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Auditor Report of Gujarat Investa Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Gujarat Investa Limited ("the Company") which comprise of the Balance Sheet as at 31st March, 2015, the Statement of Profit & Loss for the year ended on that date and Cash Flow Statement for the year then ended and a summary of significant accounting policies and other explanatory information which we have signed under reference to this report.

Management's Responsibility for the Financial Statements :

The Company's Board of Directors and the management is responsible for the matters stated in Section 134(5) of the Companies Act, 2013, with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the accounting 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 issued by the Institute of Chartered Accountants of India and as specified under Section 143(10) of the Companies Act 2013. 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 disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of financial statement, whether due to fraud or errors. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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 dealt with by this Report read together with schedules, significant accounting policies and disclosures, give the information required by the act, rules and regulations 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, 2015;

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

c) In the case of Cash flow Statement, of Cash Inflows and Outflows 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", issued by the Central Government of India in terms of Sub Section (11) of Section 143 of the Companies Act, 2013 (hereinafter referred as the "Order") and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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 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 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 referred to in Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014;

e) On the basis of written representations received from the Directors as on March, 31,2015 and taken on record by the Board of Directors, none of the directors is disqualified as on March, 31, 2015, from being appointed as a director in terms of Section 164 (2) of the Act.

f) In our opinion and to the best of our information and according to the explanations given to us, we report as under with respect to other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014:

i. The Company does not have any such pending litigation which would impact its financial position.

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 not been an occasion in case of the Company during the year under report to transfer

any sums to Investor Education and Protection Fund. The question of delay in transferring such sums does not arise.

ANNEXURE REFERRED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE ON THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2015 OF M/S GUJARAT INVESTA LIMITED

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we report that:

1. In respect of the Fixed assets :

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

(b) The fixed assets have been physically verified during the year, by the management in accordance with a program of verification, the frequency of which is reasonable. According to the information given to us, no material discrepancies were noticed on such verification.

2. In respect of the inventories :

(a) As explained to us, inventories were verified during the year by the management at reasonable intervals.

(b) In our opinion and according to the information and explanations given to us, the procedures of verification of inventories 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 its inventories and no material discrepancies were noticed on physical verification.

3. According to the information and explanations given to us, the Company has granted Secured or unsecured loans to Companies, firms and other parties covered in the register maintained under Section 189 of the Companies Act, 2013 and

(a) In the case of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the interest as stipulated. The terms of arrangements do not stipulate any repayment schedule and the loans are repayable on demand.

(b) There are no overdue amounts of more than rupees one lakh in respect of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard of purchases of Inventory and fixed assets and sales of goods and services. During the course of our audit, no major weakness has been noticed in the internal controls and there is no continuing failure for the same.

5. The Company has not accepted any deposits from the public during the year, covered by the direction issued by the Reserve Bank of India and the provisions of Section 73 to 76 of the Companies Act, 2013 and rules framed there under were not applicable

6. The maintenance of the cost records has not been prescribed by the Central Government under Section 148 (1) of the Companies Act, 2013, for the year under review.

7. According to the information and explanations given to us and the records examined by us, the Company is regular in depositing undisputed statutory dues including Income Tax, Sales-Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Value Added Tax, Cess and other statutory dues with the appropriate authorities, there were no undisputed statutory dues outstanding as on 31st March, 2015 for a period of more than six months from the date they became payable.

8. The Company does not have accumulated losses at the end of the year. The Company has not incurred any cash losses during the current and immediately preceding financial year.

9. Based on the information and explanations given to us, the Company has not defaulted in repayment of any dues to financial institutions and banks.

10. According to the information and explanations given to us, the Company has not given guarantee for loans taken by others from bank or financial institutions.

11. According to the information and explanations given to us, the company has not raised any term loan. Therefore, the question of its use does not arise.

12. As per the information given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Lunia & Company, Chartered Accountants, Firm Registration No. 116436W,

(R. C. Lunia), Ahmedabad, Partner, The 2nd May, 2015 Membership No.: F-12729


Mar 31, 2014

Auditors Report to the members of Gujarat Investa Limited Report on the Financial Statements

We have audited the accompanying financial statements of Gujarat Investa Limited ("the Company") which comprise of the Balance Sheet as at 31st March, 2014 and the Statement of Profit & Loss and Cash Flow Statement for the year ended on that date and a summary of significant accounting policies and other explanatory information which we have signed under reference to this report.

Management''s Responsibility for the Financial Statements

The Company''s Managements is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flow of the Company in accordance with the Accounting Standards referred to in Sub Section (3C) of Section 211 of the Companies Act, 1956 of India (the Act). This responsibility includes the design, implementation and maintenance of Internal Control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the 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 disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of financial statement, whether due to fraud or errors. 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.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the accompanying 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 Profit for the year ended on that date and

c) In the case of Cash Flow Statement, of the cash flows for the year ended on that date. Report on other Legal and Regulatory Requirements

As required by "the Companies (Auditor''s Report) Order 2003 as amended by "the Companies (Auditors'' Report) (Amendment) Order 2004, issued by the Central Government of India in terms of Sub Section (4A) of Section 227 of the Act (hereinafter referred as the "Order) and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

b) In our opinion, proper Books of Account as required by law have been kept by the Company so far as appears from our examination of those books;

c) The Balance-Sheet and 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 and Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act, 1956;

e) On the basis of written representations received from the Directors as on March, 31, 2014 and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2014, from being appointed as a director in terms of clause (g) of Sub Section (1) of Section 274 of the Act.

ANNEXURE REFERRED TO IN PARAGRAPH 1 OF OUR REPORT OF EVEN DATE ON THE ACCOUNTS FOR THE YEAR ENDED 31st MARCH, 2014 OF M/S GUJARAT INVESTA LIMITED

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we state that:

1. a) The Company has maintained proper records showing full particulars, including quantitative detail and situation of its fixed assets.

b) The fixed assets have been physically verified during the year by the management in accordance with a program of verification, the frequency of which is reasonable. According to the information given to us, no material discrepancies were noticed on such verification.

c) The Company has not disposed off any substantial part of its fixed assets.

2. In respect of the inventories:

a) as explained to us, inventories were physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of inventories 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 its inventories and no material discrepancies were noticed on physical verification.

3. (a) According to the information and explanations given to us, the Company has granted/ taken unsecured loans to/from Companies, firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956. The detail of such loans granted and taken are as under:

Loans taken/repayment received : Rs. 43970288

Loans granted/repaid : Rs. 1124000

Maximum Balance during the year : Rs. 74058003 Dr.

Outstanding at the year end : Rs. 31211715 Dr.

b) In case of the aforesaid unsecured loans granted and taken to/from Companies etc. covered in the register maintained under Section 301 of the Companies Act, 1956, the rate of interest and the other terms and conditions are not prima- facie prejudicial to the interest of the Company,

(c) In case of the aforesaid unsecured loans granted and taken to/from Companies, Firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956, the repayment of principal amount and interest is regular.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business. During the course of our audit, no major weakness has been noticed in the internal controls and there is no continuing failure for the same.

5. (a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need be entered into the register maintained under Section 301 have been so entered, b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 and exceeding the value of five lakh rupees in respect of any party during the year are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public during the year.

7. The Company has an internal audit system commensurate with the size and nature of the Company''s business.

8. The maintenance of the cost records has not been prescribed by the Central Government Under Section 209 (1) (d) of the Companies Act, 1956, for the year under review.

9. Statutory and other dues:

a) According to information and explanations given to us Provident Fund and Employee''s State Insurance Scheme are not applicable to the Company.

b) According to the information and explanations given to us and the records examined by us, the company is regular in depositing undisputed statutory dues including Income- Tax, Sales-Tax, Custom Duty, Service Tax and Excise Duty and there were no undisputed statutory dues outstanding as on 31st March, 2014 for a period of more than six months from the date they became payable.

10. The company does not have accumulated losses at the end of the year. The company has not incurred any cash loss during the financial year or immediately proceeding the financial year.

11. Based on the information and explanations given to us, the Company has not defaulted in repayment of any dues to financial institutions and banks.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/or advances on the basis of security by way of pledge of shares, debentures and other similar securities.

13. To the best of our knowledge and belief and according to the information and explanations given to us, the company has maintained proper records of the transactions for dealing in shares, securities and other investments and timely entries have been made therein. The shares, securities and other investments have been held by the company in its own name.

14. The company is not a chit fund, nidhi, mutual benefit fund or a society.

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

16. According to the information and explanations given to us, the company has not raised any working capital loan. Therefore, the question of its use does not arise.

17. According to the information and explanations given to us and 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 by the company or vice-versa.

18. The Company has not made any preferential allotment of share during the year

19. During the year covered under the audit report the company has not issued any secured debentures.

20. The company has not raised any money by public issue during the year covered by our report.

21. As per the information given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Lunia & Company, Chartered Accountants, Firm Registration No. 116436W,

Ahmedabad, the 2nd May, 2014 (R. C. Lunia), Partner, Membership No. F-12729


Mar 31, 2010

1. We have audited the attached Balance-Sheet of Gujarat Investa Limited Ahmedabad as at 31st March, 2010 and relative Profits Loss Account of the Company for the year ended on that date, both of which we have signed under reference to this report. These financial statements are the responsibility of the management of the Company. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatements. 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 presentation of the financial statements. We believe that our audit provided a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government Of India in terms of Sub Section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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 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 appears from our examination of those books;

iii. The Balance-Sheet and Profit & Loss Account referred to in this report are in agreement with the Books of Accounts of the Company.

iv. In our opinion, the Profit & Loss Account and Balance Sheet comply, with the mandatory Accounting Standards referred to in sub-Section (3C) of Section 211 of the Companies Act 1956.

v. Based on the representation received from the Directors of the Company as on 31st March, 2010, and taken on record by the Board of Directors of the Company, we report that none of the Directors of the Company are disqualified as on 31 st March,

2010 from being appointed as directors in terms of clause (g) of Sub-Section (1} of Section 274 of the Companies Act. 1956.

vi. in our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon give the information required by The Companies Act, 1956 (the Act) in the manner so required, and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) In the case of Balance Sheet, of the State of Affairs of the Company as at 31st March, 2010 and

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

Annexure referred to in paragraph 3 of our Report of even date on the accounts for the year ended 31st March,2010 of M/s Gujarat Investa Limited

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we state that:

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

b) The fixed assets have been physically verified during the year by the management in accordance with a program verification, the frequency of which reasonable. According to the information given to us, no material discrepancies were noticed on such verifcation.

c) The Company has not disposed off any substantial part of its fixed assets.

2 ln respect of the inveniories:

a) as explained to us inventories were physically verified during the year by the management at reasonable intervals.

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

c) ln our opinion and according to the information and explanations given to us, the Companyhas maintained proper records of its inventories and no material discrepancies were noticed on physical verification.

3. (a) According to the information and explanations given to us, the Company has granted/ taken unsecured loans to/ from Companies, firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956. The detail of such loans granted and taken are as under:

Loans taken/repayment received : Rs. 86011752

Loans granted/repaid : Rs. 134042795

Maximun Balance during the year : Rs. 1780616060 Dr.

Outsatnding at the year end : Rs. 91330030 Dr.

b) In case of the aforesaid unsecured loans granted and taken to/ from Companies etc. covered in the register maintained under Section 301 of the Companies Act, 1956, the rate of interest and the other terms and conditions are not prima-facie prejudicial to the interest of the Company.

c) In case of the aforesaid unsecured loans granted and taken to/ from Companies, Firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956, the repayment of principal amount and intterest its regular.

4 In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business. During the course of our audit, no major weakness has been noticed in the internal controls and there is no continuing failure for the same.

5. (a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need to be entered into the register maintained under Section 301 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangemaents entered in the register maintained unde Section 301 and exceeding the value of five lakh rupees in respect of any aprty during the year are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public during the year.

7. Tha Company has an internal audit system commensurate with the size and nature of the Companys business.

8. The maintenance of the cost records has not been prescribed by the Central Government Under Section 209(1)(d) of the Companies Act, for the year under review.

9. Statuory and other dues:

a) According to information and explanations given to us Provident Fund and Employees State Insurance Scheme are not applicable to the Company.

b) According to the information and xplanations given to us and the records examined by us, the company is regular in depositing undisputed statutory dues including Income- Tax, Sales- Tax and Excise Duty and there were no undisputed statutory dues outstanding as on 31st March, 2010 for a period of more than six months from the date they became payable.

10. The company does not have accumulated losses at the end of the year. The company has not incurred any cash loss during the financial year.

11. Based on the information and explanations given to us, the Company has not defaulted in repayment af dues to financial institutions and banks.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/ or advances on the basis of security by way of pledge of shares, debentues and other similar securities.

13. To the best of our knowledge and belief and according to the information and explanations given to us, the company has maintained proper record of the transactions for dealing in

shares, securities and other investments and timely entries have been made therein. The shares, securities and other investments have been held by the company in its own name.

14. The company is not a chit fund, nidhi, mutual benefit fund or a society.

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

16. According to the information and explanations given to us, the company has not raised any working capital loan. Therefore, the question of its use does not arise.

17. According to the information and explanations given to us and 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 by the company or vice-versa.

18. The Company has made preferential allotment of Equity shares during the year.

19. During the year covered under the audit report the company has not issued any secured debentures.

20. The company has not raised any money by public issue during the year covered by our report.

21. As per the information given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For Lunia & Company, Chartered Accountants, Firm Registration No. 116436W

(R. C. Lunia), Partner Membership No. F-12729

Ahmedabad, Date : 28th August 2010


Mar 31, 2009

1. We have audited the attached Balance-Sheet of Gujarat Investa Limited Ahmedabad as at 31st March, 2009 and relative Profit & Loss Account of the Company for the year ended on that date, both of which we have signed under reference to this report. These financial statements are the responsibility of the management of the Company. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with Auditing Standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of materia! misstatements. 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 presentation of the financial statements. We believe that our audit provided a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 issued by the Central Government Of India in terms of Sub Section (4A) of Section 227 of the Companies Act, 1956, we enclose in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said order.

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 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 appears from our examination of those books:

iii. The Balance-Sheet and Profit & Loss Account referred to in this report are in agreement with the Books of Accounts of the Company.

iv. In our opinion, the Profit & Loss Account and Balance Sheet comply with the mandatory Accounting Standards referred to in sub-section (3C) of Section 211 of the Companies Act 1956.

v Based on the representation received from the Directors of the Company as on 31 st March, 2009, and taken on record by the Board of Directors of the Company, we report that none of the Directors of the Company are disqualified as on 31st March, 2009 from being appointed as directors in terms of clause (g) of Sub-Section (1) of Section 274 of the Companies Act. 1956.

vi. In our opinion and to the best of our information and according to the explanatk o given to us, the said accounts read together with the Significant Accounting Policies and other notes thereon give the information required by The Companies Act, 1956 fthe Act") in the manner so required, and give a true and fair view in conformity with the accounting principles generally accepted in india:

a) In the case of Balance Sheet, of the State of Affairs of the Company as at 31st March, 2009 and

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

ANNEXURE REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE ON THE ACCOUNTS FORTHE YEAR ENDED 31 ST MARCH, 2009 OF M/S GUJARAT IN VESTA LIMITED

In the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we state that:

1. a) The Company has maintained proper records showing full particulars, including quantitative detail and situation of its fixed assets.

b) The fixed assets have been physically verified during the. year by the management in accordance with a program of verification, the frequency of which is reasonable. According to the information given to us, no material discrepancies were noticed on such verification.

c) The Company has not disposed off any substantial part of Its fixed assets.

2. In respect of the inventories:

a) as explained to us, inventories were physically verified during the year by the management at reasonable intervals.

b) In our opinion and according to the information and explanations given to us, the procedure of physical verification of inventories 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 its inventories and no material discrepancies were noticed on physical verification.

3. (a) According to the information and explanations given to us, the Company has granted/ taken unsecured loans to/from Companies, firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956. The detail of such loans granted and taken are as under:

Loans taken/repayment received: Rs. 155578072

Loans granted/repaid: Rs. 160151932

Maximum Balance during the year Rs. 6377663 Dr.

Outstanding at the year end: Rs. 9759107 Dr.

b) In case of the aforesaid unsecured loans granted and taken to/from Companies etc. covered in the register maintained under Section 301 of the Companies Act, 1956, the rate of interest and the other terms and conditions are not prima-facie prejudicial to the interest of the Company.

c) In case of the aforesaid unsecured loans granted and taken to/from Companies, Firms and other parties covered in the register maintained under Section 301 of the Companies Act, 1956, the repayment of principal amount and interest is regular.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of it. business. During the course of our audit, no major weakness has been noticed in the internal controls and there is no continuing failure for the same.

5. (a) Based on the audit procedures applied by us and according to the information and explanations provided by the management, we are of the opinion that the transactions that need be entered into the register maintained under Section 301 have been so entered.

b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of contracts or arrangements entered in the register maintained under Section 301 and exceeding the value of five lakh rupees in respect of any party during the year are reasonable having regard to the prevailing market price at the relevant time.

6. The Company has not accepted any deposits from the public during the year.

7. The Company has an internal audit system commensurate with the size and nature of the Companys business. rf

8. The maintenance of the cost records haa fjpt been prescribed by the Central Government Under Section 209 (1) (d) of the Companies Act, 1956, for the year under review.

9. Statutory and other dues:

a) According to information and explanations given to us Provident Fund and Employees State Insurance Scheme are not applicable to the Company.

b) According to the information and explanations given to us and the records examined by us, the company is regular in depositing undisputed statutory dues including Income- Tax, Sales-Tax, Custom Duty and Excise Duty and there were no undisputed statutory dues outstanding as on 31st March, 2009 for a period of more than six months from the date they became payable.

10. The company does not have accumulated losses at the end of the year. The company has not incurred any cash loss during the financial year.

11. Based on the information and explanations given to us, the Company has not defaulted in repayment of any dues to financial institutions and banks.

12. Based on our examination of the records and the information and explanations given to us, the Company has not granted any loans and/or advances on the basis of security by way of pledge of shares, debentures and other similar securities.

13. To the best of our knowledge and belief and according to the information and explanations given to us, the company has maintained proper records of the transactions for dealing in shares, securities and other investments and timely entries have been made therein. The shares, securities and other investments have been held by the company in its own name.

14. The company is not a chit fund, nidhi, mutual benefit fund or a society.

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

16. According to the information and explanations given to us, the company has not raised any working capital loan. Therefore, the question of its use does not arise.

17. According to the information and explanations given to us and 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 by the company or vice-versa.

18. The Company has made preferential allotment of 15,01,000 Equity shares during the year.

19. During the year covered under the audit report the company has not issued any secured debentures.

20. The company has not raised any money by public issue during the year covered by ou r report.

21. As per the information given to us, no fraud on or by the company has been noticed or reported during the course of our audit.

For LUNIA & COMPANY, Chartered Accountants,

Ahmedabad, (R. C. LUNIA)

Date : 4th May, 2009 Partner

 
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