Mar 31, 2018
Report on the Audit of the Standalone Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of Kokuyo Camlin Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 March 2018, the Statement of Profit and Loss, the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and a summary of the significant accounting policies and other explanatory information (collectively referred to as the âStandalone Ind AS Financial Statementsâ).
Managementâs Responsibility for the Standalone Ind AS 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 standalone Ind AS financial statements that give a true and fair view of the state of affairs, profit (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act.
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 standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone Ind financial statements, management is responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Auditorâs Responsibility
Our responsibility is to express an opinion on these standalone 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 of the standalone Ind AS financial statements 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 standalone Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone 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 standalone 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 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 standalone Ind AS financial statements.
We are also responsible to conclude on the appropriateness of managementâs use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the entityâs ability to continue as a going concern.
If we conclude that a material uncertainty exists, we are required to draw attention in the auditorâs report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the opinion. Our conclusions are based on the audit evidence obtained up to the date of the auditorâs report. However, future events or conditions may cause an entity to cease to continue as a going concern.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone 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 standalone 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 of the state of affairs of the Company as at 31 March 2018, its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Other Matters
The comparative financial information of the Company for the year ended 31 March 2017 and the transition date opening balance sheet as at 1 April 2016 included in these standalone 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, M/s. B. K. Khare & Co. Chartered Accountants, whose reports for the year ended 31 March 2017 and 31 March 2016 dated 27 April 2017 and 12 May 2016 respectively expressed an unmodified opinion on those standalone financial statements, adjusted for the differences in the accounting principles adopted by the Company on transition to Ind AS, which have been audited by us.
Our opinion is not modified in respect of the above 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 in terms of Section 143(11) of the Act, we give in âAnnexure Aâ 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 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, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31 March 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 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 with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ.
g) With respect to the other matters to be included in the Auditorâs 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 standalone Ind AS financial statements. Refer Note 18 of the standalone Ind AS financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company; and
iv. The disclosures in the financial statements regarding holdings as well as dealings in specified bank notes during the period from 8 NovembeRs.2016 to 30 DecembeRs.2016 have not been made since they do not pertain to the financial year ended 31 March 2018. However, amounts as appearing in the audited Standalone Ind AS financial statements for the period ended 31 March 2017 have been disclosed.
i. (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment and investment properties.
(b) The Company has a regular programme of physical verification of its property, plant and equipment and investment properties by which the property, plant and equipment and investment properties are verified by the management according to a programme designed to cover all the items over one year. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets. In accordance with the policy, the Company has physically verified all its property, plant and equipment and investment properties during the year and no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties of land and buildings and investment properties as disclosed in Note 4 (a) and Note 4 (b) respectively of the standalone Ind AS financial statements, are held in the name of the Company.
ii. The inventories, except goods in transit and stocks lying with third parties, have been physically verified by the management at reasonable intervals during the year and no material discrepancies were noticed on such verification. For stocks lying with third parties at the year-end, written confirmations have been obtained and in respect of goods in transit, subsequent goods receipt have been verified.
iii. In our opinion and 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 3 (iii) of the Order is not applicable to the Company.
iv. In our opinion and according to information and explanations given to us, the Company has complied with the provisions of Section 186 of the Act with respect to investments made. The Company has not granted any loans or provided any guarantees or security covered under 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 to which the directives issued by the Reserve Bank of India or the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed there under apply. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.
We have broadly reviewed the books of account relating to manufacture of stationery items maintained by the Company pursuant to the rules prescribed by the Central Government for the maintenance of cost records under Section 148(1) of the Act and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the same with a view to determine whether they are complete or accurate.
vi. (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Employeesâ State Insurance, Value added tax, Service Tax, duty of customs, duty of excise, Goods and Service Tax, Income Tax, Cess, Professional tax, Labor welfare fund and other material statutory dues have been generally regularly deposited during the year by the Company with the appropriate authorities.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Value added tax, Service Tax, duty of customs, duty of excise, Goods and Service Tax, Income Tax, Cess, Professional tax, Labor welfare fund and other material statutory dues were in arrears as at 31 March 2018 for a period of more than six months from the date they became payable.
(c) According to the information and explanations given to us, there are no dues of Income-tax, Sales-tax, Service tax, Duty of customs, duty of excise, Goods and Service tax and Value added tax which have not been deposited with the appropriate authorities on account of any dispute, except as follows:
Name of the Statute |
Nature of dues |
Amount Demanded Rs. in lakhs |
Amount Paid Rs. in Lakhs |
Period to which the amount relates |
Forum where dispute is pending |
The Income tax Act, 1961 |
Income tax |
14.66 |
Assessment yeaRs.2006-07 |
Commissioner of Income Tax (Appeal) |
|
Central Excise Act, 1944 |
Excise duty (including Interest and penalty, if applicable) |
53.06 |
32.97 |
1990-95 |
Mumbai High Court |
Central Excise Act, 1944 |
Excise duty (including Interest and penalty, if applicable) |
37.49 |
2.13 |
2012-13 and 1992-93 |
The Customs, Excise and Service Tax Appellate Tribunal |
Central Excise Act, 1944 |
Excise duty (including Interest and penalty, if applicable) |
17.38 |
1.13 |
1992-93, 2002-03 and 2014-15 |
Commissioner of Central Excise (Appeal) |
Central Sales Tax Act, 1956 and Local Sales Tax Act |
Sales tax (including interest and penalty, if applicable) |
1,492.17 |
219.59 |
1995-96 to 2015-16 |
First appellate authority |
Central Sales Tax Act, 1956 and Local Sales Tax Act |
Sales tax (including interest and penalty, if applicable) |
39.70 |
37.92 |
2000-01 |
Sales tax tribunal |
vii. According to the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institution or bank during the year. The Company did not have any loans or borrowings during the year from debenture holders or from the government.
viii. According to the information and explanations given to us, the Company has not raised any monies by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable to the Company.
ix. According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
x. According to the information and explanations given to us and based on our examination of the records of the Company, 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 Companies Act, 2013.
xi. 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.
xii. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the stand alone Ind AS financial statements as required by the applicable accounting standards.
xiii. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3 (xiv) of the Order is not applicable to the Company.
xiv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him.
Accordingly, paragraph 3(xv) of the Order is not applicable to the Company.
xv. According to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, paragraph 3(xvi) of the Order is not applicable to the Company.
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Kokuyo Camlin Limited (âthe Companyâ) as of 31 March 2018 in conjunction with our audit of the standalone Ind AS financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs 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 (âICAIâ). 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 companyâs 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 Act.
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 âGuidance Noteâ) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, 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 auditorâs judgment, 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 standalone 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 companyâs assets that could have a material effect on the standalone 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 31 March 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 ICAI.
For B S R & Co. LLP
Chartered Accountants
Firmâs Registration No: 101248W/W-100022
Vijay Mathur
Mumbai Partner
9 May 2018 Membership No: 046476
Mar 31, 2017
To the Members of Kokuyo Camlin Limited
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
1. We have audited the accompanying standalone financial statements of Kokuyo Camlin Limited (âthe Company"), which comprise the balance sheet as at March 31, 2017, and the related statements of profit and loss and cash flow for the year then ended, and a summary of the significant accounting policies and other explanatory information.
MANAGEMENTâS RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
2. The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Act") with respect to the preparation of these standalone 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 (as amended). 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
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.
4. 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.
5. 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.
6. 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 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. 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.
7. 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
8. 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 March 31, 2017, and its profit and its cash flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
9. As required by the Companies (Auditor''s Report) Order, 2016, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act (the âOrder"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order.
10. As required by Section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
c. the Balance Sheet, the Statement of Profit and Loss and Cash Flow dealt with by this Report are in agreement with the books of account;
d. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended);
e. On the basis of written representations received from the directors as on March 31, 2017 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2017, from being appointed as a director in terms of Section 164(2) of the Act;
f. With respect to the adequacy of internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure II;
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 (as amended), 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 15 and 16 to the financial statements.
ii. The Company did not have any long-term contracts for which there were any material foreseeable losses. Provision has been made in the standalone financial statements as required under the applicable law or accounting standards, for material foreseeable losses, if any, on derivative contracts.
iii. During the year, there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
iv. The Company has provided requisite disclosures in Note 27 to the standalone financial statements as to holdings as well as dealings in Specified Bank Notes during the period from November 8, 2016 to December 30, 2016. Based on audit procedures and relying on the management representation, we report that the disclosures are in accordance with books of account maintained by the Company and as produced by to us by the Management.
1 (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets.
(b) The fixed assets of the Company have been physically verified by the Management during the year. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account. In our opinion, the frequency of verification is reasonable.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
2 Management has conducted physical verification of inventory during the year. Confirmations have been received in respect of inventories lying with third parties. In our opinion, the frequency of verification is reasonable. The discrepancies noticed on verification between physical stocks and book records were not material and have been properly dealt with in the books of account.
3 According to the information and explanations given to us and to the best of our knowledge and belief, 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. Therefore, the provisions of para 3(iii) of the said Order are not applicable to the Company.
4 According to the information and explanations given to us and to the best of our knowledge and belief there are no guarantees and securities given as mentioned under section 185 and 186 of the Act. The investments made and loans given by the Company are in compliance with the provisions of section 186 of the Act.
5 In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the directives issued by the Reserve Bank of India and the provisions of Sections 73-76 of the Act apply. Accordingly, the provisions of para 3(v) of the Order are not applicable to the Company.
6 We have broadly reviewed the books of account relating to manufacture of stationery and stationery items maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under section 148(1) of the Act and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.
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, Service tax, duty of customs, duty of excise, Value added tax, cess and any other applicable statutory dues with the appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable in respect of Provident fund, Employeesâ state insurance, Income tax, Sales tax, Excise duty, Service tax, Customs duty, Value added tax and any other applicable statutory dues that 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 explanations given to us and records of the Company examined by us, there are no dues of income tax, sales tax, wealth tax, service -tax, duty of excise, duty of customs, value added tax, and cess which have not been deposited on account of any dispute except as follows:
Name of the Statute |
Nature of dues |
Amount (Rs. In lakhs) |
Periods to which amounts relates |
Forum where the dispute is pending |
The Income tax Act, 1961 |
Income tax |
7.31 |
2005-06 |
AO has passed the order CIT (appeal) is to be approached |
Excise Duty Act |
Excise duty |
20.63 |
1990-95 |
Mumbai High Court |
Excise duty |
26.31 |
2012-13 |
The Customs, Excise and Service Tax Apellate Tribunal (CESTATJ |
|
Excise duty |
9.05 |
1992-93 |
The Customs, Excise and Service Tax Apellate Tribunal (CESTATJ |
|
Excise duty |
15.36 |
1992-93, 2002-03 & 2014 |
Comm of Central Excise (Appeal) |
|
Central Sales Tax Act, 1956 |
Central Sales Tax |
310.94 |
1995-2016 |
Sales Tax Authorities |
Central Sales Tax |
0.23 |
2000-2001 |
Sales Tax-Tribunal |
|
State Sales Tax Act |
Local Sales tax/ Vat |
720.72 |
1995-2014 |
Dy. Comm of Sales Tax (Appeals) |
0.07 |
2000-2001 |
Sales Tax - Tribunal |
8 Based on the records examined by us and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to any financial institution, bank or Government during the year. The Company has not issued any debentures.
9 In our opinion and according to the information and explanations given to us, the term loans availed by the Company have been applied by the Company for the purposes for which they were obtained. The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year.
10 During the course of our audit, 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 on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of such case by the management.
11 Based on the records examined by us and according to the information and explanations given to us, the Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
12 In our opinion and according to the information and explanations given to us, the Company is not a nidhi Company. Accordingly, the provisions of para 3(xii) of the said Order is not applicable.
13 Based on the records examined by us and according to the information and explanations given to us, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
14 Based on the records examined by us and according to the information and explanations given to us, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
15 Based on the records examined by us and according to the information and explanations given to us, the Company has not entered into non-cash transactions with the directors or persons connected with him. Accordingly, the provisions of para 3(xv) of the Order is not applicable.
16 In our opinion and according to the information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.
REPORT ON THE INTERNAL FINANCIAL CONTROLS 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 Kokuyo Camlin Limited (âthe Company") as of March 31,2017 in conjunction with our audit of the standalone financial statements of the Company for the year ended March 31, 2017.
MANAGEMENTâS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companyâs 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. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that operate effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs 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.
AUDITORSâ RESPONSIBILITY
Our responsibility is to express an opinion on the Company''s 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 âGuidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. 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 auditorâs 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 Company''s internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A Company''s 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 Company''s 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 authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized 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, 2017, 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.
For B. K. Khare & Co.
Chartered Accountants
Firm Registration Number 105102W
Himanshu Chapsey
Partner
Membership Number 105731
Mumbai, April 27, 2017
Mar 31, 2016
To the Members of Kokuyo Camlin Limited
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
1. We have audited the accompanying standalone financial statements of Kokuyo Camlin Limited ("the Company"), which comprise the balance sheet as at March 31, 2016, and the related statements of profit and loss and cash flow for the year then ended, and a summary of the significant accounting policies and other explanatory information.
MANAGEMENTâS RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
2. 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 standalone 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 (as amended). 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
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.
4. 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.
5. 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.
6. 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.
7. 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
8. 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 March 31, 2016, and its profit and its cash flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
9. As required by the Companies (Auditor''s Report) Order, 2016, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act (the "Order"), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order.
10. As required by Section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
c. the Balance Sheet, the Statement of Profit and Loss and Cash Flow dealt with by this Report are in agreement with the books of account;
d. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended);
e. On the basis of written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016, from being appointed as a director in terms of Section 164(2) of the Act.
f. With respect to the adequacy of internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure II.
g. 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 (as amended), 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 15 and 16 to the financial statements.
ii. The Company does not have any long term contracts including derivate contracts for which there were any material foreseeable losses.
iii. During the year, there has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
1 (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets.
(b) The fixed assets of the Company have been physically verified by the Management during the year. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account. In our opinion, the frequency of verification is reasonable.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
2 Management has conducted physical verification of inventory during the year. Confirmations have been received in respect of inventories lying with third parties. In our opinion, the frequency of verification is reasonable. The discrepancies noticed on verification between physical stocks and book records were not material and have been properly dealt with in the books of account.
3 According to the information and explanations given to us and to the best of our knowledge and belief, 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. Therefore, the provisions of para 3(iii) of the said Order are not applicable to the Company.
4 According to the information and explanations given to us and to the best of our knowledge and belief there are no guarantees and securities given as mentioned under section 185 and 186 of the Act. The investments made and loans given by the Company are in compliance with the provisions of section 186 of the Act.
5 In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits to which the directives issued by the Reserve Bank of India and the provisions of Sections 73-76 of the Act apply. Accordingly, the provisions of para 3(v) of the Order are not applicable to the Company.
6 We have broadly reviewed the books of account relating to manufacture of stationery and stationery items maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under section 148(1) of the Act and we are of the opinion that prima facie the prescribed accounts and records have been made and maintained.
7 (a) According to the records of the Company and information and explanations given to us, the Company is regular in depositing undisputed statutory dues including Provident fund, Employees'' state insurance, Income tax, Sales tax, service tax, duty of customs, duty of excise, value added tax, cess and any other applicable statutory dues with the appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable in respect of Income Tax, Sales Tax, Service Tax, duty of customs, duty of excise, value added tax and cess are in arrears, as on March 31, 2016 for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and records of the Company examined by us, there are no dues of income tax, sales tax, wealth tax, service -tax, duty of excise, duty of customs, value added tax, and cess which have not been deposited on account of any dispute except as follows:
Name of the Statute |
Nature of dues |
Amount (Rs, In lakhs) |
Periods to which amounts relates |
Forum where the dispute is pending |
The Income tax Act, 1961 |
Income tax |
19.92 |
2005-06 |
Dy. Comm of Income Tax CIT (Appeals) |
Service Tax Act |
Service Tax |
9.99 |
2006-07 |
Comm of Central Excise (Appeals) Mumbai |
Excise Duty Act |
Excise duty |
20.63 |
1990-95 |
Mumbai High Court |
Excise duty |
28.45 |
2012-13 |
The Customs, Excise and Service Tax Apellate Tribunal |
|
Excise duty |
18.14 |
1992-93 |
The Customs, Excise and Service Tax Apellate Tribunal |
|
Excise duty |
2.32 |
Comm of Central Excise (Appeal) |
||
Central Sales Tax Act, 1956 |
Central Sales Tax |
27.21 |
1995-2011 |
Sales Tax Authorities |
Central Sales Tax |
0.30 |
2000-2001 |
Comm of Sales Tax -Tribunal |
|
State Sales Tax Act |
Local Sales tax/ Vat |
69.16 |
1995-2011 |
Sales Tax Authorities |
8 Based on the records examined by us and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowings to any financial institution, bank or Government during the year. The Company has not issued any debentures.
9 In our opinion and according to the information and explanations given to us, the term loans availed by the Company have been applied by the Company for the purposes for which they were obtained. The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year.
10 During the course of our audit, 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 on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of such case by the management.
11 Based on the records examined by us and according to the information and explanations given to us and as described in note 26 (d) to the financial statements, the managerial remuneration paid /provided by the Company to one of its directors is in excess of the amounts specified in section 197 of the Act read with Schedule V of the Companies Act. As described in the aforesaid note, the Company is in the process of applying to the Central Government for the necessary approval of the same.
12 In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, the provisions of para 3(xii) of the said Order is not applicable.
13 Based on the records examined by us and according to the information and explanations given to us, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
14 Based on the records examined by us and according to the information and explanations given to us, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
15 Based on the records examined by us and according to the information and explanations given to us, the Company has not entered into non-cash transactions with the directors or persons connected with him. Accordingly, the provisions of para 3(xv) of the Order is not applicable.
16 In our opinion and according to the information and explanations given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.
REPORT ON THE INTERNAL FINANCIAL CONTROLS 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 Kokuyo Camlin Limited ("the Company") as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended March 31, 2016.
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. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that operate effectively for ensuring the orderly and efficient conduct of its business, including adherence to the 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.
AUDITORSâ RESPONSIBILITY
Our responsibility is to express an opinion on the Company''s 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, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. 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 judgment, 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 Company''s internal financial controls system over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A company''s 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 company''s 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 authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized 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, 2016, 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.
For B. K. Khare & Co.
Chartered Accountants
Firm Registration Number 105102W
Himanshu Chapsey
Partner
Membership Number 105731
Mumbai,
May 12, 2016
Mar 31, 2015
1. We have audited the accompanying standalone financial statements of
Kokuyo Camlin Limited ("the Company"), which comprise the balance
sheet as at March 31, 2015, and the related statements of profit and
loss and cash flow for the year then ended, and a summary of the
significant accounting policies and other explanatory information.
Management''s Responsibility for the Standalone
Financial Statements
2. 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 standalone 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 (as amended). 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
3. Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
4. 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.
5. 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.
6. 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.
7. 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
8. 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 March 31, 2015, and its profit and its
cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
9. As required by the Companies (Auditor''s Report) Order, 2015, issued
by the Central Government of India in terms of sub-section (11) of
section 143 of the Act (the "Order"), and on the basis of such checks
of the books and records of the Company as we considered appropriate
and according to the information and explanations given to us, we give
in the Annexure a statement on the matters specified in paragraphs 3
and 4 of the Order.
10. As required by Section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as it appears from our examination of those
books;
c. the Balance Sheet, the Statement of Profit and Loss and Cash Flow
dealt with by this Report are in agreement with the books of account;
d. In our opinion, the aforesaid standalone financial statements comply
with the Accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended);
e. On the basis of written representations received from the directors
as on March 31, 2015 taken on record by the Board of Directors, none of
the directors is disqualified as on March 31, 2015, from being
appointed as a director in terms of Section 164(2) of the Act.
f. 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 (as amended), 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 16 and 17
to the financial statements
ii. The Company does not have any long term contracts including
derivate contracts for which there were any material foreseeable
losses.
iii. During the year, 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 Auditor''s Report referred to in our report of even
date:
1 (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of the fixed
assets.
(b) The fixed assets of the Company have been physically verified by
the Management during the year. The discrepancies noticed on such
verification were not material and have been properly dealt with in the
books of account. In our opinion, the frequency of verification is
reasonable.
2 (a) Management has conducted physical verification of inventory
during the year. Confirmations have been received in respect of
inventories lying with third parties. In our opinion, the frequency of
verification is reasonable.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory.The discrepancies noticed on verification between physical
stocks and book records were not material and have been properly dealt
with in the books of account.
3 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
3(iii)(a) and (iii)(b) of the said Order are not applicable to the
Company.
4 In our opinion and according to the information and explanations
given to us, the Company is having an adequate internal control system
commensurate with the size and the nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods and
services. On the basis of our examination of the books and records of
the Company and according to the information and explanations given to
us, we have neither come across, nor have we been informed of, any
continuing failure to correct any major weaknesses in the aforesaid
internal control system.
5 In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits to which the
directives issued by the Reserve Bank of India and the provisions of
Sections 73-76 of the Act apply. Accordingly, the provisions of clause
3(v) of the Order are not applicable to the Company.
6 We have broadly reviewed the books of account relating to manufacture
of stationery and stationery items maintained by the company pursuant
to the Rules made by the Central Government for the maintenance of cost
records under section 148(1) of the Companies Act, 2013 and we are of
the opinion that prima facie the prescribed accounts and records have
been made and maintained.
7 (a) According to the records of the Company and information and
explanations given to us, the Company is regular in depositing
undisputed statutory dues including Provident fund, Investor Education
and Protection Fund, Employees'' state insurance, Income tax, Sales tax,
Wealth tax and service tax, duty of customs, duty of excise, value
added tax, cess and other applicable statutory dues with the
appropriate authorities.
(b) No undisputed amounts payable in respect of Income Tax, VAT, Wealth
Tax, Service Tax, Customs duty, Excise duty and Cess are in arrears, as
on March 31, 2015 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 of the Company examined by us, there are no dues of income tax,
sales tax, wealth tax, service-tax, duty of excise, duty of customs,
value added tax, and cess which have not been deposited on account of
any dispute except as follows:
Name of Nature of Amount Periods Forum where the
the Statute dues (Rs. In
lakhs) to which dispute is pending
amounts
relates
Income Tax Income tax 19.92 2005-06 Dy. Comm of Income
Act, 1961 Tax CIT (Appeals)
Income tax 20.09 2005-06
Service Tax Service Tax 9.99 2006-07 Comm of Central
Act Excise (Appeals)
Mumbai
Excise Duty Excise duty 20.63 1990-95 Mumbai High Court
Act
Excise duty 28.45 2012-13 The Customs, Excise
and Service Tax
Apellate Tribunal
Excise duty 18.14 1992-93 The Customs, Excise
and Service Tax
Apellate Tribunal
Excise duty 2.32 Comm of Central
Excise (Appeal)
Central Central 38.07 1995-2011 Sales Tax
Authorities
Sales Tax sales tax
Act, 1956
Central 0.30 2000-2001 Comm of Sales Tax -
sales tax Tribunal
State Sales Local sales 142.31 1995-2011 Sales Tax
Authorities
Tax Act tax/VAT
(d) During the year, there has been no delay in transferring amounts,
required to be transferred, to the Investor Education and Protection
Fund by the Company.
8 The Company has no accumulated losses as at the end of the financial
year. The Company has not incurred any cash losses in the current and
the immediately preceding financial year.
9 Based on the records examined by us and according to the information
and explanations given to us, the Company has not defaulted in
repayment of dues to any financial institution or bank during the year.
The Company has not issued any debentures.
10 According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions during the year. Accordingly, the
provisions of clause 3(x) of the Order are not applicable to the
Company.
11 In our opinion, and according to the information and explanations
given to us, the term loans availed by the Company have been applied by
the Company for the purposes for which they were obtained.
12 During the course of our audit, 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 on or by the Company, noticed or reported during
the year, nor have we been informed of such case by the management.
For B. K. Khare & Co.
Chartered Accountants
Firm''s Registration Number 105102W
Himanshu Chapsey
Mumbai Partner
May 14, 2015 Membership Number - 105731
Mar 31, 2014
1. We have audited the accompanying financial statements of Kokuyo
Camlin Limited ("the Company"), which comprise the Balance Sheet as at
March 31, 2014, and the Statements of Profit and Loss and Cash Flow for
the year then ended, and a summary of significant accounting policies
and other explanatory information.
Management''s Responsibility for the Financial Statements
2. The Company''s Management is responsible for the preparation of
these financial statements that give a true and fair view of the
financial position, financial performance and cash flows of the Company
in accordance with the Accounting Standards referred to in sub- section
(3C) of section 211 of the Companies Act, 1956 ("the Act"). This
responsibility includes the design, implementation and maintenance of
internal control relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor''s Responsibility
3. Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
4. An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s 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 control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity''s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by management, as well
as evaluating the overall presentation of the financial statements.
5. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion.
Opinion
6. In our opinion and to the best of our information and according to
the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
(b) in the case of the Statement of Profit and Loss, of the loss 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
7. As required by the Companies (Auditor''s Report) Order, 2003, as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004,
issued by the Central Government of India in terms of sub-section (4A)
of section 227 of the Act (the "Order"), and on the basis of such
checks of the books and records of the Company as we considered
appropriate and according to the information and explanations given to
us, we give in the Annexure a statement on the matters specified in
paragraphs 4 and 5 of the Order.
8. As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c. the Balance Sheet, the Statement of Profit and Loss and Cash Flow
dealt with by this Report are in agreement with the books of account;
d. In our opinion, the Balance Sheet, the Statements of Profit and Loss
and Cash Flow dealt with by this report, comply with the Accounting
Standards referred to in sub- section (3C) of Section 211 of the Act;
e. On the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub- section (1) of
section 274 of the Companies Act, 1956.
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
during the year. No material discrepancies between the book records and
physical inventory are noticed.
(c) There was no disposal of a substantial part of fixed assets during
the year.
2. (a) Management has conducted physical
verification of inventory at during the year. Confirmations have been
received in respect of inventories lying with third parties. In our
opinion, the frequency of verification is reasonable.
(b) In our opinion, the procedure of physical verification of inventory
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between physical
stocks and book records were not material and have been properly dealt
with in the books of account.
3. The Company has not granted or taken any loans, secured or
unsecured, to or from companies, firms or other parties listed in the
register maintained under section 301 of the Companies Act, 1956.
Accordingly, the provisions of clause 4(iii) of the Order is not
applicable to the Company.
4. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to the purchase of fixed assets, sale of goods and services. In respect
of purchase of inventory in our opinion and according to the
information and explanations given to us, having regard to the
explanation that some of the items are of a special nature and their
prices cannot be compared with alternate quotations, there are adequate
internal control system commensurate with the size of the Company and
the nature of its business with regard to purchases inventory. We have
not observed any major weakness or continuing failure to correct any
major weakness in the internal control system of the Company in respect
of these areas.
5. (a) According to the information and
explanations provided by the management, we are of the opinion that the
particulars of contracts or arrangements referred to in section 301 of
the Companies Act, 1956 that need to be entered into the register
maintained under section 301 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, and having regard to the fact that some of the items
purchased are of special nature, and suitable alternative sources do
not exist for obtaining comparative quotations, the transactions for
purchase/sale of goods and materials, made in pursuance of contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of Rs. 5,00,000/- in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices as available with
the Company for such goods and materials, or the prices at which such
transactions for similar goods and materials were made with other
parties.
6. The Company has not accepted deposits from the public.
7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
8. We have broadly reviewed the books of account relating to
manufacture of stationery and stationery items maintained by the
company pursuant to the Rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956 and we are of the opinion that prima facie the prescribed
accounts and records have been made and maintained.
9. (a) Company is regular in depositing with the
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees State
Insurance, Income tax, VAT, wealth tax, service tax, customs duty,
excise duty, cess and other material statutory dues applicable to it.
(b) No undisputed amounts payable in respect of Income Tax, VAT, Wealth
Tax, Service Tax, Customs duty, Excise duty and Cess are in arrears, as
on March 31, 2014 for a period of more than six months from the date
they became payable.
(d) According to the records of the Company, there are no dues of
Income Tax, Wealth Tax, Service Tax, Custom duty, Excise duty and Cess
which have not been deposited on account of dispute except in respect
of following:
Name of Nature of Amount Period to Forum where
the Statue Dues (Rs. in
lakhs) which the pending
amount
relates
Income Tax Income tax 19.92 2005-06 Pending before
Act, 1961 Dy. Comm of Income
Tax
Income tax 20.09 2005-06 Pending before CIT
(Appeals) 17
Service Tax Service Tax 9.99 2006-07 Pending before
Act Comm of Central
Excise (Appeals)
Mumbai
Excise Duty Excise duty 20.63 1990-1995 Pending before
Act Mumbai High Court
Excise duty 18.14 1992-1993 Pending before
Comm of Central
Excise and Service
Tax Tribunal
Excise duty 2.33
Pending before
Comm of Central
Excise (Appeal)
Central Central 24.96 1995-2011 Pending
before
Sales Tax sales tax Dy. Comm of Sales Tax
Act, 1956 (Appeal)
Central 0.30 2000-2001 Pending before
sales tax Comm of Sales Tax -
Tribunal
State Sales Local sales 83.17 1995-2011 Pending before
Tax Act tax/VAT Dy. Comm of Sales
Tax (Appeal)
10. Though the Company has accumulated losses as at the end of the
year, however, the same do not exceed fifty per cent of its net worth.
The Company has incurred a cash loss in the immediately preceding
financial year but has not incurred any cash loss during the current
year.
11. Based on our audit procedures and on the basis of information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in the repayment of dues to Financial
Institutions and Banks.
12. The Company has not granted any loans or advances on the basis of
security by way of pledge of shares, debentures and other securities.
13. The provisions of any special statute applicable to chit
fund/nidhi/mutual benefit fund/society are not applicable to the
Company.
14. The Company is not dealing in or trading in shares, securities,
debentures and other investments.
15. According to the information and explanation given to us, the
Company has not given any guarantee for loans taken by others during
the year.
16. Term loans availed by the Company have been applied by the Company
for the purposes for which they are obtained. During the year, pending
utilisation of the entire amount of the term loan for the stated
purpose, the funds were temporarily used for the purpose other than for
which the loan was sanctioned but were ultimately utilised for the
sanctioned purpose.
17. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that funds raised on short-term basis have not been used for long-term
investment.
18. During the year, the Company has not made any preferential
allotment of shares to the parties and companies covered in the
register maintained under Section 301 of the Companies Act, 1956.
19. The Company has not issued any debentures during the year.
20. During the year, the Company has not raised any money by public
issue of equity shares.
21. 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 on or by the Company, noticed or reported during the year, nor
have we been informed of such case by the management.
For B. K. Khare & Co.
Chartered Accountants
Firm''s Registration Number 105102W
Himanshu Chapsey
Mumbai Partner
May 9, 2014 Membership Number - 105731
Mar 31, 2013
Report on the Financial Statements
1. We have audited the accompanying financial statements of Kokuyo
Camlin Limited ("the Company"), which comprise the Balance Sheet as at
March 31, 2013, and the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
2. The Company''s Management is responsible for the preparation of
these financial statements that give a true and fair view of the
financial position, financial performance and cash flows of the Company
in accordance with the Accounting Standards referred to in sub-section
(3C) of Section 211 of the Companies Act, 1956 ("the Act"). This
responsibility includes the design, implementation and maintenance of
internal controls relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from
material misstatements, whether due to fraud or error.
Auditor''s Responsibility
3. Our responsibility is to express an opinion on these financial
statements based on our audit. We have 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.
4. An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s 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.theauditorconsiders 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.
5. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion.
Opinion
6. In our opinion and to the best of our information and according to
the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2013;
(b) in the case of the Profit and Loss Account, of the loss 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
7. As required by''the Companies (Auditor''s Report) Order, 2003, as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004'',
issued by the Central Government of India in terms of sub-section (4A)
of Section 227 of the Act (hereinafter referred to as the "Order"), and
on the basis of such checks of the books and records of the Company as
we considered appropriate and according to the information and
explanations given to us, we give in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the Order.
8. As required by Section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books [and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us];
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 [and with the returns received from branches not
visited by us];
d. in our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in sub-section (3C) of Section 211 of the Companies Act,
1956;
e. on the basis of written representations received from the Directors
as on March 31, 2013, and taken on record by the Board of Directors,
none of the Directors are disqualified as on March 31,2013, from being
appointed as a director in terms of clause (g) of sub-section (1) of
Section 274 of the Companies Act, 1956;
f. Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
ANNEXURE REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE
(i) Fixed Assets
(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
during the year. No material discrepancies between the book records and
physical inventory are noticed.
(c) The Company has not disposed off substantial part of its fixed
assets during the year.
(ii) Inventories
(a) Physical verification of inventory was conducted by the Management
at reasonable intervals during the year. In respect of materials sent
for job work and finished goods with third parties, certificates of
closing stock have been obtained from third parties in respect of
substantial portion of the stocks held.
(b) In our opinion, the procedure of physical verification of stocks
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. Having regard to the size of the operations of the Company
and the nature of stocks held, the discrepancies noticed on
verification between physical stocks and book records were not material
and have been properly dealt with in the books of accounts.
(iii) Loans and Advances granted/taken from certain entities Loans,
secured or unsecured, granted or taken by the company to/from
companies, firms or other parties are covered in the Register
maintained under Section 301 of the Companies Act, 1956:
The Company has neither granted nor taken any loans, secured or
unsecured, to or from such entities.
(iv) Internal Control system
In our opinion and according to the information and explanations given
to us, having regard to the explanation that some of the items are of a
special nature and their prices cannot be compared with alternate
quotations, there are adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchases of inventory, fixed asset and with regard to the sale of
goods and services. During the course of our audit, and according to
the information and explanation given to us, we have neither come
across nor have been informed of any continuing failure to correct
major weaknesses in the internal control system.
(v) Contracts or arrangement referred to in this Section 301 of the
Companies Act, 1956
(a) Based on audit procedures applied by us, to the best of our
knowledge and belief and according to the information and explanations
given to us, we are of the opinion that the contracts or arrangements
referred to in section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, and having regard to the fact that some of the items
purchased are of special nature, and suitable alternative sources do
not exist for obtaining comparative quotations, the transactions for
purchase/sale of goods and materials, made in pursuance of contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of Rs. 5,00,000/- in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices as available with
the Company for such goods and materials, or the prices at which such
transactions for similar goods and materials were made with other
parties.
(vi) Public Deposits
During the year, the Company has not accepted deposits from the public.
In respect of the deposits unpaid as on the Balance Sheet date, the
Company has complied with the provisions of Section 58A, 58AA or any
other relevant provisions of the Companies Act, 1956 and the Companies
(Acceptance of Deposit) Rules 1975, with regard to the deposits
accepted from the public. We are further 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 any other Tribunal intimating
the contravention of said provisions.
(vii) Internal Audit System
In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
(viii) Cost records
We have broadly reviewed the books of account relating to materials,
labour and other items of cost maintained by the company pursuant to
the Rules made by the Central Government for the maintenance of cost
records under section 209(1 )(d) of the Companies Act, 1956 and we are
of the opinion that prima fac/ethe prescribed accounts and records have
been made and maintained.
(ix) Statutory Dues
(a) Company is generally regular in depositing with appropriate
authorities undisputed statutory dues including Provident Fund,
Investor Education and Protection Fund, Employees State Insurance,
Income tax, VAT, Wealth tax. Service tax. Customs duty. Excise duty.
Cess and other material statutory dues applicable to it.
(b) No undisputed amounts payable in respect of Income Tax, VAT, Wealth
Tax, Service Tax, Customs duty. Excise duty and Cess are in arrears, as
on 31st March 2013 for a period of more than six months from the date
they became payable.
(c) There are no dues of Income Tax, Wealth Tax, Service Tax, Custom
duty. Excise duty and Cess which have not been deposited on account of
dispute except in respect of (i) excise duty of Rs. 41.10 lacs under the
Central Excise Act, 1956 out of which dispute in respect of Rs. 20.63
lacs is pending before
Bombay High Court,Rs. 18.14 lacs is pending before the Central Excise and
Service Tax Tribunal and Rs. 2.33 lacs with Commissioner (Appeal), (ii)
dispute in respect of Service Tax of Rs. 1.89 lacs under the Finance Act,
1994 which is pending before the Assistant Commissioner, (iii) dispute
in respect of Income Tax of Rs. 24.79 lacs under the Income Tax Act, 1961
pending before the Income Tax Appellant Tribunal (Mumbai), (iv) dispute
in respect of Sales Tax of Rs. 83.17 lacs under the State Sales Tax Laws
and Rs. 15.47 lacs under the Central Sales Tax Act, of which the dues
involved in the proceedings pending before the Dy. Commissioner
(Appeals) are Rs. 98.34 lacs and those before the Central Sales Tax
Tribunal are Rs. 0.30 lacs.
(x) Accumulated Losses
The Company does not have accumulated losses as at the end of the year.
Company has incurred cash loss during the financial year covered by our
audit but not in the immediately preceding financial year.
(xi) Dues to Financial Institutions, Banks and Debenture holders
Based on our audit procedures and on the basis of information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in the repayment of dues to Financial
Institutions and Banks.
(xii) Security for Loans & Advances Granted
Company has not granted any loans or advances on the basis of security
by way of pledge of shares, debentures and other securities.
(xiii) Special Statute
The provisions of any special statute applicable to chit
fund/nidhi/mutual benefit fund/society are not applicable to the
Company.
(xiv) Dealings/Trading in Shares, Securities, Debentures and other
investments
The Company is not dealing in ortrading in shares, securities,
debentures and other investments.
(xv) Guarantees given
According to the information and explanation given to us, the Company
has not given any guarantee during the year.
(xvi) Term Loans
Term loans availed by the Company have been applied by the Company for
the purposes for which they are obtained.
(xvii) Utilisation of Funds
According to the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company, we report that
funds raised on short-term basis have not been used for long-term
investment.
(xviii) Preferential Allotment of Shares
During the year, the Company has not made any preferential allotment of
shares to the parties and companies covered in the register maintained
under Section 301 of the Companies Act, 1956.
(xix) Security for Debentures Issued
The Company has not issued any Debentures.
(xx) Public Issue of Equity Shares
During the year, the Company has not raised any money by public issue
of Equity Shares.
(xxi) Frauds Noticed
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 on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the management.
For B. K. Khare & Co.
Chartered Accountants
Firm''s Registration Number 105102W
Jayesh Thakur
Partner
Membership Number - 39168
Place :Mumbai,
Date : May 14,2013
Mar 31, 2012
1. We have audited the attached Balance Sheet of KOKUYO CAMLIN LIMITED
as at 31st March, 2012 and the statement of Profit and Loss and Cash
Flow Statement for the year ended on that date and a summary of
significant accounting policies and other explanatory information.
These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. 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 in terms of Section 227(4A) 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 paragraph 4 & 5 of the said
Order.
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 the purposes of our
audit.
(b) In our opinion, proper books of account as required by the law have
been kept by the Company so far as appears from our examination of
these books and proper returns adequate for the purposes of our
audit have been received from branches not visited by us.
(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) In our opinion, the said Balance Sheet, the statement of Profit
Loss and Cash Flow Statement 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
and taken on record by the Board of Directors, we report that none of
the directors is disqualified as on 31st March, 2012 from being
appointed as a director in terms of clause (g) of sub-section (1) of
Section 274 of the Companies Act, 1956.
(f) In our opinion, and to the best of our information and according to
the explanations given to us, they said accounts give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) i n 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 and Loss, of the Profit for
the year ended on that date; and
(iii) i n the case of the Cash Flow Statement, of the cash flow for the
year ended on that date.
(i) Fixed Assets:
(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
during the year. No material discrepancies between the book records and
physical inventory are noticed.
(c) The Company has not disposed off substantial part of its fixed
assets during the year.
(ii) Inventories:
(a) Physical verification of inventory was conducted by the Management
at reasonable intervals during the year. In respect of materials sent
for job work and finished goods with third parties, certificates of
closing stock have been obtained from third parties in respect of
substantial portion of the stocks held.
(b) I n our opinion, the procedure of physical verification of stocks
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. Having regard to the size of the operations of the Company
and the nature of stocks held, the discrepancies noticed on
verification between physical stocks and book records were not material
and have been properly dealt with in the books of accounts.
(iii) Loans and Advances granted / taken from certain entities:
Loans, secured or unsecured, granted or taken by the company to/from
companies, firms or other parties are covered in the Register
maintained under Section 301 of the Companies Act, 1956:
The Company has neither granted nor taken any loans, secured or
unsecured, to or from such entities.
(iv) Internal Control System:
In our opinion and according to the information and explanations given
to us, having regard to the explanation that some of the items are of a
special nature and their prices cannot be compared with alternate
quotations, there are adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchases of inventory, fixed asset and with regard to the sale of
goods and services. During the course of our audit, and according to
the information and explanation given to us, we have neither come
across nor have been informed of any continuing failure to correct
major weaknesses in the internal control system.
(v) Contracts or arrangement referred to in this Section 301 of the
Companies Act,1956:
(a) Based on audit procedures applied by us, to the best of our
knowledge and belief and according to the information and explanations
given to us, we are of the opinion that the contracts or arrangements
referred to in Section 301 of the Act have been entered in the register
required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, and having regard to the fact that some of the items
purchased are of special nature, and suitable alternative sources do
not exist for obtaining comparative quotations, the transactions for
purchase/ sale of goods and materials, made in pursuance of contracts
or arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of Rs 5,00,000/- in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices as available with
the Company for such goods and materials, or the prices at which such
transactions for similar goods and materials were made with other
parties.
(vi) Public Deposits:
Company has complied with the provisions of Section 58A, 58AA or any
other relevant provisions of the Companies Act, 1956 and the Companies
(Acceptance of Deposit) Rules 1975, with regard to the deposits
accepted from the public. We are further 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 any other Tribunal intimating
the contravention of said provisions.
(vii) Internal Audit System:
I n our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
(viii) Cost records:
We have broadly reviewed the books of account relating to materials,
labour and other items of cost maintained by the Company pursuant to
the Rules made by the Central Government for the maintenance of cost
records under Section 209(1)(d) of the Companies Act, 1956 and we are
of the opinion that prima facie the prescribed accounts and records
have been made and maintained.
(ix) Statutory Dues:
(a) Company is generally regular in depositing with appropriate
authorities undisputed statutory dues including Provident Fund,
Investor Education and Protection Fund, Employees State Insurance,
Income tax, VAT, Wealth tax, Service tax, Customs duty, Excise duty,
Cess and other material statutory dues applicable to it.
(b) No undisputed amounts payable in respect of Income Tax, VAT, Wealth
Tax, Service Tax, Customs duty, Excise duty and Cess are in arrears, as
on 31st March 2012 for a period of more than six months from the date
they became payable.
(c) There are no dues of Income Tax, Wealth Tax, Service Tax, Custom
duty, Excise duty and Cess which have not been deposited on account of
dispute except in respect of (i) excise duty of Rs 41.10 lacs under the
Central Excise Act, 1956 out of which dispute in respect of Rs 20.63
lacs is pending before Bombay High Court, Rs 18.14 lacs is pending
before the Central Excise and Service Tax Tribunal and Rs 2.33 lacs with
Commissioner (Appeal),
(ii) dispute in respect of Service Tax of Rs 1.89 lacs under the Finance
Act, 1994 which is pending before the Assistant Commissioner, (iii)
dispute in respect of Income Tax of Rs 112.61 lacs under the Income Tax
Act, 1961 pending before the Commissioner of Income Tax (Appeals),
(iv) dispute in respect of Sales Tax of Rs 105.38 lacs under the State
Sales Tax Laws and Rs 37.03 lacs under the Central Sales Tax Act, of
which the dues involved in the proceedings pending before the Dy.
Commissioner (Appeals) are Rs 142.18 lacs and those before the Central
Sales Tax Tribunal are Rs 0.23 lacs .
(x) Accumulated Losses:
The Company does not have accumulated losses as at the end of the year.
Company has not incurred cash loss during the financial year covered by
our audit and in the immediately preceding financial year.
(xi) Dues to Financial Institutions, Banks and Debenture holders:
Based on our audit procedures and on the basis of information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in the repayment of dues to Financial
Institutions and Banks.
(xii) Security for Loans & Advances Granted:
Company has not granted any loans or advances on the basis of security
by way of pledge of shares, debentures and other securities.
(xiii) Special Statute:
The provisions of any special statute applicable to chit
fund/nidhi/mutual benefit fund/society are not applicable to the
Company.
(xiv) Dealings/Trading in Shares, Securities, Debentures and other
investments:
The Company is not dealing in or trading in shares, securities,
debentures and other investments.
(xv) Guarantees given:
According to the information and explanation given to us, the Company
has given a corporate guarantee of Rs 150 lacs in respect of the loan
availed by its associate M/s. ColArt Camlin Canvas Pvt. Ltd. which, in
our opinion, prima facie, is not prejudicial to the interest of the
Company.
(xvi) Term Loans:
Term loans availed by the Company have been applied by the Company for
the purposes for which they are obtained.
(xvii) Utilization of Funds:
According to the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company, we report that
funds raised on short-term basis have not been used for long-term
investment.
(xviii) Preferential Allotment of Shares:
During the year, the Company has not made any preferential allotment of
shares to the parties and companies covered in the register maintained
under Section 301 of the Companies Act, 1956.
(xix) Security for Debentures Issued:
The Company has not issued any Debentures.
(xx) Public Issue of Equity Shares:
During the year, the Company has not raised any money by public issue
of Equity Shares.
(xxi) Frauds Noticed:
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 on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the management.
For B. K. KHARE & COMPANY
Chartered Accountants
Firm Registration No 105102W
DILIP BAPAT
Partner
(M. No. 30388)
Place : Mumbai
Dated : 10th May, 2012
Mar 31, 2010
1. We have audited the attached Balance Sheet of CAMLIN LIMITED as at
31st March, 2010 and the related Profit and Loss Account and Cash Flow
Statement for the year ended on that date annexed thereto, which we
have signed with reference to this report. These financial statements
are the responsibility of the Companys management. Our responsibility
is to express an opinion on these financial statements based on our
audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. 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 in terms of Section 227(4A) 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 paragraph 4 & 5 of the said
Order.
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 the purposes of our
audit.
b. In our opinion, proper books of account as required by the law have
been kept by the Company so far as appears from our
examination of these books and proper returns adequate for the purposes
of our audit have been received from branches not visited by us.
c. The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this Report are in agreement with the books of account.
d. In our opinion, the said Balance Sheet, Profit and Loss Account and
Cash Flow Statement 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
and taken on record by the Board of Directors, we report that none of
the directors is disqualified as on 31st March, 2010 from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
f. In our opinion, and to the best of ourinformation and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
i. in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
ii. in the case of the Profit and Loss Account, of the Profit for the
year ended on that date; and
iii. in the case of the Cash Flow Statement, of the cash flow for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH 3 OF OUR REPORT OF EVEN DATE
i. Fixed Assets:
a. The Company has maintained proper records showing full particulars
including quantitative details and situation of fixed assets.
b. Substantial portion of the fixed assets have been physically
verified by the management during the year. No material discrepancies
between the book records and physical inventory are noticed.
c. The Company has not disposed off substantial part of its fixed
assets during the year.
ii. Inventories:
a. Physical verification of inventory was conducted by the Management
at reasonable intervals during the year. In respect of materials sent
for job work and finished goods with third parties, certificates of
closing stock have been obtained from third parties in respect of
substantial portion of the stocks held.
b. In our opinion, the procedure of physical verification of stocks
followed by the management is reasonable and adequate in relation to
the size of the Company and the nature of its business.
c. In our opinion, the Company is maintaining proper records of
inventory. Having regard to the size of the operations of the Company
and the nature of stocks held, the discrepancies noticed on
verification between physical stocks and book records were not material
and have been properly dealt with in the books of accounts.
Hi. Loans and Advances granted / taken from certain entities :
Loans, secured or unsecured, granted or taken by the Company to/from
Companies, firms or other
parties are covered in the Register maintained under section 301 of the
Companies Act, 1956
The Company has neither granted nor taken any loans, secured or
unsecured, to or from such entities.
iv. Internal Control system
In our opinion and according to the information and explanations given
to us, having regard to the explanation that some of the items are of a
special nature and their prices cannot be compared with alternate
quotations, there are adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchases of inventory, fixed asset and with regard to the sale of
goods and services. During the course of our audit, and according to
the information and explanation given to us, we have neither come
across nor have been informed of any continuing failure to correct
major weaknesses in the internal control system.
v. Contracts or arrangement referred to in this Section 301 of the
Companies Act, 1956 :
a. Based on audit procedures applied by us, to the best of our
knowledge and belief and according to the information and explanations
given to us, we are of the opinion that the contracts or arrangements
referred to in section 301 of the Act have been entered in the register
required to be maintained under that section.
b. In our opinion and according to the information and explanations
given to us, and having regard to the fact that some of the items
purchased are of special nature, and suitable alternative sources do
not exist for obtaining comparative quotations, the transactions for
purchase/sale of goods and materials, made in pursuance of contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and
exceeding the value of Rs.5,00,000/- in respect of any party during the
year have been made at prices which are reasonable having regard to
prevailing market prices as available with the Company for such goods
and materials, or the prices at which such transactions for similar
goods and materials were made with other parties.
vi. Public Deposits:
Company has complied with the provisions of Section 58A, 58AA or any
other relevant provisions of the Companies Act, 1956 and the Companies
(Acceptance of Deposit) Rules 1975, with regard to the deposits
accepted from the public. We are further 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 any other Tribunal intimating
the contravention of said provisions.
vii. Internal Audit System :
In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
viii. Cost records:
We are informed that the Central Government has not prescribed
maintenance of Cost records u/s 209(1 )(d) of the Companies Act 1956.
ix. Statutory Dues:
a. Company is generally regular in depositing with appropriate
authorities undisputed statutory dues including Provident Fund,
Investor Education and Protection Fund, Employees State Insurance,
Income tax, VAT, Wealth tax, Service tax, Customs duty, Excise duty,
Cess and other material statutory dues applicable to it.
b. No undisputed amounts payable in respect of Income Tax, VAT, Wealth
Tax, Service Tax, Customs duty, Excise duty and Cess are in
arrears, as on 31st March 2010 for a period of more than six months
from the date they became payable.
c. There are no dues of Income Tax, Wealth Tax, Services Tax, Sales
Tax, Custom duty, Excise duty and Cess which have not been deposited on
account of dispute except in respect of (i) excise duty of Rs. 41.10
lacs under the Central Excise Act, 1956 out of which dispute in respect
of Rs. 20.63 lacs is pending before Bombay High Court, Rs 18.14 lacs is
pending before the Central Excise and Service Tax Tribunal and Rs. 2.32
lacs with Commissioner (Appeal), (ii) dispute in respect of Services
Tax of Rs. 1.89 lacs under the Finance Act, 1994 which is pending
before the Assistant Commissioner (iii) Income Tax of Rs. 105.36 lacs
under the Income Tax Act, 1961 out of which dispute in respect Rs. 8.06
lacs is pending before the Income Tax Appellate Tribunal and Rs. 97.30
lacs is pending before the Commissioner of Income Tax (Appeals) and
(iv) Dispute in respect of Sales Tax of Rs. 36.88 lacs under the State
Sales Tax Laws and Rs 7.29 lacs under the Central Sales Tax Act,
pending before the Dy. Commissioner (Appeals).
x. Accumulated Losses:
The Company does not have accumulated losses as at the end of the year.
Company has not incurred cash loss during the financial year covered by
our audit and in the immediately preceding financial year.
xi. Dues to Financial Institutions, Banks and Debenture holders :
Based on our audit procedures and on the basis of information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in the repayment of dues to Financial
Institutions and Banks.
xii. Security for Loans & Advances Granted :
Company has not granted any loans or advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. Special Statute:
The provisions of any special statute applicable to chit
fund/nidhi/mutual benefit fund/society are not applicable to the
Company.
xiv. Dealings/Trading in Shares, Securities , Debentures and other
investments :
The Company is not dealing in or trading in shares, securities,
debentures and other investments.
xv. Guarantees given :
According to the information and explanation given to us, the Company
has given a corporate guarantee of Rs 150 lacs in respect of the loan
availed by its associate M/s ColArt Camlin Canvas Pvt. Ltd. which, in
our opinion, prima facie, is not prejudicial to the interest of the
Company.
xvi. Term Loans:
Term bans availed by the Company have been applied by the Company for
the purposes for which they are obtained.
xvii. Utilisation of Funds :
According to the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company, we report that
funds raised on short-term basis have not been used for long-term
investment.
xviii. Preferential Allotment of Shares :
During the year, Company has not made any preferential allotment of
shares to parties and companies covered in Register maintained under
Section 301 of Companies Act, 1956.
xix. Security for Debentures Issued :
Company has not issued any Debentures.
xx. Public Issue of Equity Shares :
During the year, Company has not raised any money by public issue of
Equity Shares.
xxi. Frauds Noticed :
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 on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the management.
For B. K. KHARE & COMPANY
Chartered Accountants
DILIP BAPAT
PLACE : MUMBAI PARTNER
DATED : 29th April, 2010 M. NO 30388