Mar 31, 2018
Report on the Ind AS Financial Statements
We have audited the accompanying Ind AS financial statements of JK Agri Genetics Limited (âthe Company"), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended and a summary of significant accounting policies and other explanatory information, (hereinafter referred to as "Ind AS Financial Statements").
Managementâs Responsibility for the Ind AS Financial Statements
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Ind AS financial statements that give a true and fair view of the (state of affairs) financial position, profit or loss (financial performance including other comprehensive income) cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls and ensuring their operating effectiveness and the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these Ind AS financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Ind AS financial statements. The procedures selected depend on the auditors'' judgment, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the Ind AS 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 Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Ind AS of the state of affairs (financial position) of the Company as at 31st March, 2018, its profit (financial performance including other comprehensive income) its cash flows and changes in equity for the year ended on that date.
Emphasis of Matters
We draw attention to the following matter in the note no. 50.2c(ii) to the Ind AS financial statements:
Regarding overdue trade receivables Rs 1823.61 lakhs & security deposit Rs 121.68 lakhs from Rajasthan government, where petition filed by the company for arbitration has been allowed by Hon''ble High Court of Rajasthan, Jaipur. The Court has appointed a retired Supreme Court judge as arbitrator. Considering the above facts the management is confident about the realizability/recovery hence no provision is made.
Our opinion is not modified in respect of this matter.
Other Matter
Incoming auditor to audit comparative information for adjustments to transition to Ind AS
The comparative financial information of the Company for the year ended 31st March 2017 and the transition date opening balance sheet as at 1st April 2016 included in these Ind AS financial statements, are based on the previously issued statutory financial statements prepared in accordance with the Companies (Accounting Standards) Rules, 2006 audited by the predecessor auditor whose report for the year ended 31st March 2017 and 31st March 2016 dated 10th May, 2017 and 12th May, 2016 respectively expressed an unmodified opinion on those financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us.
Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. (1) As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of subsection (11) of Section 143 of the Act, we give in âAnnexure 1â, a statement on the matters specified in paragraphs 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 information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
(c) The Balance Sheet, the Statement of Profit and Loss, Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid Ind AS financial statements read with Note 1 to 60 thereto comply with the Indian Accounting Standards specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164 (2) of the Act;
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, we give our separate Report in "Annexure 2".
(g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 1 1 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 Ind AS financial statements - Refer Note no. 34 on Contingent Liabilities to the Ind AS financial statements;
ii. The Company did not have any long-term contracts including derivative contracts Hence, the question of any material foreseeable losses does not arise;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
ANNEXURE 1 TO THE INDEPENDENT AUDITORâS REPORT
[Referred to in paragraph 1 under âReport on Other Legal and Regulatory Requirementsâ in the Independent Auditorâs Report of even date to the members of JK Agri Genetics Limited on the financial statements for the year ended March 31, 2018]
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) During the year, the fixed assets of the Company have been physically verified by the management and as informed, no material discrepancies were noticed on such verification. In our opinion, the frequency of verification is reasonable having regard to the size of the Company and the nature of its assets.
(c) The title deeds of immovable properties recorded in the books of account of the Company are held in the name of the Company.
(ii) The inventory, except goods in transit, has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable. As informed, no material discrepancies were noticed on physical verification carried out during the year.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Accordingly, paragraph (iii) (a), (b) and (c) of the Order are not applicable to the Company.
(iv) According to the information and explanation given to us in respect of loans, investments, guarantees and securities, the Company has complied with the provisions of Section 185 and 186 of the Act.
(v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public within the provisions of Sections 73 to 76 of the Act and the rules framed there under. Further, as informed, no Order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in this regard.
(vi) The Central Government of India has not prescribed the maintenance of cost records for any of the products/activities of the Company under sub-section (1) of Section 148 of the Act and the rules framed there under.
(vii) (a) The Company is regular in depositing with appropriate authorities, undisputed statutory dues including provident fund, employees'' state insurance, GST, income tax, sales tax, service tax, value added tax, customs duty, excise duty, cess and any other material statutory dues applicable to it.
AND
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, service tax, value added tax, GST, customs duty, excise duty, cess and any other material statutory dues applicable to it, were outstanding, at the year end, for a period of more than six months from the date they became payable.
(b) According to the information and explanation given to us, there are no dues in respect of Income Tax, GST, sales tax, service tax, value added tax, customs duty or excise duty that have not been deposited on account of any dispute.
(viii)According to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to financial institution(s), bank(s), government(s) or dues to debenture holder(s).
(ix) The Company has not raised the money by way of initial public issue offer / further public offer. Money rose through the term loans during the year were utilized for the purposes for which they were raised.
(x) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud by the Company or any fraud on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such instance by the management.
(xi) According to the information and explanations given to us, managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable to the Company.
(xiii)According to the information and explanation given to us, all transactions entered into by the Company with the related parties are in compliance with Sections 177 and 188 of Act, where applicable and the details have been disclosed in the Financial Statements etc., as required by the applicable accounting standards.
(xiv)The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, paragraph 3(xiv) of the Order is not applicable to the Company.
(xv) According to the information and explanations given to us, the Company has not entered into any non-cash transactions with directors or persons connected with him.
(xvi)According to the information and explanation given to us the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.
ANNEXURE 2 TO THE INDEPENDENT AUDITORâS REPORT
[Referred to in paragraph 2(f) under âReport on Other Legal and Regulatory Requirementsâ in the Independent Auditorâs Report of even date to the members of JK Agri Genetics Limited on the financial statements for the year ended March 31, 2018]
Report on the Internal Financial Controls over Financial Reporting under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of JK Agri Genetics Limited ("the Company") as of March 31, 2018 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India ("ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorâs Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the"Guidance Note") and the Standards on Auditing specified under section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness.
Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide Reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;(2)provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of the Chartered Accountants of India.
For BGJC and Associates LLP
Chartered Accountants
ICAI Firm Registration No.003304N
Darshan Chhajer
Place: New Delhi Partner
Date: May 07, 2018 Membership No. 088308
Mar 31, 2016
INDEPENDENT AUDITORâS REPORT
TO THE MEMBERS OF JK AGRI GENETICS LIMITED
Report on the Financial Statements
We have audited the accompanying standalone financial statements of JK Agri Genetics Limited (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profit and its cash flows for the year ended on that date.
Emphasis of Matters
We draw attention to the following matter in the Notes to the financial statements:
Note No. 33(a) regarding pending realization from government parties amounting to '' 2,422.19 Lacs (shown under exceeding six months) plus security deposit amounting to '' 121.68 Lacs, are considered good as stated in the said note.
Our opinion is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs Report) Order, 2016(âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, 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 during the course of audit, we give in the Annexure âAâ a statement on the matters specified in the paragraphs 3 and 4 of the Order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014.
(e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) As required by section 143(3)(i) of the Companies Act, 2013, and based on the checking of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, our report on the Internal Financial Controls over Financial Reporting is as per Annexure âBâ.
(g) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements -refer Note no. 28(A) & 29 to the standalone financial statements.
ii. The Company did not have any such 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 - A referred to in paragraph 1 under the heading âReport on other legal and regulatory requirementsâ of our report of even date on the Standalone Financial Statements of JK Agri Genetics Ltd. for the year ended 31st March 2016.
1. (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the Management according to the programme of periodical verification in phased manner which in our opinion is reasonable having regard to the size of the Company and the nature of its fixed assets. The discrepancies noticed on such physical verification were not material.
(c) As per the records and information and explanations given to us, title deeds of immovable properties are held in the name of the Company.
2. The inventory of the Company (except stock lying with the third parties and in transit) has been physically verified by the management at reasonable intervals and the procedures of physical verification of inventory followed by the Management are reasonable in relation to the size of the Company and nature of its business. The discrepancies noticed on such physical verification of inventory as compared to book records were not material.
3. The Company has not granted any loan secured or unsecured to any companies, firms or other parties covered in the register maintained under Section 189 of Companies Act, 2013. Accordingly, the provisions of paragraph 3(iii) of the order are not applicable.
4. According to the information, explanations and representations provided by the management and based upon audit procedures performed, we are of the opinion that in respect of loans, investments, guarantees and security the Company have complied with the provisions of the Section 185 and 186 of the Companies Act, 2013.
5. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of Section 73 to 76 or any other relevant provisions under the Act. We have been informed that no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or other Tribunal in this regard.
6. According to the information & explanations given to us, maintenance of cost records has not been specified by Central Government under sub section (1) of section 148 of the Companies Act, 2013 for the products of the company.
7. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, employeesâ state insurance, income tax, sales tax, service tax, custom duty, excise duty, cess and other material statutory dues with the appropriate authorities to the extent applicable and there are no undisputed statutory dues payable for a period of more than six months from the date they become payable as at 31st March, 2016.
(b) According to the records and information & explanations given to us, there are no dues in respect of service tax, duty of custom and duty of excise or value added tax that have not been deposited with the appropriate authorities on account of any dispute and the dues in respect of income tax and sales tax that have not been deposited with the appropriate authority on account of dispute and the forum where the dispute is pending are given below: -
Nature of statute |
Nature of dues |
Amount (Rs. in lacs) |
Period to which the amount relates (F.Y.) |
Forum where dispute is pending |
|
|
132.40 |
2007-2008 |
ITAT, Kolkata |
Income Tax |
Income |
76.91 |
2008-2009 |
Commissioner (Appeals) |
Act, 1961 |
Tax |
90.58 |
2009-2010 |
Commissioner (Appeals) |
|
|
276.05 |
2010-2011 |
Commissioner (Appeals) |
|
|
5.36 |
2011-2012 |
Commissioner (Appeals) |
UP Sales |
Sales |
5.85 |
2006-2007 |
Tribunal |
Tax Act |
Tax |
1.40 |
2006-2007 |
Dp. Commissioner |
Refer Note No. 28(A) & 29
8. In our opinion, on the basis of audit procedures and according to the information and explanations given to us, the Company has not defaulted in repayment of loans and borrowings to financial institutions, banks, government or dues to debenture holders.
9. During the year, no monies have been raised by public offer of shares. Money raised on term loans have been applied for the purposes for which loans were raised.
10. Based on the audit procedure performed and on the basis of information and explanations provided by the management, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the course of the audit.
11. On the basis of records and information and explanations made available, managerial remuneration which has been paid or provided is in accordance with the requisite approvals mandated under Section 197 read with Schedule V of the Act. (Read with Note No. 44)
12. In our opinion and according to information & explanation given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the order is not applicable.
13. As per the information and explanations and records made available by the management of the Company and audit procedure performed, for the related parties transactions entered during the year, the Company has complied with the provisions of Section 177 and 188 of the Act, where it applicable. As explained and as per records / details of related parties transactions are disclosed as per the applicable Accounting Standards.
14. According to the information and explanations given to us, the Company has not made any preferential allotment or private placement of shares or fully / partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the Order is not applicable.
15. On the basis of records made available to us and according to information and explanations given to us, the Company has not entered into noncash transactions with the directors or persons connected with him. Accordingly, we are not offering comment with respect to compliance of section 192 of the Act.
16. The Company is not required to be registered under 45-IA of the Reserve Bank of India Act 1934.
For LODHA & CO.,
Chartered Accountants
Firm Registration No. 301051E
(N.K. Lodha)
Place : New Delhi Partner
Date : 12th May 2016 Membership No. 85155
Mar 31, 2015
We have audited the accompanying financial statements of JK Agri
Genetics Limited ("the Company"), which comprise the Balance Sheet as
at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information. Management''s
Responsibility for the Financial Statements
The Company''s Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and cash
flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent ; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
there under.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company''s preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company''s Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 31 st March, 2015, and its profit and its cash flows for the
year ended on that date.
Emphasis of Matters
We draw attention to the following matter in the Notes to the financial
statements:
Note No 32 (a) regarding pending realization from one government party
amounting to Rs. 1938.23 Lacs (shown under exceeding six months) plus
security deposit amounting to Rs. 121.68 lacs, where management is
confident about the readability / recovery.
Our opinion is not modified in respect of this matter. Report on Other
Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, 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 during the course of audit, we give in the Annexure a statement on
the matters specified in the paragraphs 3 and 4 of the Order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under Section 1 33 of the Act, read with
Rule 7 of the Companies (Accounts) Rules,2014.
(e) On the basis of the written representations received from the
directors as on 31 st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
(f) With respect to the other matters to be included in the Auditor''s
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - refer Note no. 27(A) &
28 to the financial statements.
ii. The Company did not have any such 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 referred to in paragraph 1 under the heading "Report on
Other Legal and Regulatory Requirements" of our report of even date
for the year ended 31st March 2015.
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified by the management
according to the programme of periodical physical verification in
phased manner which in our opinion is reasonable having regard to the
size of the Company and the nature of its fixed assets. The
discrepancies noticed on such physical verification were not material.
2. (a) The inventories of the Company have been physically verified by
the management at reasonable intervals. In respect of stock lying with
third parties, the same have been substantially confirmed/checked with subsequent receipts.
(b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the Company and nature of its business.
(c) In our opinion and according to information and explanations given
to us, the Company is maintaining proper records of inventory. The
discrepancies noticed on such physical verification of inventory as
compared to book records were not material.
3. The Company has not granted any loan secured or unsecured to any
companies, firms or other parties covered in the register maintained
under Section 189 of the Companies Act, 2013. Accordingly, the
provisions of Clause 3(iii) (a) & (b) of the Order are not applicable.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. Based on the audit procedure performed and on the basis of information and explanations provided by the management, during the
course of audit, we have not observed any continuing failure to
correct major weaknesses in internal control system.
5. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of Section 73 to 76 or any other relevant provisions
of the Act. We have been informed that no order has been passed by the
Company Law Board or National Company Tribunal or Reserve Bank of India
or any Court or other tribunal in this regard.
6. According to the information and explanations given to us,
maintenance of cost records has not been specified by the Central
Government under sub section (1 ) of section 1 48 of the Companies act
2013 for the products of the company.
7. (a) According to the records of the Company and information and
explanations given to us, the Company is generally regular in
depositing undisputed statutory dues including provident fund,
employees'' state insurance, income- tax, sales-tax, wealth tax,
service tax, duty of customs, duty of excise, VAT, cess and other
material statutory dues with the appropriate authorities to the extent
applicable and there were no undisputed statutory dues payable for a
period of more than six months from the date they became payable as at
31st March, 2015.
(b) According to the records and information & explanations given to
us, there are no dues in respect of Wealth Tax, Service Tax, duty of
Custom, duty of Excise, VAT or cess that have not been deposited with
the appropriate authorities to the extent applicable on account of any
dispute and the dues in respect of Income tax and Sales tax that have
not been deposited with the appropriate authorities on account of
dispute and the forum where the dispute is pending are given
below:-
Name of the statute Nature of the Dues Period financial Amount in
Year Lacs
Income Tax Act 1961 Income Tax 2007-2008 132.40
2008-2009 76.91
2009-2010 90.58
2010-2011 276.05
2011-2012 5.36
UP Sales Tax Act Sales Tax 2006-2007 5.85
2007-2008 1.05
Name of the Statute Forum where dispute is pending
Inocme Tax Act ITAT
Commissioner (Appea l)
Commissioner (Appea l)
Commissioner (Appeal)
Commissioner (Appeal)
UP Sales Tax Act Dy. Commissioner (Appeal)
Dy. Commissioner (Appeal)
Refer Note No -27 (A) & 28
(c) According to the records of the Company and information and
explanations given to us, there were no amount due to be transferred to
Investor Education and Protection Fund in accordance with the relevant
provisions of the Companies Act and Rules made there under.
8. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year & in the immediately preceding financial year.
9. In our opinion, on the basis of audit procedure and according to the
information and explanations given to us, the Company has not defaulted
in repayment of dues to banks. The company does not have any dues to
financial institutions or debenture holders.
10. According to the information and explanations given to us,
corporate guarantee has been issued by the company for loan taken by
others {Refer Note No 27 (B)} from banks, the terms and conditions
whereof are not, prima facie, prejudicial to the interest of the
company.
11. On the basis of information and explanations given to us, term loan
were applied for the purpose for which the loans were obtained.
12. Based on the audit procedure performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit.
For Lodha & Co.
Chartered Accountants
Firm Registration No: 301051E
(N.K. Lodha)
Place: New Delhi Partner
Dated: 7th August 2015 Membership No. 85155
Mar 31, 2014
We have audited the accompanying financial statements of JK Agri
Genetics Ltd. (formerly Florence Alumina Ltd.), which comprise the
balance sheet as at 31st March 2014, and the statement of the profit
and loss and the cash flow statement for the year then ended, and a
summary of the significant accounting policies and other explanatory
information.
Management''s responsibility for the financial statements
Management is responsible for the preparation of these financial
statements that give a true and the 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 Accounting Standards referred to in sub section (3C) of
section 211 of the Companies Act, 1956 ("the Act") read with the
General Circular 15/2013 dated 13th September 2013 of the Ministry of
Corporate Affairs in respect of section 133 of 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 free from
material misstatement, whether due to fraud or error.
Auditor''s responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by Institute of Chartered
Accountant of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain the
reasonable assurance about whether the financial statements are free
from material misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected
depend on the auditor''s judgment, including assessment of 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 effectiveness of the company''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by the management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for audit opinion.
Opinion
In our opinion and best to our information and according to the
explanations given to us, the financial statements give the information
required by Act in the manner so require 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 the affairs of
the company as at 31st March 2014,
b. In case of the statement of the profit and loss, of the profit for
the year ended on , that date, and
c. In case of the cash flow statement, of the cash flows for the year
ended on that date.
Report on other legal and the regulatory requirements:
1. As required by the Companies (Auditor''s Report) Order, 2003("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give the Annexure a
statement on the, matters specified in the paragraphs 4 and 5 of the
order.
2. As required by section 227(3) of the Act, we report that:
a. We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
b. In our opinion, proper books of account, as required by law, have
been kept by the Company so far as appears from our examination of
those books;
c. The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement referred to in this report are in agreement with the books of
account;
d. In our opinion, the Balance Sheet, the Statement of Profit & Loss
and the Cash Flow Statement comply with the Accounting Standards
notified under Companies Act,1956 read with General Circular 15/2013
dated 13th September 2013 of the Ministry of Corporate Affairs in
respect of section 133 of Companies Act, 2013;and
e. On the basis of the written representations received from the
Directors and taken on records by the Board of Directors, we report
that none of the directors of the Company is disqualified as on 31st
March 2014 from being appointed as a Director of the Company in terms
of clause (g) of sub-section (1) of section 274 of the Companies Act,
1956.
Annexure referred to in paragraph 1 under the heading "Report on other
legal and regulatory requirements" of our report of even date
1. (a) The Company has maintained proper
records showing full particulars including quantitative details and
situation of fixed assets.
(b) The fixed assets have been physically verified by the management
according to the programme of periodical physical verification in
phased manner which in our opinion is reasonable having regard to the
size of the Company and the nature of its fixed assets. The
discrepancies noticed on such physical verification were not material.
(c) As per the records and information and explanations given to us,
fixed assets disposed off during the period were not substantial.
2. (a) The inventories of the Company have been
physically verified by the management at reasonable intervals. In
respect of stock lying with third parties, the same have been
substantially confirmed/ checked with subsequent receipts.
(b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the Company and nature of its business.
(c) In our opinion and according to information and explanations given
to us, the Company is maintaining proper records of inventory. The
discrepancies noticed on such physical verification of inventory as
compared to book records were not material.
3. The Company has neither granted nor taken any loan secured or
unsecured to and from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Accordingly, the provisions of Clause 4(iii) (b) to (d), (f) & (g) of
the Order are not applicable.
4. In our opinion and according to the information and explanations
given to us, there are
adequate internal control systems commensurate with the size of the
Company and the nature of its business for the purchase of inventory
and fixed assets and for the sale of goods and services. Based on the
audit procedure performed and on the basis of information and
explanations provided by the management, during the course of audit, we
have not observed any continuing failure to correct major weaknesses in
internal control system.
5. According to the information and explanations provided by the
management and based upon audit procedures performed, we are of the
opinion that the particulars of contracts or arrangements referred to
in Section 301 of the Act have been entered in the register required to
be maintained under that section; and the transactions made in
pursuance of such contracts or arrangements (exceeding the value of Rs. 5
lacs in respect of each party during the financial year) have been made
at prices which are generally reasonable having regard to prevailing
market prices at the relevant time.
6. In our opinion and according to the information and explanations
given to us, the Company has complied with the directive issued by the
Reserve Bank of India and the provisions of Section 58A and 58AA of the
Act or any other relevant provisions of the Act and the rules framed
there under with regard to deposit accepted from the public. We have
been informed that no order has been passed by the Company Law Board or
National Company Tribunal or Reserve Bank of India or any Court or
other tribunal in this regard.
7. In our opinion, the Company has an internal audit system
commensurate with the size of the Company and nature of its business.
8. We have broadly reviewed the books of account maintained by the
Company as prescribed by
the Central Government for the maintenance of cost records under
Section 209(1)(d) of the Companies Act, 1956 and are of the opinion
that prima facie the prescribed records have been made and maintained.
We have, however, not made a detailed examination of the said records
with a view to determine whether they are accurate and complete.
9 (a) According to the records of the Company and information and
explanations given to us, the Company is generally regular in
depositing undisputed statutory dues including Provident Fund, Investor
Education and Protection Fund, Employees'' State Insurance, Sales Tax,
Wealth Tax, Income Tax, Service Tax, Custom Duty, Excise Duty, Cess and
other material statutory dues with the appropriate authorities to the
extent applicable and there were no undisputed statutory dues payable
for a period of more than six months from the date they became payable
as at 31st March, 2014. (b) According to the records and information &
explanations given to us, there are no dues in respect of Wealth Tax,
Service Tax, Custom Duty, Excise Duty and Cess that have not been
deposited with the appropriate authorities to the extent applicable on
account of any dispute and the dues in respect of Income tax and Sales
tax that have not been deposited with the appropriate authorities on
account of dispute and the forum where the dispute is pending are given
below:-
Name of Nature Period Amount Forum Where
the of the Financial Rs in Dispute
Statute Dues Year Lacs is Pending
Income Income 2007-2008 69.36 Commissioner (Appeal)
Tax Tax 2008-2009 76.91 Commissioner (Appeal)
Act 1961 2009-2010 90.58 Commissioner (Appeal)
2010-2011 276.05 Commissioner (Appeal)
UP Sales Sales 2006-2007 5.85 Dy. Commissioner (Appeal)
Tax Act Tax 2007-2008 1.05 Dy. Commissioner (Appeal)
10. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year & in the immediately preceding financial year.
11. In our opinion, on the basis of audit procedure and according to
the information and explanations given to us, the Company has not
defaulted in repayment of dues to financial institutions or banks or
debenture holders.
12. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. The company is not a chit fund or a nidhi/mutual benefit
fund/society and therefore, the provisions of clause 4 (xiii) of the
said Order are not applicable to the company.
14. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments; therefore the provisions of clause 4(xiv) of the
said Order are not applicable to the Company.
15. According to the information and explanations given to us,
corporate guarantee issued by the company for loan taken by others
{Refer Note No.28 (C)} from banks is not prejudicial to the interest of
the company.
16. On the basis of information and explanations
given to us, term loan were applied for the purpose for which the loans
were obtained.
17. On the basis of information and explanations given to us and on
overall examination of financial statements of the Company, we are of
the opinion that no funds raised on short-term basis have been used for
long-term investment.
18. According to the information and explanations given to us, during
the year the Company has not made any preferential allotment of shares
to any parties or companies covered in the register maintained under
Section 301 of the Act.
19. The Company has not issued any debenture during the current year.
The Company does not have outstanding debentures at the year end.
20. The Company has not raised any money through a public issue during
the current year.
21. Based on the audit procedure performed and onthe basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit.
For LODHA & CO.,
Chartered Accountants
Firm Registration Number: 301051E
N.K. LODHA
(Partner)
Membership No: 85155
Place: New Delhi
Date: 27 th May 2014
Mar 31, 2013
Report on the financial statements
We have audited the accompanying financial statements of JK Agri
Genetics Ltd. (formerly Florence Alumina Ltd.), which comprise the
balance sheet as at 31st March 2013, and the statement of the profit
and loss and the cash flow statement for the year then ended, and a
summary of the significant accounting policies and other explanatory
information.
Management''s responsibility for the financial statements
Management is responsible for the preparation of these financial
statements that give a true and the 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 accounting standards referred to in sub section (3C) of
section 211 of the Companies Act, 1956 ("the Act"). This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and free from material
misstatement, whether due to fraud or error.
Auditor''s responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by Institute of Chartered
Accountant of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain the
reasonable assurance about whether the financial statements are free
from material misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including assessment of
risks of material misstatement of the financial statements, whether due
to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by the management,
as well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for audit opinion.
Emphasis of the Matters
We invite attention to Note No. 26 read with Note No. 27 to the
Financial Statements regarding the transfer of assets and liabilities
of Seed Undertaking of Florence Investech Limited (formerly JK Agri
Genetics Limited) to the Company [JK Agri Genetics Limited (formerly
Florence Alumina Limited)], pursuant to the Scheme of Arrangement &
Demerger between the Company and Florence Investech Limited (formerly
JK Agri Genetics Ltd.), which has been approved by the Hon''ble High
Court of Judicature at Calcutta operative from 1st April 2005
(appointed date), impact of which have been given in these financial
statements with respect to Net difference being considered as General
Reserve on transfer of Seed undertaking with the Company as stated in
Note No. 27 (a) (vi) to the Financial Statements which is not in line
with the Generally Accepted Accounting Principles, as has been carried
out as per the Order of the Hon''ble High Court.
Opinion
In our opinion and best to our information and according to the
explanations given to us, the financial statements give the information
required by Act in the manner so require 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 the affairs of
the company as at 31st March 2013,
b. In case of the statement of the profit and loss, of the profit for
the year ended on that date, and
c. In case of the cash flow statement, of the cash flows for the year
ended on that date.
Report on other legal and the regulatory requirements:
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give the Annexure a
statement on the, matters specified in the paragraphs 4 and 5 of the
order.
2. As required by section 227(3) of the Act, we report that:
a. We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
b. In our opinion, proper books of account, as required by law, have
been kept by the Company so far as appears from our examination of
those books;
c. The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement referred to in 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 referred to in this report comply with the
Accounting Standards referred to in sub- section (3C) of section 211 of
Companies Act, 1956;
e. On the basis of the written representations received from the
Directors and taken on records by the Board of Directors, we report
that none of the directors of the Company is disqualified as on 31st
March 2013 from being appointed as a Director of the Company in terms
of clause (g) of sub-section (1) of section 274 of the Companies Act,
1956.
ANNEXURE TO THE AUDITORS'' REPORT
(Annexure referred to in paragraph 1 under the heading "Report on other
legal and regulatory requirements" of our report of even date)
1. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified by the management
according to the programme of periodical physical verification in
phased manner which in our opinion is reasonable having regard to the
size of the Company and the nature of its fixed assets. The
discrepancies noticed on such physical verification were not material.
(c) As per the records and information and explanations given to us,
fixed assets disposed off during the period were not substantial.
2. (a) The inventories of the Company have been physically verified by
the management at reasonable intervals. In respect of stock lying with
third parties, the same have been substantially confirmed/checked with
subsequent receipts.
(b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the Company and nature of its business.
(c) In our opinion and according to information and explanations given
to us, the Company is maintaining proper records of inventory. The
discrepancies noticed on such physical verification of inventory as
compared to book records were not material.
3. The Company has neither granted nor taken any loan secured or
unsecured to and from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Accordingly, the provisions of Clause 4(iii) (b) to (d), (f) & (g) of
the Order are not applicable.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with the size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods and
services. Based on the audit procedure performed and on the basis of
information and explanations provided by the management, during the
course of audit, we have not observed any continuing failure to correct
major weaknesses in internal control system.
5. According to the information and explanations provided by the
management and based upon audit procedures performed, we are of the
opinion that the particulars of contracts or arrangements referred to
in Section 301 of the Act have been entered in the register required to
be maintained under that section; and the transactions made in
pursuance of such contracts or arrangements (exceeding the value of Rs. 5
lacs in respect of each party during the financial year) have been made
at prices which are generally reasonable having regard to prevailing
market prices at the relevant time.
6. In our opinion and according to the information and explanations
given to us, the Company has complied with the directive issued by the
Reserve Bank of India and the provisions of Section 58A and 58AA of the
Act or any other relevant provisions of the Act and the rules framed
there under with regard to deposit accepted from the public. We have
been informed that no order has been passed by the Company Law Board or
National Company Tribunal or Reserve Bank of India or any Court or
other tribunal in this regard.
7. In our opinion, the Company has an internal audit system
commensurate with the size of the Company and nature of its business.
8. We have broadly reviewed the books of account maintained by the
Company as prescribed by the Central Government for the maintenance of
cost records under Section 209(1)(d) of the Companies Act, 1956 and are
of the opinion that prima facie the prescribed records have been made
and maintained. We have, however, not made a detailed examination of
the said records with a view to determine whether they are accurate and
complete.
9. According to the records of the Company and information and
explanations given to us, the Company is generally regular in
depositing undisputed statutory dues including Provident Fund, Investor
Education and Protection Fund, Employees'' State Insurance, Sales Tax,
Wealth Tax, Income Tax, Service Tax, Custom Duty, Excise Duty, Cess and
other material statutory dues with the appropriate authorities to the
extent applicable and there were no undisputed statutory dues payable
for a period of more than six months from the date they became payable
as at 31th March, 2013.
10. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year & in the immediately preceding financial year.
11. In our opinion, on the basis of audit procedure and according to
the information and explanations given to us, the Company has not
defaulted in repayment of dues to financial institutions or banks or
debenture holders.{read with Note No. 27 (a) (v)}.
12. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. The company is not a chit fund or a nidhi/ mutual benefit
fund/society and therefore, the provisions of clause 4 (xiii) of the
said Order are not applicable to the company.
14. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments; therefore the provisions of clause 4(xiv) of the
said Order are not applicable to the Company.
15. 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.
16. On the basis of information and explanations given to us, term loan
were applied for the purpose for which the loans were obtained.
17. On the basis of information and explanations given to us and on
overall examination of financial statements of the Company, we are of
the opinion that no funds raised on short-term basis have been used for
long-term investment.
18. According to the information and explanations given to us, during
the year the Company has not made any preferential allotment of shares
to any parties or companies covered in the register maintained under
Section 301 of the Act.
19. The Company has not issued any debenture during the current year
{read with Note No. 27 (a) (v)}. The Company does not have outstanding
debentures at the year end.
20. The Company has not raised any money through a public issue during
the current year.
21. Based on the audit procedure performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit.
For Lodha & Co.
Chartered Accountants
Firm Registration No. 301051E
(N. K. Lodha)
Place: New Delhi Partner
Date: 21st May 2013 Membership No.: - 85155