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Auditor Report of Kalindee Rail Nirman (Engineers) Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Kalindee Rail Nirman (Engineers) Limited (the "Company") which comprise the balance sheet as at 31st March, 2015, the statement of profit and loss and the cash flow statement, and a summary of the significant accounting policies and other explanatory information for the year then ended

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 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 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 the design, implementation and maintenance of adequate internal financial control, 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 provision of the Act and 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.

Basis for Qualified Opinion

Attention is invited to note 44 of the financial statements according to which the management of the Company during the year ended 31st March 2015 has initiated the process of balance confirmations and account reconciliation of all the existing trade receivables. As on the date of this report an amount of Rs. 16,21,04,736/- has been provided as provision for doubtful debts during the current financial year as a result of part reconciliation of trade receivables. Once the reconciliation is concluded, any adjustment arising on completion of reconciliation will be adjusted in the subsequent period. As on the date of this report the impact of such adjustment cannot be determined.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the matter described in the basis for qualified opinion paragraph above, 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 March 31, 2015, and its loss and its cash flows for the year ended on that date.

Other Matters

The financial statements for the Year ended March 31, 2014 were audited by another auditor who had expressed an unmodified opinion on those statements on May, 15, 2014.

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 section 143 (11) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order;

2. As required by section 143(3)of the Act, we report that:

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

b. Except for the effects of the matter described in the Basis for Qualified Opinion paragraph above, 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 cash flow statement dealt with by this Report are in agreement with the books of account;

d. Except for the effects of the matter described in the Basis for Qualified Opinion paragraph above, 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. The matter described in the Basis for Qualification Opinion paragraph above, in our opinion, may have an adverse effect on the functioning of the Company;

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

g. The qualification relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Qualified Opinion paragraph above;

h. 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 litigation on its financial position in its financial statements- Refer Note 26 to the financial statements;

ii) The company did not have any long term contracts including derivative contracts for which there were any foreseeable losses; and

iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF KALINDEE RAIL NIRMAN (ENGINEERS) LIMITED

The Annexure referred to in our Independent Auditor's Report to the Members of the Company on the financial statements for the year ended 31 March 2015, we report that:

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

(b) The Company has a program of physical verification of fixed assets that covers every item of fixed assets over a period of three years. In our opinion, this periodicity and manner of physical verification is reasonable having regard to the size of the Company and the nature of its assets. The fixed assets at some of the project sites have been physically verified by the management during the year.

(ii) (a) The physical verification of inventory has been conducted at reasonable intervals during the year by the management.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

The Company is maintaining proper records of inventory, discrepancies noticed on physical verification of inventory as compared to book records were not material, and have been dealt with in the books of accounts.

(iii) The Company has not granted any loans, secured or unsecured, to companies, firms or other parties covered in the register maintained under Section 189 of the Act. Therefore, the provisions of Clause (iii) (a) and (b) of the said Order are not applicable to the Company.

(iv) According to the Information and explanations given to us, there seems to be adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods, however with regard to rendering of services the internal controls and process of accounts reconciliation needs to be strengthened. Further, on the basis 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, nor have been informed of, any instance of continuing failure to correct major weaknesses in the aforesaid internal control system.

(v) As the Company has not accepted any deposits, from the public within the meaning of directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under, are not applicable.

(vi) The Central Government has not prescribed the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

(vii) (a) According to the information and explanations given to us, undisputed statutory dues, including Employees' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess and any other material statutory dues have generally been regularly deposited with appropriate authorities.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, employees' state insurance, income-tax, wealth-tax, service tax, sales-tax, customs duty, excise duty, value added tax, cess and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

C According to the information and explanations given to us and records examined by us, there are no dues of Wealth Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute, except the following dues of Sales Tax, Work Contract Tax, Entry Tax and Service Tax along with the forum where dispute is pending:

Name of Nature of Amount Period to which Statue Dues amount Pertains

Central Sales Tax Actand Sales Tax act Sales Tax 17,34 ,499 Assessment year 2010 of Various - 11&2011-12 States

Work Contract 79,81,403 Financial Year 2008- Tax 09,2009-10 & 2010-11

Sales Tax 42,65,061 Financial Year 2012- 13 (4th Quarter) & Financial Year 2013 -14 (2nd & 3rd Quarter)

Sales Tax & Entry Tax 41,58,595 Financial1 Year 2009-10

Sales Tax 3,59,093 Financial Year 2011-12

Finance Act, Service Tax 1994 23 ,64,87 ,656 Financial Year 2005-06,2006- including 07 & 2007-08 Penalty of Up to 31.05.2007 Rs.11,82,43 828

Name of Statue Forum Where the depute is pending

Central Sales Tax Canton Asst. Commissioner VI,enforcement of Various States Wing, Hyderabad

DY. Commissioner Commercial, Tax, -12,Noida, Uttar Pradesh

DY. commissioner Commercial Tax -12,Noida ,Uttar Pradesh

DY. Commissioner commercial Tax, -12,noida ,Uttar Pradesh

Excise & Tax action officer Cum Assessing Authority, Haryana

Fiancé Act,1994 Custom Excise & Service Tax Appellate Tribunal, Jaipur

(d) According to the information and explanation given to us the company is not required to transfer any amount to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under.

(viii) The Company does not have any accumulated losses as at the close of the financial year. The Company has incurred cash losses during the financial year covered by our audit but not in the immediately preceding financial year.

(ix) According to the information and explanations given to us and as per the books and records examined by us, the company has not defaulted in repayment of loans to the banks. The company does not have any dues payable to any financial institutions and debenture holders.

(x) As per the information and explanations given to us and on the basis of our examination of the records, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) As per the information and explanations given to us and on the basis of our examination of the records, in our opinion, the term loans taken by the Company have been applied for the purpose for which they were obtained.

(xii) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of fraud on or by the Company noticed or reported during the year, nor have we been informed of such case by the management.

For S. S. KOTHARI MEHTA & CO

Chartered Accountants

Firm Registration No. 000756N

Sunil Wahal

Partner

Membership No. 087294

Place: New Delhi

Date: May 21, 2015


Mar 31, 2014

We have audited the accompanying financial statements of Kalindee Rail Nirman (Engineers)Limited ("the company"), which comprise the Balance Sheet as at March 31,2014, the Statement of Profit & Loss and Cash Flow Statement for the year then ended a summary of 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 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 section 211(3C) 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 are free from material misstatement , whether due to fraud or error.

Auditors'' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and 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 risks assessments, the auditor considers internal control relevant to the company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to explanations given to us, the aforesaid financial statement give the information required by the act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March 2014

(b) In the case of the Statement of Profit & Loss Account, of the Profit of the company for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the order") issued by the Central Government of India in terms Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

(b) In our opinion, proper books of accounts as required by Law have been kept by the company so far as appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit & Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of accounts.

(d) In our opinion, the Balance Sheet, the Statement of Profit & Loss and Cash Flow statement comply with the Accounting Standards referred to in section 211(3C) of the Act ;

(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 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;

Annexure to the Independent Auditors'' Report

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

Annexure referred to in paragraph 3 of Auditors Report to the members of Kalindee Rail Nirman

(Engineers) Ltd on the accounts for the year ended 31st March, 2014.

1. In respect of Fixed Assets:

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The company has not disposed off any substantial part of its fixed assets during the year, that would affect the Going Concern assumption of the company.

2. In respect of its inventories:

(a) Inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) In our opinion and according to the information and explanations given to us the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) On the basis of our examination of the inventory records, we are of the opinion that the company is maintaining proper records of inventory. As explained to us the discrepancies noticed on verification, between the book records and physical stocks, as at March 31, 2014 were not material.

3. According to the information and explanations given to us, the company has neither granted nor accepted any loans, secured or unsecured to / 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) of the Companies (Auditor''s Report) Order, 2003 are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the work executed. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system.

5. According to the information and explanation provided by the management, there have been no contracts or arrangement during the period that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clauses (V) (a) and (b) of the Companies (Auditors'' Report) order, 2003 (a) amended are not applicable.

6. According to the information and explanation given to us, the company has not accepted any deposits from the public during the year, hence the directives issued by the Reserve Bank of India and the provision of Section 58A and 58AA or any other relevant provision of the Act and rules framed there under, are not applicable to the company.

7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

8. According to information and explanations given to us, the Central government has not prescribed the maintenance of cost records for any of the company''s products under Section 209 (1) (d) of the Companies Act, 1956.

9. (a) According to the information and explanations given to us and the record of company examined by us, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Cess were in arrears, as at 31st March, 2014 for period of more than six months from the date they become payable. The amount adjusted by the department is under protest and against which the company is in appeal.

c) According to the information and explanations given to us, and on examining the records of the company the particulars of service tax [excluding penalty] which have not been deposited on account of dispute and against which the company is in appeal is at Rs 11.82cr

10. In our opinion, the company has no accumulated losses and company has not incurred any cash losses either during the current financial year or in the immediately preceding financial year.

11. In our opinion, and according to the information and explanation given to us, the company has not defaulted in repayment of dues to the Financial Institutions or Banks.

12. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Hence, maintenance of record is not applicable.

13. In our opinion, the company is not a chit fund or nidhi mutual benefit fund / society, therefore, the provisions of clause 4 (xiii) of the Companies (Auditor''s Report) Order 2003 are not applicable to the company.

14. In our opinion and according to the information and explanations given to us, the company is not dealing in or trading in shares, securities and debentures and other investments. Accordingly the provisions of clauses 4 (xiv) of the Companies (Auditor''s Report) Order 2003 are not applicable to the company.

15. According to the information and explanation given to us, the company has not given any guarantee for loans taken by others from banks or financial Institutions and accordingly provision of clause 4(XV) of the order are not applicable on the company.

16. In our opinion and according to the information and explanation given to us, on an overall basis, the company has availed term loan and has specifically used for the purpose for which loan was taken.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the company, we report that funds raised on short terms basis have not been used for long-term investments.

18. The company has made preferential allotment of Shares and warrants to parties and Companies in accordance with the provisions of Sec 81 (1A) of The Companies Act, 1956

19. According to the information and explanation given to us, the company has not issued any debenture during the year under review and therefore the provisions of clause 4(XIX) of the order are not applicable to the company.

20. The company has not raised any money by way of Public issue during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of financial statements and as per the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the period under review nor have we been informed of such case by the management

Sd/- Amit Goyal & Co. Chartered Accountants Firm Registration No. 003778C

(ABHISHEK SHARMA) Place : Gurgaon Partner Date : May 15, 2014 Membership No. 077854


Mar 31, 2013

We have audited the accompanying financial statements of Kalindee Rail Nirman (Engineers)Limited (''the company''), which comprise the Balance Sheet as at March 31,2013, the Statement of Profit & Loss and Cash Flow Statement for the year then ended a summary of 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 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 section 211(3C) 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 are free from material misstatement , whether due to fraud or error.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts and 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 risks assessments, the auditor considers internal control relevant to the company 's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to explanations given to us, the aforesaid financial statement give the information required by the act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) In the case of the Balance Sheet, of the state of affairs of the company as at 31st March 2013

(b) In the case of the Statement of Profit & Loss Account, of the Profit of the company for the year ended on that date; and

(c) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2003 ("the order") issued by the Central Government of India in terms Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

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

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

(b) In our opinion, proper books of accounts as required by Law have been kept by the company so far as appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit & Loss Account and Cash Flow statement dealt with by this report are in agreement with the books of accounts.

(d) In our opinion, the Balance Sheet, the Statement of Profit & Loss and Cash Flow statement comply with the Accounting Standards referred to in section 211(3C) of the Act ;

(e) On the basis of written representations received from the Directors, as on 31st March, 2013, and taken on record by the Board of Directors, none of the Directors is disqualified as on 31st March, 2013, from being appointed as a Director in terms of Clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956;

ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date)

Annexure referred to in paragraph 3 of Auditors Report to the members of Kalindee Rail Nirman (Engineers) Ltd on the accounts for the year ended 31st March, 2013.

1. In respect of Fixed Assets:

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The company has not disposed off any substantial part of its fixed assets during the year, that would affect the Going Concern assumption of the company.

2. In respect of its inventories:

(a) Inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

b) In our opinion and according to the information and explanations given to us the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) On the basis of our examination of the inventory records, we are of the opinion that the company is maintaining proper records of inventory. As explained to us the discrepancies noticed on verification, between the book records and physical stocks, as at March 31,2013 were not material.

3. According to the information and explanations given to us, the company has neither granted nor accepted any loans, secured or unsecured to / 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) of the Companies (Auditor's Report) Order, 2003 are not applicable to the company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the work executed. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system.

5. According to the information and explanation provided by the management, there have been no contracts or arrangement during the period that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clauses (V) (a) and (b) of the Companies (Auditors' Report) order, 2003 (a) amended are not applicable.

6. According to the information and explanation given to us, the company has not accepted any deposits from the public during the year, hence the directives issued by the Reserve Bank of India and the provision of Section 58A and 58AA or any other relevant provision of the Act and rules framed there under, are not applicable to the company.

7. In our opinion, the company has an internal audit system commensurate with the size and nature of its business.

8. According to information and explanations given to us, the Central government has not prescribed the maintenance of cost records for any of the company's products under Section 209 (1) (d) of the Companies Act, 1956.

9. (a) According to the information and explanations given to us and the record of company

examined by us, the company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Cess were in arrears, as at 31st March, 2013 for period of more than six months from the date they become payable. The amount adjusted by the department is under protest and against which the company is in appeal.

c) According to the information and explanations given to us, and on examining the records of the company the particulars of service tax [excluding penalty] which have not been deposited on account of dispute and against which the company is in appeal is at Rs 11.82cr

10. In our opinion, the company has no accumulated losses and company has not incurred any cash losses either during the current financial year or in the immediately preceding financial year.

11. In our opinion, and according to the information and explanation given to us, the company has not defaulted in repayment of dues to the Financial Institutions or Banks.

12. The company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Hence, maintenance of record is not applicable.

13. In our opinion, the company is not a chit fund or nidhi mutual benefit fund / society, therefore, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order 2003 are not applicable to the company.

14. In our opinion and according to the information and explanations given to us, the company is not dealing in or trading in shares, securities and debentures and other investments. Accordingly the provisions of clauses 4 (xiv) of the Companies (Auditor's Report) Order 2003 are not applicable to the company.

15. According to the information and explanation given to us, the company has not given any guarantee for loans taken by others from banks or financial Institutions and accordingly provision of clause 4(XV) of the order are not applicable on the company.

16. In our opinion and according to the information and explanation given to us, on an overall basis, the company has availed term loan and has specifically used for the purpose for which loan was taken.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the company, we report that funds raised on short terms basis have not been used for long-term investments.

18. The company has made preferential allotment of Shares and warrants to parties and Companies in accordance with the provisions of Sec 81 (1A) of The Companies Act, 1956

19. According to the information and explanation given to us, the company has not issued any debenture during the year under review and therefore the provisions of clause 4(XIX) of the order are not applicable to the company.

20. The company has not raised any money by way of Public issue during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of financial statements and as per the information and explanations given by the management, we report that no fraud on or by the company has been noticed or reported during the period under review nor have we been informed of such case by the management.

Sd/-

Amit Goyal & Co. Chartered Accountants Firm Registration No. 003778C

(ABHISHEK SHARMA) Place : Gurgaon Partner Date : May 30, 2013 Membership No. 077854




Mar 31, 2012

1. We have audited the attached Balance Sheet of M/s KALINDEE RAIL NIRMAN (ENGINEERS) LTD, NEW DELHI as at 31st March, 201 2, the Statement of Profit & Loss Account and also 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 disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management; as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis forouropinion.

3. As required by the Companies (Auditor's Report) Order, 2003 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, to the extent applicable to the Company.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

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

(b) In our opinion, proper books of accounts 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 Account and Cash Flow statement dealt with by this reportare in agreementwith the books of accounts;

(d) In our opinion, the Balance Sheet, Statement of Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 21 1 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors, as on 31sl March, 2012, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31sl March, 201 2, 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 explanations given to us, the said accounts give the information required and a true and fair view in conformity with the accounting principles generally accepted in India;

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2012;

(ii) In the case of the Statement of Profit & Loss Account, of the Profit of the Company for the year ended on that date;

(iii) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date.

Annexure to the Auditors' Report

(Referred to in paragraph 3 of our report of even date)

Annexure referred to in paragraph 3 of Auditors Report to the members of Kalindee Rail Nirman (Engineers) Ltd on the accounts for the year ended 31sl March, 2012.

1. In respect of Fixed Assets:

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

(b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The Company has not disposed off any substantial part of its fixed assets during the year, that would affect the Going Concern assumption of the Company.

2. In respect of its inventories:

(a) Inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) On the basis of our examination of the inventory records, we are of the opinion that the Company is maintaining proper records of inventory. The discrepancies noticed on verification, between the book records and physical stocks, as at March 31, 2012 were not material.

3. According to the information and explanations given to us, the Company has neither granted nor accepted any loans, secured or unsecured to / 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) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the work executed. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system.

5. According to the information and explanation provided by the management, there have been no contracts or arrangement during the period that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clauses (V) (a) and (b) of the Companies (Auditors' Report) order, 2003 (a) amended are not applicable.

6. According to the information and explanation given to us, the Company has not accepted any deposits from the public during the year, hence the directives issued by the Reserve Bank of India and the provision of Section 58Aand 58AAor any other relevant provision of the Act and rules framed there under, are not applicable to the Company.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

8. According to information & explanation given to us, the Central government has not prescribed the maintenance of cost records for any of the Company's products under Section 209 (1) (d) of the Companies Act, 1956.

9. (a) According to the information and explanations given to us and the record of company examined by us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Cess and other material statutory dues applicable to it.

b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Cess were in arrears, as at 3151 March, 201 2 for period of more than six months from the date they become payable. The amount adjusted by the department is under protest and against which the company is in appeal.

c) According to the information and explanations given to us, and on examining the records of the company the particulars of service tax [excluding penalty] which have not been deposited on account of dispute and against which the company is in appeal is at Rs 1 1.82cr

10. In our opinion, the Company has no accumulated losses and company has not incurred any cash losses either during the current financial year or in the immediately preceding financial year.

11. In our opinion, and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to the Financial Institutions or Banks.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Hence, maintenance of record is notapplicable.

13. In our opinion, the Company is not a chit fund or nidhi mutual benefit fund / society, therefore, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order 2003 are not applicable to the Company.

14. In our opinion and according to the information and explanations given to us, the Company is not dealing in or trading in shares, securities and debentures and other investments. Accordingly the provisions of clauses 4 (xiv) of the Companies (Auditor's Report) Order 2003 are not applicable to the Company.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from banks or financial Institutions and accordingly provision of clause 4(XV) of the order are not applicable on the company.

16. In our opinion and according to the information and explanation given to us, on an overall basis, the Company has availed term loan and has specifically used for the purpose for which loan was taken.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short terms basis have not been used for long-term investments.

18. The Company has made preferential allotment of Shares and warrants to parties and Companies in accordance with the provisions of Sec 81 (1 A) of The Companies Act, 1956

19. Accordingly to the information and explanation given to us, the Company has not issued any debenture during the year under review, therefore the provision of clause 4(XIX) of the order are not applicable to the company.

20. The Company has not raised any money by way of Public issue during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the period under review nor have we been informed of such case by the management

Sd/-

Amit Goyal & Co.

Chartered Accountants

Firm Registration No. 003778C

(ABHISHEK SHARMA)

Place : Gurgaon Partner

Date : September 3,2012 Membership No. 077854


Mar 31, 2011

1. We have audited the attached Balance Sheet of M/s KALINDEE RAIL NIRMAN (ENGINEERS) LTD, NEW DELHI as at 31st March, 2011, the Profit & Loss Account and also 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 disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management; as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003 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, to the extent applicable to the Company.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

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

(b) In our opinion, proper books of accounts 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 accounts;

(d) In our opinion, the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors, as on 31st March, 2011, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st 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) In our opinion and to the best of our information and according to explanations given to us, the said accounts give the information required and a true and fair view in conformity with the accounting principles generally accepted in India;

(I) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011;

(ii) In the case of the Profit & Loss Account, of the Profit of the Company for the year ended on that date;

(iii) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date. (iii) In the case of the Cash Flow statement, of the Cash Flows for the year ended on that date.

Annexure to the Auditors' Report (Referred to in paragraph 3 of our report of even date)

Annexure referred to in paragraph 3 of Auditors Report to the members of Kalindee Rail Nirman (Engineers) Ltd on the accounts for the year ended 31st March, 2011.

1. In respect of Fixed Assets:

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

(b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The Company has not disposed off any substantial part of its fixed assets during the year, that would affect the Going Concern assumption of the Company.

2. In respect of its inventories:

(a) Inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) On the basis of our examination of the inventory records, we are of the opinion that the Company is maintaining proper records of inventory. The discrepancies noticed on verification, between the book records and physical stocks, as at March 31, 2011 were not material.

3. According to the information and explanations given to us, the Company has neither granted nor accepted any loans, secured or unsecured to / 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) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the work executed. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system.

5. According to the information and explanation provided by the management, there have been no contracts or arrangement during the period that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clauses (V) (a) and (b) of the Companies (Auditors' Report) order, 2003 (a) amended are not applicable.

6. According to the information and explanation given to us, the Company has not accepted any deposits from the public during the year, hence the directives issued by the Reserve Bank of India and the provision of Section 58A and 58AA or any other relevant provision of the Act and rules framed there under, are not applicable to the Company.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

8. According to information & explanation given to us, the Central government has not prescribed the maintenance of cost records for any of the Company's products under Section 209 (1) (d) of the Companies Act, 1956.

9. (a) According to the information and explanations given to us and the record of company examined by us, the Company is generally regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Cess and other material statutory dues applicable to it.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Cess were in arrears, as at 31st March, 2011 for period of more than six months from the date they become payable.

(c) According to the information and explanations given to us, there are no dues of Income tax, Wealth Tax, Sales tax and cess which have not been deposited on account of any dispute.

10.In our opinion, the Company has no accumulated losses and company has not incurred any cash losses either during the current financial year or in the immediately preceding financial year.

11.In our opinion, and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to the Financial Institutions or Banks.

12.The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Hence, maintenance of record is not applicable.

13. In our opinion, the Company is not a chit fund or nidhi mutual benefit fund / society, therefore, the provisions of clause 4 (xiii) of the Companies (Auditor's Report) Order 2003 are not applicable to the Company.

14.In our opinion and according to the information and explanations given to us, the Company is not dealing in or trading in shares, securities and debentures and other investments. Accordingly the provisions of clauses 4 (xiv) of the Companies (Auditor's Report) Order 2003 are not applicable to the Company.

15.According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from banks or financial Institutions and accordingly provision of clause 4(XV) of the order are not applicable on the company.

16. In our opinion and according to the information and explanation given to us, on an overall basis, the Company has availed term loan and has specifically used for the purpose for which loan was taken.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short terms basis have not been used for long-term investments.

18. The Company has made preferential allotment of Shares and warrants to parties and Companies in accordance with the provisions of Sec 81 (1A) of The Companies Act, 1956

19. Accordingly to the information and explanation given to us, the Company has not issued any debenture during the year under review, therefore the provision of clause 4(XIX) of the order are not applicable to the company.

20. The Company has not raised any money by way of Public issue during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the period under review.

Sd/-

Amit Goyal & Co.

Chartered Accountants

Firm Registration No. 003778C

(Rajeev Kumar)

Place : New Delhi Partner

Date : September 3, 2011 Membership No. 075730


Mar 31, 2010

1. We have audited the attached Balance Sheet of M/s KALINDEE RAIL NIRMAN (ENGINEERS) LTD, NEW DELHI as at 31st March, 2010, the Profit & Loss Account and also 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 disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management; as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 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, to the extent applicable to the Company.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

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

(b) In our opinion, proper books of accounts 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 accounts;

(d) In our opinion, the Balance Sheet, Profit & Loss account and Cash Flow statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Companies Act, 1956;

(e) On the basis of written representations received from the Directors, as on 31st March, 2010, and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31 st 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 explanations given to us, the said accounts give the information required and a true and fair view in conformity with the accounting principles generally accepted in India;

(i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010; (ii) In the case of the Profit & Loss Account, of the Profit of the Company for the year ended on that date; (iii) In the case of the Cash Flow Statement, of the Cash Flows for the year ended on that date, (iii) In the case of the Cash Flow statement, of the Cash Flows for the year ended on that date.

Annexure to the Auditors Report (Referred to in paragraph 3 of our report of even date)

Annexure referred to in paragraph 3 of Auditors Report to the members of Kalindee Rail Nirman (Engineers) Ltd on the accounts for the year ended 31st March, 2010.

1. In respect of Fixed Assets:

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

(b) As explained to us, all the fixed assets have been physically verified by the management in a phased periodical manner, which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) The Company has not disposed off any substantial part of its fixed assets during the year, that would affect the Going Concern assumption of the Company.

2. In respect of its inventories:

(a) Inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable.

(b) The procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) On the basis of our examination of the inventory records, we are of the opinion that the Company is maintaining proper records of inventory. The discrepancies noticed on verification, between the book records and physical stocks, as at March 31, 2010 were not material.

3. According to the information and explanations given to us, the Company has neither granted nor accepted any loans, secured or unsecured to / from Companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1 956. Accordingly, the provisions of clause 4 (iii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.

4. In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the work executed. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal control system.

5. According to the information and explanation provided by the management, there have been no contracts or arrangement during the period that need to be entered into the register maintained under Section 301 of the Companies Act, 1956. Therefore, the provisions of clauses (V) (a) and (b) of the Companies (Auditors Report) order, 2003 (a) amended are not applicable.

6. According to the information and explanation given to us, the Company has not accepted any deposits from the public during the year, hence the directives issued by the Reserve Bank of India and the provision of Section 58A and 58AA or any other relevant provision of the Act and rules framed there under, are not applicable to the Company.

7. In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

8. According to information & explanation given to us, the Central government has not prescribed the maintenance of cost records for any of the Companys products under Section 209 (1) (d) of the Companies Act, 1956.

9. (a)According to the information and explanations given to us and the record of company examined by us, the

Company is generally regular in depositing with appropriate authorities undisputed statutory dues including

Provident Fund, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty, Cess and other material

statutory dues applicable to it. (b)According to the information and explanations given to us, no undisputed amounts payable in respect of

Income Tax, Wealth Tax, Sales Tax, Service Tax, Customs Duty and Cess were in arrears, as at 31 st March,

2010 for period of more than six months from the date they become payable. (c) According to the information and explanations given to us, there are no dues of Income tax, Wealth Tax,

Sales tax and cess which have not been deposited on account of any dispute.

10. In our opinion, the Company has no accumulated losses and company has not incurred any cash losses either during the current financial year or in the immediately preceding financial year.

11. In our opinion, and according to the information and explanation given to us, the Company has not defaulted in repayment of dues to the Financial Institutions or Banks.

12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Hence, maintenance of record is not applicable.

13. In our opinion, the Company is not a chit fund or nidhi mutual benefit fund / society, therefore, the provisions of clause 4 (xiii) of the Companies (Auditors Report) Order 2003 are not applicable to the Company.

14. In our opinion and according to the information and explanations given to us, the Company is not dealing in or trading in shares, securities and debentures and other investments. Accordingly the provisions of clauses 4 (xiv) of the Companies (Auditors Report) Order 2003 are not applicable to the Company.

15. According to the information and explanation given to us, the Company has not given any guarantee for loans taken by others from banks or financial Institutions and accordingly provision of clause 4(XV) of the order are not applicable on the company.

16. In our opinion and according to the information and explanation given to us, on an overall basis, the Company has availed term loan and has specifically used for the purpose for which loan was taken.

17. According to the information and explanation given to us and on an overall examination of the Balance Sheet of the Company, we report that funds raised on short terms basis have not been used for long-term investments.

18. The Company has made preferential allotment of Shares and warrants to parties and Companies in accordance with the provisions of Sec 81 (1 A) of The Companies Act, 1956

19. Accordingly to the information and explanation given to us, the Company has not issued any debenture during the year under review, therefore the provision of clause 4(XIX) of the order are not applicable to the company.

20. The Company has not raised any money by way of Public issue during the year.

21. Based upon the audit procedures performed for the purpose of reporting the true and fair view of financial statements and as per the information and explanations given by the management, we report that no fraud on or by the Company has been noticed or reported during the period under review.

sd/-

Amit Goyal & Co. Chartered Accountants Firm Registration No. 003778C (Rajeev Kumar)

Place: Gurgaon Partner

Date: September 3,2010 Membership No. 075730



 
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