Mar 31, 2018
Report on the Standalone Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of MALLCOM (INDIA) LIMITED ("the Companyâ) which comprise the Balance Sheet as at 31s* March 2018, and the Statement of Profit and Loss, (including other comprehensive income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory notes for the year ended on that date (herein after referred to as "Standalone Ind AS Financial Statementsâ).
Managementâs Responsibility for the Standalone Ind AS Financial Statements
The Company''s Board of Directors is responsible for the matter stated in section 134(5) of the Company''s Act, 2013 ("the Act") with respect to the preparation of these Standalone Ind AS financial statements that gives a true and fair view of the state of affairs (financial position), profit or (loss) (financial performance including other comprehensive income), cash flows and changes in Equity of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards Ind AS prescribed under Section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the company and for preventing and detecting frauds and other irregularities, selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
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 auditor''s 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 Board of 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.
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 31st March, 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.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs Report) Order, 2016 ("the 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.
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 are to the best of our knowledge and belief were necessary for the purpose of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss, 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 Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act, read with Rule 7 of Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the Directors as on 31st March, 2018 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st, March 2018 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure ''Bâp and
(g) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors] Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
(i) The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind AS financial statements - Refer note 32 to the its standalone Ind AS financial statements;
(ii) The Company did not have any long term contracts including any derivative contracts for which there were any material foreseeable losses;
(iii) There has been no delay in tranferring amounts, required to be transferred to the Investor Education and Protection Fund by the Holding Company.
In respect of its fixed assets :
1. a) The company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b] According to the information and explanations given to us, fixed assets have been physically verified by the management during the year. In our opinion, the frequency of verification of the fixed assets by the management is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.
c] Based upon the audit procedure performed and according to the records of the company, the title deeds of all the immovable properties are held in the name of the company.
In respect of its inventories :
2. a) The inventories have been physically verified by the management.
In our opinion, the frequency of verification is reasonable,
b] The discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt with in the books of accounts.
3. Since the company has not granted any loans, secured or unsecured, clause (a), (b) & (c) of section [iii] of para 3 of the Order is not applicable.
4. Since the company does not have any loan, as such provisions of section 185 and 186 of the Act are not applicable.
5. Since the company has not accepted any deposits, section (v) of Para 3 of the Order is not applicable.
6. We have broadly reviewed the accounts and records maintained by the company pursuant to the Companies (Cost Records and Audit] Rules, 2014 read with Companies (Cost Records and Audit] Amendment Rules, 20U specified by the Central Government under 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 records with a view to determine whether they are accurate or complete.
7. a] According to the information and explanations given to us, the company has generally been regular in depositing with appropriate authorities undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Value Added Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it.
b] According to the information and explanations given to us, the details of disputed amount of Income Tax, Value Added Tax, Sales Tax, Excise Duty, Customs Duty and Service Tax not deposited by the Company are as follows :
Name of the Statue |
Nature of the dues |
Amount |
Period to which |
Forum where the |
(Rs. in Lacs) |
amount relates |
dispute is pending |
||
Income Tax Act |
Income Tax demand |
13.46 |
A.Y. 2015-16 |
CIT (Appeal) |
15.31 |
A.Y. 2014-15 |
|||
9.04 |
A.Y. 2013-14 |
|||
51.08 |
A.Y. 2012-13 |
|||
Income Tax Act |
Income Tax demand |
45.90 |
A.Y. 2011-12 |
Income Tax Tribunal |
Service Tax |
Service Tax |
31.88 |
2009-10 to 2011-12 |
CESTAT, Kolkata |
8. 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 from Banks. The company did not have outstanding loans from Financial Institutions, Debenture Holders or Government.
9. Since the Company did not raise any money by way of initial public offer or further public offer [including debt instruments] and term loans during the year, section [ix] of para 3 of the Order is not applicable.
10. According to the information and explanations give to us, no fraud by the Company or in the Company by its officers or employees has been noticed or reported during the year.
11. In our opinion and according to the information and explanations given to us, the company has paid / provided managerial remuneration in accordance with the requisite approvals mandated provisions of section 197 read with Schedule V to the Companies Act, 2013.
12. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company, as such section [xii] of Para 3 of the Order is not applicable.
13. In our opinion and according to the information and explanations given to us, all transactions with the related parties are in compliance with Sections 177 and 188 of the Companies Act, 2013 where applicable and details of such transactions have been disclosed in the Standalone Ind AS financial statements as required by the applicable Indian accounting standards.
14. 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, clause 3(xiv] of the order is not applicable.
15. 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 them, as such section (xv) of Para 3 of the Order is not applicable.
16. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.
Report on the Internal Financial Controls under Clause (i) of subsection 3 of Section M3 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of MALLCOM (INDIA) Limited ("the Company") as of 31st March, 2018 in conjunction with our audit of the Standalone Ind AS financial statements of the Company for the year ended on that date.
Management s Responsibility for Internal Financial Controls
The Companyâs Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting ("the Guidance Noteâ] and the Standards on Auditing, issued by ICAI and deemed to be prescribed under Section 143(10] of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting 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 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 company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transaction and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of the Management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company''s assets that could have a material effect on the financial statements.
Inherent Limitation 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 period are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March 2018, based on the internal control over financial reporting criteria established by the company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.
ForS.K. Singhania & Co.
Chartered Accountants,
Firm Registration No. 302206E
Place: Kolkata Rajesh Kr.Singhania
Date: 30th May, 2018 Partner Membership No.52722
Mar 31, 2016
to the Shareholders of MALLCOM (INDIA) LIMITED
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of MALLCOM (India) LIMITED [''(the Company''). which comprise the Balance Sheet as at 31st March 2Ol 6, and the Statement of Profit anti Loss and Cash Flow Statement tor the year then ended, and a summary of significant accounting policies and other explanatory information,
Management s Responsibility for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the mailers stated in Section 134(5i of the Companies Act. 2013 ("the Act) with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial portion, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, inducing the Accounting Standards specified under Section 133 of the Act. read with Rule 7 of The Companies (Accounts) Rules. 2014 This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities: selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent: and design, implementation and maintenance of adequate internal financial controls, that were operating effusively (or 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.
Auditors Responsibility
Our responsibility IS to express an opinion On these Standalone financial statements based on our audit. We had 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 undergo provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Median 143(101 of 1he Act Those Standards require that we comply with ethical requirements anti plan and perform the audit to obtain reasonable assurance about whether The standalone financial statements are free from material misstatement.
An audit involves performing procedures to attain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the standalone Financial statements, whether due to fraud nr error In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the standalone 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 Company''s
Directors, as well as evaluating the overall presentation of the standalone
Financial Statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provides a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and lo the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in (he 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 2016.
(b) In the case of the statement of Profit and Loss account, of the Profit for the year ended on that date, and
(c) in the case of the Cash now Statement, of the cash flows for the year ended on that date.
Other Matter
Attention is drawn to note No. 43 of the standalone financial statements regarding compliance pending of the provision of section 135 of the Companies Act 2013 relating to Corporate & Social Responsibility.
Report on Other Legal and Regulatory Requirements
1. As required by The Companies [Auditor''s Report! Order, 2016 (âthe Orderâs issued by the Central Government of India in terms of sub-Section (111 of section 1-43 of the Act, we given the Annex we A. a statement on 1hE mailers specified in the paragraph 3 and 4 of the order, to the extent applicable.
2. As required by section 14313) of the Act, we report that;
(a) We have sought & obtained all The information & explanation which to best of our knowledge and belief were necessary for 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.
© 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 standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act. read with Rule 7 of Companies
(e) On the basis of 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 respected to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls Transfer lo our separate report in ''Annexure B''. and
(g) With respect to the other matters to be included in the Auditor''s Report m accordance with Rule 11 of 1he 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 note 29 to the standalone financial statements.
(ii) The company did not have any long term contracts including derivative controls for which there were any material foreseeable losses.
(iii) There are no amounts which are required to be transferred to The Investor Education and Protection- Fund
ANNEXURE A TO THE INDEPENDENT AUDITOR''S REPORT
As required by section 143(31 of the Act. we report 1 hat
1. a) The company has maintained proper records showing full particulars, including quantitative details and Situation of its fixed assets.
b) The fixed assets have been physically verified by the management during the year. In our opinion. The frequency of verification of the fined assets by the management is reasonable having regard to the size of the company and the nature of its assets. Mo discrepancies were noticed an verification
c) Based on the audit procedure performed and according to (-he records of the company, the title deeds of all The immovable properties are held in the name of The company.
2. a] The inventories have been physically verified by the management In our opinion, the frequency of verification is reasonable
b) The d sere parities noticed on verification between the physical stocks and the book records were no1 material and have been properly dealt with in the books of accounts.
3. Since the company has not granted any loans, secured or unsecured, clause (a). (b) & (c) of section (iii) of Para 3 of the Order is no- applicable.
4. Since the company has not have any loan, as such provisions of section 185 and 186 of the Act are not applicable.
5. Since the company has not accepted any deposits, section (v) of Para 3 of The Order is not applicable.
6. We have broadly reviewed the accounts and records maintained by the company pursuant to the Companies (Cost Records and Audit) Rules. 2014 read with Companies (Cost Records anti Audit) Amendment Rules. 2014 specified by the Central Government under section 148 of the Act. and are of the opinion that prima facie, the prescribed cost records have been maintained. We have, however, not made a detailed examination of the records with a view to determine whether they are accurate or complete.
7. a) According to the information and explanations given to us, the company has generally been regular in deposing undisputed statutory dues with appropriate authorities including Provident Fund. Employees State Insurance, Income tax, Sales Tax. Value Added Tax. Service Tax. Custom Duly. Excise Duty. Cess and other material Statutory dues applicable to it.
b) According to the information and explanations given to us. there are no undisputed amounts payable in respect of the aforesaid dues as at 31st March, 2D16 for a period of more than six months from the dale they became payable, except the following
Name of the Statute |
Nature of the dues |
Amount Rs. |
Period to which amount relates |
Forum where the dispute is pending |
Income Tax Act |
Income Ta- demand |
1,507.930 6,008,330 2,531.300 |
A.Y. 2013-14 A.Y, 2012-13 A.Y. 2010-11 |
CIT(Appeal) |
Income Tax Act |
Income Td- demand |
9,418.210 |
A.Y. 2011-12 |
Income Tax Tribunal |
8. 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 from Banks. The company did not have outstanding loans from Financial Institutions. Debenture Holders of Government.
9. Since The Company did not raise any money by way of initial public officer or further public officer (including debt instruments) and term loans during the year, section (ix) of Para 3 of the Order is not applicable.
10. According to The information and explanations give to us. no fraud by 1he Company or on The Company by its officers or employees has been noticed or reported during the course of our audit.
11 In our opinion and according to the information and explanations given 10 us. the company has paid / provided managerial remuneration in accordance with the requisite approvals mandated provisions of section 197 read with Schedule V to the Companies Act, 2013.
12. In our opinion and according to the information and explanations given to us. the Company is not a nidhi company, as such section (xii) or Para 3 of the Order is not applicable.
13 In our opinion and according to the information and explanations give to us. all transactions with The related parties are in compliance with Sections 177 and 1S9 of the Companies Ad 2013 where applicable and details of such transactions have been disclosed in The standalone financial statements as required by The applicable accounting standards.
14 According to (he information and explanatory give Lo 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.
15 According to The information and explanations give 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 them, as such section (xv) of Para 3 of the Order is not applicable.
16 The Company is not required lo be registered under Section 45-lA of the Reserve Bank of India Act 1934.
ANNEXURE B TO THE AUDITORS'' REPORT
Report on the- Internal Financial Controls under Clause (i) of sub-seclion3 of Section 143 of the Companies Act. 2013 (the Act'')
We have 3Lidi1ad the internal financial controls over financial reporting of MALLCOM [INDIA) Limited (this Company) as of 31 at March 2016 in conjunction with our audit of the standalone Financial statements of the Company for the year ended on that date.
Management''s Responsibility to Internal Financial Controls
Tilt Company''s management is responsible For establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control slated m the Guidance Mute of Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India 1 (â CAIâ). 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 Company''s policies, (he 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 in Formation. as required under the Companies Act. 2013.
Auditors'' Responsibility
Our responsibility it to express an opinion on the Company 5 internal financial controls over financial reporting based on our audit We conducted our audit in accordance with the Guidance Note of Audit of Internal Financial Controls over Financial Reporting (the ''Guidance Note I and the Standards on Auditing, issued by ICAI and deemed to fee prescribed under Section 143(11]) of (tie Companies Act. 2013. la the extent applicable to an audit internal controls both applicable loan audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit lo 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 auditors'' judgment, including the assessment of the risks of material misstatement of the financial statement s. whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis For our audit opinion on the Company''s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements to external purpose In accordance with generally accepted accounting principles. A Company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that. in reasonable detail, accurately and fairly reflect the transaction and d disposition of The assets of the Company,.(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and (hat receipts are expenditures to the Company are being made only in accordance with authorizations of the Management and directors of the Company: and 0) provide reasonable assurance regarding prevention or timely defection of unauthorized acquisition, use or disposition of the Company s assets âbat could have a material effect on the financial statements.
Inherent Limitation 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 he detected Also, projections of any evaluation of the internal financial controls over financial reporting lo future period are subject to the risk that the internal Financial control over financial reporting may become inadequate because of changes in condition, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, and adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were Operating effectively as at 31st March 2016. based on the internal control over financial reporting criteria established by the company considering the essential components of internal control staled in the Guidance Note on Audit of internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.
For S. K. Singhania & Co.
Chartered Accountants
Firm Registration No. 302206E
Rajesh Kr. Singhania
Place Kolkata Partner
Dated 30th May, 2016 Membership No 52722
Mar 31, 2015
We have audited the accompanying standalone financial statements of
Mallcom (India) Limited ("the Company"), which comprise the Balance
Sheet as at 31st March, 2015, the Statement of Profit and Loss, the
Cash Flow Statement for the year then ended, and a summary of the
significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and cash
flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities, selection
and application of appropriate accounting policies, making judgments
and estimates that are responsible 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 standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
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 judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
financial statements.
Basis for Qualified Opinion
No provision has been made for Leave Benefits to employees in
accordance with Accounting Standard 15. The impact of the same is
unascertainable on the profit and corresponding liabilities for the
year.
Qualified Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone financial statements
subject to our comments stated in basis for qualified opinion paragraph
the impact of which is currently unascertainable, 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.
Other Matters
The company has not disclosed the composition of Defined Benefit
Obligations, Fair Value of Planned Assets, Actuarial assumptions used
etc. for Gratuity as required by Accounting Standard-15, Employee
Benefits. Our opinion is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, 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 except for the information stated in 'Other
Matters' paragraph.
(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 except for Accounting
Standard -15 regarding making provision for Leave Benefits in
accordance with the said Accounting Standard.
(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 impact of pending litigations on the financial position of the
company has been disclosed in its financial statements as referred to
in Note 31 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 was no amount which was required to be transferred to the
Investor Education and Protection Fund by the Company.
ANNEXURE TO THE INDEPENDENT AUDITORS' REPORT
(REFERRED TO IN OUR REPORT OF EVEN DATE TO THE MEMBERS OF MALLCOM
(INDIA) LIMITED
AS AT AND FOR THE YEAR ENDED MARCH 31, 2015)
(i) a) The Company has maintained records of Fixed
Assets showing full particulars including quantitative details and
situation thereof.
b) The Fixed Assets of the company have been physically verified by the
management during the year at reasonable intervals and no material
discrepancies have been noticed on such verification.
(ii) a) The management has conducted physical verification of inventory
at reasonable intervals during the year.
b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
c) The Company is maintaining proper records of inventory. As informed,
the discrepancies noticed on such physical verification have been
properly dealt within the accounts.
(iii) a) According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured, to companies,
firms, or other parties covered in the register maintained under Section
189 of the Companies Act, 2013. Accordingly paragraph 3 (iii) (a) and
(b) of the order is not applicable.
(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 in the
underlying internal controls.
(v) The Company has not accepted any deposits from the public.
Accordingly, paragraph 3 (v) of the Order is not applicable
(vi) We have broadly reviewed the cost records maintained by the
applicable units of the company prescribed under section 148(1) of
Companies Act 2013 and are of the opinion that, prima facie, the
prescribed accounts and records have been maintained. We, however, have
not made a detailed examination of such records with a view to
determine whether they are accurate or complete.
(vii) a) As explained to us, the statutory dues payable by
the Company comprises provident fund, investor education and protection
fund, employees' state insurance, income-tax, sales-tax/ value added
tax, wealth-tax, service tax, excise duty, customs duty and cess.
According to the records of the Company and information and
explanations given to us, the Company has generally been regular in
depositing the aforesaid undisputed statutory dues with the appropriate
authorities. No undisputed amounts payable in respect of aforesaid
statutory dues were outstanding, at the year end, for a period of more
than six months from the date they became payable.
b) According According to the records of the Company and the
information and explanation given to us, there are no dues outstanding
in respect of income tax, sales tax, wealth tax, service tax, excise
duty and cess on account of any dispute except for the following:
Name of Statute Nature of Dues Amount Rs. Forum where
dispute is
pending
The West Bengal Sales Tax 6,98,000 WBST Appellate
Sales Tax & Revisional
Act,1994 Board,
Commercial
Taxes, Kolkata
The West Bengal VAT 73,08,000 WB VAT Appeal
Sales Tax Commercial
Act,1994 Taxes, Kolkata
Income Tax Act Income Tax demand 179,57,840 CIT (Appeal)
c) There was no amount which was required to be transferred to the
Investor Education and Protection Fund by the Company.
(viii) The Company has no accumulated losses at the end of the
financial year. It has not incurred cash losses in the current
financial year as well as in the immediately preceding financial year.
(ix) According to the information and explanations given to us, the
company has not defaulted in repayment of dues to the bank.
(x) According to the information and explanations given to us, the
Company has given guarantee for loans taken by others from banks or
financial institutions. In our opinion and according to the information
and explanations given to us , the terms and conditions of these
guarantees are prima-facie not prejudicial to the interest of the
company.
(xi) The term loan taken by the company has been applied for the
purpose for which it was obtained.
(xii) Based upon the audit procedures performed, information and
explanations given, and records and documents produced to us 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 the year ended
31st March 2015.
For Doshi, Chatterjee, Bagri & Co.
Chartered Accountants
Firm's Registration No: 325197E
Mridula Jhunjhunwala
Kolkata Partner
Date: 30th May, 2015 Membership No.56856
Mar 31, 2014
Report on the Financial Statements
We have audited the accompanying financial statements of Mallcom
(India) Limited ("the Company"), which comprise of Balance Sheet as at
March 31, 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 the General Circular
15 / 2013 dated September 13, 2013 of the Ministry of Corporate Affairs
in respect of Section 133 the Companies Act, 2013. This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
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. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:- (a) in the case of Balance Sheet, of the state of affairs of
the Company as at March 31,2014;
(b) in the case of Profit and Loss Account, of the profit for the year
ended on that date;
(c) in the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
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 [and proper returns adequate for the purposes of our audit have
been received from branches not visited by us];
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; except
(AS)-15, Accounting for Retirement Benefit, which the company is yet to
introduce.
e. on the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Levy and Collection of cess on turnover or gross receipts
f. Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
(Referred to paragraph 3)
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 but there is a regular program of verification which in
our opinion is reasonable having regard to the size of the Company and
the nature of its assets. As informed, no material discrepancies were
noticed on such verification.
c) The Company has not disposed off substantial part of its fixed
assets during the year, which could affect the going concern status of
the Company.
2. a) The Inventory of the Company except for materials in transit and
lying with third parties have been physically verified by the
Management during the year. In our opinion, considering the nature and
location of the stock, the frequency of physical verification is
reasonable.
b) According to the information and explanations given to us, the
procedure of the physical verification of inventories followed by the
Management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
c) In our opinion, the Company is maintaining proper records of
inventories. The discrepancies noticed on physical verification of
inventories by the Management as compared to book records were not
material and these have been properly dealt with in the books of
account.
3. According to the information and explanations given to us, the
Company has not granted unsecured loans to companies covered in the
Register maintained under Section 301 of the Companies Act, 1956. The
company has taken unsecured loans from companies covered in the
Register maintained under Section 301 of the Companies Act, 1956;
a) The Company has taken loan from three parties covered in the
aforesaid register. The amount involved (i.e. maximum amount
outstanding) during the year was Rs 11.95 Crores. Outstanding balance
at the year end was Rs. 10.98 Crores.
b) According to the information and explanations given to us, the rate
of interest and other terms and conditions in respect of unsecured
loans taken by the Company are not prima-facie prejudicial to the
interest of the Company.
4. In our opinion and according to the explanations given to us and
having regard to certain purchases and sales of special nature where
comparative quotations etc. are not available, the internal control
procedure for the purchase of inventory and fixed assets and for the
sale of goods, are commensurate with the size of the Company and nature
of its business. During the course of our audit we have not observed
any continuing failure in the internal control procedures.
5. According to the information and explanations provided by the
management, we are of the opinion that during the year there are no
transactions that need to be entered into the register maintained under
section 301 of the Companies Act, 1956. Having regard to the same, sub
clause (a) and (b) of clause V of the order as aforesaid is not
applicable.
6. According to the information and explanations given to us, the
company has not accepted any deposit from public. Hence, the provisions
of Section 58A and 58AA of the Companies Act, 1956, Companies
(Acceptance of Deposit) Rules, 1975 and directives issued by Reserve
Bank of India in this respect, are not applicable.
7. In our opinion, the company has an internal audit system
commensurate with its size and nature of its business.
8. According to the information and explanations given to us and on
the basis of records produced before us, We are of the view that prima
facie the cost records prescribed by the Central Government under
section 209(1) (d) of the Companies Act, 1956 in respect of units where
it is applicable is maintained by the Company. However we are not
required to and have not carried out any detailed examination of such
accounts and records.
9. a) According to information and explanations given to us, the
company is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund, Investor Education
Protection Fund, Employee's state Insurance, Income Tax, Sales Tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues
with the appropriate authorities during the year applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of statutory dues as aforesaid
were outstanding, as at 31st March 2014 for a period of more than six
months from the date they became payable.
c) According to the information and explanations given to us by the
Management, the details of disputed dues of income tax, wealth tax,
sales tax, custom duty, excise duty and cess, if any, are given as
under:
Name of Statute Nature of Dues Disputed
Amount Forum where dispute
is pending
(Rs. in
Lakhs)
The West Bengal
Sales Sales Tax demand 6.98 WBST Appellate &
Revisional Board,
Tax Act,1994 on local sales Commercial Taxes,
Kolkata
The West Bengal
Sales VAT 73.08 WB VAT Appeal
Commercial
Tax Act,1994 Taxes, Kolkata
Income Tax Act,
1961 Income Tax demand 119.50 CIT (Appeal)
10. The Company does not have any accumulated losses as at the end of
the year and the Company has not incurred any cash losses during the
financial year covered by our audit and the immediately preceding
financial year.
11. In our opinion and on the information and explanations given by
the management, we are of the opinion that the company has not
defaulted in repayment of dues, if any, to financial institutions,
banks or debenture holders.
12. According to the information and explanations given and based on
documents and records produced to us, the Company has not granted loans
and advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. The Company is not a chit fund/ nidhi /mutual benefit fund/society
and therefore, the provisions of clause 4(xiii) of the Companies
(Auditor's Report) Order, 2003 are not applicable to the Company.
14. The Company is not in the business of trading or dealing in
shares. The Company has maintained proper records of transactions and
contracts in respect of investing in shares, securities, debentures and
other investments and timely entries have been made therein. Further
such securities have been held by the company in its' own name.
15. The Company has given guarantees for loans taken by others from
banks. In our opinion and according to the information and explanations
given to us the terms and conditions of these guarantees are
prima-facie not prejudicial to the interest of the company.
16. According to the information and explanations given to us the
company has not borrowed any amount as Term Loan during the year
accordingly, question of whether utilized of the purpose it was meant
doesn't arise.
17. In our opinion and according to the information and explanations
given to us and on an overall examination of the balance sheet of the
Company, we report that no funds raised on short-term basis have been
used long term investment. Further, no long term funds have been
borrowed by the company hence question of its' utilization for short
term purpose doesn't arise.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the Register maintained under Section
301 of the Companies Act, 1956, during the year and hence the question
of whether the price at which shares have been issued is prejudicial to
the interest of the Company does not arise.
19. The Company has not issued any debenture or bond hence paragraph 4
(xix) of the Order is not applicable.
20. The Company has not raised monies by public issues during the
year. Therefore, the provisions of clause 4(xx) of the Companies
(Auditor's Report) Order, 2003 is not applicable to the Company.
21. During the course of our examination of books of account carried
out in accordance with generally accepted auditing practices in India,
we have neither come across any incidence of fraud on or by the Company
neither have we been informed of such cases by the management.
For Jain Seth & Co.
Chartered Accountants
CA B. K. Agrawal
Partner
Dated: 30th May, 2014 Reg. No. 002096W
Place: Kolkata Membership No.53700
Mar 31, 2013
We have audited the accompanying financial statements of Mallcom
(India) Limited ("the Company"), which comprise of Balance Sheet as at
March 31, 2013, and the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
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 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.
An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of the accounting estimates made
by management, as well as evaluating the overall presentation of the
financial statements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:-
(a) in the case of Balance Sheet, of the state of affairs of the
Company as at March 31,2013;
(b) in the case of Profit and Loss Account, of the profit for the year
ended on that date;
(c) in the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
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 [and proper returns adequate for the purposes of our audit have
been received from branches not visited by us];
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; except
(AS)-15, Accounting for Retirement Benefit, which the company is yet to
introduce.
e. on the basis of written representations received from the directors
as on March 31, 2013, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2013, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Levy and Collection of cess on turnover or gross receipts
f. Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
ANNEXURE TO THE AUDITOR'S REPORT
(Referred to paragraph 3)
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 but there is a regular program of verification which in
our opinion is reasonable having regard to the size of the Company and
the nature of its assets. As informed, no material discrepancies were
noticed on such verification.
c) The Company has not disposed off substantial part of its fixed assets
during the year, which could affect the going concern status of the
Company.
2. a) The Inventory of the Company except for materials in transit and
lying with third parties have been physically verified by the Management
during the year. In our opinion, considering the nature and location of
the stock, the frequency of physical verification is reasonable.
b) According to the information and explanations given to us, the
procedure of the physical verification of inventories followed by the
Management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
c) In our opinion, the Company is maintaining proper records of
inventories. The discrepancies noticed on physical verification of
inventories by the Management as compared to book records were not
material and these have been properly dealt with in the books of
account.
3. According to the information and explanations given to us, the
Company has not granted unsecured loans to companies covered in the
Register maintained under Section 301 of the Companies Act, 1956. The
company has taken unsecured loans from companies covered in the
Register maintained under Section 301 of the Companies Act, 1956;
a) The Company has taken loan from three parties covered in the
aforesaid register. The amount involved (i.e. maximum amount
outstanding) during the year was Rs 3.48 Crores. Outstanding balance at
the year end was Rs. 2.08 Crores.
b) According to the information and explanations given to us, the rate
of interest and other terms and conditions in respect of unsecured
loans taken by the Company are not prima-facie prejudicial to the
interest of the Company.
4. In our opinion and according to the explanations given to us and
having regard to certain purchases and sales of special nature where
comparative quotations etc. are not available, the internal control
procedure for the purchase of inventory and fixed assets and for the
sale of goods, are commensurate with the size of the Company and nature
of its business. During the course of our audit we have not observed
any continuing failure in the internal control procedures.
5. According to the information and explanations provided by the
management, we are of the opinion that during the year there are no
transactions that need to be entered into the register maintained under
section 301 of the Companies Act, 1956. Having regard to the same, sub
clause (a) and (b) of clause V of the order as aforesaid is not
applicable.
6. According to the information and explanations given to us, the
company has not accepted any deposit from public. Hence, the provisions
of Section 58A and 58AA of the Companies Act, 1956, Companies
(Acceptance of Deposit) Rules, 1975 and directives issued by Reserve
Bank of India in this respect, are not applicable.
7. In our opinion, the company has an internal audit system
commensurate with its size and nature of its business.
8. According to the information and explanations given to us and on
the basis of records produced before us, We are of the view that prima
facie the cost records prescribed by the Central Government under
section 209(1) (d) of the Companies Act, 1956 in respect of units where
it is applicable is maintained by the Company. However we are not
required to and have not carried out any detailed examination of such
accounts and records.
9. a) According to information and explanations given
to us, the company is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund, Investor Education
Protection Fund, Employee's state Insurance, Income Tax, Sales Tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues with
the appropriate authorities during the year applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of statutory dues as aforesaid
were outstanding, as at 31st March, 2013 for a period of more than six
months from the date they became payable.
c) According to the information and explanations given to us by the
Management, the details of disputed dues of income tax, wealth tax,
sales tax, custom duty, excise duty and cess, if any, are given as
under:
Name of Statute Nature of Dues Disputed Forum where dispute
(Rs. in Lacs) Amount is pending
The West Bengal Sales Sales Tax 118.13 WBST Appellate &
Tax Act,1994 demand on local Revisional Board,
sales Commercial Taxes,
Kolkata
10. The Company does not have any accumulated losses as at the end of
the year and the Company has not incurred any cash losses during the
financial year covered by our audit and the immediately preceding
financial year.
11. In our opinion and on the information and explanations given by
the management, we are of the opinion that the company has not
defaulted in repayment of dues, if any, to financial institutions,
banks or debenture holders.
12. According to the information and explanations given and based on
documents and records produced to us, the Company has not granted loans
and advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. The Company is not a chit fund/nidhi/mutual benefit fund/society
and therefore, the provisions of clause 4(xiii) of the Companies
(Auditor's Report) Order, 2003 are not applicable to the Company.
14. The Company is not in the business of trading or dealing in
shares. The Company has maintained proper records of transactions and
contracts in respect of investing in shares, securities, debentures and
other investments and timely entries have been made therein. Further
such securities have been held by the company in it's own name.
15. The Company has given guarantees for loans taken by others from
banks. In our opinion and according to the information and explanations
given to us the terms and conditions of these guarantees are
prima-facie not prejudicial to the interest of the company.
16. According to the information and explanations given to us the
company has not borrowed any amount as Term Loan during the year
accordingly, question of whether utilized of the purpose it was meant
doesn't arise.
17. In our opinion and according to the information and explanations
given to us and on an overall examination of the balance sheet of the
Company, we report that no funds raised on short-term basis have been
used long term investment. Further, no long term funds have been
borrowed by the company hence question of it's utilization for short
term purpose doesn't arise.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the Register maintained under Section
301 of the Companies Act, 1956, during the year and hence the question
of whether the price at which shares have been issued is prejudicial to
the interest of the Company does not arise.
19. The Company has not issued any debenture or bond hence paragraph 4
(xix) of the Order is not applicable.
20. The Company has not raised monies by public issues during the year.
Therefore, the provisions of clause 4(xx) of the Companies (Auditor's
Report) Order, 2003 is not applicable to the Company.
21. During the course of our examination of books of account carried
out in accordance with generally accepted auditing practices in India,
we have neither come across any incidence of fraud on or by the Company
neither have we been informed of such cases by the management.
For Jain Seth & Co.
Chartered Accountants
CA B. K. Agrawal
Partner
Dated: 22nd June, 2013 Reg. No. 002096W
Place: Kolkata Membership No.53700
Mar 31, 2012
We have audited the attached Balance Sheet of Mallcom (India) Ltd as on
31st March, 2012 and also the Profit and Loss Account and Cash Flow
Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the management. Our
responsibility is to express an opinion on these financial statements
based on our audit.
We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by Management, as well as evaluating the overall financial
presentation. We believe that our audit provides a reasonable basis for
our opinion.
1. As required by the Companies (Auditors Report) Order, 2003 issued by
the Central Government of India in terms of sub-section (4A) of section
227 of the Companies Act, 1956 we enclose in the Annexure a Statement
on the matters specified in Paragraph 4 and 5 of the said order.
2. 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 purpose of our
audit:
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as it appears from our examination of such
books;
c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account as
submitted to us;
d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section 3(C) of Section 211 of the
Companies Act, 1956; except (AS)-15. Accounting for Retirement Benefit,
which the company is yet to introduce.
e) On the basis of the written representations received from the
directors, and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2012 from being appointed
as a director in terms of clause (g) of sub-section (1) of section 274
of the Companies Act, 1956;
f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts, read together with the
notes as given in Schedule 19 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 Profit and Loss Account, of the profit for the
year ended on that date; and
iii) In the case of the Cash Flow Statement, of the Cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITOR'S REPORT
(Referred to paragraph 3)
1. a) The Company has maintained proper records showing full particulars
including quantitative details and situation of its fixed.
b) All Fixed Assets have not been physically verified by the management
during the year but there is a regular program of verification which in
our opinion is reasonable having regard to the size of the Company and
the nature of its assets. As informed, no material discrepancies were
noticed on such verification.
c) The Company has not disposed off substantial part of its fixed
assets during the year, which could affect the going concern status of
the Company.
2. a) According to the information and explanations given to us, the
procedure of the physical verification of inventories followed by the
Management is reasonable and adequate in relation to the size of the
Company and nature of its business.
b) On the basis of our examination of the records of inventory and
according to the information and explanations given to us, we are of
the opinion that the Company is maintaining proper records of
inventories. The discrepancies noticed on verification of inventories
by the Management as compared to book records were not material and
these have been properly dealt with in the books of account.
c) The inventory of the Company except for materials in transit and
lying with third parties have been physically verified by the
Management during the year at reasonable intervals,
3. According to the information and explanations given to us, the
Company has not granted unsecured loans to companies covered in the
Register maintained under Section 301 of the Companies Act, 1956. The
company has taken unsecured loans from companies covered in the
Register maintained under Section 301 of the Companies Act, 1956;
a) The Company has taken loan from three parties covered in the
aforesaid register. The amount involved (i.e. maximum amount
outstanding) during the year was Rs 3.15 Crores. Outstanding balance at
the year end was Rs. 1.82 Crores.
b) According to the information and explanations given to us, the rate
of interest and other terms and conditions in respect of unsecured
loans taken by the Company are not prima-facie prejudicial to the
interest of the Company.
4. In our opinion and according to the explanations given to us and
having regard to certain purchases and sales of special nature where
comparative quotations etc. are not available, the internal control
procedure for the purchase of inventory and fixed assets and for the
sale of goods, are commensurate with the size of the Company and nature
of its business. During the course of our audit we have not observed
any major weaknesses in the internal control.
5. According to the information and explanations provided by the
management, we are of the opinion that during the year there are no
transactions that need to be entered into the register maintained under
section 301 of the Companies Act, 1956. Having regard to the same,
clause 4(v)(b) of the order as aforesaid is not applicable.
6. According to the information and explanations given to us, the
company has not accepted any deposit from public. Hence, the
provisions of Section 58A and 58AA of the Companies Act, 1956,
Companies (Acceptance of Deposit) Rules, 1975 and directives issued by
Reserve Bank of India in this respect, are not applicable.
7. In our opinion, the company has an internal audit system
commensurate with its size and nature of its business.
8. According to the information and explanations given to us and on the
basis of records produced before us, We are of the view that prima
facie the cost records prescribed by the Central Government under
section 209(1) (d) of the Companies Act, 1956 in respect of units where
it is applicable is maintained by the Company. However we are not
required to and have not carried out any detailed examination of such
accounts and records.
9. a) According to information and explanations given to us,
the company is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund, Investor Education
Protection Fund, Employee's state Insurance, Income Tax, Sales Tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other statutory dues
with the appropriate authorities during the year applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of statutory dues as aforesaid
were outstanding, 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 by the
Management, the details of disputed dues of income tax, wealth tax,
sales tax, custom duty, excise duty and cess, if any, are given as
under:
Name of Statute Nature of Dues Disputed Forum where
Amount dispute is pending
(Rs. in
Lakh)
The West Bengal Sales Tax 73.08 WBST Appellate &
Sales Revisional demand Commercial Taxes,
Board on local sales Kolkata
Tax Act,1994
10. The Company does not have any accumulated losses as at the end of
the year and the Company has not incurred any cash losses during the
financial year covered by our audit and the immediately preceding
financial year.
11. In our opinion and on the information and explanations given by the
management, we are of the opinion that the company has not defaulted in
repayment of dues, if any, to financial institutions, banks or
debenture holders.
12. According to the information and explanations given and based on
documents and records produced to us, the Company has not granted loans
and advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. The Company is a manufacturing company and therefore, the
provisions of clause 4(xiii) of the Companies (Auditor's Report) Order,
2003 are not applicable to the Company.
14. The Company is not in the business of trading or dealing in Shares.
The Company has maintained proper records of transactions and contracts
in respect of shares, securities, debentures and other investments and
timely entries have been made therein. Further such securities have
been held by the company in it's own name.
15. The Company has given guarantees for loans taken by others from
banks. In our opinion and according to the information and explanations
given to us the terms and conditions of these guarantees are
prima-facie not prejudicial to the interest of the company.
16. According to the information and explanations given to us the
company has not borrowed any amount as Term Loan during the year
accordingly, question of whether utilized of the purpose it was meant
doesn't arise.
17. In our opinion and according to the information and explanations
given to us and on an overall examination of the balance sheet of the
Company, we report that no funds raised on short-term basis have been
used long term investment. Further, no long term funds have been
borrowed by the company hence question of it's utilization for short
term purpose doesn't arise.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the Register maintained under Section
301 of the Companies Act, 1956, during the year and hence the question
of whether the price at which shares have been issued is prejudicial to
the interest of the Company does not arise.
19. The Company has not issued any debenture or bond hence paragraph 4
(xix) of the Order is not applicable.
20. The Company has not raised monies by public issues during the year.
Therefore, the provisions of clause 4(xx) of the Companies (Auditor's
Report) Order, 2003 is not applicable to the Company.
21. During the course of our examination of books of account carried
out in accordance with generally accepted auditing practices in India,
we have neither come across any incidence of fraud on or by the Company
neither have we been informed of such cases by the management.
For Jain Seth & Co.
Chartered Accountants
CA. B. K. Agrawal
Partner
Date: May 30, 2012 Reg. No. 002069W
Place: Kolkata (Membership No.53700)