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Auditor Report of Bampsl Securities Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of BAMPSL Securities Ltd. (the Company), which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit & Loss Account 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 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 principles generally accepted in India, including the accounting standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rule 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities, selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

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 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 of 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 risk 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 and fair presentation 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 control system over financial reporting and operating effectiveness of such controls . An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the 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 on the financial statements.

In our opinion and to the best of our information and according to explanations given to us, the financial statements are subject to Note No. 15 regarding non provision for gratuity in accordance with AS-15 issued byICAI 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 Balance Sheet, of the state of affairs of the Company as at 31st March 2015,

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

c. In the case of 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 (Auditors 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 annex hereto a statement on the matters specified in Paragraph 3 and 4 of the said 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, the Statement of Profit & Loss, and the 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 the written representations received from the Directors as at 31 st March, 2015 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2015 from being appointed as a director in term 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- 21 to the financial statements.

ii. The Company has made provision, as required under applicable law or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts. - Refer Note- 22 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.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in Paragraph 1 under the heading "Report on other legal and regulatory requirements" of our report of even date to the members of BAMPSL Securities Ltd on the Accounts for the year ended 31st March, 2015)

1. In respect of Fixed Assets:

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

b) As explained to us, the fixed assets have been physically verified by the management during the year . We are informed that no material discrepancies were noticed on such verification.

2. In respect of the inventories:

a) As explained to us, the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form, the same were verified with demat accounts, at reasonable intervals during the year.

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

c) The Company has maintained the proper records of inventories. No discrepancy was noticed on verification between the physical verification and the book records.

3. 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 Act. Consequently, the requirement of Clauses (iii,a) and (iii,b) of paragraph 3 of the order are not applicable.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weakness in internal controls.

5. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

6. The Company is not engaged in production, processing, manufacturing or mining activities. Therefore, the provisions of clause (vi) of paragraph 3 of the order are not applicable.

7. In respect of statutory dues:

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, Custom Duty, Excise duty, Cess etc. as applicable to it. According to the information and explanations given to us, no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2015 for a period of more than six months from the date of becoming payable.

b) According to the information and explanations given to us, following amounts have not been deposited on account of dispute:

Nature of Nature of the Rs. In crore Period to which Statute dues the matter pertains

Income Tax Act Income Tax 6.48 Assessment Year 2012-13

Nature of Forum where Statute matter is pending

Income Tax Act Commissioner of Income Tax (Appeals)

c) 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.

8. The Company has no accumulated losses at the end of the year. The Company has neither incurred cash losses during the financial year covered by our audit nor in the immediately preceding financial year.

9. According to the records of the Company examined by us and as per information and explanations given to us, the Company has not availed of any loans from any financial institution or banks and has not issued debentures.

10. To the best of our knowledge and belief and according to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

11.In our opinion, and according to the information and explanations given to us, the company has not raised any term loans during the year.

12.During the course of our examination of the books and records of the company, carried in accordance with the auditing standards generally accepted in India, we have neither come across any instance of fraud on or by the company noticed or reported during the course of our audit nor have been informed of any such instance by the Management.

For G.C. Agarwal & Associates Chartered Accountants Firm Regn. No. 017851N

Sd/- Place: Delhi (G.C. Agarwal) Date: 27.04.2015 Prop. M.No. 083820


Mar 31, 2014

We have audited the accompanying financial statement of BAMPSL Securities Ltd. (The Company), which comprise the Balance Sheet as on 31st March 2014, the Statement of Profit & Loss Account and Cash Flow Statement for the year then ended and the summary of significant accounting policies and other explanatory information.

Management's Responsibility for the financial statements

Management is responsible for preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flow of the company in accordance with the accounting standards notified under the Companies Act 1956(The Act) read with the General Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs in respect of Section 133 of the Companies Act 2013 and in accordance with the accounting principles generally accepted in India. 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 standard on auditing issued by the Institute of Chartered Accountants of India. Those standards requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material mis statement.

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 risk of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessment, 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 appropriates of accounting policies used and the reasonableness of 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 explanations given to us, the financial statements are subject to Note no. 15 regarding non provision for gratuity in accordance with AS-15 issued with ICAI 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 Balance Sheet, of the state of affairs of the Company as at 31st March 2014,

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

c. In case of 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 (Auditors 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 annex hereto a statement on the matters specified in Paragraph 4 and 5 of the said 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, the Statement of Profit & Loss, 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 Statement of Profit & Loss, and the 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 the written representations received from the Directors as at 31st March, 2014 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in term of clause (g) of sub-section (1) of section 274 of the Act

ANNEXURE TO THE AUDITORS' REPORT

(Annexure referred to in Auditors' Report to the members of BAMPSL Securities Ltd on the Accounts for the year ended 31st March, 2014)

1. In respect of Fixed Assets:

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

(b) As explained to us, the fixed assets have been physically verified by the management during the year, which in our opinion is reasonable, having regard to the size of the Company and nature of the assets. No material discrepancies were noticed on such physical verification.

(c) The Company has not disposed of substantial part of fixed assets during the year and therefore going concern status of the Company is not affected.

2. In respect of the inventories:

a) As explained to us, the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form, the same were verified with demat accounts, at reasonable intervals during the year.

b) In our opinion and according to the information and explanations given to us, the procedure of verification of inventories followed by the management is reasonable and adequate in relation to the size of the Company and nature of its business. The Company has maintained the proper records of inventories.

c) The discrepancies noticed on verification between the physical verification and the book records were not material and have been properly dealt with in the books of account

3. The Company has neither granted nor taken any loans, secured or unsecured from / to Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956, Consequently, the requirement of Clauses (iii) (b), (c), (d), (f) and (g) of paragraph 4 of the order are not applicable.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weakness in internal controls.

5. In respect of transactions covered under Section 301 of the Companies Act, 1956:

a) According to the information and explanations given to us, the transactions made in pursuance of contracts of arrangements, that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts of arrangements entered into the register maintained under Section 301 of the Companies Act, 1956 in respect of any party during the period have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public.

7. The Company has its own internal audit system commensurate with its size and nature of its business.

8. The nature of business activities is such that clause 4(viii) of Companies (Auditors Report) 2003 regarding maintenance of cost record, is not applicable to the Company.

9. In respect of statutory dues:

a) According to the records of the Company and information and explanation given to us, the undisputed statutory dues including Provident fund, Investor Education and Protection Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth tax. Custom Duty, Excise duty, Cess etc. as applicable to the Company has deposited the same with the appropriate authorities. There are no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2014 for a period of more than six months from the date of becoming payable.

b) According to the information and explanations given to us, there are no disputed statutory dues that have not been deposited on account of matter pending before appropriate authorities.

10. The Company has no accumulated losses at the end of the year. The Company has neither incurred cash losses during the financial year covered by our audit nor in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues of financial institutions, banks, or debenture holders during the year.

12. According to the information and explanations given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. As the Company is not a chit fund or a nidhi / mutual benefit fund / society to which the provisions of special statute relating to chit fund are applicable, paragraph 4(xiii) of the order 2003 is not applicable.

14. The Company has maintained proper records of transactions and contracts in respect of trading in shares, securities, debentures and other investments and timely entries have been made therein. All the shares, debentures and other investments have been held by the Company in its own name.

15. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

16. The Company has not raised any term loan during the year.

17. According to the information and explanations given to us and overall examinations of the Balance Sheet of the Company, we report that during the year, short-term funds have not been used to finance long term investment and vice versa.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures therefore clause 4(xix) of the Companies (Audited Report) order, 2003, is not applicable to the Company.

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

21. 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 to be materially misstated.

For G.C.Agarwal & Associates Chartered Accountants Firm Regn. No. 01785IN

Sd/- Place: Delhi (G.C. Agarwal) Date: 30.05.2014 Prop. M.No. 083820


Mar 31, 2013

Report on Financial Statements

We have audited the accompanying financial statement of BAMPSL Securities Ltd. (The Company), which comprise the Balance Sheet as on 31st March 2013, the Statement of Profit & Loss Account and Cash Flow Statement for the year then ended and the summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the financial statements

Management is responsible for preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flow of the company in accordance with the accounting principles generally accepted in India including 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 Standard on Auditing issued by the Institute of Chartered Accountants of India. Those standards requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material mis statement.

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 risk of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessment, 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 appropriates of accounting policies used and the reasonableness of 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 explanations given to us, the financial statements are subject to Note no. 16 regarding valuation of closing stock and Note no.17 regarding non provision for gratuity in accordance with AS-15 issued by ICA1 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 Balance Sheet, of the state of affairs of the Company as at 31st March 2013,

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

c. In case of 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 (Auditors 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 annex hereto a statement on the matters specified in Paragraph 4 and 5 of the said 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, the Statement of Profit & Loss, 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 Statement of Profit & Loss, and the Cash Flow Statement comply with the Accounting Standards referred to in sub section (3) of Section 211 of the Companies Act, 1956;

(e) On the basis of the written representations received from the Directors as at 31st March, 2013 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2013 from being appointed as a director in term of clause (g) of sub-section (1) of section 274 of the Act.



ANNEXURE TO THE AUDITORS'' REPORT

(Annexure referred to in Auditors'' Report to the members of BAMPSL Securities Ltd on the Accounts for the year ended 31st March, 2013)

1. In respect of Fixed Assets:

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

(b) As explained to us, the fixed assets have been physically verified by the management during the year, which in our opinion is reasonable, having regard to the size of the Company and nature of the assets. No material discrepancies were noticed on such physical verification.

(c) The Company has not disposed of substantial part of fixed assets during the year and therefore going concern status of the Company is not affected.

2. In respect of the inventories:

a) As explained to us, the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form, the same were verified with demat accounts, at reasonable intervals during the year.

b) In our opinion and according to the information and explanations given to us, the procedure of verification of inventories followed by the management is reasonable and adequate in relation to the size of the Company and nature of its business. The Company has maintained the proper records of inventories.

c) The discrepancies noticed on verification between the physical verification and the book records were not material and have been properly dealt with in the books of account.

3 The Company has neither granted nor taken any loans, secured or unsecured from / to Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956, Consequently, the requirement of ¦ Clauses (iii) (b), (c), (d), (f) and (g) of paragraph 4 of the order are not applicable.

4. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure com mensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sale of goods. During the course of our audit, we have not observed any major weakness in internal controls.

5. In respect of transactions covered under Section 301 of the Companies Act, 1956:

a) According to the information and explanations given to us, the transactions made in pursuance of contracts of arrangements, that need to be entered into the register maintained under Section 301 of the Companies Act, 1956 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts of arrangements entered into the register maintained under Section 301 of the Companies Act, 1956 in respect of any party during the period have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us the Company has not accepted any deposits from the public.

7. The Company has its own internal audit system commensrate with its ize and nature of its business.

8. The nature of business activities is Such that clause 4(viii) of Companie (Auditors report) 2003 regarding maintenance of cost record, is not applicable to the Company.

9. In respect of statutory dues:

a) According to the records of the Company and formation and explanation given to us the undisputed statutory dues including Provident fund, Investor Education and Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth tax, Custom Duty, Excise duty, Cess etc. as applicable to the Company has deposited the same with the appropriate authorities. There are no undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2013 for a period of more than six months from the date of becoming payable.

b) According to the information and explanations given to us, there are no disputed statutory dues that have not been deposited on account of matter pending before appropriate authorities.

10. The Company has no accumulated losses at the end of the year. The Company has neither incurred cash losses during the financial year covered by our audit nor in the immediately preceding financial year. Y

11. The Comopany has not defaulted in repayment of dues of financial institutions, banks, or debenture holders during the year.

12. According to the information and explanations given to us, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. As the Company is not a chit fund or a nidhi / mutual benefit fund /society to which the provisions of special Statute relating to chit fund are applicable paragraph 4(xiii) of the order 2003 is not applicable.

14. The company has maintained proper records of transactions and contracts in respect of trading in shares, securities, debentures and other investments and timely entries have been made therein. All the shares, debentures and other investments have been held by the COmpany in its own name. As per Depository Participants statements, there are some shares in the name of the Company pertaining to others for which the Company is in the process of obtaining necessary confirmations.

15. According to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutons.

16. The Company has not raised any term loan during the year.

17. According to the information and explanations given to us and overall examinations of the Balance Sheet of the Company, we report that during the year, short-term funds have not been used to finance long term investment and vice versa.

18. According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and Companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. The Company has not issued any debentures therefore clause 4(xix) of the Companies (Audited Report) order, 2003, is not applicable to the Company.

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

21. 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 to be materially misstated.

For G.C. Agarwal & Associates

Chartered Accountants

Firm Regn. No. 017851N

Sd/-

Place: Delhi (G.C. Agarwal)

Date : 29.05.2013 Prop.

M.No. 083820


Mar 31, 2012

We have audited the attached Balance Sheet of BAMPSL Securities Ltd. as at 31st March 2012'Statement of Profit & Loss Account and also 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.

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 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.

2. 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 we annex hereto a statement on the matters specified in Paragraph 4 and 5 of the said order.

3. Further to our comments in the Annexure referred to in paragraph 2 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 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'the Statement of Profit & Loss Account and the Cash Flow Statement referred to in this report are in agreement with the books of account.

(d) In our opinion'the Balance sheet'the Statement of Profit & Loss Account and the Cash Flow Statement dealt with by this report complies with the mandatory accounting standards referred to in sub section

1 SA frcvpoint (f) follow.

(e) On the basis of the written representations received from the Directors as at 31 st March'2012 and taken on record by the Board of Directors'we report that none of the directors is disqualified as on 31st March'2012 from being appointed as a director in term of clause (g) of sub-section (1) of section 274 of the Companies Act'1956.

(f) In our opinion and to the best of our information and according to explanations given to us'the said accounts subject to note no. 16 regarding valuation of closing stock and note no.17 regarding non provision for gratuity. And read with the other notes and other significant accounting policies thereon 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. Further we are unable to comment on the net realization value of unquoted shares in the absence of necessary inf ormation:-

a. In the case of Balance Sheet'of the state of affairs of the Company as at 31st March 2012'

b. In the case of the Statement of Profit and Loss Account'of Profit for the year ended on that date'and

c. In case of Cash Flow Statement of the cash flows for the year ended on that date.

ANNEXURE TO THE AUDITORS' REPORT (Annexure referred to in Auditors' Report to the members of BAMPSL Securities Ltd on the Accounts for the year ended 31st March'2012)

1. In respect of Fixed Assets:

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

b) As explained to us'the fixed assets have been physically verified by the management during the year'which in our opinion is reasonable' having regard to the size of the Company and nature of the assets. No material discrepancies were noticed on such physical verification.

c) The Company has not disposed of substantial part of fixed assets during the year and therefore going concern status of the Company is not affected.

2. In respect of the inventories:

a) As explained to us'the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form'the same were verified with demat accounts'at reasonable intervals during the year. '

b) In our opinion and according to the information and explanations given to us'the procedure of i verification of inventories followed by the management is reasonable and adequate in relation to the size of the Company and nature of its business. The Company has maintained the proper records of 'inventories. '

c) The discrepancies noticed on verification between the physical verification and the book records ! were not material and have been properly dealt with in the books of account. :

3. The Company has neither granted nor taken any loans'secured or unsecured from / to Companies'firms or other parties covered in the register maintained under section 301 of the Companies Act'1956' Consequently'j the requirement of Clauses (iii) (b)'(c)'(d)'(f) and (g) of paragraph 4 of the order are not applicable. i

4. In our opinion and according to the information and explanations given to us'there is adequate internal ] control procedure commensurate with the size of the Company and the nature of its business for the purchase j of inventory'fixed assets and also for the sale of goods. During the course of our audit'we have not observed j any major weakness in internal controls. j

5. In respect of transactions covered under Section 301 of the Companies Act'1956:

a) According to the information and explanations given to us'the transactions made in pursuance of ; contracts of arrangements'that need to be entered into the register maintained under Section 301 of ; the Companies Act'1956 have been so entered.

b) In our opinion and according to the information and explanations given to us'the transactions made in pursuance of contracts of arrangements entered into the register maintained under Section 301 of the Companies Act'1956 in respect of any party during the period have been made at prices which are reasonable having regard to prevailing market prices at the relevant time.

6. In our opinion and according to the information and explanations given to us'the Company has not accepted any deposits from the public.

7. The Company has its own internal audit system commensurate with its size and nature of its business.

8. The nature of business activities is such that clause 4(viii) of Companies (Auditors Report) 2003 regarding maintenance of cost record' is not applicable to the Company.

9. In respect of statutory dues:

a) According to the records of the Company and information and explanation given to us'the undisputed statutory dues including Provident fund'Investor Education and Protection Fund'Employees' State Insurance'Income Tax'Sales Tax'Wealth tax'Custom Duty'Excise duty'Cess etc. as applicable to the Company has deposited the same with the appropriate authorities. There are 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.

b) According to the information and explanations given to us'there are no disputed statutory dues that ' have not been deposited on account of matter pending before appropriate authorities.

10. The Company has no accumulated losses at the end of the year. The Company has neither incurred cash losses during the financial year covered by our audit nor in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues of financial institutions'banks'or debenture holders during the year.

12. According to the information and explanations given to us'no loans and advances have been granted by the Company on the basis of security by Way of pledge of shares'debentures and other securities.

13. As the Company is not a chit fund or a nidhi / mutual benefit fund / society to which the provisions of special statute relating to chit fund are applicable'paragraph 4(xiii) of the order 2003 is not applicable.

14. The Company has maintained proper records of transactions and contracts in respect of trading in shares'securities'debentures and other investments and timely entries have been made therein. All the shares'debentures and other investments have been held by the Company in its own name. As per Depository Participants statements'there are some shares in the name of the Company pertaining to others for which the Company is in the process of obtaining necessary confirmations.

15. According to the information and explanations given to us'the Company has not given any guarantees for loans taken by others from banks or financial institutions.

16. The Company has not raised any term loan during the year.

17. According to the information and explanations given to us and overall examinations of the Balance Sheet of the Company'we report that during the year'short-term funds have not been used to finance long term investment and vice versa.

18. According to the information and explanations given to us'the Company has not made any preferential allotment of shares during the year to parties and Companies covered in the register maintained under section 301 of the Companies Act'1956.

19. The Company has not issued any debentures therefore clause 4(xix) of the Companies (Audited Report) order'2003'is not applicable to the Company.

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

21. 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 to be materially misstated. For G.C. Agarwal & Associates

Chartered Accountants

FirmRegn. No. 017851N

Sd/-

Place: Delhi (G.C. Agarwal)

Date: 24.08.2012 Prop. M.No. 083820


Mar 31, 2011

1. We have audited the attached Balance Sheet of BAMPSL SECURITIES LIMITED as at 31st March 2011 and also the Profit and Loss Account of the Company for the year ended 31st March 2011 annexed hereto and the cash flow statement for the year ended on that date. These financial statements are the responsibility of 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 the management, as well as evaluating 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 Company Law Board in terms of section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

4. Further to our comments in the Annexure referred to in paragraph (1) above:

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 the books;

c) The Balance Sheet and Profit & Loss A/c dealt with by this report are in agreement with the books of accounts.

d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in compliance with the accounting standards referred to in Section 211 (3C) of the Companies Act, 1956 and are in agreement with the books of accounts excepts AS-15 (revised 2005) Employee Benefits.

e) On the basis of the written representation received from the Directors and taken on record by the Board of Directors, we report that none of the said Directors are disqualified as on 31st March 2011 from being appointed as directors in terms of clause (g) of Sub-Section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read together with the notes give the information required by the Companies Act, 1956 in the manner so required and given a true and fair view, subject to Note No. 1 of Notes on Accounts regarding valuation of stock, 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 31st March, 2011,

b). In the case of the Profit and Loss Account, of the Profit of the Company 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.

ANNEXURE TO THE AUDITORS' REPORT

Referred to in paragraph A of the Report of even date on the accounts of BAMPSL SECURITIES LIMITED, for the year ended 31st March 2011.

1. In respect of Fixed Assets:

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As explained to us fixed assets have been physically verified by the management during the accounting period, which in our opinion is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

(c) The Company has not disposed off substantial part of fixed assets during the year and therefore going concern status of the Company is not affected.

2. In respect of the Inventories:

(a) As explain to us, the inventories have been physically verified by the management if the shares and securities were in physical form and if those were in dematerialized form, the same were verified with demat accounts at reasonable intervals during the year.

(b) In our opinion and according to the information and explanations given to us, the procedure followed by management is reasonable and adequate in relation to the size of the company and the nature of its business. The Company has maintained the properrecords of inventories.

(c) As informed by the management of the company, the discrepancies to the extent ascertained, if any, between the stocks and the book balances, are not material and properly dealt with in the books of account.

3. The Company has neither granted nor taken any loans, secured or unsecured from companies, firm or other parties covered in the register, maintained under section 301 of the Companies Act, 1956, Accordingly, the clauses 4(iii)(b),(c),(d),(f)$(g) of the order are not applicable.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventories and for the purchase of Fixed Assets and also sale of goods. During the course of our audit, no major weakness has been noticed in the internal control.

5. In respect of transactions covered under Section 301 of the Companies Act, 1956:

(a) According to the information and explanations given to us, the transactions made in pursuance to contracts of arrangements, that need to be entered into the register maintained under section 301 of the Companies Act, 1956 have been so entered.

(b) In our opinion and according to the information and explanation given to us, the transactions made, if any, in pursuance of contracts or arrangement entered in to the register maintained under section 301 of the Companies Act, 1956 in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

6. In our opinion and according to information and explanations given to us, the company has not accepted any public deposits under the provisions of section 58A of Companies Act, 1956 and the Companies (Acceptance of Deposits) Rule 1975, during the year under report.

7. The Company has its own internal audit system commensurate with the size of the company and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under section 209(l)(d) of the Companies Act, 1956 for the items dealt in by the company.

9. In respect of statutory dues:

(a) According to the records of the company and information and explanations given to us, the undisputed statutory dues including Provident fund, Investor Education and Protection fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty and Excise Duty, cess etc., as applicable to the Company have been generally regularly deposited with the appropriate authorities. There are 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 they become payable.

(b) According to information and explanations given to us, there are no disputed statutory dues that have not been deposited on account of matter pending before appropriate authorities.

10. The company has no accumulated losses at the beginning of the year. The Company has neither incurred cash loss during the period covered by our audit nor in the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to the financial institutions, banks or debenture holders during the year.

12. According to the information and explanations given to us, no loan and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

13. As the Company is not a chit fund or nidhi / mutual benefit fund / society to which the provisions of special statute relating to chit fund are applicable, paragraph 4(xiii) of the order 2003 is not applicable to the company.

14. The Company has maintained proper records of transactions and contract in respect of trading in shares, securities, debentures and other investments and timely entries of each transaction have been made therein. All the shares, debentures and other investments have been held by the company in its own name.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and financial institutions.

16. According to the information and explanations given to us, the company has not taken any term loans during the year.

17. According to the information and explanations given to us and overall examinations of Balance Sheet of the Company, we report that during the year, short-term funds have not been used to finance long term investment and vice versa.

18. According to the information and explanations given to us, the company has not raised during the year shares capital through preferential allotment of shares to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956.

19. According to the information and explanations given to us, the company has not issued debentures. Accordingly clause 4(xix) is not applicable.

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

21. In our opinion and according to the information and explanations given to us, no material fraud on or by the company has been noticed or reported during the year.

For G.C. Agarwal & Associates Chartered Accountants Firm Regn. No. 01785 IN

Sd/- (G.C. Agarwal) Prop. Place: New Delhi M.No. 083820 Dated: 23.08.2011


Mar 31, 2010

We have audited the attached Balance Sheet of BAMPSL SECURITIES LIMITED as at 31st March 2010 and also the Profit and Loss Account of the Company for the year ended 31st March 2010 annexed hereto and the cash flow statement for the year ended on that date. These financial statements are the responsibility of companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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 the management, as well as evaluating overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

A. As required by the Companies (Auditors Report) Order, 2003 issued by the Company Law Board in terms of section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

B. Further to our comments in the Annexure referred to in paragraph (1) above:

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 the books;

c) The Balance Sheet and Profit & Loss A/c dealt with by this report are in agreement with the books of accounts.

d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in compliance with the accounting standards referred to in Section 211 (3C) of the Companies Act, 1956 and are in agreement with the books of accounts excepts AS-15 (revised 2005) Employee Benefits.

e) On the basis of the written representation received from the Directors and taken on record by the Board of Directors, we report that none of the said Directors are disqualified as on 31st March 2010 from being appointed as directors in terms of clause (g) of Sub-Section (1) of Section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read together with the notes thereon, subject to Schedule No. 14 been significant accounting policies and Notes to accounts give the information required by the Companies Act, 1956 in the manner so required and given a true and fair view:

a). In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010,

b). In the case of the Profit and Loss Account, of the Profit of the Company 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.

ANNEXURE TO THE AUDITORS REPORT

Referred to in paragraph A of the Report of even date on the accounts of BAMPSL SECURITIES LIMITED, for the year ended 31st March 2010.

1. (a) The company has maintained proper records showing full particulars including quantitative details

and situation of fixed assets.

(b) As explained to us fixed assets have been physically verified by the management during the accounting period, which in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

(c) No fixed assets have been disposed off during the year.

2. (a) As explain to us, most of the trading of the company in sale / purchase of shares is in dematerialised form, verification of stock of share and security has been conducted at reasonable intervals by the management.

(b) In our opinion, the procedures followed by management for the verification of stocks, were reasonable and adequate in relation to the size of the company and the nature of its business.

(c) As informed by the management of the company, the discrepancies to the extent ascertained, if any, between the stocks and the book balances, are not material and properly dealt with in the books of account.

3. The Company has neither granted nor taken any loans, secured or unsecured from companies, firm or other parties covered in the register, maintained under section 301 of the Companies Act, 1956, Accordingly, the clauses 4(iii)(b), (c) & (d) of the order are not applicable.

4. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases and sale of shares and for the purchase of Fixed Assets. During the course of our audit, no major weakness has been noticed in the internal control.

5. (a) Based on the audit procedures applied by us, and according to the information and explanation provide by the management, we are of the opinion that the transactions 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 explanation given to us, the transaction made, if any, in pursuance of contracts or arrangement entered in to the register maintained under section 301 and exceeding the value of five lakh rupees in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market price at the relevant time.

6. The company has not accepted any public deposits under the provisions of section 58A of Companies Act, 1956 and the Companies (Acceptance of Deposits) Rule 1975, during the year under report.

7. The Company has its own internal audit system commensurate with the size of the company and nature of its business.

8. The Central Government has not prescribed maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956 for the items dealt in by the company.

9. According to the records of the company, there were no undisputed amounts payable in respect of Provident fund, Investor Education and Protection fund, Employees State Insurance, Income Tax, Wealth Tax, Service Tax, Customs Duty and Excise Duty, cess outstanding as at 31st March 2010 for a period of more than six months from the date they become payable.

10. The company has not accumulated loss more than 50% of its net worth and not incurred cash loss in the current year and the immediately preceding financial year.

11. The Company has not defaulted in repayment of dues to the financial institutions or banks or debenture holders.

12. The Company classified its loan and advances as unsecured but considered goods, therefore clause 4(xii) of order is not applicable.

13. Clause 4(xiii) of the order is not applicable to the company.

14. Subject to point No. B(1) of notes to account of Schedule No. 14 proper records of the transactions and contract of purchase and sales of securities have been maintained by the company. It has been informed by the management that timely entries of each transaction have been maintained, and company in its own name has held all the shares and securities.

15. According to the information and explanations given to us, the company has not given any guarantee for loans taken by others from banks and financial institutions.

16. According to the information and explanations given to us, the company has not taken any term loans. Accordingly clause 4(xvi) is not applicable.

17. According to the information and explanations given to us, the company has not raised short-term funds/long term funds during the year. Accordingly clause 4(xvii) is not applicable.

18. According to the information and explanations given to us, the company has not raised during the year shares capital through preferential allotment of shares. Accordingly clause 4(xviii) is not applicable

19. According to the information and explanations given to us, the company has not issued debentures. Accordingly clause 4(xix) is not applicable.

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

21. During the course of our examination of the books and records of the company, carried out in accordance with the auditing generally accepted in India, we have neither come across any instance of fraud on or by the company, noticed or reported during the year nor have we been informed of such case by the management.

For R.K. DHIMAN & CO. Chartered Accountants

-Sd- R.K DHIMAN Partner

Place: New Delhi Dated: 30.06.2010


Mar 31, 2003

We have audited the attached Balance Sheet of BAMPSL SECURITIES LIMITED as at 31st March 2003 and also the Profit and Loss Account of the Company for the year ended 31st March 2003 annexed here to and the Cash Flow Statement for the year ended on that date. These financial statements are the responsibility of companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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 the management, as well as evaluating overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

A. As required by the manufacturing and other Companies (Auditors Report) Order, 1988 issued by the company Law Board in terms of section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

B. Further to our comments in the Annexure referred to in paragraph (1) above:

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 the books;

c) The Balance Sheet and Profit & Loss A/c dealt with by this report are is agreement with the books of accounts.

d) In our opinion, the Balance Sheet and the Profit and Loss Account dealt with by this report are in Compliance with the accounting standards referred to in Section 211 (3C) of the Companies Act, 1956 and are in agreement with the books of account;

e) On the basis of the written representation received from the directors and taken on record by the Board of Directors, we report that none of the said directors are disqualified as on 31st March, 2003 from being appointed as directors in terms of clause (g) of subsection (1) of section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read together with the notes thereon, subject to Schedule No. 12 been significant accounting policies and Notes to accounts give the information required by the Companies Act, 1956 in the manner so required and given a true and fair view:

I) In the case of the Balance Sheet, of the state of affairs of the Company as at 31 st March 2003, and

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

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 Referred to in paragraph 1 of the Report of even date on the accounts of BAMPSL SECURITIES LIMITED, for the year ended 31 st March 2003.

1. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets acquired during the year. The fixed assets have been physically verified by the management during the accounting period, which in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

2. The fixed assets of the company have not been revalued during the period under concern.

3. As informed except as indicated in Note 3&4 of schedule 12 regarding of non availability of supporting documentation the stocks of shares have been verified by the management periodically during the year. On the basis of information given to us by the management, the frequency of verification is reasonable.

4. In our opinion, the procedures, read with Para 3 above, followed by management for the physical verification of stocks, were reasonable and adequate in relation to the size of the Company and the nature of its business.

5. The discrepancies to the extent ascertained, between the physical stocks and the book balances, are not material, are stated to have been properly dealt with in the books of account.

6. In our opinion, the valuation of above-mentioned stock is fair and proper in accordance with the normally accepted accounting principles and is on the same basis as in the previous year.

7. The Company has not taken any loans from the persons as per register maintained u/s 301 or from the Companies under the same management u/s 370(1 B) of Companies Act, 1956.

8. The company has not granted loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under section 301 and/or to the companies under the same management as defined under section 370(1 B) of the Companies Act, 1956.

9. Except some cases, the parties to whom loans or advances in the nature of loans have been given by the company are generally repaying the principal amount as stipulated or re-stipulated from time to time by the management and are also regular in repaying Interest wherever applicable.

10. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases and sale of shares and for the purchase of other assets.

11. According to information given to us, the transaction of purchase of shares and sales of shares made in pursuance of contracts or arrangements entered in the register maintained u/s 301 of the Companies Act, 1956 and aggregating to Rs. 50000/- or more have been made at prices which are reasonable as regard to prevailing market prices.

12. The company has not accepted any public deposits under the provisions of section 58A of Companies Act, 1956 and the Companies (Acceptance of Deposits) Rule 1975, during the year under report.

13. The internal audit system is carried out and areas covered during the year are commensurate with the size of the company and nature of its business

14. The Central Government has not prescribed maintenance of cost records under section 209(1 )(d) of the Companies Act, 1956 for the items dealt in by the Company.

15. As informed by the Management, the provisions of Provident Fund and Employees state Insurance are not yet applicable to the company.

16. According to the records of the company, there were no undisputed amounts payable in respect of Income Tax, Wealth Tax, Customs Duty and Excise Duty outstanding as at 31st March 2003 for a period of more than six months from the date they become payable.

17. On the basis of our examination of the books and according to the information and explanations given to us, no personal expenses, other than those payable under contractual obligations or in accordance with generally accepted business practice, have been charged to revenue account.

18. The Company is not a sick Industrial company within the meaning of clause (o) of Sub-Section(l) of section 3 of the sick industrial companies(Special provision) Act. 1985.

for R.K. DHIMAN&CO. Chartered Accountants

-sd-

R.K DHIMAN

Partner

Place: New Delhi Dated: 12/05/2003


Jul 31, 2002

We have audited the attached Balance Sheet of BAMPSL SECURITIES LIMITED as at 31st July 2002 and also the Profit and Loss Account of the Company for the year ended 31st July 2002 annexed here to. These financial statements are the responsibility of companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

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 the management, as well as evaluating overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

A. As required by the manufacturing and other Companies (Auditors Report) Order, 1988 issued by the company Law Board in terms of section 227(4A) of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraph 4 & 5 of the said order.

B. Further to our comments in the Annexure referred to in paragraph (1) above:

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 the books;.

c) The Balance Sheet and Profit & Loss A/c dealt with by this report are in agreement with the "books of accounts.

d) In our opinion, the Balance Sheet and the Profit and Loss Account dealt with by this report are in Compliance With the accounting standards referred to in Section 211 (3C) of the Companies Act, 1956 and are in agreement with the books of account;

e) On the basis of the written representation received from the directors and taken on record by the Board of Directors, we report that none of the said directors are disqualified as on 31st July 2002 from being appointed as directors in terms of clause (g) of subsection (1) of section 274 of the Companies Act, 1956.

f) In our opinion and to the best of our information and according to the explanation given to us, the said accounts read together with the notes thereon, subject to Schedule No. 12 been significant accounting policies and Notes to accounts give the information required by the Companies Act, 1956 in the manner so required and given a true and fair view:

I) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st July 2002, and

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

ANNEXURE TO THE AUDITORS REPORT Referred to in paragraph 1 of the Report of even date on the accounts of BAMPSL SECURITIES LIMITED, for the year ended 31 st July 2002.

1. The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets acquired during the year. The fixed assets have been physically verified by the management during the accounting period, which in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies have been noticed on such verification.

2. The fixed assets of the company have not been revalued during the period under concern.

3. As informed except as indicated in Note 3&4 of schedule 12 regarding of non availability of supporting documentation. The stocks of shares have been verified by the management periodically during the year. On the basis of information given to us by the management the frequency of verification is reasonable.

4. In our opinion, the procedures, read with Para 3 above, followed by management for the physical verification of stocks, were reasonable and adequate in relation to the size of the Company and the nature of its business.

5. The discrepancies to the extent ascertained, between the physical stocks and the book balances, are not material, are stated to have been properly dealt with in the books of account.

6. In our opinion, the valuation of above-mentioned stock is fair and proper in accordance with the normally accepted accounting principles and is on the same basis as in the previous year.

7. The Company has not taken any loans from the persons as per register maintained u/s 301 or from the Companies under the same management u/s 370(1B) of Companies Act, 1956.

8. The company has not granted loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under section 301 and/or to the companies under the same management as defined under section 370(1B) of the Companies Act, 1956.

9. The parties to whom loans or advances in the nature of loans have been given by the company are generally repaying the principal amount as stipulated or re-stipulated from time to time by the management and are also regular in repaying interest wherever applicable.

10. In our opinion and according to the information and explanation given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchases and sale of shares and for the purchase of other assets.

11. In our opinion and according to information given to us, the transaction of purchase of shares and sales of shares made in pursuance of contracts or arrangements entered in the register maintained u/s 301 of the Companies Act, 1956 and aggregating to Rs. 50000/- or more have been made at prices which are reasonable as regard to prevailing market prices.

12. As explained to us, the/company has a regular procedure for determination of bad deliveries where the company is liable for any kind of loss. However, during the year no such material items were noticed and accordingly the question of making any provision for loss in the accounts in respect of such items does not arise.

13. The company has not accepted any public deposits under the provisions of section 58A of Companies Act, 1956 and the Companies (Acceptance of Deposits) Rule 1975, during the year under report.

14. The internal audit system is carried out and areas covered during the year are commensurate with the size of the company and nature of its business.

15. The Central Government has not prescribed maintenance of cost records under section 209(1)(d) of the Companies Act, 1956 for the items dealt in by the Company.

16. As informed by the Management, the provision of Provident Fund and Employees state Insurance are not yet applicable to the company.

17. According to the records of the company, there were no undisputed amounts payable in respect of Income Tax, Wealth Tax, Customs Duty and Excise Duty outstanding as at 31 st March 2002 for a period of more than six months from the date they become payable.

18. On the basis of our examination of the books and according to the information and explanations given to us, no personal expenses, other than those payable under contractual obligations or in accordance with generally accepted business practice, have been charged to revenue account.

19. The Company is not a sick Industrial company within the meaning of clause (o) of Sub-Secfion(l) of section 3 of the sick industrial companies(Special provision) Act. 1985.

for R.K. DHIMAN & CO Chartered Accountants

-sd- R.K DHIMAN Partner

Place: New Delhi Dated: 16/12/2002

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