Mar 31, 2015
We have audited the accompanying financial statements of GI Engineering
Solutions Ltd ("the Company"), which comprise the Balance Sheet as at
31 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 Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and cash
flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
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, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of 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 financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 31 March, 2015, and its Loss and its cash flows for the year ended
on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government in terms of Section 143(11) of
the Act, we give in the Annexure a statement on the matters specified in
paragraphs 3 and 4 of the Order.
2. As required 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 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 31 March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31 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 no pending litigations, which has impact on its
financial position in its financial statements.
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses.
iii. There has been no delay in transferring amounts, required to be
transferred to the Investor Education and Protection Fund by the
Company.
ANNEXURE
TO INDEPENDENT AUDITORS' REPORT
(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory
Requirements' section of our report of even date of GI Engineering
Solutions Limited)
i. (a)The Company has maintained proper records showing
full particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified by the management as
per a phased programme of verification. In our opinion, the frequency
of verification is reasonable having regard to the size of the Company
and the nature of its assets. The discrepancies reported on
verification were not material and have been properly dealt with in the
books of account.
ii. The company has no inventory and hence Clause (ii) (a), (ii)(b)
and (ii)(c) of paragraph 3 of the Order are not applicable to the
Company.
iii. The Company has not granted any loans, secured or unsecured to
companies, firms or other parties covered in the register maintained
under Section 189 of the Act. Accordingly, Clause (iii) (a) and (b) of
Paragraph 3 of the Order are not applicable to the Company.
iv. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and nature of its business for the
purchase of fixed assets and for the sale of services. During the
course of our audit, we have not observed any continuing failure to
correct major weaknesses in such internal control system.
v. In our opinion, and according to the information and explanations
given to us, the Company has not accepted deposits, as per the
directives issued by the Reserve Bank of India under the provisions of
Section 73 to 76 or any other relevant provisions of the Act and the
Rules framed there under. Accordingly, Clause (v) of paragraph 3 of the
Order is not applicable to the Company.
vi. The Central Government has not prescribed the maintenance of cost
records under section 148(1) of the Act, for any of the services
rendered by the Company. Therefore, the provisions of Clause vi of
Paragraph 3 of the Order are not applicable to the company.
vii. In respect of statutory dues:
(a) According to the records of the Company, undisputed statutory dues
including provident fund, employees' state insurance, income-tax,
sales-tax, wealth tax, duty of customs, duty of excise, value added
tax, cess and any other statutory dues have been generally regularly
deposited with appropriate authorities. Based on the information and
explanations given to us and records of the company examined by us, no
undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2015 for a period of more than six months
from the date of becoming payable.
(b) According to the records of the Company, the dues outstanding of
income tax, sales tax, Service Tax, custom duty, wealth tax, excise
duty and cess which have not been deposited as at March 31, 2015 on
account of any dispute are given below:
Name Nature Period Forum Amount
of the of where (Rs)
Statute Dues dispute is
pending
Income Income Assess- Assessing
Tax Act, Tax ment year Officer 378,188
1961 2009-10
Income Income Assess- Assessing
Tax Act, Tax ment year Officer 1,437,829
1961 2011-12
(c) The amount required to be transferred to Investor Education and
Protection Fund has been transferred within the stipulated time in
accordance with the provisions of the Companies Act, 1956 and the Rules
made there under.
viii. The accumulated losses of the Company did not exceed fifty percent
of its net worth as at 31.03.2015. The Company has incurred cash losses
during the financial year covered by our audit and in the immediately
preceding financial year.
ix. As the Company does not have any borrowings from any financial
institution or bank nor has it issued any debentures as at the balance
sheet date, the provisions of Clause 3(ix) of the Order are not
applicable to the Company.
x. In our opinion and according to the information and explanations
given to us, the company has not given any guarantee for loans taken by
others from banks or financial institutions.
xi. The Company has not raised any term loans. Accordingly, the
provisions of Clause 3(xi) of the Order are not applicable to the
Company.
xii. During the course of our examination of the books and records of
the company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
material fraud on or by the company, noticed or reported during the
year, nor have we been informed of any such case by the management.
For DIXIT DATTATRAY & ASSOCIATES,
Chartered Accountants
(Firm Registration No.102665W)
(D.B. Dixit)
(Partner)
Mumbai, 30 May, 2015 (Membership No. 40032)
Mar 31, 2014
We have audited the accompanying financial statements of GI ENGINEERING
SOLUTIONS LIMITED (the "Company"), which comprise the Balance Sheet as
at March 31,2014, the Statement of Profit and Loss and 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 Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in Section 211
(3C) of the Companies Act, 1956 (the "Act") read with the General
Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate
Affairs in respect of Section 133 of the Companies Act, 2013 and in
accordance with the accounting principles generally accepted in India.
This responsibility includes the design, implementation and maintenance
of internal controls relevant to the preparation and presentation of
the financial statements that give a true and fair view and are free
from material misstatements, whether due to fraud or error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatements.
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 control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company''s internal control. An audit also includes
evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
(b) in the case of the Statement of Profit and Loss, of the loss of the
Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Emphasis of Matter
We draw attention to note no. 26 regarding non provision for diminution
in the value of investments in subsidiary company for the reasons
mentioned therein. 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 in terms of Section 227(4A)
of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books;
(c) The Balance Sheet, 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 Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in Section 211 (3C) of the Act read with the General
Circular 15/2013 dated 13 September 2013 of the Ministry of Corporate
Affairs in respect of Section 133 of the Companies Act, 2013; and
(e) On the basis of the written representations received from the
directors as on March 31, 2014 taken on record by the Board of
Directors, none of the directors is disqualified as on March 31, 2014
from being appointed as a director in terms of Section 274(1 )(g) of
the Act.
ANNEXURE
TO INDEPENDENT AUDITORS'' REPORT
(Referred to in Paragraph 1 under the heading of "Report on Other Legal
and Regulatory Requirements" of our report of even date)
1. In respect of the Company''s fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) The fixed assets were physically verified during the year by the
Management in accordance with a regular programme of verification
which, in our opinion, provides for physical verification of the fixed
assets at reasonable intervals. According to the information and
explanation given to us, no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
2. The Company''s nature of operations does not require it to hold
inventories. Consequently, clause 4 (ii) of the Companies (Auditor''s
Report) Order, 2003, as amended (''The Order'') is not applicable.
3. The Company has neither granted nor taken any loans, secured or
unsecured, to / from companies, firms or other parties covered in the
Register maintained under Section 301 of the Act. Hence the provisions
of clauses (iii)(b) to (iii)(g) of paragraph 4 of the Order are not
applicable to the Company.
4. There are adequate internal control procedures commensurate with
the size of the Company and the nature of its business with regard to
purchase of fixed assets and for sale of services. During the course of
our audit, we have not observed any continuing failure to correct major
weaknesses in internal controls.
5. In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Act, there are no
contracts and arrangements referred to in section 301 of the Act and
therefore no transaction is required to be entered in the register
maintained under section 301 of the Act. Hence the provisions of
clauses (v) (a) and (v)(b) of paragraph 4 of the Order are not
applicable to the Company.
6. In our opinion and according to the information and explanations
given to us, the Company has not accepted deposits from the public
during the year. Therefore, the provisions of the clause 4 (vi) of the
Order are not applicable to the Company.
7. The Company does not have an internal audit system.
8. As explained no cost records have been prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 in respect of the activities carried out by the
Company.
9. According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues, applicable to it with the appropriate authorities.
There are no arrears of outstanding statutory dues at the year end for
a period of more than six months from the date they became payable.
(b) According to the records of the Company, the dues outstanding of
income tax, sales tax, Service Tax, custom duty, wealth tax, excise
duty and cess which have not been deposited as at March 31, 2014 on
account of any dispute are given below:
Name Nature Period Forum Amount
of the of where (Rs.)
Statute Dues dispute is
pending
Income Income Assess- Assessing
Tax Act, Tax ment year Officer 378,188
1961 2009-10
Income Income Assess- Assessing
Tax Act, Tax ment year Officer 1,437,829
1961 2011-12
10. The Company has accumulated losses at the end of the year. The
Company has incurred cash losses during the financial year covered by
our audit and in the immediately preceding financial year.
11. In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to a
bank. Further, in our opinion and according to information and
explanations given to us, the Company did not have any amount
outstanding to the bank, financial institutions or debenture holders.
12. In our opinion and according to the information and explanations
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
13. As the Company is not a chit fund, nidhi, mutual benefit fund or a
society, the provisions of clause (xiii) of the Order are not
applicable.
14. In our opinion and according to the information and explanations
given to us, the Company is not dealing in shares, securities and
debentures. Therefore, the provisions of clause 4(xiv) of the Order are
not applicable to the Company.
15. The Company has not given any guarantee for loans taken by others
from banks or financial institutions.
16. The Company did not have any term loan outstanding during the
year.
17. In our opinion and according to the information and explanations
given to us, and on an overall examination of the Balance Sheet of the
Company, we report that funds raised on short-term basis have prima
facie not been used during the year for long- term investment.
18. According to the information and explanations given to us, during
the year covered by our audit, the Company has not made preferential
allotment of equity shares to parties and companies covered in the
register maintained under Section 301 of the Act.
19. According to the information and explanations given to us, during
the year covered by our report, the Company has not issued any
debentures.
20. During the year covered by our report, the Company has not raised
any money by way of public issue.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud by the Company and
no material fraud on the Company has been noticed or reported during
the year.
For DIXIT DATTATRAY & ASSOCIATES,
Chartered Accountants
Firm Registration No. : 102665W
D. B. DIXIT
Proprietor
Membership No 40032
Mumbai
Dated : 29th May, 2014
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of GI ENGINEERING
SOLUTIONS LIMITED (the "CompanyÂ), which comprise the Balance Sheet as
at March 31, 2013, the Statement of Profit and Loss and 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 FINANCIAL STATEMENTS
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in Section 211(3C)
of the Companies Act, 1956 (the "ActÂ) and in accordance with the
accounting principles generally accepted in India. This responsibility
includes the design, implementation and maintenance of internal
controls relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatements, whether due to fraud or error.
AUDITORS'' RESPONSIBILITY
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatements.
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 control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company''s internal control. An audit also includes
evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
OPINION
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2013;
(b) in the case of the Statement of Profit and Loss, of the loss of the
Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
EMPHASIS OF MATTER
We draw attention to note no. 27 regarding non provision for diminution
in the value of investments in subsidiary company for the reasons
mentioned therein. 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
"OrderÂ) issued by the Central Government in terms of Section 227(4A)
of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, 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 Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in Section 211(3C) of the Act.
(e) On the basis of the written representations received from the
directors as on March 31, 2013 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 Section 274(1)(g) of the
Act.
AnneXuRe
to the InDepenDent AuDItoRS'' RepoRt
(Referred to in Paragraph 1 under the heading of "Report on Other Legal
and Regulatory Requirements of our report of even date)
1. In respect of the Company''s fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) The fixed assets were physically verified during the year by the
Management in accordance with a regular programme of verification
which, in our opinion, provides for physical verification of the fixed
assets at reasonable intervals. According to the information and
explanation given to us, no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
2. The Company''s nature of operations does not require it to hold
inventories. Consequently, clause 4 (ii) of the Companies (Auditor''s
Report) Order, 2003, as amended (ÂThe Order'') is not applicable.
3. The Company has neither granted nor taken any loans, secured or
unsecured, to / from companies, firms or other parties covered in the
Register maintained under Section 301 of the Act. Hence the provisions
of clauses (iii)(b) to (iii)(g) of paragraph 4 of the Order are not
applicable to the Company.
4. There are adequate internal control procedures commensurate with
the size of the Company and the nature of its business with regard to
purchase of fixed assets and for sale of services. During the course of
our audit, we have not observed any continuing failure to correct major
weaknesses in internal controls.
5. In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Act, to the best of our
knowledge and belief and according to the information and explanations
given to us:
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in respect
of any party, the transactions have been made at prices which are prima
facie reasonable having regard to the prevailing market prices at the
relevant time.
6. In our opinion and according to the information and explanations
given to us, the Company has not accepted deposits from the public
during the year. Therefore, the provisions of the clause 4 (vi) of the
Order are not applicable to the Company.
7. The Company does not have an internal audit system.
8. As explained no cost records have been prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 in respect of the activities carried out by the
Company.
9. According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues, applicable to it with the appropriate authorities.
There are no arrears of outstanding statutory dues at the year end for
a period of more than six months from the date they became payable.
(b) According to the records of the Company, the dues outstanding of
income tax, sales tax, Service Tax, custom duty, wealth tax, excise
duty and cess which have not been deposited as at March 31, 2013 on
account of any dispute are given below:
10. The Company has accumulated losses at the end of the year. The
Company has incurred cash losses during the financial year covered by
our audit and in the immediately preceding financial year.
11. In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to a
bank. Further, in our opinion and according to information and
explanations given to us, the Company did not have any amount
outstanding to financial institutions or debenture holders.
12. In our opinion and according to the information and explanations
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
13. As the Company is not a chit fund, nidhi, mutual benefit fund or a
society, the provisions of clause (xiii) of the Order are not
applicable.
14. In our opinion and according to the information and explanations
given to us, the Company is not dealing in shares, securities and
debentures. Therefore, the provisions of clause 4(xiv) of the Order are
not applicable to the Company.
15. The Company has not given any guarantee for loans taken by others
from banks or financial institutions.
16. The Company did not have any term loan outstanding during the
year.
17. In our opinion and according to the information and explanations
given to us, and on an overall examination of the Balance Sheet of the
Company, we report that funds raised on short-term basis have prima
facie not been used during the year for long- term investment.
18. According to the information and explanations given to us, during
the year covered by our audit, the Company has not made preferential
allotment of equity shares to parties and companies covered in the
register maintained under Section 301 of the Act.
19. According to the information and explanations given to us, during
the year covered by our report, the Company has not issued any
debentures.
20. During the year covered by our report, the Company has not raised
any money by way of public issue.
21. To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud by the Company and
no material fraud on the Company has been noticed or reported during
the year.
For DIXIT DATTATRAY & ASSOCIATES,
Chartered Accountants
Firm registration number : 102665W
D. B. DIXIT
Proprietor
Membership No 40032
Mumbai
Dated : 25th May, 2013
Mar 31, 2012
1. We have audited the attached Balance Sheet of GI Engineering
Solutions Limited as at 31st March 2012 and also the Statment of Profit
and Loss and Cash Flow Statement of the Company 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 requires 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 (as
amended), issued by the Central Government of India, in terms of
Section 227(4A) of the Companies Act, 1956, we annex hereto a statement
on the matters specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) The Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
d) In our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement dealt with by this report read with our comments in
para (f) below comply with the Accounting Standards referred to in sub
section (3C) of Section 211 of the Companies Act, 1956, to the extent
applicable;
e) On the basis of written representations received from all the
directors of the Company as at MARCH 31, 2012, and taken on record by
the Board of Directors, and the information and explanations as made
available to us by the Company, we report that none of the directors of
the Company is prima facie, have any disqualifications as referred to
in clause (g) of sub section (1) of section 274 of the Companies Act,
1956 on the said date;
f) Attention is invited to note no. 27 regarding non provision for
diminution in the value of investments in subsidiary company, for
reasons mentioned therein.
g) 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 Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
- in the case of the Balance Sheet, of the State of Affairs of the
Company as at 31st March 2012;
- in the case of the Statement of Profit and Loss, of the Loss for
the year ended on that date; and
- in the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
(Referred to in Paragraph 3 of our Report of even date on the Accounts
for the year ended 31st March 2012 of GI Engineering Solutions Limited)
1. a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
b) The fixed assets have been physically verified by the management
during the year. As informed to us, no material discrepancies were
noticed on such verification. In our opinion, frequency of verification
is at reasonable intervals.
c) During the financial year, the Company has disposed off substantial
part of the fixed assets. However this will not affect the going
concern of the company.
2 The Company's nature of operations does not require it to hold
inventories. Consequently, clause 4 (ii) of the Companies (Auditor's
Report) Order, 2003, as amended ('The Order') is not applicable.
3. The Company has neither granted nor taken any loans, secured or
unsecured to/from companies, firms or other parties listed in the
register maintained under section 301 of the Companies Act, 1956. Hence
the provisions of clauses (iii)(b) to (iii)(g) of paragraph 4 of the
Order are not applicable to the Company.
4. There are adequate internal control procedures commensurate with
the size of the Company and the nature of its business with regard to
purchase of fixed assets and for sale of services. During the course of
our audit, we have not observed any continuing failure to correct major
weaknesses in internal controls.
5. a) The particulars of contracts and arrangements referred to in
section 301 of the Companies Act 1956 have been entered in the register
maintained under section 301 of the said Act.
b) The transactions made in pursuance of contracts or arrangements
entered in the register maintained under section 301 of the Companies
Act, 1956 and exceeding the value of rupees five lakhs in respect of
any party during the year have been made at prices which are reasonable
having regard to the prevailing market prices and other relevant
factors at the time of transaction.
6. The Company has not accepted any deposits from the public and
consequently the provisions of section 58A and 58AA of the Companies
Act, 1956 and the rules framed there under are not applicable.
7. The Company does not have an internal audit system.
8. As explained no cost records have been prescribed by the Central
Government under clause (d) of sub- section (1) of section 209 of the
Companies Act, 1956 in respect of the activities carried out by the
Company.
9. a) The Company has been generally regular in depositing undisputed
statutory dues applicable to it, with the appropriate authorities.
There are no arrears of outstanding statutory dues as at the year end
for a period of more than six months from the date they became payable.
b) According to the records of the Company, the dues outstanding of
income tax, sales tax, service tax, customs duty, wealth tax, excise
duty and cess on account of any dispute, are as follows.
Name Nature Period Forum Amount
of the of where (Rs.)
Statute Dues dispute is
pending
Income Income Assess- Assessing 19,09,120
Tax Tax ment Officer
Act, year
1961 2009-10
10. The Company has accumulated losses at the end of the year. The
Company has incurred cash losses in the current financial year and in
the previous financial year.
11. The Company has not defaulted in repayment of dues to any
financial institution, bank or debenture holders.
12. The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
13. As the Company is not a chit fund , nidhi, mutual benefit fund or
a society, the provisions of clause (xiii) of the Order are not
applicable.
14. The Company is not dealing in or trading in shares, securities,
debentures and other investments. Accordingly, the provisions of
clause 4 (xiv) of the Order are not applicable to the Company.
15. The Company has not given any guarantee for loans taken by others
from banks or financial institutions.
16. The Company did not have any term loans outstanding during the
year.
17. On an overall examination of the balance sheet of the Company, we
report that no funds raised on short-term basis have been used for long
term investment.
18. During the year, the Company has made preferential allotment of
preference shares to a company covered in the register maintained under
section 301 of the Act. However, the price and terms at which
preference shares have been issued are not prejudicial to the interest
of the company.
19. The Company does not have any outstanding debentures during the
year.
20. The Company has not raised any money by public issues during the
year.
21. During the course of our audit and as explained to us, no fraud on
or by the Company has been noticed or reported during the year to us.
For DIXIT DATTATRAY & ASSOCIATES,
CHARTERED ACCOUNTANTS
Firm registration no. : 102665W
D. B. DIXIT
PROPRIETOR
Membership No 40032
Place: Mumbai
Dated: August 10, 2012
Mar 31, 2010
1. We have audited the attached Balance Sheet of GI Engineering
Solutions Limited as at 31st March, 2010 and also the Profit and Loss
Account and Cash Flow Statement of the Company for the year ended on
that date, annexed thereto. These financial statements are the
responsibility of the Companys management. Our responsibility is to
express an opinion on these financial statements based on our audit.
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 (as
amended), issued by the Central Government of India, in terms of
Section 227(4A) of the Companies Act, 1956, we annex hereto a statement
on the matters specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report read with our comments in para
(f) below comply with the Accounting Standards
referred to in sub section (3C) of Section 211 of the Companies Act,
1956, to the extent applicable;
e) On the basis of written representations received from all the
directors of the Company as at 31st March, 2010, and taken on record by
the Board of Directors, and the information and explanations as made
available to us by the Company, we report that none of the directors of
the Company is prima facie, have any disqualifications as referred to
in clause (g) of sub section (1) of section 274 of the Companies Act,
1956 on the said date;
f) Attention is invited to note no. 13 in Schedule M regarding non
provision for diminution in the value of investments in subsidiary
company, for reasons mentioned therein.
g) 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 Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
. in the case of the Balance Sheet, of the State of Affairs of the
Company as at 31st March, 2010;
. in the case of the Profit and Loss Account, of the Loss for the year
ended on that date; and
. 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 3 of our Report of even date on the Accounts
for the year ended 31st March, 2010 of GI Engineering Solutions
Limited)
1. a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
b) The fixed assets have been physically verified by the management
during the year. As informed to us, no material discrepancies were
noticed on such verification. In our opinion, frequency of verification
is at reasonable intervals.
c) During the financial year, the Company has not disposed off any
substantial part of the fixed assets
2 The Companys nature of operations does not require it to hold
inventories. Consequently, clause 4 (ii) of the Companies (Auditors
Report) Order, 2003, as amended (The Order) is not applicable.
3. The Company has neither granted nor taken any loans, secured or
unsecured to/from companies, firms or other parties listed in the
register maintained under section 301 of the Companies Act, 1956. Hence
the provisions of clauses (iii)(b) to (iii)(g) of paragraph 4 of the
Order are not applicable to the Company.
4. There are adequate internal control procedures commensurate with
the size of the Company and the nature of its business with regard to
purchase of fixed assets and for sale of services. During the course of
our audit, we have not observed any continuing failure to correct major
weaknesses in internal controls.
5. a) The particulars of contracts and arrangements
referred to in section 301 of the Companies Act, 1956 have been entered
in the register maintained under section 301 of the said Act.
b) The transactions made in pursuance of contracts or arrangements
entered in the register maintained under Section 301 of the Companies
Act, 1956 and exceeding the value of rupees five lakhs in respect of
any party during the year have been made at prices which are reasonable
having regard to the prevailing market prices and other relevant
factors
at the time of transaction.
6. The Company has not accepted any deposits from the public and
consequently the provisions of Section 58A and 58AA of the Companies
Act, 1956 and the rules framed there under are not applicable.
7. The Company does not have an internal audit system.
8. As explained no cost records have been prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 in respect of the activities carried out by the
Company.
9. a) The Company has been generally regular in
depositing undisputed statutory dues applicable to it, with the
appropriate authorities. There are no arrears of outstanding statutory
dues as at the year end for a period of more than six months from the
date they became payable except an amount of Rs. 18,620/- towards ESIC
dues outstanding at the year end for more than six months.
b) According to the information and explanations given to us, there are
no dues of income tax, sales tax, service tax, customs duty, wealth
tax, excise duty and cess which have not been deposited on account of
any dispute.
10. The Company has accumulated losses at the end of the year. The
Company has incurred cash losses in the current financial year. The
Company has not incurred any cash losses in the previous financial
year.
11. The Company has not defaulted in repayment of dues to any
financial institution, bank or debenture holders.
12. The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
13. As the Company is not a chit fund , nidhi, mutual benefit fund or
a society, the provisions of clause (xiii) of the Order are not
applicable.
14. The Company is not dealing in or trading in shares, securities,
debentures and other investments. Accordingly, the provisions of
clause 4 (xiv) of the Order are not applicable to the Company.
15. The Company has not given any guarantee for loans taken by others
from banks or financial institutions.
16. The Company did not have any term loans outstanding during the
year.
17. On an overall examination of the balance sheet of the Company, we
report that no funds raised on short-term basis have been used for long
term investment.
18. During the year, the Company has not made preferential allotment
of shares to parties and companies covered in the register maintained
under section 301 of the Act.
19. The Company does not have any outstanding debentures during the
year.
20. The Company has not raised any money by public issues during the
year.
21. During the course of our audit and as explained to us, no fraud on
or by the Company has been noticed or reported during the year to us.
For DIXIT DATTATRAY & ASSOCIATES,
Chartered Accountants
Firm Registration Number: 102665W
D. B. DIXIT
Proprietor Membership No 40032
Place : Mumbai
Dated : 12 July, 2010