Mar 31, 2019
Report on the Standalone Financial Statements
Opinion
We have audited the standalone financial statements of Kopran Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 March 2019, and the Statement of Profit and Loss (including other comprehensive income), Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as âthe standalone financial statementsâ).
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 Companies Act, 2013 (âthe Actâ) 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 2019, and profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those SAs are further described in the Auditorâs Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
Key audit matters (âKAMâ) are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We have determined the matters described below to be the key audit matters to be Communicated in our report. For each matter below, the description of how our audit addressed the matter is provided in the above context.
Sr. No. |
Key Audit Matter description |
How to scope of our audit responded the key audit matter |
1 |
Evaluation of Provision and Contingent Liabilities : |
|
As at the Balance Sheet date, the Company has significant open litigation and other contingent liabilities as disclosed in note no. 34(a). The assessment of the existence of the present legal or constructive obligation, analysis of the probability or possibility of the related payment require the management to make judgement and estimates in relation to the issues of each matter. The management with the help of opinion and advise of its experts have made such judgements and estimates relating to the likelihood of an obligation arising and whether there is a need to recognize a provision or disclose a contingent liability. Due to the level of judgement relating to recognition, valuation and presentation of provision and contingent liabilities, this is considered to be a key audit matter. |
We have reviewed and held discussions with the management to understand their processes to identify new possible obligations and changes in existing obligations for compliance with the requirements of Ind AS 37 on Provisions, Contingent Liabilities and Contingent Assets. We have also discussed with the management significant changes from prior periods and obtained a detailed understanding of these items and assumptions applied. We have held regular meetings with the management and key legal personnel responsible for handling legal matters. In addition, we have reviewed: - the details of the proceedings before the relevant authorities including communication from the advocates / experts; - legal advises / opinions obtained by the management, if any, from experts in the field of law on the legal cases; - status of each of the material matters as on the date of the balance sheet. We have assessed the appropriateness of provisioning based on assumptions made by the management and presentation of the significant contingent liabilities in the financial statements. |
Sr. No. |
Key Audit Matter description |
How to scope of our audit responded the key audit matter |
2 |
Valuation of inventory: |
|
Inventory comprises of Raw Materials, Finished Goods, Stock in process and Stores and Spares. There is an inherent risk around the accuracy of the valuation of the closing stocks. Inventories are valued at lower of cost and net realisable value. These involve significant management judgement to determine the obsolete or slow moving items of inventory and to evaluate the realisable values. Further, Amoxicillin Trihydrate is the main raw material for the Company, which is partly imported, and is subject to high price fluctuation risk as well as foreign currency risk. The volatility in the prices of Amoxicillin Trihydrate may significantly impact the valuation of not only Raw material but also other items of inventory. In determining the net realizable value, the management uses data of sales of finished good available which is a management estimate. We have considered this as a key audit matter due to the significance in the amount of inventory and volatility in the prices of Amoxicillin Trihydrate. |
We have reviewed the stock records and held discussions with the management. We verified arithmetical accuracy of valuation records / reports. For a sample of inventory items we have verified that the First in First out (FIFO) Method calculation in case of inventory is appropriate. We have reviewed the price movement of Amoxicillin Trihydrate with respect to cost to the Company. Compared such prices with the recent selling prices. Compared the value of Finished Goods with the last selling prices of the respective product to determine the basis of valuation adopted. |
Other Information
The Companyâs management and Board of Directors are responsible for the other information. The other information comprises the information included in the Companyâs annual report, but does not include the standalone financial statements and our auditorsâ report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Managementâs Responsibility for the Standalone Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of 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, total 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) specified 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 of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone 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 financial statements, management and Board of Directors are 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.
The Board of Directors is also responsible for overseeing the Companyâs financial reporting process.
Auditorâs Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditorâs report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(I) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to standalone financial statements in place and the operating effectiveness of such controls.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
- 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 Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorsâ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditorsâ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorsâ Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India 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, to the extent applicable.
2 (A) As required by Section 143(3) of the Act, based on our audit 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 (including other comprehensive income), the Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31 March 2019 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2019 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.
(g) With respect to the other matters to be included in the Auditorsâ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations as at 31 March 2019 on its financial position in its standalone financial statements - Refer Note 34(a) to the standalone financial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts - Refer Note 48(a) to the standalone financial statements;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company - Refer Note 48(b) to the standalone financial statements.
iv. The disclosures in the standalone financial statements regarding holdings as well as dealings in specified bank notes during the period from 8 November 2016 to 30 December 2016 have not been made in these standalone financial statements since they do not pertain to the financial year ended 31 March 2019.
(B) With respect to the other matters to be included in the Auditorsâ Report in accordance with the requirements of section 197(16):
In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act.
Annexure âAâ to the Independent Auditorsâ Report (Referred to in paragraph 1 under âReport on Other Legal and Regulatory Requirementsâ section of our report to the Members of Kopran Limited of even date)
i a The Company has maintained proper records showing full particulars including quantitative details and situations of fixed assets.
b The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, 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 are held in the name of the Company.
ii The management has conducted physical verification of inventory once at the year-end, which, in our opinion, is reasonable. Discrepancies noted on physical verification of inventories were not material, and have been properly dealt with in the books of account. In respect of inventories lying with third parties, these have substantially been confirmed by them.
iii According to information and explanations given to us, the Company has granted unsecured loans to a subsidiary company covered in the register maintained under Section 189 of the Act. The Company has not granted any secured / unsecured loans to firms, LLPs or other parties covered in the register maintained under Section 189 of the Act.
a In respect of the aforesaid loans, the terms and conditions under which such loans were granted are, in our opinion prima facie not prejudicial to the Companyâs interest.
b The repayment terms are not stipulated as the loans are repayable on demand and the parties are regular in payment of interest.
c There were no overdue amount outstanding as at the year end.
iv In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
v According to the information and explanations given to us, the Company has not accepted any deposits during the year from the public within the meaning of sections 73 to 76 of the Act or any other provisions of the Act and the rules framed there under. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.
vi The maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of the Act. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Act, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
vii (a) According to the information and explanations given to us and records examined by us, the Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employeesâ State Insurance, Income-tax, Goods and Service tax, duty of customs, Cess, and any other material statutory dues, as applicable to it, with the appropriate authorities.
(b) According to information and explanations given to us, there were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income Tax, Sales Tax, Goods and Service Tax, duty of Customs, Cess, and other material statutory dues in arrears as at March 31, 2019 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 the records of the Company, the dues of Income tax, Sales tax, Service tax, Goods and Service tax, duty of Customs, duty of Excise, Value added tax, which have not been deposited on account of any dispute, amount involved and the forum where dispute is pending are as under:
Name of the Statute |
Nature of Dues |
Amount Involved (Rs. in Lakhs) |
Period to which Amount relates |
Forum where dispute is pending |
Excise Duty |
8.52 |
2002-03 |
High Court |
|
Excise Duty |
1.46 |
2011-12 |
||
Excise Duty |
2.70 |
2005-06 |
Joint Secretary |
|
Excise Duty |
2.27 |
2012-13 |
||
Excise Duty |
0.44 |
2014-15 |
Commissioner of Central Excise |
|
Central Excise Act, 1944 |
Excise Duty |
1.51 |
1990-91 |
|
Cenvat Credit |
0.07 |
2015-16 |
Appeal to be filed before Customs Excise and Service Tax Appellate Tribunal |
|
Cenvat Credit |
1.09 |
2014-15 |
||
Cenvat Credit |
10.56 |
2013-14 |
||
Cenvat Credit |
91.66 |
2013-14 |
High Court, Mumbai |
|
Service Tax Act Chapter V of |
Service Tax |
38.99 |
2001-02 |
Customs Excise and Service |
the Finance Act, 1994 |
475.00 |
2006-07 |
Tax Appellate Tribunal |
|
Drug Price Control Order-95 (DPCO - 95) |
Difference in Pricing |
591.34 |
2002-03 |
High Court, Mumbai |
Income Tax Act, 1961 |
Income Tax |
206.32 |
2016-17 |
Commissioner of Income Tax (Appelas) |
viii In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to banks and financial institutions and there are no loans or borrowings from Government and the Company has not issued any debentures.
ix The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year. In our opinion, and according to the information and explanations given to us, the term loans have been applied for the purpose for which they were raised.
x During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees, has been noticed or reported during the year, nor have we been informed of any such case by the management.
xi According to the information and explanations given to us and the books of accounts verified by us, the Managerial remuneration has been paid and provided by the Company in accordance with the requisite approvals mandated by the provisions of section 197 read with the Schedule V to the Companies Act, 2013.
xii In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the said Order is not applicable to the Company.
xiii 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 the details of such transactions have been disclosed in the standalone financial statements as required by the applicable accounting standards.
ivx 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 said Order is not applicable to the Company.
xv 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 any non-cash transactions for acquisition of assets for consideration other than cash referred to in section 192 of the Act with its directors or persons connected with them.
xvi 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.
Annexure âBâ to the Independent Auditorsâ Report
(Referred to in paragraph 2A(f) under âReport on Other Legal and Regulatory Requirementsâ section of our report to the Members of Kopran Limited of even date)
Report on the Internal Financial Controls Over Financial Reporting 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 KOPRAN LIMITED (âthe Companyâ) as of March 31, 2019 in conjunction with our audit of the standalone 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 Control 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 were operating 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 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 (âthe Guidance Noteâ) issued by the Institute of Chartered Accountants of India (âICAIâ) and the Standards on Auditing as specified under Section 143 (10) of the Act, to the extent applicable to an audit of internal financial controls. 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 were 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 standalone financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records, 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 the 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; (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companyâs 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, to the best of our information and according to the explanations given to us, 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, 2019, based on the criteria for internal control over financial reporting established by the Company considering the essential components of internal controls stated in the Guidance Note issued by ICAI.
For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No.: - 105049W
S. S. SHAH
Partner
Membership No. 033632
Place: - Mumbai
Date : - May 08, 2019
Mar 31, 2018
1 Report on the Standalone Ind AS Financial Statements
We have audited the accompanying Standalone Ind AS financial statements of KOPRAN LIMITED (âthe Companyâ), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as âStandalone Ind AS financial statementsâ).
2 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 financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 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 standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
3 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 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.
4 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 including the Ind AS, of the state of affairs (financial position) of the Company as at March 31, 2018, and its profit (financial performance including other comprehensive income),its cash flows and the changes in equity for the year ended on that date.
5 Other Matters
The comparative financial information of the Company for the year ended March 31, 2017 and the transition date opening balance sheet as at April 01, 2016 included in these Ind AS financial statements, are based on the previously issued statutory financial statements, prepared in accordance with the Companies (Accounting Standards) Rules, 2006 audited by predecessor auditor whose report for the year ended March 31, 2017 and March 31, 2016 dated May 24, 2017 and May 30, 2016, respectively expressed an unmodified opinion on those standalone financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us.
Our opinion is not modified in respect of these matters.
6 Report on Other Legal and Regulatory Requirements
(A) As required by the Companies (Auditor''s Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of section 143 (11) of the Act, we give in the Annexure âAâ, a statement on the matters specified in paragraphs 3 and 4 of the Order.
(B) As required by Section 143 (3) of the Act, based on our audit, 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 including Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid 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 of the Company as on March 31, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, 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 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
(i) The Company has disclosed the impact, of pending litigations as at March 31, 2018 on its financial position in its standalone Ind AS financial statements - Refer note no. 36 to the standalone Ind AS financial statements;
(ii) As at March 31, 2018, the Company did not have any outstanding long term contracts. Provision has been made, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on derivative contracts -Refer Note No. 50(a) to the standalone Ind AS financial statements;
(iii) There was no amount which was required to be transferred to the Investor Education and Protection Fund by the Company during the year - Refer Note No. 50(b) to the standalone Ind AS financial statements; and
(iv) The disclosure regarding details of Specified Bank Notes held and transacted during November 08, 2016 to December 30, 2016 has not been made since the requirement does not pertain to financial year ended March 31, 2018.
Annexure âAâ to the Independent Auditorsâ Report
(Referred to in paragraph 6A under âReport on Other Legal and Regulatory Requirementsâ section of our report of even date)
i a The Company has maintained proper records showing full particulars including quantitative details and situations of fixed ssets.
b The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, 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 are held in the name of the Company.
ii The management has conducted physical verification of inventory once at the year-end, which, in our opinion, is reasonable. Discrepancies noted on physical verification of inventories were not material, and have been properly dealt with in the books of account. In respect of inventories lying with third parties, these have substantially been confirmed by them.
iii According to information and explanations given to us, the Company has granted unsecured loans to a subsidiary company covered in the register maintained under Section 189 of the Act. The Company has not granted any secured / unsecured loans to firms, LLPs or other parties covered in the register maintained under Section 189 of the Act.
a In respect of the aforesaid loans, the terms and conditions under which such loans were granted are not prejudicial to the Companyâs interest.
b The repayment terms are not stipulated as the loans are repayable on demand and the parties are regular in payment of interest. c There were no amounts outstanding as at the year end.
iv In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
v According to the information and explanations given to us, the Company has not accepted any deposits during the year from the public within the meaning of sections 73 to 76 of the Act or any other provisions of the Act and the rules framed there under. Accordingly, paragraph 3(v) of the Order is not applicable to the Company.
vi The maintenance of cost records has been specified by the Central Government under sub-section (1) of Section 148 of the Act. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government under sub-section (1) of Section 148 of the Act, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
vii (a) According to the information and explanations given to us and records examined by us, the Company is generally regular in depositing undisputed statutory dues including provident fund, employeesâ state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess, Goods and Service Tax and any other material statutory dues, as applicable to it, with the appropriate authorities.
(b) According to information and explanations given to us, there were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income Tax, Sales Tax, Service Tax, Value Added Tax, duty of Customs, duty of Excise, Cess, Goods and Service Tax and other material statutory dues in arrears as at March 31, 2018 for a period of more than six months from the date they became payable.
(c) According to the records of the Company, the dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, Goods and Service Tax which have not been deposited on account of any dispute, amount involved and the forum where dispute is pending are as under:
(Rs. in Lakhs)
Name of the Statute |
Nature of Dues |
Amount Involved (Rs. in Lakhs) |
Period to which Amount relates |
Forum where dispute is pending |
Central Excise Act, 1944 |
Excise Duty |
8.52 |
2002-03 |
High Court |
Excise Duty |
1.46 |
2011-12 |
Joint Secretary |
|
Excise Duty |
2.70 |
2005-06 |
||
Excise Duty |
2.27 |
2012-13 |
||
Excise Duty |
0.44 |
2014-15 |
Commissioner of Central Excise |
|
Excise Duty |
1.51 |
1990-91 |
Central Excise and Service Tax Appelate Tribunal |
|
Cenvat Credit |
0.07 |
2015-16 |
Commissioner of Goods and Service Tax |
|
Cenvat Credit |
1.09 |
2014-15 |
||
Cenvat Credit |
10.56 |
2013-14 |
||
Cenvat Credit |
91.66 |
2013-14 |
High Court, Mumbai |
|
Service Tax Act Chapter V of the Finance Act, 1994 |
Service Tax |
38.99 |
2001-02 |
High Court, Mumbai |
475.00 |
2006-07 |
|||
Drug Price Control Order-95 (DPCO - 95) |
Difference in Pricing |
591.34 |
2002-03 |
High Court, Mumbai |
viii In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to banks and financial institutions and there are no loans or borrowings from Government and the Company has not issued any debentures.
ix The Company has not raised money by way of initial public offer or further public offer (including debt instruments) during the year. In our opinion, and according to the information and explanations given to us, the term loans have been applied for the purpose for which they were raised.
x During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees, has been noticed or reported during the year, nor have we been informed of any such case by the management.
xi According to the information and explanations given to us and the books of accounts verified by us, the Managerial remuneration has been paid and provided by the Company in accordance with the requisite approvals mandated by the provisions of section 197 read with the Schedule V to the Companies Act, 2013.
xii In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3(xii) of the said Order is not applicable to the Company.
xiii 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 the details of such transactions have been disclosed in the standalone Ind AS financial statements as required by the applicable accounting standards.
xiv According to information and explanations given to us and based on our examination of the records of the Company, during the year 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 said Order is not applicable to the Company.
xv 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 nay non-cash transactions for acquisition of assets for consideration other than cash referred to in section 192 of the Act with its directors or persons connected with them.
xvi 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.
Annexure âBâ to the Independent Auditorsâ Report
(Referred to in paragraph 6B(f) under âReport on Other Legal and Regulatory Requirementsâ section of our report of even date) Report on the Internal Financial Controls Over Financial Reporting 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 KOPRAN LIMITED (âthe Companyâ) as of March 31, 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 Control 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 were operating 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 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 issued by the Institute of Chartered Accountants of India and the Standards on Auditing as specified under Section 143 (10) of the Act, to the extent applicable to an audit of internal financial controls. 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 were 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 control 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 standalone Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records, 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 the 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; (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companyâs 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, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the criteria for internal control over financial reporting established by the Company considering the essential components of internal controls stated in the Guidance Note.
For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No.: - 105049W
S. S. SHAH
Partner
Membership No. 33632
Place: - Mumbai
Date : - May 29, 2018
Mar 31, 2016
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF KOPRAN LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of Kopran Limited (âthe Companyâ) which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statement.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profits and its cash flows for the year ended on that date.
Emphasis of Matter
We draw attention to Note 43 of the financial statements, whereby, the management is of the opinion that no provision is required in respect of investment made in the subsidiary company Kopran Research Laboratories Limited for reasons stated there in. Our opinion is not modified in respect of the matter.
Report on Other Legal and Regulatory Requirements
1 As required by Companies (Auditors Report) Order, 2016 (âthe Orderâ) issued by Central Government of India in terms of sub section 11 of section 143 of the Act, we give in the Annexure -A 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, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a Director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal Financial controls over financial reporting of the Company and the operating effectiveness of such controls refer to our separate report in âAnnexure Bâand
(g) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements-refer note 27 to the 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 were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
(Referred to in paragraph 1 under âReport on other legal and Regulatory requirementsâsection of our report of even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets, however the register is not completely updated.
(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased periodical manner. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.
(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.
(ii) The management has conducted physical verification of inventory at reasonable intervals during the year. Discrepancies noted on physical verification of inventories were not material, and have been properly dealt with in the books of account.
(iii) 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 Companies Act. Accordingly, paragraph 3 (iii) of the Order is not applicable.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans and investments made. The Company has not given any guarantee or provided any security in connection with loans to any other body corporate or person during the year.
(v) The Company has not accepted any deposits during the year within the meaning of the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of section 148 of the Act in respect of its products and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not carried out a detailed examination of the accounts and records with a view to determine whether these are accurate or complete.
(vii) a. 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 statutory dues with the appropriate authorities, though there have been delays in a few cases.
According to the information and explanations given to us, there are no undisputed dues in respect of provident fund, employees'' state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues, which 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, dues outstanding of sales tax, value added tax, service tax and duty of excise that have not been deposited on account of any dispute are as follows:
Name of the Statute |
Nature of Dues |
Amount (Rs. in Lakhs) |
For the Period |
Forum where dispute is pending |
Central Excise Act |
Excise Duty |
14.06 |
1998-2002, 2002-2003, 2004-2005 |
Central Excise and Service Tax Appellate Tribunal |
|
|
2.16 |
2011-2012 |
Commissioner of Central Excise (Appeal) |
|
|
5.05 |
2012-2013 |
Joint Secretary of Govt. of India, Ministry of Finance |
|
|
6.48 |
2012-2013, 1990-1991 |
Commissioner of Central Excise |
|
|
0.44 |
2014-2015 |
Commissioner of Central Excise |
Finance Act, 1994 |
Service Tax |
38.99 |
2001-2002 |
High Court (Mumbai) |
Drug Price Control Order - 95 |
Difference in pricing |
591.34 |
2000-2003 |
High Court (Mumbai) |
(viii) Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the Company has not defaulted in repayment of loans to banks and financial institution. There were no outstanding dues to any debenture holders anytime during the year.
(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments). In our opinion and according to the information and explanations given to us, term loans were applied by the Company for the purpose for which those were raised.
(x) According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us the Company is not a Nidhi Company. Accordingly the paragraph 3 (xii) of the Order is not applicable.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with 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.
(xiv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has made preferential allotment/private placement of shares during the year and the company has complied with the requirements of section 42 of the Companies Act, 2013 and the amount raised has been used for the purpose for which the funds were raised.
(xv) 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
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India, 1934.
For BATLIBOI & PUROHIT
Chartered Accountants
ICAI Firm Registration No. 101048W
Kaushal Mehta
Place : Mumbai Partner
Date : 30th May, 2016 Membership No.111749
Mar 31, 2015
We have audited the accompanying financial statements of Kopran Limited
("the Company") which comprise the Balance Sheet as at 31st March,
2015, the Statement of Profit and Loss, the Cash Flow Statement for the
year then ended, and a summary of the significant accounting policies
and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with
respect to the preparation of these financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgements
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10)of the Act. Those Standards require that
we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether the financial statements are
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgement, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company''s preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the
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 statement.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 31st March, 2015, and its profit and its cash flows for the year
ended on that date.
Emphasis of Matter
We draw attention to Note 43 of the financial statements, whereby the
management is of the opinion that no provision is required in respect
of investment made in the subsidiary company Kopran Research
Laboratories Limited for reasons stated there in. Our opinion is not
modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1 As required by Companies (Auditors Report) order 2015 issued by
Central Government of India in terms of sub section 11 of section 143
of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 3 and 4 of the order
2 As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
(f) With respect to the other matters to be included in the Auditor''s
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - Refer Note 27 to the
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 were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
Annexure to the Independent Auditor''s Report
(Referred to in paragraph 1 under ''Report on other legal and
Regulatory requirements'' section of our report of even date)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, fixed assets are physically verified by the
management in a phased periodical manner which, in our opinion, is
reasonable having regard to the size of the Company and the nature of
its assets. No material discrepancies were noticed on such
verification.
(ii) (a) Physically verification of inventory has been conducted by the
management at year end.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory.
Discrepancies noted on physical verification of inventories were not
material, and have been properly dealt with in the books of account.
(iii) The company has granted unsecured loan to its subsidiary covered
in the register maintained under section 189 of the Companies Act.
(a) The loans granted are re-payable on demand. We are informed that
the company has not demanded repayment of the loan outstanding during
the year, and thus, there has been no default on the part of the said
subsidiary to which the money has been lent. The loan granted is
interest free. (also refer ''Emphasis of matter'' paragraph in the
audit report)
(b) There is no overdue amount of loan granted to subsidiary company
listed in the register maintained under section 189 of the Companies
Act, 2013.
(iv) 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, for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, 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.
(v) The Company has not accepted any deposits during the year within
the meaning of the provisions of sections 73 to 76 or any other
relevant provisions of the Companies Act and the rules framed there
under.
(vi) We have broadly reviewed the books of account 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 are of the opinion that prima-facie, the specified accounts
and records have been made and maintained. We have not, however, made a
detailed examination of the same.
(vii) (a) The company is generally regular in depositing undisputed
statutory dues including provident fund, employees'' state insurance,
income-tax, sales-tax, wealth tax, service tax, duty of customs, duty
of excise, value added tax, cess and any other statutory dues with the
appropriate authorities. According to the information and explanations
given to us, there are no undisputed dues in respect of income-tax,
which 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, dues
outstanding of service tax, excise duty and other statutory dues that
have not been deposited on account of any dispute as follows:
Name of the Statute Nature of dues Amount For the Period
Central Excise Act Excise Duty 14.06 1998-2002, 2002-2003,
2004-2005
1.46 2011-2012
5.05 2012-2013
6.48 2012-2013, 1990-1991
Finance Act, 1994 Service Tax 507.95 2001-2002
Drug Price Difference in 591.34 2000-2003
Control Order -95 pricing
Name of the Statute Forum where the Dispute is pending
Central Excise Act Central Excise and Service Tax
Appellate Tribunal
Commissioner of Central Excise (Appeal)
Joint Secretary of Government of India Ministry
of Finance
Commissioner of Central Excise
Finance Act 1994 High Court (Mumbai)
Drug Price Control High Court (Mumbai)
Order 95
(c) There are no amounts required to be transferred to Investor
Education and Protection Fund in accordance with the relevant
provisions of the Companies Act, 1956 (1 of 1956) and rules made
thereunder.
(viii) The Company''s accumulated losses at the end of the financial
year are less than fifty per cent of its net worth and it has not
incurred cash losses in the current and immediately preceding financial
year.
(ix) Based on our audit procedures and as per the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to bank. There were no
outstanding dues to any financial institution or debenture holders
anytime during the year.
(x) The company has not given any guarantee for loans taken by others
from bank or financial institutions.
(xi) Based on information and explanation given to us, the term loans
were applied for the purpose for which loans were obtained.
(xii) Based on the audit procedures performed and as per the
information and explanation given by the management we report that no
material fraud on or by the company has been noticed or reported during
the year.
For BATLIBOI & PUROHIT
Chartered Accountants
ICAI Firm Registration No. 101048W
Kaushal Mehta
Place : Mumbai Partner
Date : 28th May, 2015 Membership No.111749
Mar 31, 2014
We have audited the accompanying financial statements of KOPRAN LIMITED
("the Company"), which comprise the Balance Sheet as at 31 March, 2014
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
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") read with General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs
in respect of section 133 of the Companies Act, 2013 and in accordance
with accounting principles generally accepted in India . 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
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.
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.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Basis for qualified opinion
Attention is invited to Note 31 to the financial statements regarding
the investment and advances aggregating to Rs. 500.61 lakhs and Rs.
4,729.02 lakhs respectively, given to subsidiary company, Kopran
Research Laboratories Limited, whose accumulated losses have exceeded
the networth. No provision for investments and doubtful advances has
been made by the management of the company. Consequently, the effect,
if any, on the carrying value of investment and advances given cannot
be ascertained. Our audit report on the financial statements for the
year ended 31st March, 2013 contained a similar modification.
Qualified Opinion
In our opinion and to the best of our information and according to the
explanations given to us, except for the effects of the matter
described in the basis for qualified opinion paragraph, 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 31st March, 2014;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on other legal and regulatory requirements
1) As required by the companies (auditor''s report) order, 2003 ("the
order") as amended issued by the central government in terms of section
227(4A) of the companies Act, 1956, we give in the annexure a statement
on the matters specified in paragraphs 4 and 5 of the said order.
2) As required by section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the 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;
(bb) The company does not have any branch auditor; hence clause (c) of
sub-section (3) of section 228 of the Companies Act 1956 is not
applicable;
(c) The Balance Sheet, 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 Balance Sheet, Statement of Profit and Loss,
and Cash Flow Statement comply with the Accounting Standards referred
to in subsection (3C) of section 211 of the Companies Act, 1956;
(e) On the basis of written representations received from the directors
as on 31st March, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March, 2014, from
being appointed as a director in terms of clause (g) of sub- section
(1) of section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITOR''S REPORT
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements'' section of our report of even date)
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, fixed assets have been physically verified by
the management in a phased periodical manner, which, in our opinion, is
reasonable having regard to the size of the company and nature of its
assets. No material discrepancies were noticed on such physical
verification.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (a) The inventories have been physically verified by the
management during the year. In our opinion, having regard to the nature
and location of stocks, the frequency of the physical verification is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, procedures of physical verification of inventory followed
by the management are reasonable and adequate in relation to the size
of the Company and the nature of its business.
(c) The Company has maintained proper records of inventory. The
discrepancies noticed on verification between book records and physical
stock of inventory, were not material and have been properly dealt with
in the books of accounts.
(iii) (a) The Company has granted loan, to its wholly owned subsidiary,
covered in the register maintained under section 301 of the Companies
Act, 1956. The maximum amount involved during the year was Rs. 4,793.92
lakhs and the year- end balance of loans granted to such party was Rs.
4,729.02 lakhs (Also refer matter described in the Basis for qualified
opinion paragraph)
(b) In our opinion and according to the information and explanations
given to us, the loan referred in clause (iii) (a) above is interest
free and other terms and conditions for such loan are not prima facie
prejudicial to the interest of the Company.
(c) The loan granted to the above party is long term in nature, without
any stipulation in respect of repayment of principal amount.
(d) In respect of overdue amount of loans granted to the above party
listed in the register maintained under section 301 of the Companies
Act, 1956 refer our comments in matter described in the Basis for
qualified opinion paragraph.
(e) The Company has taken loan from two parties covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount outstanding during the period under audit was Rs. 5,660.45 lakhs
and the year-end balance of loan taken from such parties was Rs. 5,297.31
lakhs.
(f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions for
such loans are not prima facie prejudicial to the interest of the
Company. Loan taken from one party is interest free.
(g) In respect of loans taken, repayment of principal amount is as
stipulated and the payment of interest has been regular.
(iv) In our opinion and according to the information and explanation
given to us, there are adequate internal control systems commensurate
with size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness has been noticed in
the internal control systems in respect of these areas.
(v) In respect of the contract or arrangements entered in the register
maintained in pursuance of section 301 of the Companies Act, 1956 to
the best of our knowledge and belief and according to the information
and explanation given to us:
(a) The particulars of contracts or arrangements referred to in Section
301 that need to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transactions is in excess of Rs. 5 lakhs in
respect of any party and having regard to our comments in paragraph
(iv) above, the transactions have been made at prices which are prima
facie reasonable having regard to the prevailing market prices at the
relevant time.
(vi) The Company has not accepted any deposits during the year from the
public within the meaning of the provisions of Section 58A, 58AA or any
other relevant provisions of the Companies Act, 1956 and rules made
there under.
(vii) The Company has an internal audit system, the scope and coverage
of which, in our opinion, requires to be enlarged to commensurate with
the size and nature of its business.
(viii) We have broadly reviewed the books of account 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 are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained. However, we have
not carried out any detailed examination of such accounts and records.
(ix) (a) According to the information and explanations given to us and
based on the books as produced and examined, the 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, sales tax, wealth tax, service
tax, custom duty, excise duty, cess and other material statutory dues
applicable to it, except slight delays in few cases of service tax
under reverse charge mechanism.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees state insurance, income tax,
wealth tax, service tax, sales tax, customs duty and excise duty, cess
and other undisputed statutory dues were outstanding, at the year end,
for a period of more than six months from the date they became payable.
(c) According to the records of the company, the dues outstanding of
income tax, excise duty and service tax on account of any dispute are
as follows:
Name of the Statute Nature of dues Amount For the Period
(Rs in
Lakhs)
Central Excise Act Excise Duty 17.21 1998-2002, 2002-2003,
2004-2005
Central Excise Act Excise Duty 1.46 2011-2012
Central Excise Act Excise Duty 5.01 2006-2007, 2010-2011 to
2012-2013
Central Excise Act Excise Duty 15.02 2011-2012
Finance Act, 1994 Service Tax 32.95 2001-2002
Finance Act, 1994 Service Tax 1.10 2006-2007
Drug Price Control Difference in 591.34 2000-2003
Order  95 Pricing
Names of Statue Forum where the Dispute is pending
Central Excise Act Central Excise and Service Tax Appellate Tribunal
Central Excise Act Commissioner of Central Excise (Appeal)
Central Excise Act Joint Secretary of Government Of India
Ministry of Finance
Central Excise Act Commissioner of Central Excise
Central Excise Act High Court (Mumbai)
Central Excise Act Commissioner of Central Excise
Central Excise Act High Court (Mumbai
(x) The Company has accumulated losses amounting to Rs. 2,498.53 lakhs as
at the end of the year under Audit. However the net worth as at the end
of the period under report is positive and the accumulated losses i.e.
debit balance in statement of profit and loss is not more than fifty
percent of its net worth. The Company has not incurred cash losses
during the year under audit or in the immediately preceding financial
year.
(xi) Based on our audit procedures and the information and explanations
given by the management, we are of the opinion that the company has not
defaulted in repayment of dues to banks or financial institutions and
it has not issued any debentures.
(xii) Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and/or
advances on the basis of security by way of pledge of shares,
debentures and other securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause 4
(xiii) of the Companies (Auditor''s Report) Order, 2003 (as amended) are
not applicable to the company.
(xiv) In our opinion, the Company is not dealing or trading in shares,
securities, debentures and other investments. Accordingly the
provisions of clause 4 (xiv) of the Companies (Auditor''s Report) Order,
2003 (as amended) are not applicable to the company.
(xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) In our opinion and according to the information and explanations
given to us, the term loans raised by the Company have been applied for
the purpose for which they were raised.
(xvii) According to the information and explanations given to us and an
overall examination of the Balance Sheet and Cash Flow Statement of the
company, we report that funds raised on short term basis have prima
facie not been used for long term investment.
(xviii) According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to parties or
companies covered in the register maintained under Section 301 of the
Companies Act, 1956.
(xix) The Company did not have any outstanding debentures during the
year.
(xx) The Company has not raised any money by way of public issues
during the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given to us, no fraud on or by the
Company has been noticed or reported during the year.
For BATLIBOI & PUROHIT
Chartered Accountants
Firm Registration No. 101048W
Kaushal Mehta
Partner
Membership No.111749
Place : Mumbai
Date : 28th May, 2014
Mar 31, 2013
Report on the financial statements
We have audited the accompanying financial statements of KOPRAN LIMITED
("the Company"), which comprise the balance sheet as at 31st March,
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
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
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.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Basis for qualified opinion
attention is invited to note 31 to the financial statements regarding
the investment and advances aggregating to Rs. 500.61 lakhs and Rs.
4,731.96 lakhs respectively given to subsidiary company, Kopran
Research Laboratories Limited, whose accumulated losses have exceeded
the net worth. No provision for investments and doubtful advances has
been made by the management of the company. Consequently, the effect,
if any, on the carrying value of investment and advances given cannot
be ascertained. Our audit report on the financial statements for the
year ended 31st March, 2012 contained a similar modification.
Qualified opinion
In our opinion and to the best of our information and according to the
explanations given to us, except for the effects of the matter
described in the basis for qualified opinion paragraph, 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 31st March, 2013;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on other legal and regulatory requirements
1) As required by the companies (auditor''s report) order, 2003 ("the
order") as amended issued by the central government in terms of section
227(4A) of the companies Act, 1956, we give in the annexure a statement
on the matters specified in paragraphs 4 and 5 of the said order.
2) As required by section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
(b) In our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
(c) The balance sheet, statement of profit and loss, and cash flow
statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the balance sheet, statement of profit and loss,
and cash flow statement comply with the accounting standards referred
to in subsection (3C) of section 211 of the companies Act, 1956;
(e) On the basis of written representations received from the directors
as on 31st March, 2013, and taken on record by the board of directors,
none of the directors is disqualified as on 31st March, 2013, from
being appointed as a director in terms of clause (g) of sub- section
(1) of section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITOR''S REPORT
The Annexure referred to in our report to the members of Kopran Limited
(''the Company'') for the year ended 31st March, 2013.
(i) (a) The company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, fixed assets have been physically verified by
the management in a phased periodical manner, which, in our opinion, is
reasonable having regard to the size of the company and nature of its
assets. No material discrepancies were noticed on such physical
verification.
(c) There was no substantial disposal of fixed assets during the year.
(ii) (a) The inventories have been physically verified by the
management during the year. In our opinion, having regard to the nature
and location of stocks, the frequency of the physical verification is
reasonable.
(b) In our opinion and according to the information and explanations
given to us, procedures of physical verification of inventory followed
by the management are reasonable and adequate in relation to the size
of the Company and the nature of its business.
(c) The company has maintained proper records of inventory. The
discrepancies noticed on verification between book records and physical
stock of inventory, were not material and have been properly dealt with
in the books of accounts.
(iii) (a) The company has granted loan, to its wholly owned subsidiary,
covered in the register maintained under section 301 of the companies
Act, 1956. The maximum amount involved during the year was Rs. 4,731.96
lakhs and the year- end balance of loans granted to such party was Rs.
4,731.96 lakhs (also refer matter described in the basis for qualified
opinion paragraph)
(b) In our opinion and according to the information and explanations
given to us, the loan referred in clause (iii) (a) above is interest
free and other terms and conditions for such loan are not prima facie
prejudicial to the interest of the company.
(c) The loan granted to the above party is long term in nature, without
any stipulation in respect of repayment of principal amount.
(d) In respect of overdue amount of loans granted to the above party
listed in the register maintained under section 301 of the companies
Act, 1956 refer our comments in matter described in the basis for
qualified opinion paragraph.
(e) The company has taken loan from two parties covered in the register
maintained under section 301 of the companies Act, 1956. The maximum
amount outstanding during the period under audit was Rs. 6,013.50 lakhs
and the year-end balance of loan taken from such parties was Rs. 5,600.25
lakhs.
(f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions for
such loans are not prima facie prejudicial to the interest of the
company. Loan taken from one party is interest free.
(g) In respect of loans taken, repayment of principal amount is as
stipulated and the payment of interest has been regular.
(iv) In our opinion and according to the information and explanation
given to us, there are adequate internal control systems commensurate
with size of the company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness has been noticed in
the internal control systems in respect of these areas.
(v) In respect of the contract or arrangements entered in the register
maintained in pursuance of section 301 of the companies Act, 1956 to
the best of our knowledge and belief and according to the information
and explanation given to us:
(a) The particulars of contracts or arrangements referred to in section
301 that need to be entered in the register maintained under the said
section have been so entered.
(b) Where each of such transactions is in excess of Rs. 5 lakhs in
respect of any party and having regard to our comments in paragraph
(iv) above, the transactions have been made at prices which are prima
facie reasonable having regard to the prevailing market prices at the
relevant time.
(vi) The company has not accepted any deposits during the year from the
public within the meaning of the provisions of section 58A, 58AA or any
other relevant provisions of the companies Act, 1956 and rules made
there under.
(vii) The company has an internal audit system, the scope and coverage
of which, in our opinion, requires to be enlarged to commensurate with
the size and nature of its business.
(viii) We have broadly reviewed the books of account 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 are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained. However, we have
not carried out any detailed examination of such accounts and records.
(ix) (a) According to the information and explanations given to us and
based on the books as produced and examined, the 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, sales tax, wealth tax, service
tax, custom duty, excise duty, cess and other material statutory dues
applicable to it, except slight delays in few cases.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of provident fund, investor
education and protection fund, employees state insurance, income tax,
wealth tax, service tax, sales tax, customs duty and excise duty, cess
and other undisputed statutory dues were outstanding, at the year end,
for a period of more than six months from the date they became payable.
(c) According to the records of the company, the dues outstanding of
income tax, excise duty and service tax on account of any dispute are
as follows:
Name of the Statute Nature of dues Amount
( Rs. in Lakhs)
Central excise Act Excise duty 4.39
Central excise Act Excise duty 10.32
Central excise Act Excise duty 1.16
Central excise Act Service tax 18.71
Central excise Act Service tax 32.95
Drug price control
order  95 Difference in
pricing 591.34
Name For the Period Forum where the Dispute
is pending
Central excise Act 1998-2002 Commissioner (appeals)
Central excise Act 2002-2003 Central excise and service tax
appellate tribunal
Central excise Act 2004-2005 Central excise and service tax
appellate tribunal
Central excise Act 2001-2002 Commissioner (appeals)
Central excise Act 2001-2002 High court (Mumbai)
Central excise Act 2000-2003 High court (Mumbai)
(x) The company has accumulated losses amounting to Rs. 4,229.03 lakhs as
at the end of the year under audit. However the net worth as at the end
of the period under report is positive and the accumulated losses i.e.
debit balance in statement of profit and loss is not more than fifty
percent of its net worth. The company has not incurred cash losses
during the year under audit or in the immediately preceding financial
year.
(xi) Based on our audit procedures and the information and explanations
given by the management, we are of the opinion that the company has not
defaulted in repayment of dues to banks or financial institutions and
it has not issued any debentures.
(xii) Based on our examination of the records and the information and
explanations given to us, the company has not granted any loans and/or
advances on the basis of security by way of pledge of shares,
debentures and other securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause 4
(xiii) of the companies (auditor''s report) order, 2003 (as amended) are
not applicable to the company.
(xiv) In our opinion, the company is not dealing or trading in shares,
securities, debentures and other investments. Accordingly the
provisions of clause 4 (xiv) of the companies (auditor''s report) order,
2003 (as amended) are not applicable to the company.
(xv) According to the information and explanations given to us, the
company has not given any guarantee for loans taken by others from bank
or financial institutions.
(xvi) In our opinion and according to the information and explanations
given to us, the term loans raised by the company have been applied for
the purpose for which they were raised.
(xvii) According to the information and explanations given to us and an
overall examination of the balance sheet and cash flow statement of the
company, we report that funds raised on short term basis have prima
facie not been used for long term investment.
(xviii) According to the information and explanations given to us, the
company has not made any preferential allotment of shares to parties or
companies covered in the register maintained under section 301 of the
companies Act, 1956.
(xix) The company did not have any outstanding debentures during the
year.
(xx) The company has not raised any money by way of public issues
during the year.
(xxi) Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given to us, no fraud on or by the
company has been noticed or reported during the year.
For BATLIBOI & PUROHIT
Chartered Accountants
Firm Registration No. 101048W
Kaushal Mehta
Place : Mumbai Partner
Date : 29th May, 2013 Membership No.111749
Mar 31, 2012
1. We have audited the attached Balance Sheet of KOPRAN LIMITED ('the
Company') as at 31st March 2012 and also the statement of Profit and
Loss and the Cash Flow Statement of the Company for the year ended on
that date annexed thereto. These financial statements are the
responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatements. 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 the 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 as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
(together the said Order) issued by the Central Government of India in
terms of sub-section (4A) of Section 227 of the Companies Act, 1956 and
on the basis of such checks as we considered appropriate, and according
to the information and explanations given to us, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said order.
4. Further to our comments in the Annexure referred to 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 law have been
kept by the Company, so far as appears from our examination of those
books;
c) The Balance Sheet and the statement of Profit and Loss dealt with by
this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, the statement of Profit and Loss
and Cash Flow Statement dealt with by this report comply with all
Accounting Standards referred to in section 211 (3C) of the Companies
Act, 1956.
e) According to the information and explanation given to us and on the
basis of written representation received from the Directors of the
Company, as on 31st March, 2012 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 under clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
f) Attention is invited to Note 32 to the financial statements
regarding Investment and Advances aggregating Rs. 500.61 lakhs and
Rs. 4,682.05 lakhs respectively, given to a subsidiary company, Kopran
Research Laboratories Limited whose accumulated losses have exceeded
the net-worth, no provision for Investments and Doubtful advances has
been made by the management of the Company. Consequently, the effect,
if any, on the carrying values of investments and advances given are
currently unascertainable. Our audit report on the financial statements
for the year ended 31st March, 2011 was also modified in respect of the
matter stated above.
g) Subject to our comments in Para 4(f) above, in our opinion and to
the best of our information and according to the explanations given to
us, the said accounts read together with the Significant Accounting
Policies and other notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India
i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
ii) In the case of the statement of Profit and Loss, of the Profit for
the year ended on that date;
iii) In the case of the cash flow statement of the cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Referred to in Paragraph 3 of our report of even date to the Members
of Kopran Limited on the accounts for the Year ended March, 31 2012)
1. (a) The company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, fixed assets have been physically verified by
the management in a phased periodical manner, which, in our opinion, is
reasonable having regard to the size of the company and nature of its
assets. No material discrepancies were noticed on such physical
verification.
(c) There was no substantial disposal of fixed assets during the year.
2. (a) The management has conducted physical verification of the
inventory during the year under audit.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the company is maintaining proper records of inventory and
no material discrepancies were noticed on physical verification.
3. (a) The company has granted loans to one party covered in the
register maintained under section 301 of the Companies Act, 1956. The
maximum amount involved during the period under audit was Rs. 4,885.70
lakhs and the year-end balance of loan granted to such parties was Rs.
4,682.05 lakhs.
(b) In our opinion and according to the information and explanations
given to us, loans referred in clause 3(a) above is interest free and
other terms and conditions for the loans is not prima facie prejudicial
to the interest of the Company.
(c) In respect of loans granted, repayment of the principal amount is
as stipulated and the loan given is interest free.
(d) There is no overdue amount of loans granted to companies, firms or
other parties listed in the register maintained under section 301 of
the Companies Act, 1956.
(e) The Company has taken loan from two parties covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount outstanding during the period under audit was Rs. 6,356.67 lakhs
and the year-end balance of loan taken from such parties was Rs.
5,763.50 lakhs.
(f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions for
such loans are not prima facie prejudicial to the interest of the
Company. Loan taken from one party is interest free.
(g) In respect of loans taken, repayment of principal amount is as
stipulated and the payment of interest has been regular.
4. In our opinion and according to the information and explanation
given to us, there are adequate internal control systems commensurate
with size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness has been noticed in
the internal control systems in respect of these areas.
5. (a) According to the information and explanation provided by the
Management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the act, that need to be
entered into the register maintained under section 301 of the Companies
Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanation
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 aggregating during the year to Rs. 5 lakhs or
more in respect of a party has been made at price which is reasonable
having regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public to which
the directives issued by the Reserve Bank of India, the provisions of
Sections 58A and 58AA or any other relevant provisions of the Companies
Act, 1956 and the rules framed there under apply.
7. The Company has an internal audit system, the scope and coverage of
which, in our opinion, requires to be enlarged to commensurate with the
size and nature of its business.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the order made by the Central Government for the
maintenance of cost records under section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. However we have not
carried out any detailed examination of such accounts and records.
9. (a) According to the information and explanations given to us, and
on the basis of our examination of the books of account, the 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, sales tax,
service tax, wealth tax, custom duty, excise duty, cess and other
material statutory dues applicable to it, except slight delays in few
cases.
(b) According to the information and explanations given to us, no
undisputed dues payable in respect of Income tax, wealth tax, sales
tax, service tax, custom duty, excise duty and cess are in arrears as
at 31st March, 2012 for a period of more than six months from the date
they became payable.
(c) According to the information and explanations given to us, the
details of dues in respect of sales tax, income tax, service tax,
customs duty, wealth tax, excise duty and cess that have not been
deposited with the appropriate authorities on account of any dispute
are as under:
Financial Statute Nature of Dues Forum where
year Dispute is pending
1998-02 Central Excise Excise Duty Commissioner(appeals)
Act
1998-2000 Central Excise Excise Duty Central Excise and
Act Service Tax
Appellate Tribunal
2002-03 Central Excise Excise Duty Central Excise and
Act Service Tax
Appellate Tribunal
2004-05 Central Excise Excise Duty Central Excise and
Act Service Tax
Appellate Tribunal
2001-02 Central Excise Service Tax High Court (Mumbai)
Act
2000-03 Drug Price Difference in High Court (Mumbai)
Control Pricing
Order - 95
Financial year Amount
(Rs. In lakhs)
1998-02 4.39
1998-2000 3.24
2002-03 29.03
2004-05 1.16
2001-02 32.95
2000-03 591.34
10. The Company has accumulated losses amounting to Rs. 5,408.75 lakhs
as at the end of the year under Audit. However the net worth as at the
end of the period under report is positive and the accumulated losses
i.e. debit balance in statement of profit and loss is not more than
fifty percent of its net worth. The Company has not incurred cash
losses during the year under audit or in the immediately preceding
financial year.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to a
financial institution, bank or debentures holders.
12. Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and/or
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. In our opinion, the Company is not a Chit Fund Company or
nidhi/mutual benefit fund/society. Therefore the provisions of Clause
(xiii) of the Order are not applicable to the Company.
14. In our opinion, the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
provisions of clause 4(xiv) of the Companies (Auditor's Report) Order,
2003 (as amended) are not applicable to the Company.
15. In our opinion according to the information and explanations given
to us, the Company has not given any guarantee for loans taken by
others from bank or financial institutions during the year.
16. In our opinion and according to the information and explanations
given to us, the term loans raised by the Company have been applied for
the purpose for which they were raised.
17. In our opinion and according to the information and explanation
given to us, and on an overall examination of the balance sheet and
cash flow of the company, fund raised on short term basis have prima
facie not been used during the period for long term investments.
18. According to the information and explanations given to us, during
the year the company has not made preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act.
19. The Company does not have any outstanding debentures at the end of
the period.
20. During the period covered by our audit report, the Company has not
raised any money by public issues.
21. Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
For BATLIBOI & PUROHIT
Chartered Accountants
Firm Reg. No. 101048W
Kaushal Mehta
Partner
Membership No.111749
Place: Mumbai
Date: 13th July, 201
Mar 31, 2011
1. We have audited the attached Balance Sheet of KOPRAN LIMITED ('the
Company') as at 31st March 2011 and also the Profit and Loss Account
and the Cash Flow Statement of the Company for the year ended on that
date annexed thereto. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatements. 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 the 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 as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
(together the said Order) issued by the Central Government of India in
terms of sub-section (4A) of Section 227 of the Companies Act, 1956 and
on the basis of such checks as we considered appropriate, and according
to the information and explanations given to us, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said order.
4. Further to our comments in the Annexure referred to 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 law have been
kept by the Company, so far as appears from our examination of those
books;
c) The Balance Sheet and the Profit and Loss Account dealt with by this
report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, the Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with all
Accounting Standards referred to in section 211 (3C) of the Companies
Act, 1956.
e) According to the information and explanation given to us and on the
basis of written representation received from the Directors of the
Company, as on 31st March, 2011 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
31st March, 2011 from being appointed as a Director under clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
f) Attention is invited to Note 9 of Schedule 18 regarding Investment
and Advances aggregating Rs. 500.61 lakhs and Rs. 4882.62 lakhs
respectively, given to a subsidiary company, Kopran Research
Laboratories Limited whose accumulated losses have exceeded the
net-worth, no provision for Investments and Doubtful advances has been
made by the management of the Company. Consequently, the effect, if
any, on the carrying values of investments and advances given are
currently unascertainable. Our audit report on the financial statements
for the year ended 31st March, 2010 was also modified in respect of the
matter stated above.
g) Subject to our comments in Para 4(f) above, in our opinion and to
the best of our information and according to the explanations given to
us, the said accounts read together with the Significant Accounting
Policies and other notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India.
i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011.
ii) In the case of the Profit and Loss Account, of the Profit for the
year ended on that date.
iii) In the case of the cash flow statement of the cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Referred to in Paragraph 3 of our report of even date to the Members
of Kopran Limited on the accounts for the Year ended March, 31 2011)
1. (a) The company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) All Fixed assets have not been physically verified by the
management during the year, hence, we are unable to comment on the
discrepancies, if any.
(c) There was no substantial disposal of fixed assets during the year.
2. (a) The management has conducted physical verification of the
inventory during the period under audit.
(b) The procedures of physical verification followed by the management
need to be strengthened in relation to the size of the company and
nature of its business.
(c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of inventory, and
no material discrepancies were noticed on physical verification.
3. (a) The company has granted loans to three parties covered in the
register maintained under section 301 of the Companies Act, 1956.
The maximum amount involved during the period under audit was Rs.
6535.38 lacs and the year-end balance of loan granted to such parties
was Rs. 5470.82 lacs.
(b) In our opinion and according to the information and explanation
given to us, loans referred in clause 3(a) above, are interest free and
there are no other terms and conditions stipulated for the said loans,
hence we are unable to comment on the same.
(c) There are no covenants stipulated in respect to repayment of loans
referred in clause 3 (a) above, and hence we are unable to comment on
regular repayment or overdue status of the same.
(d) The Company has taken loan from one party covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount outstanding during the period under audit was Rs. 955 lacs and
the year-end balance of loan taken from the party covered under section
301 is Rs. 470.38 lacs.
(e) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions for
such loans are not prima facie prejudicial to the interest of the
Company.
(f) Loans taken are re-payable on demand. As informed, the lenders have
not demanded repayment of any such loan during the year, thus, there
has been no default on the part of the company. The payment of interest
has been regular.
4. In our opinion, and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness has been noticed in
the internal control systems in respect of these areas.
5. (a) According to the information and explanation provided by the
Management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the act, that need to be
entered into the register maintained under section 301 of the Companies
Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanation
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 aggregating during the year to Rs.5 lacs
(Rupees Five Lacs only) or more in respect of a party has been made at
price which is reasonable having regard to the prevailing market prices
at the relevant time.
6. The Company has not accepted any deposits from the public to which
the directives issued by the Reserve Bank of India, the provision of
Sections 58A and 58AA or any other relevant provisions of the Companies
Act, 1956 and the rules framed there under apply.
7. The Company has an internal audit system, the scope and coverage of
which, in our opinion, requires to be enlarged to be commensurate with
the size and nature of its business.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the order made by the Central Government for the
maintenance of cost records under section 209 (1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. However we have not
carried out any detailed examination of such accounts and records.
9. (a) According to the information and explanations given to us, and
on the basis of our examination of the books of account, the 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, sales tax,
service tax, wealth tax, custom duty, excise duty, cess and other
material statutory dues applicable to it, except slight delays in few
cases.
(b) According to the information and explanations given to us, no
undisputed dues payable in respect of Income tax, wealth tax, sales
tax, service tax, custom duty, excise duty and cess are in arrears as
at 31st March, 2011 for a period of more than six months from the date
they became payable.
(c) According to the information and explanations given to us, the
details of dues in respect of sales tax, income tax, service tax,
customs duty, wealth tax, excise duty and cess that have not been
deposited with the appropriate authorities on account of any dispute
are as under:
Financial year Statute Nature of Dues
2001-02 Sales Tax Act Sales Tax
1996-97 Central Excise Act Excise Duty
to 2004-05
2006-07 Central Excise Act Service Tax
2000-03 Drug Price Control
Order - 95 Difference in Pricing
Financial year Forum where Amount
Dispute is pending (Rs. In lacs)
2001-02 Commissioner (Appeals) 39.13
1996-97 Central Excise and Service 13.77
to Tax Appellate Tribunal
2004-05
2006-07 Commissioner (Service Tax) 93.98
2000-03 High Court (Mumbai) 591.34
10. The Company has accumulated losses amounting to Rs. 6025.50 lacs
as at the end of the year under Audit. However the net worth as at the
end of the period under report is positive and the accumulated losses
i.e. debit balance in profit and loss account is not more than fifty
percent of its net worth. The Company has not incurred cash losses
during the year under audit or in the immediately preceding financial
year.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to a
financial institution, bank or debentures holders.
12. Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and/ or
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. In our opinion, the Company is not a Chit Fund Company or nidhi /
mutual benefit fund/society. Therefore the provisions of Clause (xiii)
of the Order are not applicable to the Company.
14. In our opinion, the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
provisions of clause 4(xiv) of the Companies (Auditor's Report) Order,
2003 (as amended) are not applicable to the Company.
15. According to the information and explanations given to us, the
terms and conditions on which the Company has given guarantee for loans
taken by others from bank or financial institutions are not prejudicial
to the interest of the Company.
16. In our opinion and according to the information and explanations
given to us, the Term Loans raised by the Company have been applied for
the purpose for which they were raised.
17. In our opinion and according to the information and explanation
given to us, and on an overall examination of the balance sheet and
cash flow of the company, fund raised on short term basis have prima
facie not been used during the period for long term investments.
18. According to the information and explanations given to us, the
company has made preferential allotment of shares to parties and
companies covered in the register maintained under section 301 of the
Act. In our opinion, the price at which shares have been issued is not
prejudicial to the interest of the company.
19. The Company does not have any outstanding debentures at the end of
the period.
20. During the period covered by our audit report, the Company has not
raised any money by public issues.
21. Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
For BATLIBOI & PUROHIT
Chartered Accountants
Firm Regn No. 101048W
K. A. MEHTA
Partner
Membership No. 111749
Place : Mumbai
Date : 29th July, 2011
Mar 31, 2010
1. We have audited the attached Balance Sheet of KOPRAN LIMITED (the
Company) as at 31st March 2010 and also the Profit and Loss Account
and the Cash Flow Statement of the Company for the Year ended on that
date annexed thereto. These financial statements are the responsibility
of the Companys management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatements. 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 the 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 as
amended by the Companies (Auditors Report) (Amendment) Order, 2004
(together the said Order) issued by the Central Government of India in
terms of sub-section (4A) of Section 227 of the Companies Act, 1956 and
on the basis of such checks as we considered appropriate, and according
to the information and explanations given to us, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said order.
4. Further to our comments in the Annexure referred to 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 law have been
kept by the Company, so far as appears from our examination of those
books;
c) The Balance Sheet and the Profit and Loss Account dealt with by this
report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, the Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with all
Accounting Standards referred to in section 211 (3C) of the Companies
Act, 1956.
e) According to the information and explanation given to us and on the
basis of written representation received from the Directors of the
Company, as on 31st March, 2010 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
31st March, 2010 from being appointed as a Director under clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
f) Attention is invited to the following notes:
i) Note 9 of Schedule 18 regarding Investment and Advances aggregating
Rs.500.61 lakhs and 5612.43 lakhs respectively given to a subsidiary
company, Kopran Research Laboratories Limited, where no provision for
Investments and Doubtful advances has been made by the management of
the Company.
ii) Note 10of Schedule 18 relating to Managerial Remuneration of one of
the Directors, which is paid in excess of the limits specified in
schedule XIII of the Companies Act, 1956 and is subject to the approval
of Central Government and the shareholders.
iii) Note 18 of Schedule 18 where the balances of few sundry debtors,
creditors and loans and advances are subject to confirmations and
pending reconciliation. The consequent effect of the above will be
considered after reconciliation.
g) Subject to our comments in Para 4(f) above, in our opinion and to
the best of our information and according to the explanations given to
us, the said accounts read together with the Significant Accounting
Policies and other notes thereon, 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; iii) In the
case of the cash flow statement of the cash flows for the year ended on
that date.
ANNEXURE TO THE AUDITORSREPORT
(Referred to in Paragraph 3 of our report of even date to the Members
of Kopran Limited on the accounts for the Year ended March, 31 2010)
1. (a) The company has not updated records showing full particulars,
including quantitative details and situation of fixed assets during the
year under audit.
(b) All Fixed assets have not been physically verified by the
management during the year, hence, we are unable to comment on the
discrepancies, if any.
(c) There was no substantial disposal of fixed assets during the year.
2. (a) The management has conducted physical verification of the
inventory during the period under audit.
(b) The procedures of physical verification followed by the management
need to be strengthened in relation to the size of the company and
nature of its business.
(c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of inventory, and
no material discrepancies were noticed on physical verification.
3. (a) The company has granted loan to a company covered in the
register maintained under section 301 of the Companies Act, 1956. The
maximum amount involved during the period under audit was Rs. 6435.32
lacs and the year-end balance of loan granted to such party was Rs.
5612.43 lacs.
(b) In our opinion and according to the information and explanation
given to us, loans /advances referred in clause 3(a) above, are
interest free and there are no other terms and conditions stipulated
for the said loans / advances, hence we are unable to comment on the
same.
(c) Since there are no covenants in respect to repayment of the loans
/advances referred in clause 3 (a) above, we are unable to comment on
regular repayment of the same.
(d) The Company has taken loan from a party covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount outstanding during the period under audit was Rs. 72.20 crores,
which has now been assigned to another party not covered in the
register maintained under section 301 and the year-end balance of loan
taken from the party covered under section 301 is Rs. Nil.
(e) In our opinion and according to the information and explanation
given to us, loan referred in clause 3(d) above, were interest free and
the other terms and conditions are not prima facie prejudicial to the
interest of the Company.
(f) The loans taken from the party covered under the register
maintained under section 301 were interest free during the year and
have been assigned to another party.
4. In our opinion, and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with size of the Company and the nature of its business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness has been noticed in
the internal control systems in respect of these areas.
5. (a) Based on the Audit procedures applied by us and according to
the information and explanation provided by the Management, we are of
the opinion that the particulars of contracts or arrangements referred
to in section 301 of the act, that need to be entered into the register
maintained under section 301 of the Companies Act, 1956 have been so
entered.
(b) In our opinion and according to the information and explanation
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 aggregating during the year to Rs.5 lacs
(Rupees Five Lacs only) or more in respect of a party has been made at
price which is reasonable having regard to the prevailing market prices
at the relevant time.
6. The Company has not accepted any deposits from the public to which
the directives issued by the Reserve Bank of India, the provision of
Sections 58A and 58AA or any other relevant provisions of the Companies
Act, 1956 and the rules framed there under apply.
7. The Company has an internal audit system, the scope and coverage of
which, in our opinion, requires to be enlarged to be commensurate with
the size and nature of its business.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the order made by the Central Government for the
maintenance of cost records under section 209 (1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. However we have not
carried out any detailed examination of such accounts and records.
9. (a) According to the information and explanations given to us, and
on the basis of our examination of the books of account, the 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, sales tax,
service tax, wealth tax, custom duty, excise duty, cess and other
material statutory dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed dues payable in respect of Income tax, wealth tax, sales
tax, service tax, custom duty, excise duty and cess are in arrears as
at 31st March, 2010 for a period of more than six months from the date
they became payable.
(c) According to the information and explanations given to us, the
details of dues in respect of sales tax, income tax, service tax,
customs duty, wealth tax, excise duty and cess that have not been
deposited with the appropriate authorities on account of any dispute
are as under:
Financial
year Statute Nature of
dues Forum where Amount
dispute is
pending (Rs. in
Lacs)
2001-02 Sales Tax
Act Sales Tax Commissioner (Appeals) 39.13
1996-97 Central
Excise Act Excise Duty Central Excise and
Service 13.77
to Tax Appellate Tribunal
2004-05
2006-07 Central
Excise Act Service Tax Commissioner
(Service Tax) 1015.91
2000-03 Drug Price
Control
Order - 95 Difference
in Pricing High Court
(Mumbai) 591.34
10. The Company has accumulated losses amounting to Rs. 6565.82 lacs
as at the end of the year under Audit. However the net worth as at the
end of the period under report is positive and the accumulated losses
i.e. debit balance in profit and loss account is not more than fifty
percent of its net worth. The Company has not incurred cash loss during
the year under audit, however in the immediately preceding financial
year the Company had incurred cash loss.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to a
financial institution, bank or debentures holders.
12. Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and/ or
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. In our opinion, the Company is not a Chit Fund Company or
nidhi/mutual benefit fund/society. Therefore the provisions of Clause
(xiii) of the Order are not applicable to the Company.
14. In our opinion, the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 (as amended) are not applicable to the Company.
15. According to the information and explanations given to us, the
terms and conditions on which the Company has given guarantee for loans
taken by others from bank or financial institutions are not prejudicial
to the interest of the Company.
16. In our opinion and according to the information and explanations
given to us, the Term Loans raised by the Company have been applied for
the purpose for which they were raised.
17. In our opinion and according to the information and explanation
given to us, and on an overall examination of the balance sheet and
cash flow of the company, fund raised on short term basis have prima
facie not been used during the period for long term investments.
18. According to the information and explanations given to us, the
company has made preferential allotment of shares to parties and
companies covered in the register;maintained under section 301 of the
Act. In our opinion, the price at which shares have been issued is not
prejudicial to the interest of the company.
19. The Company does riot have any outstanding debentures at the end
of the period.
20. During the period covered by our audit report, the Company has not
raised any money by public issues.
21. Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
For BATLIBOI & PUROHIT
Chartered Accountants
Firm Regn. No. 101048W
K.A. MEHTA
Place: Mumbai Partner
Date: 10th August, 2010 Membership No.111749
Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article