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Auditor Report of Continental Chemicals Ltd.

Mar 31, 2015

We have audited the accompanying financial statements ot CONTINENTAL CHEMICALS LIMITED which comprise the Balance Sheet as at March 31. 2015. the Profit and Loss Statement and the Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management Responsibility for the Financial Statements

The Company's Board of Directors is responsible lor the matters slated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone 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) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assols of the Company and for preventing and de tectlng frauds and other irregularities; selection and application of ap proprlate accounting poll cios: making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively tor ensuring the accuracy and completeness ot the accounting records, relevant to the preparation and prosontatlon ot tho financial statements that give a true and fair view and are tree from material misstatement, whether duo to fraud or error.

Auditor's Responsibility

Our responsibility is to express on opinion on those standalone financial statements based on our audit

Wo have token Into account the provisions of the Act, the accounting and auditing standards and matters which am required to be included In the audit report under tho provisions ot the Act and tho Rules made thereunder.

Wc 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 from material misslalcmont

An audit Involves performing procedures to obtain audit evidence about lire amounts and the disclosures in Ihu financial statements. The procedures selected depend on trie auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in ordor to design audit procedures that arc appropriate in the circumstances. An audit also includes evaluating tho appropriateness of the accounting pollclos used and the reasonableness ot tho accounting estimates made by tho Company's Directors, as well as evaluating the overall presentation of tho financial Statements.

Wo believe that tho audit evidence wo have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Opinion

In oui opinion and lo the best ol our information and according to the explanations given to us. the financial statements give the Information required by the Act In the manner so required and glvo a true and fair view in conformity with tho accounting principles generally accepted in India1

a. in the case of the Balance Shoot, ot tho state of affairs of the Company as at March 31, 2015;

b. in tho case of the Profit and Loss Statomnnt of the Profit for the year ondod on that date: end

c In the cose of Hie Cash Flow Statemont. of Hie cosh Mows for Iho year ended on that date

Report on Other Legal and Regulatory Requirements

1 As required by Iho Companies (Auditor's Report) Older, 2015 ("the Order") Issued by tho Central Government In terms of section 143(11) of tho Companies Ad, 2013 wo gtvo In tho Annoxuro a statement on tho matters aped lied in paragraphs 3 and 4 of the Order.

2 As required by section 143(3) ot the Act. we report that.

a. Wo havo obtained all the Information and explanations which to the best ot our knowledge and belief were necessary for tho purpose ot our

b. In our opinion proper books ot account ns required by law have been kepi by Ihe Company so far as .appears from our examination ot those books

c. Tho Balance Sheet. Profit and Loss Statement and Cash Flow Statement dealt wilh by this Report uro In agreement with the books of account

d. In our op uilon, the aforesaid standalone financial statements comply with the Accounting Standards referred to In section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014 ;

o. On tho basis of written represontations received from Iho directors as on March 31. 2015, and takon on record by Ihe Boairi of Dlroctors. nono of Iho directors is disqualified as on March 31, 2015, from being appointed as a director In terms of section 164(2) of the Act.

f. With respect to the other matters to be Included in the Auditor's Report In accordance with Rule 11 of the Companies (Audi! and Auditors) Rules, 2014, In our opinion and to tho best of our information and according to the explanations given to us:

I. The Company doos not have any pending litigations which would impact its Financial Positions.

ii The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

III. There were no amounts which were required to bo transferred to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in paragraph (1) of our Report on other Legal and Regulatory requirements section of our report of even date)

1. a The company has maintained proper records to show full particulars including quantitative details and situation of its fixed assets.

b The fixed assets of the company have been physically verified during the year by the management at reasonable intervals and no material discrepancies between the book records and the physical inventory have been noticed on such verification.

2. Since the company does not have any inventory information required under Para 3(ii) (a) to (c) Is not being given.

3. According to information made available to us . the company has not granted any loan . secured or unsecured to companies . firm or other parties covered in the register maintained under section 189 of the Act .accordingly Para 3(iii)(a) & (b) of the Order are not applicable to the company.

4. In our opinion and according to the information and explanation given to us. there are adequate internal procedures commensurate with the size of the company and nature of its business, for 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 informalion and explanalions given to us, we have not observed any continuing failure to correct major weaknesses in internal controls procedures.

5. On the basis of information and explanation given to us and our scrutiny of company's records, in our opinion. Ihe company has not accepted any public deposits.

6. Tu Ihe best of our knowledge and belief and according to information given to us. Central Government has not prescribed the maintenance of cost records under sub-section (1) of section 148 ot the Companies Act, 2013 for the products of the Company

7. (a) According to the information and explanation given to us the company is generally regular in depositing with appropriate authorities the undisputed statutory dues including Income-tax, Wealth-tax. Salcs-tax. Service lax Custom Duty. Excise Duty and any other statutory dues applicable to it, except few coses of dotoy in depositing provident fund. No amount was due to be deposited under Investor education and Protection Fund Further, there was no arrears of undisputed statutory dues outstanding as at 31* March. 2015 for a period of more than six month from the date they became payable.

(b) According to the Information and explanations given to us. there are no tax dues of Income Tax. Service Tax. and Cess which have not been deposited on account of any dispute.

8. The company does not have accumulated losses. The Company has not Incurred cash losses during the financial year and in the immediately preceding financial year

9. Based on our examination and according to the Information and explanation given to us, the company has not defaulted in repayment of dues to banks. There are no dues to financial institution or debenture holders.

10. According to the records of the company and the Information and explanations given to us, the company has not given any guarantee for loans taken by others from bank or financial institutions.

11. Incur opinion and on the basis ot information and explanations given to us and on overall basis, term loans availed by the Company were, applied by the Company for the purposes for which Urn loans were raised.

12. To the best ot our knowledge and belief and according to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the course of our audit for the year ended 31 March, 2015.

For B K KAPUR AND CO Chartered Accountants, Firm Registration No000852C.

Sd/-

PLACE: Ghazlabad (M.S.KAPUR) F. C A. DATE: 30.04.2015 Partner Membership No. 074615


Mar 31, 2014

We have audited the accompanying financial statements of M/s CONTINENTAL CHEMICALS LIMITED which comprise the Balance Sheet as at 31st March,2014, the statement of Profit and Loss for the year then ended, and a summary of the significant accounting policies and other explanatory information.

Management''s Responsibility for the financial Statements

The Company''s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance in accordance with the Accounting Standards referred to in Section 211(3C) of the Companies Act 1956 and in accordance with the accounting policies 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.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedure selected depends on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal 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 Company''s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the 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.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March,2014, and;

(b) in the case of the Statement of Profit and Loss of the Company for the year ended on that date.

(c) In the case of Cash Flow Statement of the cash flow 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 issued by the Central Government in the terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the order.

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

(a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.

(c) The Balance Sheet and the Statement, of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the Balance Sheet and the Statement of Profit and Loss and Cash Flow Statement comply with the Accounting Standards referred to in Section 211(3C) of the Act.

(e) On the basis of the written representations received from the directors as on 31st March, 2014 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 terms of Section 274(1) (g) of the Act.

ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT

Annexure 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 Continental Chemicals Limited on the accounts for the year ended March 31st, 2014. We Report that:

i) In respect of its fixed assets:

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

(b) The Company has a phased programme of physical verification of its fixed assets which in our opinion, is reasonable having regard to the size of the Company and nature of its assets. In accordance with such programme, the management during the year has physically verified all the fixed assets and no material discrepancies were noticed on such verification.

(c) In our opinion, a substantial part of fixed assets has not been disposed off by the company during the year.

ii) In respect of its inventories:

(a) The inventory has not purchased/sold goods during the year nor is there any opening stock, requirement of reporting on physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.

(iii) In respect of loans, secured or unsecured, granted or taken by the company to/from companies, firms or other parties covered in the register maintained under section 301 of the act:

(a) According to information made available to us, The Company has not granted unsecured loan from Companies covered in the register maintained under section 301 of the Companies Act, 1956.

(b) According to information made available to us, the Company has taken unsecured loans of Rs. 15.92 Lacs from one director''s relatives covered in the register maintained under section 301 of the Act, 1956. Further the company has not taken any secured loan from aforesaid parties.

1. Except rate of interest other terms & condition of unsecured loan not prejudicial to the interest of the company.

2. There is no overdue amount of principal as on 31.03.2014

(iv) In our opinion, and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business with regard to purchase of fixed assets and other assets. During the course of our Audit, we have not observed any continuing failure to correct major weakness in internal controls.

(v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered in to 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 in pursuance of contracts or arrangements entered in to the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of Rs. Five lacs have been made at the prices which are reasonable having regard to prevailing market prices at the relevant time.

(vi) Based on our scrutiny of the company''s records and according to the information and explanations provided by the management, in our opinion, the company has not accepted any loans or deposits which are ''deposits'' within the meaning of Rule 2(b) of the Companies (Acceptance of Deposit''s) Rules, 1975.

(vii) The company has Internal Audit System commensurate with its size and nature of its business.

(viii) In terms of clause (d) of subsection (1) of the section 209 of the Companies Act, 1956 the Central Government has not prescribed maintenance of cost records by the company.

(ix) (a) According to the information and explanations given to us, and to the best of our knowledge the Company has been regular in depositing with appropriate authorities undisputed statutory dues including Income-tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty and any other statutory dues applicable to it.

(b) According to the information and explanations given to us, and to the best of our knowledge the Company has no undisputed amounts payable in respect of Income-tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty which have remained outstanding as at March 31st, 2014, for a period exceeding six months from the date they become payable.

(c) According to the information and explanations given to us, there are no dues of sales tax, income tax, Custom Duty, wealth tax, cess and Excise Duty, which have not been deposited on account of any dispute.

(x) In our opinion, the accumulated losses of the Company are not more than 50% of its net worth. The Company has not incurred cash losses in the financial year immediately preceding such financial year.

(xi) In our opinion and according to the information and explanation given to us, The Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

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

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

(xiv) The Company has dealt in or traded in shares, securities, debentures or other investments.

(xv) According to the records of the company and the information and explanation provided by the management, the company has not given any guarantee for loans taken by others from bank or financial institutions.

(xvi) According to the records of the company, the company has not obtained any term loans, Hence, comments under the clause are not called for.

(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the no funds raised on short – term basis have been used for long term investment. No long-term funds have been used to finance short term assets except permanent working capital.

(xviii) The Company has not made any preferential allotment of shares to the parties and the Companies covered under section 301 of the Companies Act.

(xix) The Company has not issued debentures during the year.

(xx) The company has not raised any money by public issues during the year.

(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.

For Hari Bhushan & Associates Chartered Accountants Firm Reg. No. : 007618C

(CA. Hari Bhushan) Partner Membership Number: 076688

Place: Delhi Date: 30th May, 2014


Aug 31, 2010

We have audited the attached Balance Sheet of CONTINENTAL CHEMICALS LIMITED ("the Company") as at August 31st, 2010 and the relative profit & loss account of the Company for the year ended on that date annexed thereto. These financial statements are the responsibility of the Companys management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in India. These 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.

As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government in terms of sub-section (4A) of section 227 of the Companies Act, 1956 ("the Act") we give in the Annexure, a statement on the matters specified in paragraphs 4 and 5 of the said Order.

Further to our comments in the Annexure referred to 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 the books;

(c) The balance sheet and profit and loss account dealt with by this report are in agreement with the books of account;

(d) In our opinion, for preparation of accounts of the Company for the year ended August 31st 2010 the Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act, 1956 have been complied with;

(e) On the basis of the written declarations received from the directors and taken on record by the board of directors, we report that none of the directors was disqualified as at August 31st 2010 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 read with the notes thereon, give the information required by the Act, in the manner so required and give a true and fair view;

(i) In the case of Balance sheet, of the Company state of affairs as at August 31st 2010;

and (ii) In the case of the profit & loss account, of the loss for the year ended on that date.

(iii) In the case of cash flow statement for the year ended on that date.

ANNEXURE TO THE AUDITORS REPORT

Statement referred to in paragraph 3 of our report of even date to the members of Continental Chemicals Limited on the accounts for the year ended August 31, 2010. We Report that:

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

(b) The Company has a phased programme of physical verification of its fixed assets which in our opinion, is reasonable having regard to the size of the Company and nature of its assets. In accordance with such programme, the management during the year has physically verified all the fixed assets and no material discrepancies were noticed on such verification.

(c) In our Opinion, a substantial part of Fixed assets has not been disposed off by the company during the year.

(ii) (a) As the company has not purchased/sold goods during the year nor are there any opening stocks, requirement of reporting on physical verification of stocks or maintenance of inventory records, in our opinion, does not arise.

iii) The Company has not granted or taken loan from Companies covered in the register maintained under section 301 of the Companies Act, 1956.

iv) In our opinion, and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and nature of its business for purchase of fixed assets, inventory and with regard to the sale of goods. During the course of our Audit, we have not observed any continuing failure to correct major weakness in internal controls.

v) (a) According to the information and explanations given to us, we are of the opinion that the transactions that need to be entered in to 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 in pursuance of contracts or arrangements entered in to the register maintained under section 301 of the Companies Act, 1956 and exceeding the value of Rs. Five lacs have been made at the prices which are reasonable having regard to prevailing market prices at the relevant time.

vi) Based on our scrutiny of the companys records and according to the information and explanations provided by the management, in our opinion, the company has not accepted any loans or deposits which are deposits within the meaning of Rule 2(b) of the Companies (Acceptance of Deposits) Rules, 1975.

vii) The company has Internal Audit System commensurate with its size and nature of its business.

viii) In terms of clause (d) of subsection (1) of the section 209 of the Companies Act, 1956 the Central Government has not prescribed maintenance of cost records by the company.

ix) (a) According to the information and explanations given to us, and to the best of our knowledge the Company has been regular in depositing with appropriate authorities undisputed statutory dues including Income-tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty and any other statutory dues applicable to it.

(b) According to the information and explanations given to us, and to the best of our knowledge the Company has no undisputed amounts payable in respect of Income-tax, Wealth Tax, Sales Tax, Custom Duty and Excise Duty which have remained outstanding as at 31st August, 2010, for a period exceeding six months from the date they become payable.

(c) According to the information and explanations given to us, there are no dues of sales tax, income tax, Custom Duty, wealth tax, cess and Excise Duty, which have not been deposited on account of any dispute.

x) The accumulated losses of the company are not more than fifty percent of its net worth. The company has not incurred any cash losses during the financial year covered by our audit and the company has not incurred cash losses during the immediately preceding financial year.

xi) In our opinion and according to the information and explanation given to us, The Company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.

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

xiii) The special statutes applicable to Chit Fund, Nidhi or Mutual Benefit Society are not applicable to the Company.

xiv) The Company has not dealt in or traded in shares, securities, debentures or other investments. The Company in its own name holds the Shares and debentures acquired by the Company by way of investment.

xv) According to the records of the company and the information and explanations provided by the management, the company has not given any guarantee for loans taken by others from Bank or Financial Institutions.

xvi) According to the records of the company, the company has not obtained any term loans. Hence, comments under the clause are not called for.

xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the no funds raised on short - term basis have been used for long term investment. No long-term funds have been used to finance short term assets except permanent working capital.

xviii) The Company has not made any preferential allotment of shares to the parties and the Companies covered under section 301 of the Companies Act.

xix) The Company has not issued debentures during the year.

xx) The company has not raised any money by public issues during the year.

xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the year.



for Hari Bhushan & Associates Chartered Accountants

(Hari Bhushan) Proprietor M. No. 076688

Place: Delhi Date: 15th January 2011

 
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