Sugar Industry Promotion Policy, 2004 of Govt of Uttar Pradesh High Court.

Total

x) The Company has no accumulated losses and has not incurred any cash loss during the year covered by our audit or in the immediately preceding financial year.

xi) The Company has not defaulted in payment of dues to a financial institution or bank or debenture- holders.

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

xiii) The provisions of any special statute applicable to Chit Fund, Nidhi or Mutual Benefit Society are not applicable to the Company.

xiv) The Company is not dealing or trading in shares, securities, debentures or other investments. However, the investments made by the Company in shares and other securities are held by the Company in its own name.

xv) On the basis of our examination and according to the information and explanations given to us, the Company has given guarantee for loan taken by a Subsidiary from a bank the terms and conditions whereof are not prejudicial to the interest of the Company.

xvi) On the basis of our examination and according to the information and explanations given to us, the term loans have been applied for the purpose for which the loans were obtained.

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 purposes.

xviii)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.

xix) The Company has not issued any debentures.

xx) The Company has not raised any money by public issue during the year covered by our audit report.

xxi) In our opinion and according to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year that causes the financial statements materially misstated.

For G. P. Agrawal & Co. Chartered Accountants

7A, Kiran Shankar Ray Road, (CA. Sunita Kedia

Kolkata - 700 001 (Membership No. 60162)

25th November, 2009. Partner



 
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