Mar 31, 2018
Report on the Financial Statements
We have audited the accompanying standalone financial statements of Emkay Global Financial Services Limited (âthe Companyâ), which comprise the Balance Sheet as at March 31, 2018, 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.
Managementâs Responsibility for the Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) 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 accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specified under section 133 of the Act, read with the Companies (Accounts) Rules, 2014 and the Companies (Accounting Standards) Amendment Rules, 2016. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 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.
Auditorâs Responsibility
Our responsibility is to express an opinion on these standalone 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 thereunder. We conducted our audit in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India, as 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 auditorâs 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 Companyâs preparation of the financial statements that give a true and fair view 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 the Companyâs 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 standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the standalone 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, 2018, its profit, and its cash flows for the year ended on that date.
Other Matter
The financial statements of the Company for the year ended March 31, 2017, included in these standalone financial statements, have been audited by the predecessor auditor who expressed an unmodified opinion on those statements on May 24, 2017.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure 1â 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:
i. 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;
ii. 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;
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 aforesaid standalone financial statements comply with the Accounting Standards specified under section 133 of the Act, read with the Companies (Accounting Standards) Amendment Rules, 2016;
v. On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164(2) of the Act;
vi. With respect to the adequacy of the internal financial controls over financial reporting of the Company with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in âAnnexure 2â to this report;
vii. With respect to the other matters to be included in the Auditorâs 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:
a. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 6 to the standalone financial statements;
b. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 18 to the standalone financial statements;
c. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) Fixed assets have been physically verified by the management during the year and no material discrepancies were identified on such verification.
(c) According to the information and explanations given by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company.
(ii) During the year, the Company did not hold any securities in physical form. The securities held as stock in trade by the depository are verified by the management with the confirmation statements received from them on a regular basis. In our opinion, the frequency of such verification is reasonable.
The Company is maintaining proper records of securities held as stock in trade and no discrepancies were noticed on comparing the statement from custodian with books of account.
(iii) (a) The Company has granted unsecured loan to its wholly owned subsidiary, a Company covered in the register maintained under section 189 of the act. The Company has not granted any secured or unsecured loans to Firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Act.
(b) The Company has granted loan re-payable within one year, to a company covered in the register maintained under section 189 of the Act. We are informed that the period of one year is not completed, and thus, there has been no default on the part of the parties to whom the money has been lent. The payment of interest has been regular.
(c) There are no amounts of loans granted to companies, firms or other parties listed in the register maintained under section 189 of the Act, which are overdue for more than ninety days.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and securities given in respect of which provisions of section 185 and 186 of the Act are applicable and hence not commented upon.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, the provisions of clause 3(v) of the Order are not applicable
(vi) To the best of our knowledge and as explained, the Central Government has not specified the maintenance of cost records under Section 148(1) of the Act, for the products/services of the Company.
(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employeesâ state insurance, income-tax, service tax, value added tax, goods and service tax, cess and other statutory dues applicable to it.
As informed, the provisions of wealth tax are currently not applicable to the Company.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employeesâ state insurance, service tax, value added tax ,goods and service tax, cess and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.
As informed, the provisions of wealth tax are currently not applicable to the Company.
(c) The particulars of dues on account of Income Tax as at March 31, 2018 which have not been deposited by the Company on account of a dispute, are as follows
Name of the Statute |
Nature of Dues |
Amount of Demand (Rs.) |
Period to which the amount relates |
Forum where dispute is pending |
Income Tax Act, 1961 |
Income Tax and Interest |
1,55,973 |
F.Y 2008-09 |
Commissioner of Income Tax Appeals |
(viii) The Company did not have any outstanding loans or borrowing dues in respect of a financial institution or bank or to government or dues to debenture holders during the year.
(ix) According to the information and explanations given by the management, the Company has not raised any money way of initial public offer/further public offer/debt instruments and term loans hence, reporting under clause (ix) is not applicable to the Company and hence not commented upon.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the Company or on the Company by the officers and employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the provisions of section 197 read with Schedule V of the Act is not applicable to the Company and hence reporting under clause 3(xi) are not applicable and hence not commented upon.
(xii) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 3(xii) of the order are not applicable to the Company and hence not commented upon.
(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance with section 177 and 188 of the Act, where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review and hence, reporting requirements under clause 3(xiv) are not applicable to the Company and, not commented upon.
(xv) According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of the Act.
(xvi) According to the information and explanations given to us, we report that the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Emkay Global Financial services Limited (âthe Companyâ) as of March 31, 2018 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs 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. 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 the Companyâs 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 Act.
Auditorâs Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting with reference to these standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing as specified under section 143(10) of the Act, to the extent 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 with reference to these standalone financial statements 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 over financial reporting with reference to these standalone financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgement, including the assessment of the risks 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 internal financial controls over financial reporting with reference to these standalone financial statements.
Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Financial Statements
A Companyâs internal financial control over financial reporting with reference to these standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companyâs internal financial control over financial reporting with reference to these standalone financial statements 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 authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting With Reference to these Standalone Financial Statements
Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone financial statements, 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 with reference to these standalone financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these standalone financial statements 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, adequate internal financial controls over financial reporting with reference to these standalone financial statements and such internal financial controls over financial reporting with reference to these standalone financial statements were operating effectively as at March 31, 2018, 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 S.R. Batliboi & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 301003E/E300005
per Viren H. Mehta
Partner
Membership Number : 048749
Place of Signature : Mumbai
Date : May 28, 2018
Mar 31, 2017
To the Members of
EMKAY GLOBAL FINANCIAL SERVICES LIMITED
Report on the Standalone Financial Statements
1. We have audited the accompanying Standalone Financial Statements of EMKAY GLOBAL FINANCIAL SERVICES LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March, 2017, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Management''s Responsibility for the Standalone
Financial Statements
2. 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 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 assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit. While conducting the 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.
4. 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.
5. An audit involves performing procedures to obtain audit evidence about the amounts and the 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 of the financial statements that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the 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.
6. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
7. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31st March, 2017, and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory
Requirements
8. 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.
9. 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, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the Directors as on 31st March,
2017 taken on record by the Board of Directors, none of the Directors is disqualified as on 31st March, 2017 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".
(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 7(A) to the financial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year.
iv. The Company has provided requisite disclosures in the standalone financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November,
2016 to 30th December, 2016. Based on audit procedures and relying on the management representation, we report that the disclosures are in accordance with books of account maintained by the Company and as produced to us by the Management.(Refer Note 12 to the standalone financial statements).
(i) (a) In our opinion, the Company has maintained
ANNEXURE "A" TO INDEPENDENT AUDITOR''S REPORT OF EVEN DATE TO THE MEMBERS OF EMKAY GLOBAL FINANCIAL SERVICES LIMITED ON THE STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED 31st MARCH, 2017
proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) According to the information and explanations given to us, fixed assets of the Company have been physically verified by the management during the year which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanations given to us, 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 title deeds of immovable properties, as disclosed in Note 3.9(a) on fixed assets to the financial statements are held in the name of the Company.
(ii) The securities held as stock in trade have been confirmed with the statement of holding of depository at the end of the year by the Management. In case of securities acquired during the year for which settlement of delivery as per Stock Exchanges regulations has happened post 31st March, 2017, the holding has been confirmed with statement of holding of depository for the period subsequent to 31st March, 2017. In our opinion, the frequency of verification of statement of holding is reasonable. No discrepancies have been noticed on verification between securities held as stock in trade as per the statement of holding and as per books of account.
(iii) (a) The Company has granted unsecured loan to its
wholly owned subsidiary, a company covered in the register maintained under section 189 of the
Act. The Company has not granted any secured or unsecured loan to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Act.
(b) In respect of the aforesaid loan, the terms and conditions under which such loan was granted are not prejudicial to the Company''s interest.
(c) In respect of the aforesaid loan, the schedule of repayment of principal and payment of interest has been stipulated, and the receipt of the principal amount and interest were regular, as stipulated.
(d) In respect of the aforesaid loan, there is no amount which is overdue for more than ninety days.
(iv) In our opinion and according to the information and explanations given to us, the Company has given loan to and provided guarantee for its wholly owned subsidiaries to which provisions of section 185 and 186 of the Act are not applicable. The Company has not provided any security and it has complied with the provisions of Section 186 of the Act to the extent applicable to it, with respect to the investments made.
(v) According to the information and explanations given to us, the Company has not accepted any deposits within the meaning of Section 73 to 76 of the Act and the Rules framed there under to the extent notified. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.
(vi) In our opinion and according to the information and explanations given to us, the Company is not required to maintain cost records pursuant to the rules made by the Central Government under Section 148 (1) of the Act. Accordingly, paragraph 3(vi) of the Order is not applicable to the Company.
(vii) (a) According to the information and explanations given to us and the records of the Company examined by us ,the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, service tax, value added tax, cess and other statutory dues applicable to it. According to the information and explanations given to us ,no undisputed amounts payable in respect of the aforesaid statutory dues were in arrears, as on 31st March, 2017 for a period of more than six months from the date they became payable. As explained to us, the Company did not have any dues on account of sales-tax, duty of customs and duty of excise.
(b) As at 31st March, 2017, according to the information and explanations given to us and the records of the Company examined by us, there are no dues of service tax and value added tax which have not been deposited on account of any dispute .The particulars of dues on account of income tax as at 31st March,2017 which have not been deposited by the Company on account of a dispute ,are as follows:
Name of the Statute |
Nature of dues |
Amount of demand (Rs. in Lakhs) |
Period to which the amount relates |
Forum where dispute is pending |
Income Tax Act,1961 |
Income Tax and Interest |
1.56 |
F.Y.2008- 2009 |
Commissioner of Income Tax (Appeals) |
Income Tax Act,1961 |
Income Tax and Interest |
9.60 |
F.Y.2010- 2011 |
Commissioner of Income Tax (Appeals) |
(viii) According to the information and explanations given to us, the Company has not defaulted in repayment
of loan or borrowings to a financial institution and the banks. The Company has not obtained any loan or borrowings from government. Further, the Company does not have any debentures issued/outstanding at any time during the year.
(ix) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph3 (ix) of the order is not applicable to the Company.
(x) Based on the audit procedures performed and according to the information and explanations given by the management, we report that no fraud by the company or on the Company by its officers or employees has been noticed or reported during the year ended 31st March, 2017 nor have we been informed of such case by the management during the course of our audit.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) 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 to the Company.
(xiii) 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 section 177 and 188 of the Act where applicable and details of such transaction have been disclosed in note 17 of the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014.
(xiv) According to the information and explanations give 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. Accordingly paragraph 3(xiv) of the order is not applicable to the Company.
(xv) 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 non-cash transactions with directors or persons connected with him as prescribed under section 192 of the Act. Accordingly paragraph 3(xv) of the order is not applicable to the Company.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934. Accordingly paragraph 3(xvi) of the order is not applicable to the Company.
ANNEXURE "B" TO INDEPENDENT AUDITOR''S REPORT OF EVEN DATE TO THE MEMBERS OF EMKAY GLOBAL FINANCIAL SERVICES LIMITED ON THE STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED 31st MARCH, 2017
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 ("the Act")
1. We have audited the internal financial controls over financial reporting of EMKAY GLOBAL FINANCIAL SERVICES LIMITED ("the Company") as of March 31st, 2017 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
2. 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 Act.
Auditors'' Responsibility
3. 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 deemed to be prescribed under section 143(10) of the Act, 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.
4. 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 the assessed risk. 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.
5. 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.
6. A Company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the 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.
Meaning of Internal Financial Controls Over Opinion
Inherent Limitations of Internal Financial
Controls Over Financial Reporting
7. 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.
8. 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 31stMarch ,2017 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 B.L. Sarda & Associates
Chartered Accountants
Firm Registration No. 109266W
(CA B. L. Sarda)
Place: Mumbai Partner
Date: 24th May, 2017 Membership No. 014568
Mar 31, 2016
Report on the Standalone Financial Statements
1. We have audited the accompanying standalone financial statements of EMKAY GLOBAL FINANCIAL SERVICES LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone
Financial Statements
2. The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) 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 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.
Auditorâs Responsibility
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.
While conducting the 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.
4. 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.
5. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs 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 Companyâs preparation of the financial statements that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
6. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
7. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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 31st March, 2016, and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory
Requirements
8. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section(11) of section 143 of the Act, we give in the âAnnexure Aâ, a statement on the matters specified in paragraphs 3 and 4 of the Order.
9. 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, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 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 âAnnexure Bâ.
(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 8(A) to the financial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company except '' 3451/- which has since been deposited.
ANNEXURE âAâ TO INDEPENDENT AUDITORâS REPORT OF EVEN DATE TO THE MEMBERS OF EMKAY GLOBAL FINANCIAL SERVICES LIMITED ON THE STANDALONE FINANCIAL STATEMENTS AS AT AND FOR THE YEAR ENDED 31st MARCH,2016
(i) (a) In our opinion, the Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) According to the information and explanations given to us, fixed assets of the Company have been physically verified by the management during the year which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. According to the information and explanations given to us, 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 title deeds of immovable properties, as disclosed in Note 3.9(a) on fixed assets to the financial statements are held in the name of the Company.
(ii) The securities held as stock in trade have been confirmed with the statement of holding of depository at the end of the year by the Management. In our opinion, the frequency of verification of statement of holding is reasonable. No discrepancies have been noticed on verification between securities held as stock in trade as per the statement of holding and as per books of account.
(iii) (a) The Company has granted unsecured loan to a company covered in the register maintained under section 189 of the Act. The Company has not granted any secured or unsecured loan to firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Act.
(b) In respect of the aforesaid loan, the terms and conditions under which such loan was granted are not prejudicial to the Companyâs interest.
(c) In respect of the aforesaid loan, the schedule of repayment of principal and payment of interest has been stipulated, and the party has repaid the principal amount and interest, as stipulated.
(d) In respect of the aforesaid loan, there is no amount which is overdue for more than ninety days.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees and securities granted in respect of which provisions of Section 185 and 186 of the Act are applicable. Accordingly, paragraph 3(iv) of the Order is not applicable to the Company.
(v) According to the information and explanations given to us, the Company has not accepted any deposits within the meaning of Section 73 to 76 of the Act and the Rules framed there under to the extent notified.
(vi) In our opinion and according to the information and explanations given to us, the Company is not required to maintain cost records pursuant to the rules made by the Central Government under Section 148 (1) of the Act. Accordingly, paragraph 3(vi) of the Order is not applicable to the Company.
(vii) (a) According to the information and explanations given to us and the records of the Company examined by us ,the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, employees'' state insurance, income tax, service tax, value added tax, cess and other statutory dues applicable to it. According to the information and explanations given to us ,no undisputed amounts payable in respect of the aforesaid statutory dues were in arrears, as on 31st March,2016 for a period of more than six months from the date they became payable. As explained to us, the Company did not have any dues on account of sales-tax, duty of customs and duty of excise.
(b) As at 31st March, 2016, according to the information and explanations given to us and the records of the Company examined by us, there are no dues of service tax, value added tax, cess and other statutory dues which have not been deposited on account of any dispute .The particulars of dues on account of income tax as at 31st March,2016 which have not been deposited by the Company on account of a dispute ,are as follows:
Name of the Statute |
Nature of dues |
Amount of demand (Rs. in Lakhs) |
Period to which the amount relates |
Forum where dispute is pending |
Income Tax Act,1961 |
Income Tax and Interest |
9.60 |
F.Y.2010-2011 |
Commissioner of Income Tax (Appeals) |
(viii) According to the information and explanations given to us, the Company has not defaulted in repayment of loan or borrowings to the bank. The Company has not obtained any loan or borrowings from any financial institution or government. Further, the Company does not have any debentures issued/ outstanding any time during the year.
(ix) The Company has not raised 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 to the Company.
(x) Based on the audit procedures performed and according to the information and explanations given by the management, we report that no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year ended 31st March, 2016 nor have we been informed of such case by the management during the course of our audit.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) 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 to the Company.
(xiii) 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 section 177 and 188 of the Act where applicable and details of such transaction have been disclosed in note 17 of the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules,2014.
(xiv) According to the information and explanations give 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. Accordingly paragraph 3(xiv) of the order is not applicable to the Company.
(xv) 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 non-cash transactions with directors or persons connected with him as prescribed under section 192 of the Act. Accordingly paragraph 3(xv) of the order is not applicable to the Company.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934. Accordingly paragraph 3(xvi) of the order is not applicable to the Company.
For B.L. Sarda & Associates
Chartered Accountants
Firm Registration No. 109266W
(CA B. L. Sarda)
Place: Mumbai Partner
Date : 23rd May,2016 Membership No. 014568
Mar 31, 2015
We have audited the accompanying standalone financial statements of
EMKAY GLOBAL FINANCIAL SERVICES LIMITED ("the Company"), which comprise
the Balance Sheet as at 31st March, 2015, the Statement of Profit and
Loss, the Cash Flow Statement for the year then ended, and a summary of
the significant accounting policies and other explanatory information.
Management's Responsibility for the Standalone 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 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 assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
there under.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the 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 of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances. An audit also includes evaluating the
appropriateness of the 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 on the standalone
financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone 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 31st March, 2015, and its loss and its
cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order, 2015 ("the
Order"), issued by the Central Government of India in terms of
sub-section(11) of section 143 of the Companies Act, 2015, we give in
the Annexure a statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.
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, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid standalone financial statements
comply with the Accounting Standards specified under Section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in 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 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 8(A) to the
financial statements;
ii. The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
ANNEXURE TO INDEPENDENT AUDITOR'S REPORT REFERRED TO IN PARAGRAPH 1
UNDER THE HEADING OF "REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS" OF OUR REPORT OF EVEN DATE
(i) (a) In our opinion, the Company has maintained proper records
showing full particulars, including quantitative details and situation
of fixed assets.
(b) According to the information and explanations given to us, fixed
assets of the company have been physically verified by the management
during the year which in our opinion is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(ii) (a) The securities held as stock in trade have been confirmed with
the statement of holding of depository at the end of the year. In our
opinion, the frequency of verification of statement of holding is
reasonable.
(b) In our opinion and according the information and explanations given
to us, the procedure of confirmation of securities held as stock in
trade followed by the Management were reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion and according the information and explanations given
to us, the company has maintained proper records of securities held as
stock in trade and as informed to us, no discrepancies have been
noticed on verification between the statement of holding and the book
records.
(iii) The company has not granted any secured
or unsecured loan to companies, firms and other parties covered in the
register maintained under section 189 of the Act. Therefore, comments
under clause 3(iii)(a) and 3(iii)(b) of the order are not applicable.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with the size of the Company and the nature of its business for the
purchase of securities and fixed assets and for sale of securities and
services. Further, on the basis of our examination and according to
the information and explanations given to us, we have neither come
across nor have we been informed of any instance of major weakness in
the aforesaid internal control systems.
(v) In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits within the
meaning of Sections 73 to 76 or any other relevant provisions of the
Act and the rules framed there under.
(vi) In our opinion and according to the information and explanations
given to us, the Company is not required to maintain cost records
pursuant to the rules made by the Central Government under Section 148
(1) of the Act.
(vii) (a) According to the records of the Company and the information
and explanations given to us, the company is generally
regular in depositing with appropriate authorities undisputed statutory
dues including provident fund, employees' state insurance, income tax,
service tax, value added tax, cess and other statutory dues applicable
to it. According to the information and explanations given to us, no
undisputed amounts payable in respect of the aforesaid statutory dues
were in arrears, as at 31st March, 2015 for a period of more than six
months from the date they became payable. As explained to us, the
Company did not have any dues on account of sales tax, wealth tax, duty
of custom and duty of excise.
(b) As at 31st March, 2015, according to the records of the company and
the information and explanations given to us, the following are the
particulars of disputed dues on account of income tax, service tax,
value added tax and cess matters that have not been deposited:
Nature of dues Amount Period to which Forum where pending
(Rs. in Lak) the amount relates
Tax Deducted 0.35 F.Y.2005-2006 Appeal effects
at Source and
Interest
Income Tax 9.60 F.Y.2010-2011 Commissioner
and Interest of Income Tax Appeals
(c) The amount required to be transferred by the Company to the
Investor Education and Protection Fund in accordance with the relevant
provisions of the Companies Act, 1956 (1 of 1956) and rules made there
under has been transferred to such fund within time.
(viii) The Company has accumulated losses as at 31st March, 2015 which
are not more
than fifty percent of its net worth. It has incurred cash losses during
the financial year covered by our audit and in the immediately
preceding financial year.
(ix) According to the information and explanations given to us, the
company has not defaulted in repayment of dues to the bank. The Company
has not obtained any borrowings from any financial institutions or by
way of debentures.
(x) Based on our examination of the records ,we are of the opinion that
the terms and conditions at which guarantee has been given by the
Company for credit facilities taken from banks by a subsidiary are, in
our opinion, not, prima facie, prejudicial to the interest of the
Company.
(xi) To the best of our knowledge and belief and according to the
information and explanations given to us, no term loans were obtained
by the Company during the year.
(xii) Based on the audit procedures performed and according to the
information and explanations given by the management, we report that no
fraud on or by the company has been noticed or reported during the year
ended 31st March, 2015 nor have we been informed of such case by the
management.
B. L. Sarda & Associates
Chartered Accountants
Firm Registration No. 109266W
(CA B. L. Sarda)
Place : Mumbai Partner
Date : 22nd May, 2015 Membership No. 014568
Mar 31, 2014
We have audited the accompanying financial statements of EMKAY GLOBAL
FINANCIAL SERVICES LIMITED ("the Company"), which comprise the Balance
Sheet as at 31st March, 2014, and the Statement of Profit and Loss and
Cash Flow Statement for the year then ended, and a summary of
significant accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the accounting standards 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. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and fair presentation of the financial statements that are
free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s 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 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.
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 31st March, 2014;
(b) In the case of the Statement of Profit and Loss, of the Loss for
the year ended on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Emphasis of Matter
We draw attention to Note No. 5 to the financial statements which
describe the uncertainty related to the outcome of the appeal pending
before Securities Appellate Tribunal (SAT) against rejection of
Company''s annulment application by NSE on account of occurrence of a
mistake while executing a sale order on Cash Segment of the said
exchange resulting in loss of Rs. 5194.04 lac. The impact, if any, of
the abovesaid matter on the Company''s financials is dependent upon the
outcome of the said appeal. Our opinion is not qualified in respect of
this matter.
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 under provisions of section 227(3) of the Companies Act,
1956, 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 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
e. On the basis of written representations received from the directors
as on 31st March, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March, 2014, from
being appointed as a director in terms of clause (g) of sub-section (1)
of section 274 of the Act.
ANNEXURE TO INDEPENDENT AUDITOR''S REPORT REFERRED TO IN PARAGRAPH 1
UNDER THE HEADING OF "REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS" OF OUR REPORT OF EVEN DATE
(i) In our opinion and according to the information and explanations
given to us, the nature of the Company''s business/activities during the
year are such that matters specified in clauses (viii), (xiii) and
(xix) of Paragraph 4 of the said Order do not apply to the Company.
(ii) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) According to the information and explanations given to us, fixed
assets of the Company have been physically verified by the management
during the year which in our opinion is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) According to the information and explanations given to us, the
Company has not disposed off substantial part of fixed assets which
could affect the going concern status of the Company.
(iii) (a) The securities held as stock in trade have been confirmed
with the statement of holding of depository at the end of the year. In
our opinion, the frequency of verification of statement of holding is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, the procedure of confirmation of securities held as stock
in trade followed by the Management were reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of securities
held as stock in trade and as informed to us, no discrepancies have
been noticed on verification between the statement of holding and the
book records.
(iv) (a) The Company has granted unsecured demand loans to two
companies both being its subsidiaries which are also covered in the
register maintained under section 301 of the Act. The maximum amount
involved during the year was Rs. 280 lac and the year end balance of
loans granted to said companies was Rs. NIL.
(b) In our opinion, the rate of interest and other terms and conditions
on which the said unsecured loans have been granted to two companies
listed in the register maintained under section 301 of the Act are not
prejudicial to the interest of the Company.
(c) The said Companies have fully repaid the principal alongwith
interest thereon during the year as and when demanded.
(d) The clause 4(iii)(d) of order regarding any overdue amount of loan
granted to the said companies is not applicable in view of our comments
in para (iv)(c) above.
(e) The Company has taken unsecured demand loans from three companies
and two parties covered in the register maintained under section 301 of
the Act. The maximum amount involved during the year was Rs. 2720 lac
and the year end balance of loan taken from the said companies and said
parties were Rs. 1195 lac.
(f) In our opinion, the rate of interest and other terms and conditions
on which the said unsecured loans have been taken from three companies
and two parties listed in the register maintained under section 301 of
the Act are not, prima facie, prejudicial to the interest of the
Company.
(g) The Company is repaying the principal amount during the year as and
when demanded and has also been regular in paying the interest thereon.
(v) In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of securities, fixed assets and for sale of securities and
services. Further, on the basis of our examination and according to the
information and explanations given to us, we have neither come across
nor have we been informed of any instance of major weakness in the
aforesaid internal control systems.
(vi) (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in Section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Act and exceeding the value of rupees five lac in respect of any
party during the year for services provided to such a party, no
comparison could be made since similar transactions have not been made
with other parties.
(vii) In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from public
within the meaning of Sections 58A and 58AA or any other relevant
provisions of the Act and the rules framed thereunder.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size of the Company and the nature of its
business.
(ix) (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including provident
fund, investor education and protection fund, employees'' state
insurance, income tax, sales tax, wealth tax, service tax, custom duty,
excise duty, cess and other statutory dues applicable to it. No
undisputed amounts payable in respect of the aforesaid statutory dues
were outstanding as at the last day of the financial year for a period
of more than six months from the date they became payable.
(b) As at 31st March, 2014, according to the records of the Company and
the information and explanations given to us, the following are the
particulars of disputed dues on account of income tax, sales tax,
service tax, custom duty, wealth tax, excise duty and cess matters that
have not been deposited:
Nature of dues Amount Period to which Forum where
(Rs. in lac) the amount pending
relates
Tax Deducted 0.35 FY 2005-2006 Appeal effects
at Source and
Interest
Income Tax and 9.29 FY 2007-2008 Rectifications/
Interest Appeal effects
Income Tax and 16.73 FY 2008-2009 (a) Rectifications/
Interest Appeal effects,
and
(b) Income Tax
Appellate
Tribunal
Income Tax and 9.60 FY 2010-2011 Commissioner
Interest of Income
Tax(Appeals)
(x) The Company has no accumulated losses as at 31st March, 2014. It
has incurred cash losses during the financial year covered by our audit
but not in the immediately preceding financial year.
(xi) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to the bank. The Company
has not obtained any borrowings from any financial institutions or by
way of debentures.
(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) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of the
transactions and contracts in respect of its dealing or trading in
shares, securities and other investments and timely entries have been
made therein and the shares, securities and other investments have been
held by the Company in its own name.
(xiv) To the best of our knowledge and belief and according to the
information and explanations given to us, the terms and conditions at
which guarantee has been given by the Company for credit facilities
taken from banks by a subsidiary are, in our opinion, not, prima facie,
prejudicial to the interest of the Company.
(xv) To the best of our knowledge and belief and according to the
information and explanations given to us, no term loans were obtained
by the Company during the year.
(xvi) According to the Cash Flow Statement and other records examined
by us and the information and explanations given to us, on an overall
basis, funds raised on short term basis have, prima facie, not been
used during the year for long term investment.
(xvii) According to the information and explanations given to us, the
Company has not made any preferential allotment during the year to
Companies/Firms/Parties covered in the register maintained under
section 301 of the Act.
(xviii)The Company has not raised any money by public issues during the
year.
(xix) 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 B. L. Sarda & Associates
Chartered Accountants
Firm Registration No. 109266W
(CA B. L. Sarda)
Place : Mumbai Partner
Date : 22nd May, 2014 Membership No. 014568
Mar 31, 2013
1. Report on the Financial Statements:
We have audited the acCompanying financial statements of EMKAY GLOBAL
FINANCIAL SERVICES LIMITED ("the Company"), which comprise the Balance
Sheet as at March 31, 2013, 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.
2. Management''s Responsibility for the Financial Statements:
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the accounting standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and fair presentation of the financial statements
that are free from material misstatement, whether due to fraud or
error.
3. Auditor''s Responsibility: Our responsibility is to express an
opinion on these financial statements based on our audit. We conducted
our audit in accordance with the Standards on Auditing issued by the
Institute of Chartered Accountants of India. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s 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. 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.
4. 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;
b) In the case of the Statement of Profit and Loss, of the Loss for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
5. Emphasis of Matter: We draw attention to Note No.6 to the financial
statements which describe the uncertainty related to the outcome of the
matter under appeal filed by the Company against National Stock
Exchange of India Limited on account of occurrence of a mistake while
executing a sale order on Cash Segment resulting in loss of Rs. 5194.04
lac. Our opinion is not qualified in respect of this matter.
6. 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 under provisions of section 227(3) of the Companies Act,
1956, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
(b) In our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
(c) The Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
(d) In our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement comply with the accounting standards referred to in
sub- section (3C) of section 211 of the Act;and
(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 Act.
(i) In our opinion and according to the information and explanations
given to us, the nature of the Company''s business / activities during
the year are such that clauses (viii), (xiii) and (xix) of Paragraph 4
of the said Order are not applicable to the Company.
(ii) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) According to the information and explanations given to us, fixed
assets of the Company have been physically verified by the management
during the year which in our opinion is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
According to the information and explanations given to us, the Company
has not disposed off substantial part of fixed assets which could
affect the going concern status of the Company.
(iii) (a) The securities held as stock in trade have been confirmed
with the statement of holding of depository at the end of the year. In
our opinion, the frequency of verification of statement of holding is
reasonable.
(b) In our opinion and according the information and explanations given
to us, the procedure of confirmation of securities held as stock in
trade followed by the Management were reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion and according the information and explanations given
to us, the Company has maintained proper records of securities held as
stock in trade and as informed to us, no discrepancies have been
noticed on verification between the statement of holding and the book
records.
(iv) (a) The Company has granted unsecured demand loans to four
companies covered in the register maintained under section 301 of the
Act. The maximum amount involved during the year was Rs. 3133 lac and
the year end balance of loans granted to said companies was Rs. 20 lac.
(b) I n our opinion, the rate of interest and other terms and
conditions on which the said unsecured loans have been granted to four
companies listed in the register maintained under section 301 of the
Act are not prejudicial to the interest of the Company.
(c) The said companies are repaying the principal as and when demanded
and are also regular in payment of interest.
(d) There are no overdue amount of principal and interest.
(e) The Company has taken unsecured demand loans from three companies
and two parties covered in the register maintained under section 301 of
the Act. The maximum amount involved during the year was Rs. 2685 lac
and the year end balance of loan taken from the said companies and said
parties was Rs. 1400 lac.
(f) I n our opinion, the rate of interest and other terms and
conditions on which the said unsecured loans have been taken from three
companies and two parties listed in the register maintained under
section 301 of the Act are not, prima facie, prejudicial to the
interest of the Company.
(g) The Company is repaying the principal amount during the year as and
when demanded and has also been regular in paying the interest thereon.
(v) In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business for the
purchase of securities, fixed assets and for sale of securities and
services. Further, on the basis of our examination and according to the
information and explanations given to us, we have neither come across
nor have we been informed of any instance of major weakness in the
aforesaid internal control systems.
(vi) (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in Section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Act and exceeding the value of rupees five lac in respect of any
party during the year for services provided to such a party, no
comparison could be made since similar transactions have not been made
with other parties.
(vii) In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from public
within the meaning of Sections 58A and 58AA or any other relevant
provisions of the Act and the rules framed thereunder.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size of the Company and the nature of its
business.
(ix) (a) The Company has been regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employees'' state insurance,
income tax, sales tax, wealth tax, service tax, custom duty, excise
duty, cess and other statutory dues applicable to it. No undisputed
amounts payable in respect of the aforesaid statutory dues were
outstanding as at the last day of the financial year for a period of
more than six months from the date they became payable.
(b) As at 31st March, 2013, according to the records of the Company and
the information and explanations given to us, the following are the
particulars of disputed dues on account of income tax, sales tax,
service tax, custom duty, wealth tax, excise duty and cess matters that
have not been deposited:
Nature of dues Period to
Amount which the Forum where
(Rs. in lac) amount pending
relates
Commissioner
Tax Deducted at Source and 0.35 FY 2005-2006 of Income
Interest Tax (Appeals)
Income Tax and Interest 21.67 FY 2007-2008 Rectifications/
Appeal effects
Commissioner
Income Tax and Interest 61.19 FY 2008-2009 of Income
Tax(Appeals)
(x) The Company has no accumulated losses as at 31st March, 2013 and it
has not incurred any cash losses in the financial year ended on that
date or in the immediately preceding financial year.
(xi) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to the bank. The Company
has not obtained any borrowings from any financial institutions or by
way of debentures.
(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) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of the
transactions and contracts in respect of its dealing or trading in
shares, securities and other investments and timely entries have been
made therein and the shares, securities and other investments have been
held by the Company in its own name.
(xiv) To the best of our knowledge and belief and according to the
information and explanations given to us, the terms and conditions at
which guarantee has been given by the Company for credit facilities
taken from banks by a subsidiary are, in our opinion, not, prima facie,
prejudicial to the interest of the Company.
(xv) To the best of our knowledge and belief and according to the
information and explanations given to us, no term loans were obtained
by the Company during the year.
(xvi) According to the Cash Flow Statement and other records examined
by us and the information and explanations given to us, on an overall
basis, funds raised on short term basis have, prima facie, not been
used during the year for long term investment.
(xvii) According to the information and explanations given to us, the
Company has not made any preferential allotment during the year to
Companies / firms / parties covered in the register maintained under
section 301 of the Act.
(xviii) The Company has not raised any money by public issues during
the year.
(xix) 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 B. L. Sarda & Associates
Chartered Accountants
Firm Registration No. 109266W
(B. L. Sarda)
Place: Mumbai Partner
Date : 18th May, 2013 Membership No. 014568
Mar 31, 2012
1. We have audited the attached balance sheet of EMKAY GLOBAL
FINANCIAL SERVICES LIMITED as at 31st March, 2012 and also the
statement of profit and loss and the cash flow statement for the year
ended on that date annexed thereto. These financial statements are the
responsibility of the company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis
for our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003 (the
'order1), as amended, issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Companies Act, 1956
(the 'Act'), we enclose in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to 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
those books;
(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 Act;
(v) On the basis of written representations received from the
directors, as on 31st March, 2012 and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
31st March, 2012 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the Act;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read together with the
Significant Accounting Policies and Notes thereon 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, 2012;
(b) in the case of the Statement of Profit and Loss, of the Loss for the
year ended on that date; and
(c) in the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
(i) In our opinion and according to the information and explanations
given to us, the nature of the Company's business/ activities during
the year are such that clauses (viii), (xiii) and (xix) of Paragraph 4
of the said Order are not applicable to the Company.
(ii) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) According to the information and explanations given to us, fixed
assets of the company have been physically verified by the management
during the year which in our opinion is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) According to the information and explanations given to us, the
Company has not disposed off substantial part of fixed assets which
could affect the going concern status of the Company.
(iii) (a) The securities held as stock in trade have been confirmed
with the statement of holding of depository at the end of the year. In
our opinion, the frequency of verification of statement of holding is
reasonable.
(b) In our opinion and according the information and explanations given
to us, the procedure of confirmation of securities held as stock in
trade followed by the Management were reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion and according the information and explanations given
to us, the Company has maintained proper records of securities held as
stock in trade and as informed to us, no discrepancies have been
noticed on verification between the statement of holding and the book
records.
(iv) (a) The Company has granted unsecured demand loans to three
companies covered in the register maintained under section 301 of the
Act. The maximum amount involved during the year was Rs 2503 lac and the
year end balance of loans granted to said companies wasRs 1000 lac.
(b) In our opinion, the rate of interest and other terms and conditions
on which the said unsecured loans have been granted to companies listed
in the register maintained under section 301 of the Act are not
prejudicial to the interest of the Company.
(c) The said companies are repaying the principal as and when demanded
and are also regular in payment of interest.
(d) There are no overdue amount of principal and interest.
(e) The Company has not taken any secured or unsecured loan from
companies, firms or other parties covered in the register maintained
under section 301 of the Act during the year. Therefore comments under
clause 4(iii) (e) to (g) of the Order are not applicable.
(v) In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the company and the nature of its business for the
purchase of securities, fixed assets and for sale of securities and
services. Further, on the basis of our examination and according to the
information and explanations given to us, we have neither come across
nor have we been informed of any instance of major weakness in the
aforesaid internal control systems.
(vi) (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in Section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Act and exceeding the value of rupees five lac in respect of any
party during the year for services obtained from such a party have been
made at prices which are reasonable having regard to prevailing market
prices at the relevant time. In case of services provided to another
such party, no comparison could be made since similar transactions have
not been made with other parties.
(vii) In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from public
within the meaning of Sections 58A and 58AA or any other relevant
provisions of the Act and the rules framed thereunder.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size of the company and the nature of its
business.
(ix) (a) The Company has been regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employees' state insurance,
income tax, sales tax, wealth tax, service tax, custom duty, excise
duty, cess and other statutory dues applicable to it. No undisputed
amounts payable in respect of the aforesaid statutory dues were
outstanding as at the last day of the financial year for a period of
more than six months from the date they became payable.
(c) As at 31st March, 2012, according to the records of the Company
and the information and explanations given to us, the following are the
particulars of disputed dues on account of income tax, sales tax,
service tax, custom duty, wealth tax, excise duty and cess matters that
have not been deposited:
Nature of dues Amount Period to Forum where
(Rs.in Lac) which
the amount pending
relates
Income Tax 6.37 FY 2002-2003 Rectifications/
and Interest Appeal Effects
Income Tax 4.57 FY 2003-2004 Rectifications/
and Interest Appeal Effects
Tax Deducted at 0.35 FY 2005-2006 Commissioner of
Source and
Interest Income Tax
(Appeals)
Income Tax 25.94 FY 2007-2008 Income Tax
and Interest Appellate Tribunal
Income Tax 61.19 FY 2008-2009 Commissioner of
and Interest Income Tax
(Appeals)
(x) The Company has no accumulated losses as at 31st March, 2012 and it
has not incurred any cash losses in the financial year ended on that
date or in the immediately preceding financial year.
(xi) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to the bank. The
Company has not obtained any borrowings from any financial institutions
or by way of debentures.
(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) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of the
transactions and contracts in respect of its dealing or trading in
shares, securities and other investments and timely entries have been
made therein and the shares, securities and other investments have been
held by the Company in its own name.
(xiv) To the best of our knowledge and belief and according to the
information and explanations given to us, the terms and conditions at
which guarantee has been given by the Company for credit facilities
taken from banks by a subsidiary are, in our opinion, not, prima facie,
prejudicial to the interest of the Company.
(xv) To the best of our knowledge and belief and according to the
information and explanations given to us, no term loans were obtained
by the Company during the year.
(xvi) According to the Cash Flow Statement and other records examined
by us and the information and explanations given to us, on an overall
basis, funds raised on short term basis have, prima facie, not been
used during the year for long term investment.
(xvii) According to the information and explanations given to us, the
company has not made any preferential allotment during the year to
Companies / firms / parties covered in the register maintained under
section 301 ofthe Act.
(xviii) The Company has not raised any money by public issues during
the year.
(xix) 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 B. L Sarda & Associates
Firm Registration No. 109266W
Chartered Accountants
(B. L Sarda)
Place: Mumbai Partner
Date: 19th May, 2012 Membership No. 14S68
Mar 31, 2010
1. We have audited the attached balance sheet of EMKAY GLOBAL
FINANCIAL SERVICES LIMITED as at 31st March, 2010 and also the profit
and loss account and the cash flow statement 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.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 (the
Ãorder), as amended, issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Companies Act, 1956
(the ÃAct), we enclose in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to 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
those books;
(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 Act;
(v) On the basis of written representations received from the
directors, as on 31st March, 2010 and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
31st March, 2010 from being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the Act;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read together with the
Significant Accounting Policies and Notes to Accounts appearing in
Schedule "T" 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, 2010;
(b) in the case of the Profit and Loss Account, of the Profit for the
year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS REPORT REFERRED TO IN PARAGRAPH THREE OF OUR
REPORT OF EVEN DATE
(i) In our opinion and according to the information and explanations
given to us, the nature of the Companys business / activities during
the year are such that clauses (viii), (xiii) and (xix) of Paragraph 4
of the said Order are not applicable to the company.
(ii) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) According to the information and explanations given to us, fixed
assets of the company have been physically verified by the management
during the year which in our opinion is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) According to the information and explanations given to us, the
company has not disposed off substantial part of fixed assets which
could affect the going concern status of the company.
(iii) (a) The securities held as stock in trade have been confirmed
with the statement of holding of depository at the end of the year. In
our opinion, the frequency of verification of statement of holding is
reasonable.
(b) In our opinion and according the information and explanations given
to us, the procedure of confirmation of securities held as stock in
trade followed by the Management were reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion and according the information and explanations given
to us, the company has maintained proper records of securities held as
stock in trade and as informed to us, no discrepancies have been
noticed on verification between the statement of holding and the book
records.
(iv) The Company has neither granted nor taken any secured or unsecured
loan to/from companies, firms or other parties covered
in the register maintained under section 301 of the Act during the
year. Therefore comments under clause 4(iii) to (g) of the Order are
not applicable.
(v) In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the company and the nature of its business for the
purchase of securities, fixed assets and for sale of securities and
services. Further, on the basis of our examination and according to the
information and explanations given to us, we have neither come across
nor have we been informed of any instance of major weakness in the
aforesaid internal control systems.
(vi) (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
referred to in Section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Act and exceeding the value of rupees five lac in respect of any
party during the year for services provided to such a party have been
made at prices which are reasonable having regard to prevailing market
prices at the relevant time. In case of services provided to another
such party, no comparison could be made since similar transactions have
not been made with other parties.
(vii) In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from public
within the meaning of Sections 58A and 58AA or any other relevant
provisions of the Act and the rules framed thereunder.
(viii) The Internal Audit is being conducted by a firm of Chartered
Accountants appointed by the management and in our opinion, the same
commensurates with the size and nature of companys business.
(ix) (a) The company has been regular in depositing with appropriate
authorities undisputed statutory dues including
provident fund, investor education and protection fund, employees
state insurance, income tax, sales tax, wealth tax, service tax, custom
duty, excise duty, cess and other statutory dues applicable to it. No
undisputed amounts payable in respect of the aforesaid statutory dues
were outstanding as at the last day of the financial year for a period
of more than six months from the date they became payable.
(b) As at 31st March, 2010, according to the records of the company and
the information and explanations given to us, the following are the
particulars of disputed dues on account of income tax, sales tax,
service tax, custom duty, wealth tax, excise duty and cess matters that
have not been deposited:
Nature Amount Period to which Forum where
of dues (Rs. in the amount pending
Lac) relates
Income Tax 1.50 F.Y.2001-2002 Commissioner of
and Interest Income Tax
(Appeals) and
Income Tax 3.77 F.Y.2002-2003 Income Tax
and Interest
Appellate
Tribunal
Income Tax 4.96 F.Y.2003-2004
and Interest
Income Tax 3.07 F.Y.2004-2005 Commissioner of
and Interest Income Tax
(Appeals)
Income Tax 42.39 F.Y.2005-2006 Income Tax
and Interest Appellate Tribunal
Income Tax 26.27 F.Y.2006-2007 Commissioner of
and Interest Income Tax
(Appeals)
(x) The Company does not have any accumulated losses as at 31st March,
2010. Further, the company has not incurred cash losses during the
financial year. However it had incurred cash losses in the immediately
preceding financial year.
(xi) According to the information and explanations given to us, the
company has not defaulted in repayment of dues to the bank. The
Company has not obtained any borrowings from any financial institutions
or by way of debentures.
(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) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of the
transactions and contracts in respect of its dealing or trading in
shares, securities and other investments and timely entries have been
made therein and the shares, securities and other investments have been
held by the company in its own name.
(xiv) To the best of our knowledge and belief and according to the
information and explanations given to us, the terms and conditions at
which guarantee has been given by the Company for credit facilities
taken from banks by a subsidiary are, in our opinion, not, prima facie,
prejudicial to the interest of the Company.
(xv) To the best of our knowledge and belief and according to the
information and explanations given to us, no term loans were obtained
by the Company during the year.
(xvi) According to the Cash Flow Statement and other records examined
by us and the information and explanations given to us, on an overall
basis, funds raised on short term basis have, prima facie, not been
used during the year for long term investment.
(xvii) According to the information and explanations given to us, the
company has not made any preferential allotment during the year to
Companies / firms / parties covered in the register maintained under
section 301 of the Act.
(xviii)The Company has not raised any money by public issues during the
year.
(xix) 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 B.L. Sarda & Associates
Firm Registration No. 109266W
Chartered Accountants
(B. L. Sarda)
Place: Mumbai Partner
Date : 28th May, 2010 Membership No. 014568