Mar 31, 2015
1. We have audited the accompanying financial statements of James
Hotels Limited which comprise the Balance Sheet as at 31st March, 2015,
the Statement of Profit & Loss, the Cash Flow Statement for the year
then ended and a summary of significant accounting policies and other
explanatory information.
2. The Company's Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 with respect to the
preparation and presentation 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 judgement
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.
3. 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.
4. We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
5. An audit involves performing procedures to obtain audit evidence
about the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgement, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal 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.
6. Attention is invited to the following points of Note '4' of the
financial statements.
i) Note 4.1 - pending litigations against the Company.
ii) Note 4.2- the Company has increased Authorised Share Capital Rs.
140,000,000/- to Rs. 520,000,000/- by passing a special resolution
dated 14th December, 2011 by way of postal ballot; however, the exact
number of Equity Shares & Preference shares has not been specifically
classified.
iii) Note 4.5 - defaults in repayment of dues to banks and assignment
of loans granted by State Bank of India to Asset Reconstruction Company
(India) Limited. Provision for interest accrued, in absence of
confirmation of balances by banks, has been made on accrual basis.
iv) Note 4.8 - non-payment of fee for increase in Authorised Share
Capital.
v) Note 4.11 - provision of liability for Gratuity has been made on
accrual basis; Actuarial Valuation report as required under Accounting
Standard -15, has not been obtained.
vi) Note 4.13 - remuneration paid to Managing Director is subject to
the approval of Shareholders and Central Government.
7. Net-worth of the Company has completely eroded; the management is
of the opinion that the Company shall carry on its business as usual,
hence the financial statements of the Company have been prepared on a
going concern basis; the appropriateness of the said basis is
inter-alia dependent upon future performance and profitability and
presently we are unable to express an opinion on the same.
8. Subject to paragraph 6 & 7 above, 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 inconformity
with the accounting principles generally accepted in India, of the
state of affairs of the Company as at 31sl March, 2015 and its loss and
its cash flows for the year ended on that date.
9. 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 Act, we give in the Annexure a statement on the
matters specified in the paragraph 3 and 4 of the Order, to the extent
applicable.
10. 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 & 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, except
provision of liability for Gratuity on accrual basis without taking
actuarial valuation report as required under Accounting Standard - 15,
comply with the Accounting Standards, specified under Section 133 of
the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
(e) on the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164(2) of the
Act; and
(f) with respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. the Company has disclosed the impact of pending litigations on its
financial position in its financial statements (refer Notes 4.1 & 4.4).
ii. the Company did not have any long term contracts including
derivative contracts for which there were any material foreseeable
losses;
iii.there were no amounts which were required to be transferred, to the
Investor Education and Protection Fund by the Company.
ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT
(Referred to in paragraph 9 of our report of even date on accounts of
James Hotels Limited for the year ended 31st March, 2015).
i. In respect of its Fixed Assets :
a) The records maintained by the Company need to be updated to show
full particulars, including quantitative details and situation of fixed
assets.
b) As explained to us, the Company has a programme for physical
verification on a rotational basis, which, in our opinion, is
reasonable having regard to the size of the Company and the nature of
its business. Accordingly, certain fixed assets have been physically
verified by the management, during the year, and no material
discrepancies were noticed on such verification.
ii. In respect of its Inventories :
a) According to the information and explanations given to us, the
physical verification of inventories is conducted by the management at
periodic intervals; the frequency of verification is reasonable having
regard to the size of the Company and the nature of its inventories.
b) According to the information and explanations given to us, the
procedures for physical verification of inventories followed by the
management are reasonable and adequate in relation to the size of the
Company and the nature of its business.
c) According to the information and explanations given to us, the
Company is maintaining proper records of inventory. The discrepancies
noticed on verification between the physical stocks and the book
records were not material and have been properly dealt with in the
books of account.
iii. According to the information and explanations given to us, the
Company has not granted any loan, secured or unsecured to Companies,
firms or other parties covered in the register maintained under Section
189 of the Companies Act, 2013. Accordingly, clauses (a) &(b) of
paragraph 3(iii) of the Order are not applicable; hence not commented
upon. iv. 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 with regard to purchase of
inventories & fixed assets and with regard to the sale of goods &
rendering of services. Further, on the basis of our examination and
according to the information and explanations given to us, we have
neither come across nor have been informed of any major weakness in the
aforesaid internal control system during the year. v. The Company has
not accepted any deposits from the public.
Unsecured loans from promoters were taken in pursuance of stipulations
of the Banks. Unsecured loan (Rs.23,162,704/-) from promoter is exempt
deposit, inconformity with the provisions of Section 73 of the
Companies Act, 2013 read with Rule 2(c)(xiii) of the Companies
(Acceptance of Deposits) Rules, 2014 . The Company, during the year,
has repaid (Rs. 19,700,564/-) to the director and promoters of the
Company. vi. The Central Government has not prescribed maintenance of
cost records under Section 148 of the Companies Act, 2013, read with
the Companies (Cost Records and Audit) Amendment Rules, 2014. vii. In
respect of its Statutory dues :
a) According to the information & explanations given to us and on the
basis of our examination of the 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, Excise Duty, Custom
Duty, Value Added Tax, Cess and other material statutory dues, to the
extent applicable, have not been regularly deposited, during the year,
by the Company with the appropriate authorities.
According to the information and explanations given to us, no
undisputed amounts payable, in respect of Provident Fund, Employees
State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Excise
Duty, Custom Duty, Value Added Tax, Cess and other material statutory
dues, were in arrears as at 31st March, 2015 for a period of more than
six months from the date they became payable except as mentioned below:
Name of the Nature of Amount Period to which
Statue Dues the amount relates
Income Tax Act, 1961 Tax deducted at
source 10,350 Jun., 2014 to Sep.,
2014
b) According to the information and explanations given to us, there are
no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
Excise Duty, Value Added Tax and Cess which have not been deposited
with appropriate authorities on account of any dispute.
c) According to the information and explanations given to us, there is
no amount required to be transferred to investor education and
protection fund in accordance with the relevant provisions of the
Companies Act, 1956 (1 of 1956) and rules made thereunder.
viii. The accumulated losses of the Company at the end of the financial
year are more than fifty percent of its net worth. The Company has
incurred cash losses during the current financial year as well as in
the immediately preceding financial year.
ix. According to the information & explanations given to us and on the
basis of verification of records, the Company has defaulted in
repayment of principal amount and interest due to State Bank of India,
Punjab National Bank and United Bank of India; resultantly the accounts
were classified as NPA, the amount of default remained unconfirmed,
(refer Note 4.5). The Company, during the year, has not taken any loan
from financial institution.
x. According to the information & explanations given to us, the Company
has not given any guarantee for loans taken by others from banks or
financial institutions.
xi. According to the information and explanations given to us, the term
loans taken by the Company have been applied for the purpose for which
they were obtained.
xii. According to the information & explanations given to us, no fraud
on or by the Company has been noticed or reported during the course of
our audit.
For VASUDEVA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Registration No. - 022239N
Sd/-
Dated : 30th May, 2015 (P.K. VASUDEVA)
Place : Chandigarh PARTNER
Membership No. -13787
Mar 31, 2014
1. We have audited the accompanying financial statements of James
Hotels Limited which comprise the Balance Sheet as at 31st March, 2014,
the Statement of Profit & Loss and the Cash Flow Statement for the year
then ended and a summary of significant accounting policies and other
explanatory information.
2. Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of Section 211
of the Companies Act, 1956 read with the General Circular 15/2013 dated
13th September, 2013 of the Ministry of Corporate Affairs in respect of
Section 133 of the Companies Act, 2013. This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
3. Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
4. An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s judgement, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity''s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by management, as well
as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
5. Attention is invited to the following points of Note ''4'' of the
financial statements.
i) Note 4.2 - the Company has increased Authorised Share Capital Rs.
140,000,000/- to Rs.520,000,000/- by passing a special resolution dated
14th December, 2011 by way of postal ballot; however, the exact number
of Equity Shares & Preference shares has not been specifically
classified.
ii) Note 4.8 - non-payment of fee for increase in authorised share
capital.
iii) Note 4.11 - non-provision of liability for Gratuity as per
Accounting Standard -15.
6. Subject to paragraph 5 above, in our opinion and to the best of our
information and according to the explanations given to us, the
financial statements, read with notes annexed thereto, give the
information required by the Act in the manner so required and give a
true and fair view inconformity 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, 2014;
(ii) in the case of the Statement of Profit & Loss, of the loss for the
year ended on that date and
7. As required by the Companies (Auditor''s Report) Order, 2003, as
amended, issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
8. As required by Section 227(3) of the Act, we report that:
a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b) in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) the Balance Sheet, Statement of Profit & 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 & Loss and
Cash Flow Statement, except non-provision of liability for Gratuity as
per Accounting Standard -15, comply with the Accounting Standards
referred to in sub-section (3C) of Section 211 of the Companies Act,
1956 read with the General Circular 15/2013 dated 13th September, 2013
of the Ministry of Corporate Affairs in respect of Section 133 of the
Companies Act, 2013, to the extent applicable;
e) on the basis of written representations received from the directors
as on 31st March, 2014, and taken on record by the Board of Directors,
none of the directors is, prima facie, disqualified as on 31st March,
2014, from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
(Referred to in paragraph 7 of our report of even date on accounts of
James Hotels Limited for the year ended 31st March, 2014).
i. In respect of its Fixed Assets :
a) The records maintained by the Company need to be updated to show
full particulars, including quantitative details and situation of fixed
assets.
b) As explained to us, the Company has a programme for physical
verification on a rotational basis, which, in our opinion, is
reasonable having regard to the size of the Company and the nature of
its business. Accordingly, certain fixed assets have been physically
verified by the management, during the year, and no material
discrepancies were noticed on such verification.
c) The Company has not disposed off any of its fixed assets, during the
year.
ii. In respect of its Inventories :
a) According to the information and explanations given to us, the
physical verification of inventories is conducted by the management at
periodic intervals; the frequency of verification is reasonable having
regard to the size of the Company and the nature of its inventories.
b) According to the information and explanations given to us, the
procedures for physical verification of inventories followed by the
management are reasonable and adequate in relation to the size of the
Company and the nature of its business.
c) According to the information and explanations given to us, the
Company is maintaining proper records of inventory. The discrepancies
noticed on verification between the physical stocks and the book
records were not material and have been properly dealt with in the
books of account.
iii. a) According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured, to Companies,
firms or other parties covered in the register maintained under Section
301 of the Companies Act, 1956. Accordingly, clauses (a) to (d) of
paragraph 4(iii) of the Order are not applicable; hence not commented
upon.
b) According to the information and explanations given to us, the
Company has taken unsecured loans (interest free) from five other
parties covered in the register maintained under Section 301 of the
Companies Act, 1956. (The maximum amount outstanding during the year
and the year end balances were Rs.458.63 lacs (five parties) & Rs.
428.63 lacs (four parties), respectively).
c) According to the information and explanations given to us, the
conditions in respect of unsecured loans taken by the Company from
parties covered in the register maintained under Section 301 of the
Companies Act, 1956 are, prima-facie, not prejudicial to the interest
of the Company.
d) According to the information and explanations given to us, the
Company has not entered into any contractual agreement(s) with the
above referred parties with regard to payment of interest & repayment
of principal.
iv. 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 with regard to purchase of
inventories & fixed assets and with regard to the sale of goods &
rendering of services. Further, on the basis of our examination and
according to the information and explanations given to us, we have
neither come across nor have been informed of any major weakness in the
aforesaid internal control system during the year.
v. a) According to the information and explanations given to us, the
particulars of contracts or arrangements that need to be entered in the
register maintained under Section 301 of the Companies Act, 1956 have
been so entered.
b) According to the information and explanations given to us, the
transactions made in pursuance of such contracts or arrangements have
been entered in the register maintained under Section 301 of the
Companies Act, 1956; however no such transactions exceed the value of
rupees five lacs in respect of any party covered in the register
maintained under Section 301 of the Companies Act, 1956.
vi. According to the information & explanations given to us, the
Company has not accepted any deposits from the public within the
meaning of Sections 58A and 58AA or any other relevant applicable
provisions of the Companies Act, 1956 and the rules framed thereunder.
Unsecured loans from promoters were taken in pursuance of stipulations
of the Banks. Unsecured loans (Rs.42,863,268/-) from promoters [i.e.
Directors (Rs. 4,650,251/-) & Others (Rs.38,213,017/-)] are exempt
deposit, in conformity with the provisions of Section 58A of the
Companies Act, 1956 read with Rule 2(b)(xi) of the Companies
(Acceptance of Deposits) Rules 1975.
vii. In our opinion, the internal audit functions carried out during
the year by an external agency appointed by the management have been
commensurate with the size of the Company and nature of its business.
viii. The Central Government has not prescribed maintenance of cost
records under clause (d) of sub-section (1) of Section 209 of the
Companies Act, 1956.
ix. In respect of its Statutory dues :
a) According to the information & explanations given to us and on the
basis of our examination of the 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, Service Tax, Excise Duty, Custom Duty, Wealth
Tax, Cess and other material statutory dues, to the extent applicable,
have generally been regularly deposited, during the year, by the
Company with the appropriate authorities.
b) According to the information and explanations given to us, no
undisputed amounts payable, in respect of Provident Fund, Employees
State Insurance, Investor Education and Protection Fund, Income Tax,
Sales Tax, Service Tax, Excise Duty, Customs Duty, Wealth Tax, Cess and
other material statutory dues, were in arrears as at 31st March, 2014
for a period of more than six months from the date they became payable,
except as mentioned below:
Name of the Statue Nature of Dues Amount Period to which
the amount relates
Income Tax Act, 1961 Tax deducted Rs. 80,526 April, 2013 to
at source August, 2013
c) According to the information and explanations given to us, there are
no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
Excise Duty and Cess which have not been deposited with appropriate
authorities on account of any dispute.
x. The accumulated losses of the Company at the end of the financial
year are more than fifty percent of its net worth. The Company has
incurred cash losses during the financial year ended on that date but
has not incurred any cash losses in the immediately preceding financial
year.
xi. According to the information & explanations given to us and on the
basis of verification of records, the Company has defaulted in
repayment of dues (Rs 4,650,000/-,Rs 2,400,000/- & Rs 689,572/-) for
the period from January, 2014 to March, 2014 and interest (Rs
7,163,332/-, Rs 6,627,767/- & Rs. 2,465,651/-) for the month of
January, 2014 and February, 2014, to State Bank of India, Punjab
National Bank and United Bank of India, respectively; which remained
unpaid as on 31st March, 2014.The Company, during the year, has not
taken any loan from financial institution.
xii. According to the information & 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.
xiii. According to the information & explanations given to us, the
provisions of any special statute applicable to chit fund/nidhi/mutual
benefit fund/societies are not applicable to the Company.
xiv. According to the information & explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments; accordingly clause (xiv) of paragraph 4 of the Order
is not applicable to the Company.
xv. According to the information & explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. According to the information and explanations given to us, the
term loans taken by the Company have been applied for the purpose for
which they were obtained.
xvii. According to the information & explanations given to us and on
an overall examination of the Balance Sheet of the Company as at 31st
March, 2014, we report that there is a usage of short-term funds for
long-term investment to the extent of Rs.903.84 lacs.
xviii. According to the information & explanations given to us, the
Company has not made any preferential allotment of shares during the
year to parties and Companies covered in the register maintained under
Section 301 of the Companies Act, 1956.
xix. The Company did not have any outstanding debentures during the
year.
xx. The Company has not raised any money by public issues during the
year.
xxi. According to the information & explanations given to us, no fraud
on or by the Company has been noticed or reported during the course of
our audit.
For VASUDEVA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Registration No. 022239N
Sd/-
(P.K. VASUDEVA)
PARTNER
Dated : 30th May, 2014 Membership No. 13787
Place : Chandigarh
Mar 31, 2012
1. We have audited the attached Balance Sheet of James Hotels Limited
as at 31st March, 2012, the related Statement of Profit & Loss Account
and the Cash Flow Statement for the year ended on that date, annexed
thereto. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2 We conducted our audit in accordance with 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 disclosure in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statements 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
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. Attention is Invited to the following points of Note '4' of the
financial statements.
i) Note 4.4 - the Company has increased Authorised Share Capital Rs.
140,000,000/- to Rs. 520,000,000/- by passing a special resolution
dated 14th December, 2011 by way of postal ballot; however, the exact
number of Equity Shares & Preference Shares has not been specifically
classified.
ii) Note 4.9 - non provision of depreciation on certain fixed assets
(under construction/under installation).
5. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
i) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
ii) In our opinion, proper books of account as required by Law have
been kept by the Company so far as appears from our examination of
those books.
iii) The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement, dealt with by this report, are in agreement with the books
of account.
iv) In our opinion, the Balance Sheet, Statement of Profit & Loss 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, to the extent applicable.
v) On the basis of written representations received from the directors
as on 31" March, 2012 and taken on record by the Board of Directors, we
report that none of the directors is, prima facie, disqualified as on
31st March, 2012 from being appointed as a director in terms of clause
(g) of sub section (1) of section 274 of the Companies Act. 1956.
vi) Subject above comments in paragraph (4) above, in our opinion and
to the best of our information and according to the explanations given
to us. the said accounts read with notes annexed thereto, give the
information required by 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.
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012.
b) in the case of the Statement of Profit & Loss, of the loss for the
year ended on that date.
c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
(Annexures referred to in paragraph 3 of our report of even date on
accounts of James Hotels Limited for the year ended 31st March, 2012)
i) In respect of Its Fixed Assets:
a) The Company is updating records showing full particulars, including
quantitative details and situation of fixed assets.
b) According to the information and explanation given to us, some of
the fixed assets were physically verified during the year. However, no
record evidencing physical verification was shown to us; hence not
commented upon.
c) The Company did not dispose of substantial part of its fixed
assets, during the year.
ii) The Company has not commenced operations and does not hold any
inventories, accordingly clause (ii) of paragraph 4 of the Order is not
applicable.
iii) a) According to the information and explanations given to us, the
Company, during the year, has not granted any loan secured or
unsecured, to Companies/firms/other parties covered in the register
maintained under Section 301 of the Companies Act, 1956. Accordingly,
clauses (b) to (d) of paragraph 4(iii) of the Order are not applicable.
b) According to the information and explanations given to us, One
Company, during the year, has taken unsecured loans (interest free)
from five other parties covered in the register maintained under
Section 301 of the Companies Act, 1956. (The maximum amounts
outstanding during the year were Rs. 3,387.03 lacs and the year end
balances were Rs. 287.13 lacs respectively).
c) According to the information and explanations given to us, the terms
and conditions of payment of interest and repayment of principle
(though not determined) are prima-facie, not prejudicial to the
interest of the Company.
iv) In our opinion and according to the information and explanations
given to us, there is an internal control system which does not appear
to be commensurate with the size of the Company and nature of its
business for the purchase of fixed assets. During the course of our
audit, some areas have been noticed where the existing internal control
system needs to be strengthened.
v) According to the information and explanations provided by the
management, the particulars of contracts or arrangements that need to
be entered in the register maintained under Section 301 of the
Companies Act, 1956 have been so entered and there are no transactions
that need to be entered into the register maintained under Section 301
of the Companies Act, 1956, therefore clause (v) (b) of paragraph 4 of
the Order is not applicable.
vi) According to the information & explanations given to us. the
Company has not accepted deposits from the public with in the provision
of Sections 58A and 58AA of the Companies Act, 1956 and the Companies
(Acceptance of Deposits) Rules, 1975.
Unsecured loans from promoters were taken in pursuance of stipulations
of the Banks. Unsecured loans (Rs. 28,713.268/-) from promoters (i.e.
Promoters Directors (Rs. 150,251/-) & Others Promoters (Rs.
28,563,017/-)) are exempt deposit, in conformity with the provisions of
Section-58A of the Companies Act, 1956 read with Rule 2(b)(xi) of the
Companies (Acceptance of Deposits) Rules, 1975.
vii) The Company has an internal audit system, the scope and coverage
of which, in our opinion, is required to be enlarged to be commensurate
with the size and the nature of its business.
viii) The maintenance of cost records under Section 209 (i)(d) of the
Companies Act, 1956 is not applicable to the Company.
ix) In respect of its Statutory dues:
a) According to the information & explanations given to us and on the
basis of our examination of the 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 Service Tax. Wealth Tax, Cess and other material
statutory dues, to the extent applicable have generally been regularly
deposited, during the year, by the Company with the appropriate
authorities.
According 10 the information and explanations given to us, the
provisions of Employees State Insurance & Provident Fund are applicable
w.e.f. March, 2012; no undisputed amounts, in respect of Investor
Education and Protection Fund, Income Tax, Wealth Tax, Sales Tax,
Service Tax, Cess and other applicable statutory dues were in arrears
as at 31st March, 2012 for a period of more than six months from the
date they became payable.
b) According to the information and explanations given to us. there are
no dues of Income Tax, Sales Tax, Wealth Tax, Service Tax and Cess
which have not been deposited with appropriate authorities on account
of any dispute.
x) The accumulated losses of the Company do not exceed fifty percent of
its net worth at the end of the financial year. The Company has
incurred cash losses during the financial year under audit, as well as
in the immediately preceding financial year.
xi) According to the information and explanation given to us and on the
basis of verification of records, the company has defaulted in
repayments of interest on Term Loans from State Bank of India
aggregating to Rs. 10.584,125/- for the months of January, 2012 &
February, 2012 and Punjab National Bank Rs. 3,409,094/- for the month
of February, 2012.
The Company has also defaulted in repayments of principal amount of
Terms Loans from State Bank of India and Punjab National Bank
aggregating to Rs. 12,000,000/- and Rs. 1,000,000/- respectively which
were due for payment up to March, 2012.
The Company has not taken any loan from financial institution.
xii) According to the information & 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.
xiii) According to the information & explanations given to us. the
Company is not a chit fund or a nidhi/mutual benefit fund/society
xiv) According to the information & explanations given to us, the
Company is not dealing or trading in shares, securities, debentures and
other investments; accordingly clause (xiv) of paragraph 4 of the Order
is not applicable to the Company.
xv) According to the information & 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, term
loans taken by the Company, have been applied for the purpose for which
they were obtained.
xvii) According to the information and explanations given to us. the
Company, during the year, has not raised any short term funds.
xviii) According to the information and explanations given to us, the
Company has not made any preferential allotment of shares during the
year to parties and Companies covered in the registered maintained
under Section 301 of the Companies Act, 1956.
xix) The Company did not have any outstanding debentures during the
year.
xx) The Company has not raised any money by public issue during the
year.
xxi) 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 VASUDEVA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Registration No. 022239N
(PIYUSH SINGLA)
PARTNER
Membership No. 520263
Dated : 3rd August, 2012
Place : Chandigarh
Mar 31, 2011
1 We have audited the attached Balance Sheet of James Hotels Limited,
as at 31st March. 2011 and the related Profit & Loss Account and the
Cash Flow Statement -for the year ended on that date, annexed thereto.
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on ouraudit.
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 misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosure in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statements presentation. We believe that our audit provides a
reasonable basis for ouropinion.
3 As required by the Companies (Auditor's Report) Order, 2003, (as
amended) issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of The Companies Act, 1956' 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 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:
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, Profit & 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 & 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. to the extent applicable.
e) On the basis of written representations received from the directors
as on 31* March, 2011 and taken on record by the Board of Directors, we
report that none of the directors is, pnma facie, disqualified as on
31* March, 2011 from being appointed as a director in terms of clause
(g) of sub section (1) of section 274 of the Companies Act, 1956.
f) Attention is invited to the following notesof Schedule 'L'
i) Note no. B.5 regarding default in repayment of dues (principal &
interest) to Bank.
ii) Note no. B. 9 regarding non-provision of depreciation on certain
assets (not put to use).
g) In our opinion and to the best of our information and according to
the explanations given to us the said accounts, read with notes thereon
and schedule annexed thereto and g.ve the information required by
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.
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March,2011.
b) in the case of the Profit & Loss Account, of the loss of the Company
for the year ended on that date.
c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on thatdate.
ANNEXURE TO THE AUDITOR'S REPORT
(Referred to in paragraph 3 of our report of even date on account of
even date on accounts of james Hotels Limited for the year ended 31st
March,2011)
1. In respect of its Fixed Asssets:
a) the Company is updating records showing full particulars, including
quantitative details and situations of fixed assets. b) As explained
to us,all the fixed assets have not been physically verfied by the
mangement during the year, but there is a regular programme of
verifition which, in our opinion, is reasonable having regard to the
size of the Company & the nature of its assets: no material
discrepanicies were noticed on such physical verification. c) None of
the fixed assets of the Company were disposed off during the year.
2. a) The Company has not granted any loans, secured or unsecured to
Companyies/firms or other parties covered in the register maintaned
under section 301 of the Companies Act, 1956. However, in respect of
unsecured loans taken from two parties (balance outstanding Rs.
287,803.268/-)covered in the register maintained under Section 301 of
the Companies Act, 1956, the terms and conditions of repayment etc.,
though not determined are, primme facie, not prejudicial to the
interest of the Company. The Company has not entered into any
contractual agreement(s) with the above referred parties(others) with
regard to repayment/ refund or paument of interest etc.
3. in our opinion and according to the information and explanations
given to us, there is an internal control system which does not appear
to be commensurate with size of the Company and nature of its business
for the purchases for fixed assets. During the course of our audit,
some areas have been noticed where the existing internal control system
needs to be strengthened.
4. According to the information and explanattions provided by the
manegement, the particulars of contraacts or arrangements that need to
be entered in the register maintained under Sectiomn 301 of the
Companies Act, 1956 have been so entered and there are no transactions
that need to be entered into register maintained under Section 301 of
the Company Act,1956, hence para (vb) of the order is not applicable
5.According to the information & explanations given to us, the Company
has not accepted any deposits from the public with in the provision of
Sections 58 A and of the Companies Act, 1956 and the companies
(Acceptance of Deposits) rules, 1975.
6. The Company has an internal audit system, the scope and coverage of
which, in our opinion, is required to be enlarged to be commensurate
with the size and the nature of its business.
7. In respect of its Statutory dues:
a) According to the information and explanations given to us, the
provisions of Employees State Insurance and Provident Fund are not
applicable to the Company; no undisputed amounts in respect of Investor
Education and Protection Fund, Income Tax, Wealth Tax, CST/VAT, Custom
Duty, Cess and other applicable statutory dues, except Fringe Benefit
Tax (Rs. 66,070/- for the year 2000-2009) were outstanding 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 there are no statutory dues
that remain unpaid, as at 31st March, 2011, on account of any dispute.
8. The accumulated losses of the Company do not exceed fifty percent
of its net worth at the end of the financial year. The Company has
incurred cash losses during the financial year under review, as well
as, in the immediately preceding financial year.
9. According to the information & explanations given to us and on the
basis of verification of records, interest on term loan from State Bank
of India, aggregating to Rs.9,119,886/-, for the months of January
2011 & February 2011,remained unpaid; the installment of term loan
(State Bank of India) to the tune of Rs. 4,000,000/- due & payable
till March. 2011, also remained unpaid. The Company, during the year,
has not taken any loan from Financial Institution.
10 According to the information & 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.
11. According to the information & explanations given to us, the
provisions of any special statute applicable to chit fund/nidhi/mutual
benefit fund/societies are not applicable to the Company.
12. According to the information & explanations given to us. the
Company is not dealing 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.
13. According to the information & explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
14. According to the information and explanations given to us, term
loans taken, during the year, have been applied for the purpose for
which the Loans were obtained.
15. Based on the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company as at 31st
March, 2011, we report that no significant funds raised on short-term
basis have, prima facie, been used for long-term investment by the
Company, except unsecured loans from the promoter which have been used
for completion of hotel project.
16 The Company has not made an preferential allotment of shares to
parties and Companies covered in the restrict maintained under Section
301 of the Companies Act, 1956, during the year.
17. The Company has not issued any Debentures.
18. The Company has not raised any money by public issue during the
year.
19. Based on the information and explanation furnished by the
management, which have been relied upon by us, we report that no case
of fraud on or by the Company has been noticed or reported during the
year under audit.
For VASUDEVA & ASSOCIATES
CHARTERED ACCOUNTANTS
Sd/-
(N1TI M. LATAWA)
PARTNER
Dated : 18th June, 2011
Place : Chandigarh
Mar 31, 2010
1. We have audited the attached Balance Sheet of James Hotels Limited,
as at 31st March, 2010, and the related Profit & Loss Account and the
Cash Flow Statement -for the year ended on that date, annexed thereto.
These financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2 We conducted our audit in accordance with 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 disclosure in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statements 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) 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 Companies Act, 1956 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 said Order.
4. Furtherto our comments in the Annexure referred to above, we
reportthat:
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, Profit & 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 & 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, to the extent applicable.
e) On the basis of written representations received from the directors
as on 31s* March, 2010 and taken on record by the Board of Directors,
we report that none of the directors is, prima facie, disqualified as
on 31st March, 2010 from being appointed as a director in terms of
clause (g) of sub section (1) of section 274 of the 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, read with notes
thereon and schedule annexed thereto and subject to note B.10 regarding
non provision of depreciation on certain assets (not put to use), 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 loss of the
Company for the year ended on that date.
iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 3 of our report of even date on accounts of
James Hotels Limited for the yearended 31"March,2010)
1. In respect of its Fixed Assets:
a) The Company is updating records showing full particulars, including
quantitative details and situation of fixed assets.
b) As explained to us, all the fixed assets have not been physically
verified by the management during the year, but there is a regular
programme of verification which, in our opinion, is reasonable having
regard to the size of the Company & the nature of its assets; no
material discrepancies were noticed on such physical verification.
c) None of the fixed assets of the Company were disposed off during the
year.
2. a) The Company has not taken any loans, secured or unsecured from
Companies or firms covered in the register maintained under section 301
of the Companies Act, 1956. However, in respect of unsecured loans
taken from two parties (balance outstanding Rs. 184,973,234/-) covered
in the register maintained under Section 301 of the Companies Act,
1956, the terms and conditions of repayment etc., though not determined
are, prima facie, not prejudicial to the interest of the Company. b)
The Company has not granted any loans, secured or unsecured to
Companies/firms or other parties covered in the register maintained
under section 301 of the Companies Act, 1956; accordingly clauses (3-b)
to (3-d) are not applicable and have, therefore, not been commented
upon.
3. In our opinion and according to the information and explanations
given to us, there is an internal control system which does not appear
to be commensurate with the size of the Company and nature of its
business for the purchase of fixed assets. During the course of our
audit, some areas have been noticed where the existing internal control
system needs to be strengthened.
4. According to the information and explanations provided by the
management, the particulars of contracts or arrangements that need to
be entered in the register maintained under Section 301 of the
Companies Act, 1956 have been so entered and there are no transactions
that need to be entered into the register maintained under Section 301
of the Companies Act, 1956, hence para (vb) of the Order is not
applicable.
5. In our opinion & according to the information & explanations given
to us, the Company has not accepted any deposits from the public,
within the meaning of sections 58A & 58AA or any other relevant
applicable provisions of the Companies Act, 1956 and the rules framed
thereunder.
6. The Company has an internal audit system, the scope and coverage of
which, in our opinion, is required to be enlarged to be commensurate
with the size and the nature of its business.
7. In respect of its Statutory dues:
a) According to the information and explanations given to us, the
provisions of Employees State Insurance and Provident Fund are not
applicable to the Company; no undisputed amounts in respect of Investor
Education and Protection Fund, Income Tax, Wealth Tax, CST/VAT, Custom
Duty, Excise Duty, Cess and other applicable statutory dues, except
Fringe Benefit Tax (Rs. 66,070/- for the year 2008-2009) were
outstanding at the year end for a period of more than six months from
the date they became payable.
b) As informed, there were no disputed statutory dues which remained
unpaid as at 31st March, 2010.
8. The accumulated losses of the Company do not exceed fifty percent
of its net worth at the end of the financial year. The Company has
incurred cash losses during the financial year under review, as well
as, in the immediately preceding financial year.
9. According to the information & explanations given to us and on the
basis of verification of records, the Company (except for interest Rs.
4,490,449/- for the month of February, 2010) has not defaulted in
repayment of dues to the bank. The Company, during the year, has not
taken any loan from Financial Institution.
10. According to the information & 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.
11. According to the information & explanations given to us, the
provisions of any special statute applicable to chit fund/nidhi/mutual
benefit fund/societies are not applicable to the Company.
12. According to the information & explanations given to us, the
Company is not dealing 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.
13. According to the information & explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks orfinancial institutions.
14. To the best of our knowledge and belief and according to the
information and explanations given to us, in our opinion, term loans
availed by the Company were, prima facie, applied by the Company,
during the year, for the purposes for which the loans were obtained,
other than temporary deployment pending application.
15 Based on the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company as at 31st
March, 2010, we report that no significant funds raised on short-term
basis have, prima facie, been used for long-term investment by the
Company, except unsecured loans from the promoter directors which have
been used for completion of hotel project.
16. To the best of our knowledge and belief and according to the
information and explanations given to us, no material fraud on or by
the company was noticed or reported during the year.
17. The remaining clauses of the order are either not applicable to
the Company or are not relevant in the current year and accordingly we
have not reported thereon.
For VASUDEVA & ASSOCIATES
CHARTERED ACCOUNTANTS
Sd/-
Dated: 27th August, 2010 (NITI M. LATAWA)
Place : Chandigarh PARTNER