Mar 31, 2015
We have audited the accompanying financial statements of Hardcastle And
waud manufacturing company limited ("the company) which comprise the
Board sheet as at 31st March 2015 the statement of profit and loss and
the cash flow statement for the year ended an a summary of the
significant accounting policies and other and a summary of information.
Management's Responsibility for the Standalone Financial Statements
The company Board of Directors is responsible that give a true for the
matters stated in section 134(5) of the company's Act,2013 ("the Act")
with respect to the preparation of these financial statements that give
s true and fair view of the financial position financial performance and
cash flows of the company in accordance with the accounting principle
generally accent Performance and flows of the Company if with Rule
7ofthe Companies the Act, provisions of the Act for safeguarding of
maintenance of adequate accounting records in accordance with the
expropriate accounting policies;
Auditor responsibility
Out responsibly, is to option or, the standalone statements basso on
out and audit.
We believe that the audit evidence we have obtained is sufficient, and
appropriate to provide a basis for our audit, financial statements based
on our audit. opinion on the financial statements obtain reassurance
assurance about where her the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amount and the disclosure in the financial statements The
procedures fraud or error in making those risk assessments the auditor
considers the internal financial control misstatement of the financial
statements whether due to fraud 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 where her the company
has in place an adequate internal financial controls system over
financial reporting and the operating effectiveness made by companies
Directors as well as evaluating the overall presentation of the financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanation grand its cash for the year ended on that date. 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 principle generally accepted in India of
the state of affairs of the company as at 31st March 2015 its profit
and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the compare (Auditors Report) order 2015 ("the Order)
issued by the central Governance of India in items of sub section (11)
of section 143 of the companies Act, 2013 we give in the Annexure a
statements on the matters specified in paragraph 3 and 4 of the order
to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the in dormancy and explanation
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 it appears from our examination of those
books
(c) The Balance sheet statements of profit and loss and cash flow
statements dealt with by this report are in agreement with the books
of account
(d) In our opinion the aforesaid financial statements company with the
applicable accounting standards specified under section 133 of the Act,
read with Rule 7 of the companies (Account) Rules 2014:
(e) On the basis of written representations received from the directors
as on March 31, 2015 and taken on records by the board of Directors none
of the directors is disqualified as on March 31.2015 from being
applicable as a director in items of section 164(2) of the act.
(f) In our opinion to the best of our information 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 pending litigations which would impact
its financial position :
ii. The Company does not have any long term control including
derivative contracts: as such the question of does not arise:
iii. There were no amounts which were required to be transferred to
the Investor Education and Protection Fund.
ANNEXURE TO INDEPENDENT AUDITOR'S REPORT
Ref.: HARDCASTLE AND WAUD MANUFACTURING COMPANY LIMITED
i. (a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) All the assets have been physically verified by the management
during the year and no material discrepancies were noticed on such
verification.
ii. (a) The management has conducted physical
verification of inventories at reasonable intervals.
(b) The procedures followed by the management for physical verification
of inventories are, in our opinion, reasonable and adequate in relation
to the size of the company and the nature of its business.
(c) The company is maintaining proper records of inventories and no
discrepancies were noticed on verification between the inventories and
the book records.
iii. The Company has not granted loans, secured or unsecured to firms,
companies or other parties covered in the register maintained under
Section 189 of the Companies Act, 2013 and hence the provisions of
clause (iii) (a) and (b) of paragraph 3 of the Companies (Auditor's
Report) Order, 2015 are not applicable to the Company.
iv, In our opinion and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of its business, for the
purchase of fixed assets and goods and sale of goods and services.
Further, on the basis of our examination of the books and records of
the Company and according to the information and explanations given to
us, no major weakness has been noticed in the internal controls.
v. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from pubic
within the meaning of Sections 73 to 76 of the Companies Act, 2013 and
the rules framed there under.
vi. The Central Government has not prescribed the maintenance of cost
records under section 148(1) of the Act, for any of the activities of
the Company.
vii. a) According to the information and explanation given to us and
on the basis of our examination of records of the Company amounts
deducted/ accrued in the books of account in respect of undisputed
statutory dues including provident fund, employees' state insurance,
income tax, sales tax, wealth tax, service tax, duty of customs, duty
of excise, value added tax, cess and any other statutory dues have
generally been regularly deposited with the appropriate authorities.
According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, income tax,
sales tax, wealth tax, service tax, duty of customs, value added tax,
cess and other material statutory dues were in arrears as at 31 March
2015 for a period of more than six months from the date they became
payable.
b) Details of dues of Sales tax and Excise Duty which have not been
deposited as on 31st March, 2015 on account of disputes are given
below.
Nature of Dues Forum where dispute
is pending Period to which
the Amount relates Amount
Involved
(in Rs.)
Central Excise Commissioner of
Central Excise
(Appeals), Mumbai 1997-1998 9,58,855
Sales Tax
Deputy Comm. of
ST (Appeals-I).
Mumbai 2000-2001 2,67,492
Sales Tax Sales Tax Officer,
Mumbai 2004-2005 3,30,744
Sales Tax Deputy Comm. of ST
(Appeals-l).Chennai 2002-2011 3,93,095
Total 19,50,186
c) According to the information and explanations given to us, there
were no amounts which were required to be transferred to the Investor
Education and Protection Fund.
viii. The Company does not have any accumulated losses at the end of
the financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
ix. The Company has not taken any loan or issued debentures.
x. In our opinion and according to the information and explanations
given to us, the Company has not given any guarantee for the loans
taken by others from banks or financial institutions during the period
covered by audit.
xi. In our opinion and according to the information and explanations
given to us, the Company has not taken any term loan
xii. According to the information and explanations given to us, no
material fraud on or by the company has been noticed or reported during
the course of our audit.
For GMJ & Co
Chartered Accountants
Firm's Regn. No. 103429W
CA Atul Jain
Place: Mumbai Partner
Date: 13th May, 2015 M- No 037097
Mar 31, 2014
C) The Company has maintained proper records of inventory and as
explained to us, the discrepancies noticed on physical verification of
the inventory were not material;
iii) a) As informed to us, the Company has not granted any unsecured
loans during the year to companies firms or other parties covered in
the register maintained under section 301 of the Companies Act, 1956;
b) The Company has taken unsecured loans aggregating to Rs. 236.00 lacs
during the year from a company covered in the register maintained under
Section 301 of the Companies Act, 1956;
c) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
d) The payments of the principal amounts and interest thereon are
regular;
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business for the purchase of inventory and fixed assets and for the
sale of goods and services. In our opinion, there is no continuing
failure to correct major weaknesses in the internal control system;
v) a) According to the information and explanations given to us, all
transactions during the year that needed to be entered in the register
maintained u/s 301 of the Companies Act, 1956 have been so entered;
b) According to the information and explanations given to us, these
transactions have been made at prices which are reasonable having
regard to prevailing market prices at the relevant time where such
market prices are available;
vi) The Company has not accepted any deposits from the public;
vii) The Company has not appointed independent internal auditors during
the year. However, in our opinion the internal audit system is
commensurate with the size and nature of its business;
viii) As there was no manufacturing activity during the year the
Company was not required to maintain cost records;
ix) a) According to the records of the Company, undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund.
Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty and other statutory dues have been
generally regularly deposited during the year with the appropriate
authorities. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2014 for a period of more than six months
from the date of becoming payable;
b) Disputed Statutory dues aggregating to ? 21.17 lacs that have not
been deposited on account of disputes and matters pending before
appropriate authorities are as under:-
Nature of Dues Forum where dispute Amount Involved
is Pending (Rs. Lacs)
Central Excise Commissioner of Central
Excise (Appeals), Mumbai 10.42
Central Excise CESTAT. Mumbai 1.13
Sales Tax Deputy Comm of ST
(Appeals-I), Mumbai 2.42
Sales Tax Sales Tax Officer Mumbai 3.06
Sales Tax Sales Tax Tribunal, Kolkata 0.42
Sales Tax Deputy Comm of ST
(Appeals-CT-I) Chennai 3.72
x) The Company has no accumulated losses and it has incurred cash loss
during the financial year under report and also in the immediately
preceding financial year;
xi) There are no borrowings from Banks/financial institutions:
xii) In our opinion and according to the information and explanations
given to us, the Company has not granted any loans on the basis of
security by way of pledge of shares, debentures or other securities;
xiii) The Company is not a nidhi/ mutual benefit fund/society;
xiv) According to the information and explanations given to us, proper
records have been maintained by the Company of dealing and trading in
shares, securities and other investments etc. and timely entries have
been made therein The securities are held by the Company in its own
name;
xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions;
xvi) According to the information and explanations given to us, no term
loans were obtained by the Company during the year;
xvii) In our opinion, 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;
xviii) The Company has not made any allotment of shares during the
year:
xix) According to the information and explanations given to us, the
Company has not issued any debentures during the year and hence the
question of creating security or charge therefor does not arise;
xx) During the year under report, no public issue has been made by the
Company:
xxi) To the best of our knowledge and belief, and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the course of our audit.
For Khare and Company
Chartered Accountants
(FRN 105100 W)
Y. P. Shukla
Place : Mumbai Proprietor
Date : 30th May 2014 Membership No. 16203
Mar 31, 2012
1. We have audited the attached Balance Sheet of Hardcastle & Waud Mfg.
Co. Ltd as at 31st March 2012 and also the Profit & Loss Account
and the Cash Flow Statement annexed hereto for the year ended on that
date. 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. These Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management as well as evaluating the overall presentation of the
financial statements. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003
issued by the Company Law Board 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 aforesaid Annexure 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 and proper returns adequate for the purpose of our audit have
been received from the branches not visited by us;
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account
and with the returns received from the branches;
d) In our opinion, the Balance Sheet, the Profit and Loss Account and
the 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 our review of the confirmations made available to us
from the companies in which the directors of the Company are directors
and the information and explanations given to us, none of the directors
of the Company is prima facie as at 31 st March 2012 disqualified from
being appointed as director of the Company under Clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
f) In our opinion, and to the best of our information and according to
the explanations given to us, the said Accounts 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:
i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
ii) In the case of the Profit & Loss Account, of the Profit for the
year ended on that date;
iii) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITORS' REPORT TO THE
MEMBERS OF HARDCASTLE & WAUD MFG CO. LTD ON THE ACCOUNTS FOR THE YEAR
ENDED 31 ST MARCH 2012
We state that: -
i) a) The Company has maintained proper records showing particulars
including quantitative details and situation of fixed assets acquired
subsequent to 1st January 1973. Records prior to that date are reported
to be destroyed by fire;
b) As explained to us, the aforesaid fixed assets have been physically
verified by the Management at the end of the year and it has been
reported to us that the discrepancies noticed on such verification have
been properly accounted for;
c) The Company has disposed off its Freehold Land at Kalyan during the
year. However it has not disposed off a substantial part of its fixed
assets during the year;
ii) a) It is reported that the inventory has been physically verified
by the management at the end of the year;
b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business;
c) The Company has maintained proper records of inventory and as
explained to us, the discrepancies noticed on physical verification of
the inventory were not material;
iii) a) The Company has granted unsecured loans aggregating to Rs. 92.45
lacs during the year to a company covered in the register maintained
under section 301 of the Companies Act, 1956;
b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
c) The Company has taken unsecured loans aggregating to Rs. 56.00 lacs
during the year from a company covered in the register maintained under
Section 301 of the Companies Act, 1956;
d) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
e) The payments of the principal amounts and interest thereon are
regular;
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business for the purchase of inventory and fixed assets and for the
sale of goods and services. In our opinion, there is no continuing
failure to correct major weaknesses in the internal control system;
v) a) According to the information and explanations given to us, all
transactions during the year that needed to be entered in the register
maintained U/s 301 of the Companies Act, 1956 have been so entered;
b) According to the information and explanations given to us, these
transactions have been made at prices which are reasonable having
regard to prevailing market prices at the relevant time where such
market prices are available;
vi) The Company has not accepted any deposits from the public;
vii) The Company has not appointed independent internal auditors during
the year. However, in our opinion the internal audit system is
commensurate with the size and natuie of its business;
viii) The Company is not required to maintain cost records in respect
of the goods manufactured during the year;
ix) a) According to the records of the Company, undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax,
Service Tax, Customs Duty, Excise Duty and other statutory dues have
been generally regularly deposited during the year with the appropriate
authorities. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2012 for a period of more than six months
from the date of becoming payable;
b) Disputed Statutory dues aggregating to Rs. 40.77 lacs that have not
been deposited on account of disputes and matters pending before
appropriate authorities are as under:-
Nature of Dues Forum where dispute is Pending Amount
Involved
Rs. Lacs
Central Excise Commissioner of Central Excise 10.42
(Appeals), Mumbai
Central Excise CESTAT, Mumbai 1.13
Sales Tax Deputy Comm of ST (Appeals-I), 2.42
Mumbai
Sales Tax Sales Tax Officer Mumbai 20.17
Sales Tax Sales Tax Tribunal, Kolkata 3.55
Sales Tax Deputy Comm of ST (Appeals-CT-I), 3.08
Chennai
x) The Company has no accumulated losses and has not incurred cash loss
during the financial year under report or the immediately preceding
financial year;
xi) There are no borrowings from Banks/financial institutions:
xii) In our opinion and according to the information and explanations
given to us, the Company has not granted any loans on the basis of
security by way of pledge of shares, debentures or other securities;
xiii) The Company is not a nidhi/ mutual benefit fund/society;
xiv) According to the information and explanations given to us, proper
records have been maintained by the Company of dealing and trading in
shares, securities and other investments etc. and timely entries have
been made therein .The securities are held by the Company in its own
name;
xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions;
xvi) According to the information and explanations given to us, no term
loans were obtained by the Company during the year;
xvii) In our opinion, 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;
xviii)According to the information and explanations given to us, the
Company has allotted 67500 Equity shares of X 10 each to the holder of
0% Unsecured Compulsorily Convertible Debentures during the year at a
premium of Rs. 1101.11 per share:
xix) According to the information and explanations given to us, the
Company has not issued any debentures during the year and hence the
question of creating security or charge therefor does not arise;
xx) During the year under report, no public issue has been made by the
Company However the Company has allotted 67500 Equity shares of Rs. 10
each to the holder of 0% Unsecured Compulsorily Convertible Debentures
during the year at a premium of Rs. 1101.11 per share:
xxi) To the best of our knowledge and belief, and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the course of our audit.
For Khare & Co.
Chartered Accountants
(FRN:105100W)
Y. P. ShuKla
Place: Mumbai Proprietor
Date: 11th August, 2012 Membership no 16203
Mar 31, 2011
1. We have audited the attached Balance Sheet of Hardcastle & Waud
Mfg. Co. Ltd as at 31st March 2011 and also the Profit & Loss Account
and the Cash Flow Statement annexed thereto for the year ended on that
date. 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. These Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management as well as evaluating the overall presentation of the
financial statements. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 issued
by the Company Law Board 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 aforesaid Annexure 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 and proper returns adequate for the purpose of our audit have
been received from the branches not visited by us;
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account
and with the returns received from the branches;
d) In our opinion, the Balance Sheet, the Profit and Loss Account and
the 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 our review of the confirmations made available to us
from the companies in which the directors of the Company are directors
and the information and explanations given to us, none of the directors
of the Company is prima facie as at 31st March 2011 disqualified from
being appointed as director of the Company under Clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
f) Attention is invited to Note No 22 of Schedule M, regarding increase
in depreciation-due to redetermination of life of certain Fixed Assets
by the management during the year and consequently the depreciation for
the year is higher by TI.19 lacs and Profit on sale of Assets is higher
by Rs. 4.78 lacs and thereby, the amount of Profit for the year,
Surplus shown under Reserves and Surplus and of Fixed Assets are lower
by Rs. 2.41 lacs;
g) In our opinion, and to the best of our information and according to
the explanations given to us, the said Accounts 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:
i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011;
ii) In the case of the Profit & Loss Account, of the Profit for the
year ended on that date;
iii) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITORS' REPORT TO THE MEMBERS
OF HARDCASTLE & WAUD MFG CO. LTD ON THE ACCOUNTS FOR THE YEAR ENDED
31st MARCH 2011
We state that: -
i) a) The Company has maintained proper records showing particulars
including quantitative details and situation of fixed assets acquired
subsequent to 1sl January 1973. Records prior to that date are reported
to be destroyed by fire;
b) As explained to us, the aforesaid fixed assets have been physically
verified by the Management at the end of the year and it has been
reported to us that the discrepancies noticed on such verification have
been properly accounted for;
c) The Company has made a provision for impairment of certain fixed
assets as also discarded unusable fixed assets valued at Rs. 39.96 lacs
during the year. However it has not disposed off a substantial part of
its fixed assets during the year;
ii) a) It is reported that the inventory has been physically verified
by the management at the end of the year;
b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business;
c) The Company has maintained proper records of inventory and as
explained to us, the discrepancies noticed on physical verification of
the inventory were not material;
iii) a) The Company has granted unsecured loans aggregating to
Rs.801.40 lacs during the year to a company covered in the register
maintained under section 301 of the Companies Act, 1956;
b) In our opinion and according to the information and explanations
given to us. the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
c) The Company has taken unsecured loans aggregating to Rs. 2.50 lacs
during the year from a company covered in the register maintained under
Section 301 of the Companies Act, 1956;
d) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
e) The payments of the principal amounts and interest thereon are
regular;
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business for the purchase of inventory and fixed assets and for the
sale of goods and services. In our opinion, there is no continuing
failure to correct major weaknesses in the internal control-system;
v) a) According to the information and explanations given to us, all
transactions during the year that needed to be entered in the register
maintained U/s 301 of the Companies Act, 1956 have been so entered;
b) According to the information and explanations given to us, these
transactions have been made at prices which are reasonable having
regard to prevailing market prices at the relevant time where such
market prices are available;
vi) The Company has not accepted any deposits from the public;
vii) The Company has not appointed independent internal auditors for
part of the year. However, in our opinion the internal audit system is
commensurate with the size andnature of its business;
viii) The Company is not required to maintain cost records in respect
of the goods manufactured during the year;
ix) a) According to the records of the Company, undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty and other statutory dues have been
generally regularly deposited during the year with the appropriate
authorities. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2011 for a period of more than six months
from the date of becoming payable;
b) Disputed Statutory dues aggregating to Rs. 42.24 lacs that have not
been deposited on account of disputes and matters pending before
appropriate authorities are as under: -
Nature of Dues Forum where dispute Amount
is Pending Rs. Lacs Involed
Central Excise Commissioner of
Central Excise
(Appeals), Mumbai 10.42
Central Excise CESTAT, Mumbai 1.13
Sales Tax Deputy Comm of ST
(Appeals-I), Mumbai 2.42
Sales Tax Sales Tax Officer
Mumbai 20.83
Sales Tax Sales Tax Tribunal,
Kolkata 3.55
Sales Tax Sales Tax Tribunal,
Chennai 0.81
Sales Tax Deputy Comm of ST
(Appeals-CT-I),
Chennai 3.08
x) The Company has no accumulated losses and has not incurred cash loss
during the financial year under report or the immediately preceding
financial year;
xi) According to the information and explanations given to us, the
Company has not made any default in repayment of dues to banks. There
are no borrowings from Banks/financial institutions. The Company had
issued 0% Compulsorily Convertible Debentures of Rs. 7.50 crores during
the year 2009-10. The stipulated date of conversion was 8th May 2011;
xii) In our opinion and according to the information and explanations
given to us, the Company has not granted any loans on the basis of
security by way of pledge of shares, debentures or other securities;
xiii) The Company is not a nidhi/ mutual benefit fund/society;
xiv) According to the information and explanations given to us, proper
records have been maintained by the Company of dealing and trading in
shares, securities and other investments etc. and timely entries have
been made therein ;The securities are held by the Company in its own
name;
xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions;
xvi) According to the information and explanations given to us, no term
loans were obtained by the Company during the year;
xvii) In our opinion, 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;
xviii) According to the information and explanations given to us, the
Company has not made any allotment of shares during the year;
xix) According to the information and explanations given to us, the
Company had during an earlier year issued 0% Unsecured Compulsorily
Convertible Debentures and hence the question of creating security or
charge therefor does not arise;
xx) During the year under report, no public issue has been made by the
Company;
xxi) To the best of our knowledge and belief, and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the course of ouraudit.
For Khare & Co.
Chartered Accountants
(FRN:105100W)
Y.P. Shukla
Proprietor
Membership No 16203
Place : Mumbai
Date : 5th August, 2011
Mar 31, 2010
1. We have examined the attached Balance Sheet of Hardcastle & Waud
Mfg. Co. Ltd as at 31s1 March 2010 and also the Profit & Loss Account
and the Cash Flow Statement annexed thereto for the year ended on that
date. 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. These Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining on a test bgsis, 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 provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 issued
by the Company Law Board 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 aforesaid Annexure 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 and proper returns adequate for the.purpose of our audit have
been received from the branches not visited by us;
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account
and with the returns received from the branches;
d) In our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of Section 21.1 of
the Companies Act, 1956;
e) On the basis of our review of the confirmations made available to us
from the companies in which the directors of the Company are directors
and the information and explanations given to us, none of the directors
of the Company is prima facie as at 31sl March 2010 disqualified from
being appointed as director of the Company under Clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
f) In our opinion, and to the best of our information and according to
the explanations given to us, the said,Accounts 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:
i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
ii) In the case of the Profit & Loss Account, of the Profit for the
year ended on that date;
iii) In the case of the Cash Flow Statement, of the cash flows for
the year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH 3 OF AUDITORS REPORT TO THE MEMBERS
OF HARDCASTLE & WAUD MFG CO. LTD ON THE ACCOUNTS FOR THE YEAR ENDED
31st MARCH 2010
We state that: -
i) a) The Company has maintained proper records showing particulars
including quantitative details and situation of fixed assets acquired
subsequent to 1sl January 1973. Records prior to that date are reported
to be destroyed by fire;
b) As explained to us, the aforesaid fixed assets have been physically
verified by the Management at the end of the year and it has been
reported to us that no material discrepancies have been noticed on such
verification;
c) The Company has not disposed off a substantial part of its fixed
assets during the year:
ii) a) It is reported that the inventory has been physically verified by the
management at the end of the year;
b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation
to the size of the Company and the nature of its business;
c) The Company has maintained proper records of inventory and as
explained to us, the discrepancies noticed on physical verification of
the inventory were not material;
iii) a) The Company has granted unsecured loans aggregating to Rs. 706.60
lacs during the year to two companies covered in the register
maintained under section 301 of the Companies Act, 1956;
b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and.conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
c) The Company has taken unsecured loans aggregating to Rs. 5.30
lacs during the year from a company covered in the register maintained
under Section 301 of the Companies Act, 1956;
d) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
Company;
e) The payments of the principal amounts and interest thereon are
regular;
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business for the purchase of inventory and fixed assets and for the
sale of goods and services. In our opinion, there is no continuing
failure to correct major weaknesses in the internal control system;
v) a) According to the information and explanations given to us, all
transactions during the yearthat needed to be entered in the register
maintained U/s 301 of the Companies Act, 1956 have been so entered;
b) According to the information and explanations given to us, these
transactions have been made at prices which are reasonable having
regard to prevailing market prices at the relevant time where such
market prices are available; vi) The Company has not accepted any
deposits from the public;
vii) In our opinion the internal audit system of the Company is
commensurate with its size and the nature, of its business;
viii) We have broadly reviewed the books of accounts and other records
maintained by the Company in respect of Synthetic Resins where pursuant
to the Rules made by the Central Government, the maintenance of cost
records has been prescribed under section 209 (1) (d) of the Companies
Act, 1956. As during the year there was no production of Synthetic
Resins.no cost records were required to be maintained;
ix) a) According to the records of the Company, undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty and other statutory dues have
been-generally regularly deposited during the year with the appropriate
authorities. According to the information and explanations given to us,
no undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31sMarch, 2010 for a period of more than six months
from the date of becoming payable;
b) Disputed Statutory dues aggregating to Rs. 40.78 lacs that have not
been deposited on account of disputes and matters pending before
appropriate authorities are as under:-
Nature of Dues Forum where dispute is Pending Amount
Involved
Rs.Lacs
Central Excise Commissioner of Central Excise 11.52
(Appeals), Mumbai
Central Excise CESTAT, Mumbai 1.13
Sales Tax Deputy Comm of ST (Appeals-I), Mumbai 2.67
Sales Tax Sales Tax Officer Mumbai 20.08
Sales Tax Sales Tax Tribunal, Kolkata 0.52
Sales Tax Sales Tax Tribunal, Chennai 1.46
Sales Tax Deputy Comm of ST (Appeals-CT-I) 3.08
Chennai
Sales Tax Sales Tax Officer, Vapi 0.32
x) The Company has no accumulated losses and has not incurred cash loss
during the financial year under report or the immediately preceding
financial year;
xi) According to the information and explanations given to us, the
Company has not made any default in repayment of dues to banks. There
are no borrowings from financial institutions. The Company has issued
compulsorily 0% Convertible Debentures of Rs 7.50 crores during the
year. The stipulated date of its conversion is 8th May 2011;
xii) In our opinion and according to the information and explanations
given to us, the Company has not granted any loans on the basis of
security by way of pledge of shares, debentures or other securities;
xiii) The Company is not a nidhi/ mutual benefit fund/society;
xiv) According to the information and explanations given to us, proper
records have been maintained by the Company of dealingand trading in
shares, securities and otherjnvestments etc. and timely entries have
been made therein ;The securities are held by the Company in its own
name;
xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions;
xvi) According to the information and explanations given to us, no term
loans were obtained by the company during the year;
xvii) In our opinion, 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;
xviii) According to the information and explanations given to us, the
Company has not made any allotment of shares during the year;
xix) According to the information and explanations given to us, the
Company has during the year issued 0% Unsecured compulsorily
Convertible Debentures and hence the question of creating security or
charge therefor does not arise;
xx) During the year under report, no public issue has been made by the
Company;
xxi) To the best of our knowledge and belief, and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the course of our audit.
For Khare & Co.
Chartered Accountants
(FRN:105100W)
Y.P. Shukla
Place: Mumbai Proprietor
Date :3rd August, 2010 Membership No 16203