Mar 31, 2016
To,
The Members of Duke Offshore Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Duke Offshore Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The management and Board of Directors of the Company are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial control that were operating effectively for ensuring the accuracy and completeness of 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 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 from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation 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 the effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
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 of the state of affairs of the Company as at March 31, 2016, its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;
b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
c) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account;
d) In our opinion, the aforesaid financial statements comply with the applicable Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of written representations received from the directors as on March 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016, from being appointed as a director in terms of Section 164 (2) of the Act;
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B" and
g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
(i) The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 14.
(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 be transferred to the Investor Education and Protection Fund by the Company.
Annexure - A to the Auditor''s Report
The Annexure referred to in paragraph of audit report on Other Legal and Regulatory Requirements of even date to the members of the Company on the financial statements for the year ended March 31, 2016.
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 at regular intervals and no material discrepancies were noticed on such verification.
c) According to the information and explanations given to us and on the basis of our examination of the records of the Company the company does not have any immovable properties.
2) a) The management has conducted physical verification of inventory at reasonable intervals during the year.
b) procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company.
c) The Company is maintaining proper records of inventory and no material discrepancies were noticed on physical verification.
3) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Accordingly, the provisions of clause 3(iii)(a), (b) and (c) of the Order are not applicable to the Company.
4) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Companies Act, 2013, with respect to loans and investments made.
5) The Company has not accepted any deposits from the public.
6) As informed to us, the Central Government has not prescribed the maintenance of cost records under section 148 (1) of the Act, for any of the services rendered by the Company.
7) a) As explained to us, the Company did not have any dues on account of provident fund, sales tax, value added tax, duty of customs, cess, employees'' state insurance and duty of excise.
According to the information and explanations given to us no undisputed amounts payable in respect of income tax and other material statutory dues were in arrears as at March 31, 2016 for a period of more than six months from the date they became payable.
b) According to the information and explanations given to us, there are no material dues of service-tax which have not been deposited with the appropriate authorities on account of any dispute. However, according to information and explanations given to us, the following dues of income tax have not been deposited by the Company on account of disputes:
Name of the Statue |
Nature of Dues |
Amount (Rs.) |
Period to which amount relates |
From where dispute is pending |
The Income Tax |
Interest |
1,452,975/- |
2003-2004 |
Commissioner of |
Act, 1961 |
Income Tax |
8) The Company does not have any loans or borrowings from any financial institution, banks, government or debenture holders during the year. Accordingly, paragraph 3(viii) of the Order is not applicable.
9) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.
10) According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.
11) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has paid/ provided managerial remuneration in accordance with the resolution passed at the general meeting. However, the same has exceeded the limit of 5% specified in section II part II of schedule V to the Act by Rs.718600/-. The Company has sought the permission of the Central Government to ratify the same.
12) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.
13) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
14) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review.
15) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
16) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Annexure - B to the Auditor''s Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Duke Offshore Limited ("the Company") as of March 31, 2016 in conjunction with our audit of standalone financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls.
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (''ICAI''). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditor''s Responsibility
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting ("the Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on assessed risk. 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A Company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company''s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For D. B. Ketkar& Co.
Chartered Accountants
FRN: 105007W
Sd/-
N. S. Ketkar
Place : Mumbai Partner
Date : 30.05.2016 M. No. 040521
Mar 31, 2015
We have audited the accompanying financial statements of M/S. DUKE
OFFSHORE LIMITED (the Company) which comprise the Balance Sheet as at
March 31,2015, and the Statement of Profit and Loss and Cash flow
statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management Responsibility of Management for financial Statements:
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and Cash
flows of the Company in accordance with 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 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.
Auditors 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 u/s
143(10) of the act. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's
preparation 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 whether the company
has in place an adequate internal financial controls system over
financial reporting and the operating effectiveness of such controls.
An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of the accounting estimates made
by Company's Directors, as well as evaluating the overall presentation
of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
Statements.
Opinion:
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India, of the state of affairs of the Company as at 31 st March, and its
profits and its 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, 2015 ("the
Order") issued by the Central Government of India in terms of Section
143 (11) of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 3 and 4 of the Order.
2. As required bysection 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 appears from our examination of those
books;
c) The Balance Sheet, Statement of Profit and Loss and Cash flow
statement dealt with by this Report are in agreement with the books of
account;
d) In our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014; except note no. "Q -
(c)" of notes to accounts regarding to non provision of Gratuity
Liability in compliance with AS 15;
e) On the basis of the written representations received from the
directors as on March 31, 2015, taken on record by the Board of
Directors, none of the 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 (Audit and Auditors)
Rules 2014, in ouropinion 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 Q-(b) to
the financial statements;
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 be transferred to the
Investor Education and Protection Fund by the Company.
The Annexure referred to in our Independent Auditors' Report to the
members of the Company on
the financial statements for the year ended 31 March 2015, we report
that:
i. In respect of its fixed assets:
(a) According to the information and explanations given to us and in
our opinion, the Company has maintained proper records showing full
particulars, including quantitative details and the situation of fixed
assets.
(b) According to the information and explanations given to us, the
fixed assets have been physically verified by the management during the
year at reasonable intervals. As explained to us, no material
discrepancies were noticed as compared to the book records, on such
physical verification.
ii. In respects of its inventories:
(a) As explained to us, inventory of the Company has been physically
verified during the year by the management at regular intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us, there was no material discrepancies noticed on
physical verification of inventories as compared to the book records.
iii. In respect of the loans, secured or unsecured granted by the
Company to companies, firms or other parties covered in the register
maintained under Section 189 of the Companies Act, 2013:
The Company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
under section 189 of the Companies Act, 2013. Accordingly clause (iii)
of paragraph 3 of the order is not applicable to the company for the
current year.
iv. In respect of Internal Control:
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 the purchase of
fixed assets and also for sale of Services. During the course of our
audit, we have not observed any continuing failure to correct major
weaknesses in internal controls procedure.
v. According to the information and explanations given to us, the
company has not accepted deposits from the public. Accordingly, the
provisions of section 73 and 76 of the Companies Act, 2013 and rules
framed there under, together with directives issued by the Reserve Bank
of India are not applicable to the Company.
vi. Maintenance of Cost Records:
According to the information and explanations given to us, the
maintenance of cost records has not been prescribed by the Central
Government under section 148 (1) of the Companies Act, 2013.
vii. In Respect of Statutory Dues:
(a) According to the information and explanations given to us and
according to the books and records as produced and examined by us, in
our opinion, the Company has been regular in depositing undisputed
statutory dues, including Income Tax, any other statutory dues as
applicable, with appropriate authorities during the year. As per the
information and explanations given to us and in our opinion, the
statutes relating to Provident Fund, Employee's State Insurance, Custom
Duty, Service Tax, Excise Duty and Cess, are not applicable to the
Company. According to the information and explanations given to us
there were, no undisputed amounts payable in respect of the aforesaid
dues were outstanding as at 31 st March, 2015 for a period of more than
six months from the date of they becoming payable.
(b) The disputed statutory dues being interest U/s. 234 aggregating to
Rs. 1,452,975/- for the A.Y. 2003 - 04 that have not been deposited on
account of pending waiver application before appropriate authorities
are as under.
Name of the Nature of Amount Period to Forum where the
Status Dues (Rs.) which amount case is pending
relates
Income Tax Income Tax 1,452,975 2003-2004 Commissioner of
Act 1961 Income Tax
(c) According to the information and explanations given to us and on
the basis of our examination of the records of the Company, there were
no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company, accordingly the
provisions of clause 3(vii c) of the Order are not applicable to the
Company.
viii. In respect of Accumulated Losses:
The Company does not have accumulated losses at the end of the
financial year. The Company has not incurred cash losses during the
financial year covered by the audit and in the year immediately
preceding the financial year.
ix. According to the information and explanations given to us, the
Company has not availed any loans and consequently the paragraph 4(ix)
of the Order is not applicable.
x. Based on the information and explanations given to us, the Company
has not given any guarantee for loans taken by others from banks
orfinancial institutions.
xi. According to the information and explanations given to us, the
Company has not availed any term loans and consequently the paragraph
4(xi) of the Order is not applicable.
xii. During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
material fraud on or by the Company, noticed or reported during the
year, nor have we been informed of any such case by the management.
ForB. B. Shah & Company
Chartered Accountants F. No 129121 W
SD /-
CA. Bipin B. Shah [Partner]
M No: 016862
Place: Mumbai
Date : 28.05.2015
Mar 31, 2014
We have audited the accompanying financial statements of M/s. Duke
Offshore Limited ("the Company"), which comprise the Balance Sheet as
at March 31, 2014, the Statement of Profit and Loss and also 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 Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards 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.
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 disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the Company''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
b) in the case of the Statement of Profit and Loss, of the 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 (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the order.
2. As required by section 227(3) of the Act, we report that:-
a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b) in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
d) in our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement comply with the Accounting Standards referred to in
subsection (3C) of section 211 of the Companies 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.
Except note no. "Q (c)" of notes to accounts regarding to non provision
of Gratuity Liability in compliance with AS 15;
On the basis of written representations received from the directors as
on March 31, 2014, and taken on record by the Board of Directors, none
of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS REPORT REFERRED TO IN PARAGRAPH 3 OF REPORT OF
EVEN DATE ON THE ACCOUNTS FOR THE YEAR ENDED ON 31st MARCH, 2014
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 our comments in respect
of matters specified in paragraphs 4 and 5 of the said order are as
follows:
i. In respect of its fixed assets:
(a) According to the information and explanations given to us and in
our opinion, the Company has maintained proper records showing full
particulars, including quantitative details and the situation of fixed
assets.
(b) According to the information and explanations given to us, the
fixed assets have been physically verified by the management during the
year at reasonable intervals. As explained to us, no material
discrepancies were noticed as compared to the book records, on such
physical verification.
(c) In our opinion and according to the information and explanations
given to us, the Company has not made substantial disposal of the fixed
assets during the year and the going concern status of the Company is
not affected.
ii. In respects of its inventories:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of inventories as compared to the book records.
iii. In respect of the loans, secured or unsecured, granted or taken by
the Company to / from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956:
(a) As explained to us, the Company has not granted any loans, secured
or unsecured, to companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act, 1956.
(b) According to the information and explanations given to us, the
Company has taken loan from Two Parties and the maximum amount
outstanding at any time during the year was INR 83,25,878/- and the
year-end balance of loans taken from this party was INR 83,25,878/-
(c) In our opinion and according to information and explanations given
to us, rate of interest where applicable and other terms and conditions
of loans taken by the company are not prima facie prejudicial to the
interest of the Company.
(d) According to the information and explanations given to us, the
company is generally regular in repaying the principal amount.
iv. In respect of Internal Control:
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 the purchase of
fixed assets and also for sale of Services. During the course of our
audit, we have not observed any continuing failure to correct major
weaknesses in internal controls procedure.
v. In respect of transactions entered in the register maintained in
pursuance of section 301 of the Companies Act, 1956 in our opinion and
according to information and explanations given to us, there are no
transactions made in pursuance of contracts or arrangements that needed
to be entered into the register maintained under section 301 of the
Companies Act, 1956, and consequently the paragraph v(b) of the order
is not applicable.
vi. In respect of acceptance of Deposit u/s 58A/58AA:
In our opinion and according to the information and explanations given
to us, the Provisions of Section 58A of the Company has not accepted
deposits from the public therefore clause (vi) of paragraph 4 of the
order is not applicable to the Company.
Vii. In respect of Internal Audit System:
According to the information and explanations given to us and in our
opinion, the Company has no formal internal audit department as such.
However, its control procedures ensure reasonable internal checking of
its financial and other records.
viii. Maintenance of Cost Records
According to the information and explanations given to us, the
maintenance of cost records have not been prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956, in
respect of activities of the Company.
ix. In Respect of Statutory Dues:
(a) According to the information and explanations given to us and
according to the records, the Company has been regular in depositing
undisputed statutory dues, including, Income Tax, Wealth Tax, and any
other statutory dues with appropriate authorities during the year. As
per the information and explanations given to us and in our opinion,
the statutes relating to Sales Tax, Employees Provident Fund,
Employee''s State Insurance, Customs Duty, Excise Duty & Cess, are not
applicable to the Company.
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 , 2014 for a period of more than six
months from the date of them becoming payable.
(b) The disputed statutory dues being interest U/s. 234 aggregating to
INR 1,452,975/- for the A.Y. 2003 - 04 that have not been deposited on
account of pending waiver application before appropriate authorities
are as under.
Name of the Nature of Dues Amount Period to Forum where the
Statue (Rs.) which amount case is Pending
relates
Income Tax Commissioner of
Act 1961 Income Tax 1,452,975 2003-2004 Income Tax
x. In respect of Accumulated Losses:
The Company does not have accumulated losses at the end of the
financial year. The Company has not incurred cash losses during the
financial year covered by the audit and in the year immediately
preceding the financial year.
xi Repayment of dues of banks, etc. and creation of securities :
In our opinion and according to information and explanations given to
us, the Company has no outstanding dues at the beginning of the year
and has not taken any dues during the financial year and therefore
the question of default in repayment of dues to financial
institutions, banks and debenture holders does not arise.
xii Loans and Advances on the basis of Securities:
In our opinion and according to information and explanations given to
us, the Company has not given any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
xiii. In respect of chit fund or a niddhi fund etc:
In our opinion and according to the information and explanations given
to us, the Company is not a chit fund or a nidhi / mutual benefit fund
/ society. Accordingly, the clause 4(xiii) and sub-clauses (a) to (d)
of the Order is not applicable to the Company.
xiv. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in share,
securities, debentures and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. According to the information and explanations given to us, the
Company has not availed any term loans and consequently the paragraph
4(xvi) of the Order is not applicable to the Company.
xvii. According to the information and explanations given to us, the
Company has not raised any funds on short-term or long-term basis and
consequently the paragraph 4(xvii) of the Order is not applicable to
the Company.
xviii. During the year the Company has not made any preferential
allotment of shares to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
xix. According to the information and explanations given to us, the
Company has not issued any debentures and consequently the paragraph
(xix) of the Order is not applicable.
xx. The Company has not raised any money by public issue during the
year.
xxi. In our opinion and according to the information and explanation
given to us, no material fraud on or by the Company has been noticed or
reported during the year.
For M/s. B. B. Shah & Company
Chartered Accountants
Firm Reg. No. 129121W
Sd/-
Place: Mumbai CA. Bipin B. Shah
Dated: 28.05.2014 [Partner]
M. No.16862
Mar 31, 2013
Report On Financial Statement
We have audited the accompanying financial statements of M/s. Duke
Offshore Limited ("the Company"), which comprise the Balance Sheet as
at March 31, 2013, and the Statement of Profit and Loss and also 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
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance of the Company in accordance with the Accounting
Standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956 ("the Act"). This responsibility includes the
design, implementation and maintenance of internal control relevant to
the preparation and presentation of the financial statements that give
a true and fair view and are free from material misstatement, whether
due to fraud or error.
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 disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2013; and
b) in the case of the Statement of Profit and Loss, of the 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 (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the order.
2. As required by section 227(3) of the Act, we report that:
a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b) in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) the Balance Sheet, Statement of Profit and Loss, dealt with by this
Report are in agreement with the books of account;
d) in our opinion, the Balance Sheet, Statement of Profit and Loss
comply with the Accounting Standards referred to in subsection (3C) of
section 211 of the Companies Act, 1956, except note no. "Q ( c )" of
notes to accounts regarding to non provision of Gratuity Liability in
compliance with AS 15;
e) On the basis of written representations received from the directors
as on March 31, 2013, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2013, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
f) Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
ANNEXURE TO THE AUDITORS REPORT REFERRED TO IN PARAGRAPH 3 OF REPORT OF
EVEN DATE ON THE ACCOUNTS FOR THE YEAR ENDED ON 31ST MARCH, 2013
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 our comments in respect of matters
specified in paragraphs 4 and 5 of the said order are as follows:
i. (a) According to the information and explanations given to us and
in our opinion, the Company has maintained proper records showing full
particulars, including quantitative details and the situation of fixed
assets.
(b) According to the information and explanations given to us, the
fixed assets have been physically verified by the management during the
year at reasonable intervals. As explained to us, no material
discrepancies were noticed as compared to the book records, on such
physical verification.
(c) In our opinion and according to the information and explanations
given to us, the Company has not made substantial disposal of the fixed
assets during the year and the going concern status of the Company is
not affected.
ii. (a) The inventories have been physically verified during the year
by the management. In our opinion, the frequency of verification is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of inventories as compared to the book records.
iii. In respect of the loans, secured or unsecured, granted or taken by
the Company to / from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956:
(a) As explained to us, the Company has not granted any loans, secured
or unsecured, to companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act, 1956.
(b) According to the information and explanations given to us, the
Company has taken interest free loan from Two (2) parties listed in the
register maintained under section 301 of the Companies Act, 1956. In
respect of said loan, the maximum amount outstanding at any time during
the year was Rs. 71,39,878/- and the year-end balance of loans taken
from this party was Rs.36,39,878/- .
(c) In our opinion and according to information and explanations given
to us, other terms and conditions of loans taken by the company are not
prima facie prejudicial to the interest of the Company.
(d) According to the information and explanations given to us, the
company is generally regular in repaying the principal amount.
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 the purchase of fixed assets and also for sale of Services. During
the course of our audit, we have not observed any continuing failure to
correct major weaknesses in internal controls procedure.
v. In respect of transactions entered in the register maintained in
pursuance of section 301 of the Companies Act, 1956 in our opinion and
according to information and explanations given to us, there are no
transactions made in pursuance of contracts or arrangements that needed
to be entered into the register maintained under section 301 of the
Companies Act, 1956, and consequently the paragraph v(b) of the order
is not applicable.
vi. In our opinion and according to the information and explanations
given to us, the company has complied with the Provisions of Section
58A of the companies Act and its rules, and also the directives of
Reserve Bank of India. Since the company has not defaulted in
repayment of deposits, compliance of Section 58AA of the Companies Act
and its Rules, does not apply.
vii. According to the information and explanations given to us and in
our opinion, the Company has no formal internal audit department as
such. However, its control procedures ensure reasonable internal
checking of its financial and other records.
viii. According to the information and explanations given to us, the
maintenance of cost records have not been prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956, in
respect of activities of the Company.
ix. (a) According to the information and explanations given to us and
according to the records, the Company has been regular in depositing
undisputed statutory dues, including, Income Tax, Wealth Tax, and any
other statutory dues with appropriate authorities during the year. As
per the information and explanations given to us and in our opinion,
the statutes relating to Sales Tax, Employees Provident Fund,
Employee''s State Insurance, Customs Duty, Excise Duty & Cess, are not
applicable to the Company.
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, 2013 for a period of more than six months
from the date of them becoming payable.
(b) The disputed statutory dues being interest U/s. 234 aggregating to
Rs. 1,452,975/- for the A.Y. 2003 - 04 that have not been deposited on
account of pending waiver application before appropriate authorities
are as under.
x. The Company does not have accumulated losses at the end of the
financial year. The Company has not incurred cash losses during the
financial year covered by the audit and in the immediately preceding
the financial year.
xi In our opinion and according to information and explanations given
to us, the Company has no outstanding dues from the financial
institution or bank or debenture holders at the beginning of the year
and has not taken any dues during the financial year from the financial
institution or bank or debenture holders and therefore the question of
default in repayment of dues to financial institutions, banks and
debenture holders does not arise.
Xii In our opinion and according to information and explanations given
to us, the Company has not given any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
xiii. In our opinion and according to the information and explanations
given to us, the Company is not a chit fund or a nidhi / mutual benefit
fund / society. Accordingly, the clause 4(xiii) and sub-clauses (a) to
(d) of the Order is not applicable to the Company.
xiv. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in share,
securities, debentures and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. According to the information and explanations given to us, the
Company has not availed any term loans and consequently the paragraph
4(xvi) of the Order is not applicable to the Company.
xvii. According to the information and explanations given to us, the
Company has not raised any funds on short-term or long-term basis and
consequently the paragraph 4(xvii) of the Order is not applicable to
the Company.
xviii. During the year the Company has not made any preferential
allotment of shares to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
xix. According to the information and explanations given to us, the
Company has not issued any debentures and consequently the paragraph
(xix) of the Order is not applicable.
xx. The Company has not raised any money by public issue during the
year.
xxi. In our opinion and according to the information and explanation
given to us, no material fraud on or by the Company has been noticed or
reported during the year.
For M/s. B. B. Shah & Company
Chartered Accountants
Firm Reg. No. 129121W
CA. Bipin B. Shah
[Partner]
Membership No. 16862
Place : Mumbai
Date : 30.05.2013
Mar 31, 2012
We have audited the attached Balance Sheet of M/S. DUKE OFFSHORE
LIMITED, as on 31st March, 2012 and also the Statement of Profit and
Loss and also the cash flow statement for the year ended 31st March,
2012 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 the 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.
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 enclose in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the said
Order, to the extent applicable.
3. Further to our comments in the Annexure referred to above, we
report that:
(i) We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
(ii) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
these books of the Company.
(iii) The Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
(iv) In our opinion, the Balance Sheet, Statement of Profit and Loss
and Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of section 211 of
the Companies Act, 1956;
(v) Based on the representations made by the Directors of the Company
and taken on record by the Board of Directors and the information and
explanations given to us, we report that none of the Director of the
Company is disqualified from being appointed as a Director of the
Company, as on 31.03.2012 in terms of clause (g) of sub - section (1)
of Section 274 of the Companies Act, 1956.
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said financial statements, read
together with the notes thereon and subject to Notes No. Q (c) relating
to non provision of Gratuity Liability in compliance with AS 15, give
the information required by the Companies Act, 1956, in the manner so
required and present 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 a affairs of the
company as at 31st March 2012 and
(b) In the case of the Statement of Profit and Loss, of the profit of
the year for the year ended on 31st March, 2012.
(c) In the case of Cash flow statement, of the Cash Flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS REPORT REFERRED TO IN PARAGRAPH 2 OF REPORT OF
EVEN DATE ON THE ACCOUNTS FOR THE YEAR ENDED ON 31ST MARCH, 2012
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 our comments in respect of matters
specified in paragraphs 4 and 5 of the said order are as follows:
i.In respect of its fixed assets:
(a) According to the information and explanations given to us and in
our opinion, the Company has maintained proper records showing full
particulars, including quantitative details and the situation of fixed
assets.
(b) According to the information and explanations given to us, the
fixed assets have been physically verified by the management during the
year at reasonable intervals. As explained to us, no material
discrepancies were noticed as compared to the book records, on such
physical verification.
(c) In our opinion and according to the information and explanations
given to us, the Company has not made substantial disposal of the fixed
assets during the year and the going concern status of the Company is
not affected.
ii. In respect of its inventories:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of inventories as compared to the book records.
iii. In respect of the loans, secured or unsecured, granted or taken by
the Company to/from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956:
(a) As explained to us, the Company has not granted any loans, secured
or unsecured, to companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act, 1956.
(b) According to the information and explanations given to us, the
Company has taken interest free loan from One (1) party listed in the
register maintained under section 301 of the Companies Act, 1956. In
respect of said loan, the maximum amount outstanding at any time during
the year was Rs. 45,00,000/- and the year-end balance of loans taken
from this party was Rs.45,00,000/-.
(c) In our opinion and according to information and explanations given
to us, other terms and conditions of loans taken by the company are not
prima facie prejudicial to the interest of the Company.
(d) According to the information and explanations given to us, the
company is generally regular in repaying the principal amount.
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 the purchase of fixed assets and also for sale of Services. During
the course of our audit, we have not observed any continuing failure to
correct major weaknesses in internal controls procedure.
v. In respect of transactions entered in the register maintained in
pursuance of section 301 of the Companies Act, 1956 in our opinion and
according to information and explanations given to us, there are no
transactions made in pursuance of contracts or arrangements that needed
to be entered into the register maintained under section 301 of the
Companies Act, 1956, and consequently the paragraph v(b) of the order
is not applicable.
vi. In our opinion and according to the information and explanations
given to us, the company has complied with the Provisions of Section
58A of the companies Act and its rules, and also the directives of
Reserve Bank of India. Since the company has not defaulted in repayment
of deposits, compliance of Section 58AA of the Companies Act and its
Rules, does not apply.
vii. According to the information and explanations given to us and in
our opinion, the Company has no formal internal audit department as
such. However, its control procedures ensure reasonable internal
checking of its financial and other records.
viii. According to the information and explanations given to us, the
maintenance of cost records have not been prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956, in
respect of activities of the Company.
ix. In Respect of Statutory Dues:
(a) According to the information and explanations given to us and
according to the records, the Company has been regular in depositing
undisputed statutory dues, including, Income Tax, and any other
statutory dues with appropriate authorities during the year. As per the
information and explanations given to us and in our opinion, the
statutes relating to Sales Tax, Employees Provident Fund, Employee's
State Insurance, Customs Duty, Excise Duty & Cess, are not applicable
to the Company.
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, 2012 for a period of more than six months
from the date of them becoming payable.
(b) The disputed statutory dues being interest U/s. 234 aggregating to
Rs. 1,452,975/- for the A.Y. 2003 - 04 that have not been deposited on
account of pending waiver application before appropriate authorities
are as under.
Name of the Nature of Amount Period to Forum where
Statue Dues Rs. which amount the case
relates is pending
Income Tax Income 1,452,975 2003-2004 Income Tax
Act 1961 Appellate
Tribunal
Range -10(1)
Mumbai
x. The Company does not have accumulated losses at the end of the
financial year. The Company has not incurred cash losses during the
financial year covered by the audit and in the immediately preceding
the financial year.
xi. In our opinion and according to information and explanations given
to us, the Company has no outstanding dues at the beginning of the year
and has not taken any dues during the financial year and therefore the
question of default in repayment of dues to financial institutions,
banks and debenture holders does not arise.
xii. In our opinion and according to information and explanations given
to us, the Company has not given any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
xiii. In our opinion and according to the information and explanations
given to us, the Company is not a chit fund or a nidhi/mutual benefit
fund/society. Accordingly, the clause 4(xiii) and sub-clauses (a) to
(d) of the Order is not applicable to the Company.
xiv. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in share,
securities, debentures and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. According to the information and explanations given to us, the
Company has not availed any term loans and consequently the paragraph
4(xvi) of the Order is not applicable to the Company.
xvii. According to the information and explanations given to us, the
Company has not raised any funds on short-term or long-term basis and
consequently the paragraph 4(xvii) of the Order is not applicable to
the Company.
xviii. During the year the Company has not made any preferential
allotment of shares to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
xix. According to the information and explanations given to us, the
Company has not issued any debentures and consequently the paragraph
(xix) of the Order is not applicable.
xx. The Company has not raised any money by public issue during the
year.
xxi.In our opinion and according to the information and explanation
given to us, no material fraud on or by the Company has been noticed or
reported during the year.
For B. B. Shah & Company
Chartered Accountants
Firm Reg. No. 129121W
Sd/-
CA. Bipin B. Shah
(Partner)
Membership No. 16862
Place : Mumbai
Date : 28th May, 2012
Mar 31, 2010
We have audited the attached Balance Sheet of M/S. DUKE OFFSHORE
LIMITED, as on 31st March, 2010 and also the Profit and Loss Account
and also the cash flow statement for the year ended 31st March, 2010
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.
1. We conducted our audit in accordance with the 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.
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 enclose in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the said
Order, to the extent applicable.
3. Further to our comments in the Annexure referred to above, we
report that:
(i) We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
(ii) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
these books of the Company.
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
(iv) In our opinion, the Balance Sheet, Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of section 211 of
the Companies Act, 1956;
(v) Based on the representations made by the Directors of the Company
and taken on record by the Board of Directors and the information and
explanations given to us, we report that none of the Director of the
Company is disqualified from being appointed as a Director of the
Company, as on 31.03.2010 in terms of Section 274 (1) (g) of the
Companies Act, 1956.
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said financial statements, read
together with the notes thereon and subject to Note No. 4 (b) relating
to non provision of Gratuity Liability in compliance with AS 15, give
the information required by the Companies Act, 1956, in the manner so
required and present 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 a affairs of the
company as at 31st March 2010 and
(b) in the case of the Profit and Loss Account, of the profit of the
year for the year ended on 31st March , 2010.
(c) In the case of Cash flow statement, of the Cash Flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 2 of Report of even date on the accounts for
the year ended on 31st March, 2010)
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 our comments in respect of matters
specified in paragraphs 4 and 5 of the said order are as follows:
i. (a) According to the information and explanations given to us and
in our opinion, the Company has maintained proper records showing full
particulars, including quantitative details and the situation of fixed
assets.
(b) According to the information and explanations given to us, the
fixed assets have been physically verified by the management during the
year at reasonable intervals. As explained to us, no material
discrepancies were noticed as compared to the book records, on such
physical verification.
(c) In our opinion and according to the information and explanations
given to us, the Company has not made substantial disposal of the fixed
assets during the year and the going concern status of the Company is
not affected.
ii. (a) The inventories have been physically verified during the year
by the management. In our opinion, the frequency of verification is
reasonable.
(b) In our opinion and according to the information and explanation
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
(c) The company has maintained proper records of inventories. As
explained to us, there were no material discrepancies notices on
physical verification of inventories as compared with the book records.
iii. (a) As explained to us, the Company has not granted any loans,
secured or unsecured, to companies, firms or other parties covered in
the register maintained under section 301 of the Companies Act, 1956.
(b) According to the information and explanations given to us, the
Company has taken interest free loan from One (1) party listed in the
register maintained under section 301 of the Companies Act, 1956. In
respect of said loan, the maximum amount outstanding at any time during
the year was Rs. 6,201,356/- and the year- end balance of loans taken
from this party was Rs.4,230,356/- .
(d) In our opinion and according to information and explanations given
to us, other terms and conditions of loans taken by the company are not
prima facie prejudicial to the interest of the Company.
(e) According to the information and explanations given to us, the
company is generally regular in repaying the principal amount.
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 the purchase of inventories and fixed assets and also for sale of
goods and Services. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in internal
controls procedure.
v. In respect of transactions entered in the register maintained in
pursuance of section 301 of the Companies Act, 1956 in our opinion and
according to information and explanations given to us, there are no
transactions made in pursuance of contracts or arrangements that needed
to be entered into the register maintained under section 301 of the
Companies Act, 1956, and consequently the paragraph v(b) of the order
is not applicable.
vi. According to the information and explanations given to us, the
company has not accepted deposits from the public. Accordingly, the
provisions of section 58A and 58AA of the Companies (Acceptance of
Deposit) Rules, 1975 apply.
vii. According to the information and explanations given to us and in
our opinion, the Company has no formal internal audit department as
such. However, its control procedures ensure reasonable internal
checking of its financial and other records.
viii. According to the information and explanations given to us, the
maintenance of cost records have not been prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956, in
respect of activities of the Company.
ix.In Respect of Statutory Dues :
(a) According to the information and explanations given to us and
according to the records, the Company has been regular in depositing
undisputed statutory dues, including, Income Tax, and any other
statutory dues with appropriate authorities during the year. As per the
information and explanations given to us and in our opinion, the
statutes relating to Sales Tax, Employees Provident Fund, Employees
State Insurance, Customs duty, Excise Duty & Cess, are not applicable
to the Company.
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 , 2010 for a period of more than six
months from the date of them becoming payable.
(b) The disputed statutory dues being interest U/s. 234 aggregating to
Rs. 14,52,975/- for the A.Y. 2003 - 04 that have not been deposited on
account of pending waiver application before appropriate authorities
are as under.
Period to
Which Fourm where
the
Name of
the Statute Nature of
Dues Amount
(Rs.) the amount
relates matter is
Pending
Income Tax
Act 1961 Income Tax 14,52,975 2003 - 2004 Chief Commi
ssioner of
Range10(1),
Mumbai
x. The Companys accumulated losses at the end of the financial year
are more than fifty percent of its net worth. However, it has not
incurred cash losses both in the current as well as immediately
preceding financial year.
xi. In our opinion and according to information and explanations given
to us, the Company has no outstanding dues at the beginning of the year
and has not taken any dues during the financial year and therefore the
question of default in repayment of dues to financial institutions,
banks and debenture holders does not arise.
xii. In our opinion and according to information and explanations
given to us, the Company has not given any loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion and according to the information and explanations
given to us, the Company is not a chit fund or a nidhi / mutual benefit
fund / society. Accordingly, the clause 4(xiii) and sub-clauses (a) to
(d) of the Order is not applicable to the Company.
xiv. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in share,
securities, debentures and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. According to the information and explanations given to us, the
Company has not availed any term loans and consequently the paragraph
4(xvi) of the Order is not applicable to the Company.
xvii. According to the information and explanations given to us, the
Company has not raised any funds on short- term or long-term basis and
consequently the paragraph 4(xvii) of the Order is not applicable to
the Company.
xviii. During the year the Company has not made any preferential
allotment of shares to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
xix. According to the information and explanations given to us, the
Company has not issued any debentures and consequently the paragraph
(xix) of the Order is not applicable.
xx. The Company has not raised any money by public issue during the
year.
xxi. Based upon the audit procedures performed and information and
explanations given by the management, we report no fraud on or by the
Company has been noticed or reported during the course of our audited.
For B.B. SHAH & COMPANY
Chartered Accountants
Date : 30th June, 2010
Sd/-
Place : Mumbai Bipin B. Shah
(Partner)
(Member Ship No.16862)
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