Auditor Report of Marsons Ltd.
Mar 31, 2023
MARSONS LIMITED
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the standalone financial statements of Marsons Limited (hereinafter referred to as âthe Companyâ), which comprise the Standalone Balance Sheet as at 31st March 2023, and the Standalone Statement of Profit and Loss (including other comprehensive income), Standalone Statement of Changes in Equity and Standalone 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 Indian Accounting Standards prescribed under section 133 of the Act read with the companies (Indian Accounting Standards) Rules, 2015, as amended, (âInd ASâ) and otheraccounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2023, and its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (âSAâs) specified under Section 143(10) of the Act. Our responsibilities under those Standards 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 (âICAIâ) 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 ICAIâs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements.
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.
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The key audit matters |
How our audit addressed the key audit matter |
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Going Concern |
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The COC in its meeting dated 19/12/2021 considered the order given by the Honâble NCLAT and this Adjudicating Authority. To ensure the interest of all the stakeholders including the Operational Creditors the COC have noted the Provisions of Section 30(2) of the code and decided to pay a additional sum of Rs.15,00,000/- (Rupees Fifteen Lakh only) to the Operational Creditors. |
Based on the Order Pronounced on 25/01/2022 the Operational Creditors were paid Rs.15,00,000/- (Rupees Fifteen Lakh only) within 30 days of the order passed, The payment was made by the member of our company M/s Yashodha Inn Private Limited |
In our opinion and according to the information and explanation given to us, the Company has settled all outstanding liabilities along with interest to Indian Bank, dues as per NCLT order dated 09.05.2019..
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 financial statements and our auditorsâ report thereon. The Companyâs annual report is expected to be made available to us after the date of this auditorâs report.
Our opinion on the standalone financial statements does not cover the other information and we will 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 identified above when it becomes available 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.
When we read the Companyâs annual report,If we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable under the relevant laws & regulations.
Managementâs and Board of Directorsâ Responsibility for the Standalone Financial Statements
The Company''s management and Board of Directors are 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 state of affairs, profit / loss (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) 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, the 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. 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 the Management and Board of Directors.
⢠Conclude on the appropriateness of Management and Board of Directorâs use of the going concern
basis of accounting in preparation of standalone financial statements 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 auditors'' 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, 2020 (âthe Orderâ) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the 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, 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows 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 Ind AS specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on 31st March 2023 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2023 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ
(B) With respect to the other matter to be included in the Auditorsâ Report in accordance with Rule 11 of the companies (Audit and Auditorâs) Rules 2014, in our opinion and to the best of our information and according to the explanations given to us:
(a) The Company has disclosed the impact of pending litigation as at 31st March 2023 on its financial position in its Standalone Financial Statements.
(b) The Company did not have any Long Term Contracts including derivative contracts for which there were any material foreseeable losses.
(c) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
(d) (i) The management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other persons or entities, including foreign entities (âintermediariesâ), with the understanding, whether recorded in writing or otherwise, that the intermediary shall:
⢠Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever (âUltimate Beneficiariesâ) by or on behalf of the company or
⢠Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.
(ii) The management has represented that, to the best of its knowledge and belief, no funds have been received by the company from any persons or entities, including foreign entities (âFunding Partiesâ), with the understanding whether recorded in writing or otherwise, that the company shall:
⢠Directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever (âUltimate Beneficiariesâ) by or on behalf of the funding party or
⢠Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries: and
(iii) Based on such audit procedures as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (d) (i) and (d) (ii) contain any material mis-statement.
(C) With respect to the matter to be included in the Auditorâs Report under section 197(16) of the Act:
In our opinion and according to the information and explanations given to us, there has been no remuneration paid by the Company to its directors during the current year so provisions of Section 197 of the Act is not applicable, so no remuneration in excess of the limit laid down under Section 197 of the Act have been paid. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.
For MAHENDRA SUBHASH & CO Chartered Accountants
(CA. MAHENDRA K AGARWAL)
Proprietor
Membership No.058728 UDIN:23058728BGQJLH1271 Date: 30.05.2023
Mar 31, 2021
MARSONS LIMITEDReport on the Audit of the Standalone Financial Statements Opinion
We have audited the standalone financial statements of Marsons Limited (âthe Companyâ), which comprise the Balance Sheet as at 31st March 2021, 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 Indian Accounting Standards prescribed under section 133 of the Act read with the companies (Indian Accounting Standards) Rules, 2015, as amended, (âInd ASâ) and otheraccounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2021, and its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (âSAâs) specified under Section 143(10) of the Act. Our responsibilities under those Standards 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 (âICAIâ) 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 ICAIâs Code of Ethics. 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.
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.
As per Binding Resolution Plan dated 09.05.2019 approved by the Honorable NCLT Kolkata the Secured Financial Creditors amounting to Rs.34.00 crores of which payment has been made amounting to Rs.12.001 crores till 31.03.2021.
As per Binding Resolution Plan dated 09.05.2019 approved by the Honorable NCLT Kolkata the Secured Workmen & Employees due amounting to Rs.0.95 crores of which payment has been made amounting to Rs.0.93 crores till 31.03.2021.
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 Company''s management and Board of Directors are 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 state of affairs, profit / loss (including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) 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.
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 auditors'' 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.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or inaggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.
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. 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 (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 books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on 31st March 2021 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2021 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ
(g) With respect to the matter to be included in the Auditorsâ Report in accordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and according to the information and explanations given to us, there has been no remuneration paid by the Company to its directors during the current year so provisions of Section 197 of the Act is not applicable, so no remuneration in excess of the limit laid down under Section 197 of the Act have been paid. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.
(h) 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 no pending litigations which impacts its financial position in its standalone financial statements as at 31st March 2021;
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
iii. The Company has transferred the unpaid Dividend amount for Financial Year 201011 & 2011-12 lying in the Bank for 7 years or more to the Investor Education and Protection Fund and has transferred the shares as per the applicable laws to the Investor Education and Protection Authority.
For MAHENDRA SUBHASH & CO Chartered Accountants
(CA. MAHENDRA K AGARWAL)
Proprietor
Jun 30, 2015
We have audited the accompanying financial statements of MARSONS
LIMITED ('the Company'), which comprise the balance sheet as at 30th
June 2015, the statement of profit and loss and the 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
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 and presentation of these financial statements that
give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility
also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
- Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statements.
- Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 30th June 2015 and its profit and its 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, 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 the paragraph 3 and 4 of the
Order, to the extent applicable.
2) As required by Section 143 (3) of the Act, we report that:
(a) we have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit, subject to i)Confirmations not available in
respect in respect of balance in sundry debtors, in respect of certain
unsecured loan creditors, of major parties and outstanding in trade
payable, ii) Inventory stock sheet taken as certified by the management
and iii)Market value of quoted share held as investments not stated and
as such the extent of diminution in value of investment not ascertained
and not reportable/ accounted though the market value of 4250000 equity
shares of Advance Powerinfra Tech Limited, as per quoted rate of
30.06.2015 being Rs,. 2.37 per share on the basis of which market value
being Rs,. 100.73 lacs only, as against cost of Rs,. 976.21 lacs,
thereby prima facie the diminution being Rs,. 875.48 lacs not
considered and on account of ambiguity the overall impact of all these
observations on the profits if any could not be reported as not
ascertainable;
(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 standalone financial statements
comply with the Accounting Standards specified under Section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;
(e) on the basis of the written representations received from the
directors as on 30th June 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 30th June 2015
from being appointed as a director in terms of Section 164 (2) of the
Act; and
(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.
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.
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
( Referred to in paragraph 5 under " Report on Other Legal and
Regulatory" section of the Independent Auditors' Report to the members
of MARSONS LIMITED on the financial statements for the year ended on
30th June 2015, we report that:
(i) In respect of Fixed Assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) The fixed assets were physically verified during the year by the
Management in accordance with a regular programme of verification, in
our opinion, provides for the physical verification of all the fixed
assets at reasonable intervals. According to the information and
explanation given to us, no material discrepancies were noticed on such
verification.
(ii) In respect of Inventory:
(a) As explained to us, the inventories were physically verified during
the year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the Management were 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 has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(d) The Company is a service company, primarily rendering software
services. Accordingly, it does not hold any physical inventories. Thus,
paragraph 3(ii) of the Order is not applicable.
(iii) In respect of Unsecured Loan:
The Company has not granted any loans, secured or unsecured to
companies, firms or other parties cover in the register maintained
under section 189 of the Companies Act, 2013.
(iv) Internal Controls
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 and
services. We have neither come across nor we have been informed of any
continuing failure to correct major weakness in the internal control.
(v) Acceptance of Deposits
The Company has not accepted any deposit from the public within the
meaning of section 73 to section 76 of the act and the rules made there
under during the period under audit.
(vi) Costing Records
We have broadly reviewed the cost records maintained by the company
under the maintenance of cost records rules specified by the Central
Government under sub section (1) of section 148 of the Act, as we are
of the opinion that, prime facie, the prescribed cost records have been
made and maintained.
(vii) Statutory Dues
a) The Company is regular in depositing undisputed statutory dues
including provident fund, employees' statement insurance, income tax,
sales tax, service tax, duty of customs, duty of excise and any other
statutory dues with appropriate authorities.
b) According to the information and explanation given to us and as per
the records of the Company examined by us, the details of income tax,
sales tax and duty of excise etc. no court deposited on account of
dispute are as under:
Nature of Amount
Name of the Statute Dues Period to (Rs. In
which it Lakhs)
relates Forum where
dispute is
pending
A.Y. -
2008-09 394.28 Appeal Level
A.Y. -
2009-10 228.33 Appeal Level
Income Tax Act, Income Tax A.Y. -
2010-11 4.57 Appeal Level
1961
A.Y. -
2011-12 911.04 Appeal Level
A.Y. -
2012-13 77.27 Appeal Level
Central
Excise
Act, 1944 F.Y. -
2011-12 1131.44 High Court
Excise
Duty F.Y. -
2012-13 1.19 Appeal Level
F.Y.
2005-06 62.61 Appeal Level
F.Y.
2006-07 67.49 Appeal Level
F.Y.
2007-08 Appeal Level
West Bengal
Value F.Y.
2008-09 118.85 Appeal Level
Added Tax
Rules, VAT
2005 F.Y.
2009-10 279.01 Appeal Level
F.Y.
2010-11 445.75 Appeal Level
F.Y.
2011-12 34.57 Appeal Level
F.Y.
2005-06 63.50 Appeal Level
F.Y.
2006-07 151.69 Appeal Level
F.Y.
2007-08 Appeal Level
Central
Sales Tax F.Y.
2008-09 94.58 Appeal Level
(West Bengal)
Rules, CST
1958 F.Y.
2009-10 234.46 Appeal Level
F.Y.
2010-11 396.98 Appeal Level
F.Y.
2011-12 6.68 Appeal Level
(viii) Cash Losses
The Company has no accumulated losses at the end of the financial year
and it has not incurred cash losses in this financial year and in the
immediately preceding financial year.
(ix) Default in Repayment
In our opinion and according to the information and explanation given
to us, the Company has not defaulted in repayment of dues to bank. The
Company has not issued any debenture.
x) Application for term loan
The Company has not obtained any term loan during the financial year.
xi) Fraud
During the course of our examination of the books of the Company
carried out in accordance with the generally accepted auditing practice
in India, and according to the information and explanations given to us
we have neither come across to any material fraud on or by the Company
nor we are informed of any such cases by the management.
96/1B, Garpar Road for K. M. Roy
Kolkata  700 009 Chartered Accountant
Membership number: 053720
Dated the 29th day of August, 2015
Mar 31, 2014
We have audited the accompanying financial statements of Marsons
Limited which comprise the Balance Sheet as at 31st March, 2014, the
Statement of Profit & Loss Account and the Cash Flow Statement for the
period from 1st July, 2013 to 31st March, 2014, and a summary of
significant accounting policies and others 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 notified under the Companies Act, 1956 ("the
Act") read with the General Circular 15/2013 dated 13th September, 2013
of the Ministry of Corporate Affairs in respect of section 133 of 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.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on our 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, we considered
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 Company''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 in 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 Act in the manner so required and give a true and fair view
in conformity with the accounting principles generally accepted in
India, subject to matters as referred to in the report on other legal
and regulatory requirements hereinafter:
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 period from 1st July, 2013 to 31st March, 2014; and
c) in the case of the Cash Flow Statement, of the cash flows for the
the period from 1st July, 2013 to 31st March, 2014;
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 of India in terms
of sub-section (4A) of Section 227 of the Act, we give the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit, subject to i) confirmations not available in respect of balances
in sundry debtors, in respect of certain unsecured loan creditors, of
major parties and outstanding in trade payables as well as of certain
advances given and lying unadjusted; ii) sales tax account with credit
balance of R. 26.35 lacs yet to be reconciled; iii) inventory stock
sheets being not made available and taken as certified by the
management and iv) market value of quoted shares held as investments
not stated and such the extent of diminution in value of investments
not ascertained and not reportable/ accounted though the market value
of 4250000 equity shares of Advance Powerinfra Tech Ltd. as per quoted
rate of 31.03.2014 being R 2.54 per share on the basis of which market
value being R 107.95 lacs only, as against cost of R 976.21 lacs,
thereby prima facie the diminution being R 868.26 lacs not considered
and on account of ambiguity the overall impact of all these
observations on the profits if any could not be reported as not
ascertainable;
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 subject to observations given in para (a) above;.
c) The Balance Sheet and the Statement of Profit & Loss 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 notified under
the Companies Act, 1956 ("the Act") read with the General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs
in respect of section 133 of the Companies Act, 2013 subject to
provision for gratuity for the year not made amount unascertainable;
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
1. a) The Company is yet to update proper record showing full
particulars including quantitative details and location of the Fixed
Assets.
b) We are informed that there is a regular program of physical
verification, which in our opinion is reasonable, having regard to the
size of the Company and the nature of fixed assets. No material
discrepancies have been noticed in respect of the assets physically
verified during the year.
c) The Company has not disposed off substantial part of fixed assets
during the year.
2. a) Inventories have been physically verified during the year by the
management as per information and explanations available, through such
sheets were not made available for our verification.
b) The procedures of physical verification of stocks followed by the
management appear to be adequate in relation to the size of the Company
and the nature of its business, subject to observation in para (a)
c) The Company is maintaining proper records of inventory, subject to
as reported above. The discrepancies noticed on verification between
the physical stocks and book records are stated to be not material and
have been properly dealt with in the books of account.
3. a) The Company has not taken loans from any parties covered in the
register maintained u/s 301 of the Companies Act, 1956.
b) The company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956.
4. In our opinion, and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness was noticed in the
internal control system.
5 a) According to the information and explanations given to us,
contracts or arrangements that need to be entered into the register
maintained in pursuance of Section 301 of the Companies Act, 1956 have
been so entered.
b) The transactions made in pursuance of such contracts or arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time
6 In respect of deposits accepted deposit from the public, the
provisions of Section 58A and 58AA of the Co''s Act and the rules framed
there under have been complied with.
7 In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
8 On the basis of record produced, We are of the opinion that, prima
facie, the cost records and accounts prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956 have
been maintained by the Company. However, we are not required to carry
out and have not carried out any detailed examination of such accounts
and records.
9 a) According to the information and explanations given to us and the
records examined by us, the Company is generally regular in depositing
undisputed statutory dues including Provident Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Excise Duty, cess and
other statutory dues with the appropriate authorities and there are no
undisputed statutory dues outstanding as at 31st March, 2014. For a
period of more than six months from the date they became payable.
b) According to the records of the Company, the following dues are not
deposited on account of disputes pending under Income Tax Act barring
other forums for which no information has been received:
Name of the Nature of Amount (R Year to which Forum where
Status dues in Lacs) amount relates dispute is
pending
Income Tax Income Tax 394.28 2007-08 Appeal Level
Act
386.69 2009-10 Appeal Level
911.04 2010-11 Appeal Level
TOTAL 1692.01
10 The Company has not incurred cash loss in the current year and in
the immediately preceding financial year and there are no accumulated
losses in the balance sheet as on 31st March, 2014.
11 Based on the information and explanations given to us, the Company
has not defaulted during the year in repayment of dues to any financial
institutions or banks except for some dues with the bank.
12 Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13 As the Company is not a chit fund, nidhi, mutual benefit fund or
society the provisions of clause 4(xiii) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the Company.
14. As the Company is not dealing or trading in shares, securities,
debentures and other investments, the provisions of clause 4(xiv) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
15. According to the information and explanations received, the
Company has not given any guarantees for loans taken by others from
bank or financial institutions.
16. According to the information and explanations received, the term
loans were applied for the purpose for which the loans were obtained.
17. Based on our examination of the records and according to the
information and explanations received, the Company has not applied
short term borrowings for long term use.
18. The company has not issued or allotted any preference shares
during the year.
19. The company has not issued any debentures during the year.
20. The Company has not raised any money by way of public issue during
the year
21. As per the information and explanation given to us, no fraud on or
by the Company has been noticed during the year.
P-21/22, Radhabazar Street For K. K. Jain & Co.
Kolkata  700 001 Chartered Accountants
Reg. No.302022E
(CA. P.K. Jain)
Dated the 30th day of May, 2014 Partner  M. No.: 52018
Jun 30, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of Marsons
Limited which comprise the Balance Sheet as at 30th June, 2013, the
Statement of Profit & Loss Account and the Cash Flow Statement for the
year ended on that date, and a summary of significant accounting
policies and others 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 ActÂ). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards require that we comply ethical requirements and plan
and perform the audit to obtain reasonable assurance about whether the
financial statements are free 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 our 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, we considered
internal control relevant to the Company''s presentation and fair
presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstance. 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 in 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 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 30th June, 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
OrderÂ), as amended issued by the Central Government of India in terms
of sub-section (4A) of Section 227 of the Act, we give the Annexure a
statement on the matters specified in 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 purposes of our
audit, subject to i) confirmations not available in respect of balances
in sundry debtors, major parties in trade payables, certain advances
given and lying unadjusted as well as break up of debtors taken as
certified by the management for which details were not made available
and as such could not be verified by us; ii) inventory stock sheets
being not made available and taken as certified by the management and
iii) market value of quoted shares held as investments not stated and
such the extent of diminution in value of investments not ascertained
and not reportable/ accounted though the market value of 4250000 equity
shares of Advance Powerinfra Tech Ltd. As per latest quoted rate of
2.7.2013 being R 2.34 per share on the basis of which market value
being R 99.45 lacs only, as against cost of R 976.21 lacs, thereby
prima facie the diminution being R. 877.76 lacs not considered and on
account of ambiguity the overall impact of all these observations on
the profits if any could not be reported as not ascertainable;
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 such
books subject to observations given in para (a) above;.
c) The Balance Sheet and the Statement of Profit & Loss dealt with by
this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet and the Statement of Profit and
Loss comply with the Accounting Standards referred to in sub-section
(3C) of Section 211 of the Companies Act, 1956, subject to provision
for gratuity for the year not made amount unascertainable;
e) On the basis of representations received from the directors as on
30th June, 2013, and taken on record by the Board of Directors, none of
the directors is disqualified as on 30th June, 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
1. a) The Company is yet to update proper record showing full
particulars including quantitative details and location of the Fixed
Assets.
b) We are informed that there is a regular program of physical
verification, which in our opinion is reasonable, having regard to the
size of the Company and the nature of fixed assets. No material
discrepancies have been noticed in respect of the assets physically
verified during the year.
c) The Company has not disposed off substantial part of fixed assets
during the year.
2. a) Inventories have been physically verified during the year by the
management as per information and explanations available, through such
sheets were not made available for our verification.
b) The procedures of physical verification of stocks followed by the
management appear to be adequate in relation to the size of the Company
and the nature of its business, subject to observation in para (a)
c) The Company is maintaining proper records of inventory, subject to
as reported above. The discrepancies noticed on verification between
the physical stocks and book records are stated to be not material and
have been properly dealt with in the books of account.
3. a) The Company has not taken loans from any parties covered in the
register maintained u/s 301 of the Companies Act, 1956.
b) The company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956.
4. In our opinion, and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness was noticed in the
internal control system.
5 a) According to the information and explanations given to us,
contracts or arrangements that need to be entered into the register
maintained in pursuance of Section 301 of the Companies Act, 1956 have
been so entered.
b) The transactions made in pursuance of such contracts or arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time
6 In respect of deposits accepted deposit from the public, the
provisions of Section 58A and 58AA of the Co''s Act and the rules framed
there under have been complied with.
7 In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
8 On the basis of record produced, We are of the opinion that, prima
facie, the cost records and accounts prescribed by the Central
Government under section 209 (1) (d) of the Companies Act, 1956 have
been maintained by the Company. However, we are not required to carry
out and have not carried out any detailed examination of such accounts
and records.
9 a) According to the information and explanations given to us and the
records examined by us, the Company is generally regular in depositing
undisputed statutory dues including Provident Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Excise Duty, cess and
other statutory dues with the appropriate authorities and there are no
undisputed statutory dues outstanding as at 30th June, 2013. For a
period of more than six months from the date they became payable.
b) According to the records of the Company, the following dues are not
deposited on account of disputes pending at various forums
10 The Company has not incurred cash loss in the current year and in
the immediately preceding financial year and there are no accumulated
losses in the balance sheet as on 30th June, 2013.
11 Based on the information and explanations given to us, the Company
has not defaulted during the year in repayment of dues to any financial
institutions or banks except for some dues with the bank.
12 Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13 As the Company is not a chit fund, nidhi, mutual benefit fund or
society the provisions of clause 4(xiii) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the Company.
14. As the Company is not dealing or trading in shares, securities,
debentures and other investments, the provisions of clause 4(xiv) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
15. According to the information and explanations received, the
Company has not given any guarantees for loans taken by others from
bank or financial institutions.
16. According to the information and explanations received, the term
loans were applied for the purpose for which the loans were obtained.
17. Based on our examination of the records and according to the
information and explanations received, the Company has not applied
short term borrowings for long term use.
18. The company has not issued or allotted any preference shares
during the year.
19. The company has not issued any debentures during the year.
20. The Company has not raised any money by way of public issue during
the year
21. As per the information and explanation given to us, no fraud on or
by the Company has been noticed during the year.
For K. K. Jain & Co.
P-21/22, Radhabazar Street Chartered Accountants
Kolkata  700 001 Reg. No.302022E
(CA. P. K. Jain)
Dated the 29th day of August, 2013 Partner  M. No.: 52018
Mar 31, 2011
We have audited the attached Balance Sheet of Marsons Limited as at
31st March, 2011 and the related Profit & 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.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on 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.
1. As required by the Companies (Auditor's Report) Order, 2003, as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004,
issued by the Central Government of India in terms of sub-section (4A)
of Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the said
order to the extent applicable.
2. Further to our comments in the Annexure referred to in Paragraph 1
above, we state 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 such
books.
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
referred to in this report are in agreement with the books of account.
d) In our opinion, the Profit & Loss Account, Balance Sheet and Cash
Flow Statement of the Company comply with the Accounting Standards
referred to in sub-section 3C of Section 211 of the Companies Act,
1956, subject to non-provision of gratuity liability of 3214125
(previous year 3054734) as at close of the year per note no.4 of
Schedule L of Notes on Accounts.
e) On the basis of representations received from the directors of the
company, we report that no director is disqualified from being
appointed as a director of the company under clause (g) of sub-section
(1) of section 274 of the Companies Act, 1956 and
f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read in conjunction
with Schedules A to L and subject to un-provided liability and
depreciation as mentioned in para d above, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view :
i. In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011.
ii. In the case of the Profit & Loss Account, of the profit of the
Company for the year ended on that date.
iii. In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Annexure
1. a) The Company has maintained proper records showing full
particulars including quantitative details and location of the
Fixed Assets.
b) There is a regular program of physical verification, which in our
opinion is reasonable, having regard to the size of the Company and the
nature of fixed assets. No material discrepancies have been noticed in
respect of the assets physically verified during the year.
c) The Company has not disposed off substantial part of fixed assets
during the year.
2. a) Inventories have been physically verified during the year by the
management. In our opinion, the frequency of verification is reasonable.
b) The procedures of physical verification of stocks followed by the
management are adequate in relation to the size of the Company and the
nature of its business.
c) The Company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
book records were not material and have been properly dealt with in the
books of account.
3. a) The Company has not taken loans from any parties covered in the
register maintained u/s 301 of the Companies Act, 1956.
b) The company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956.
4. In our opinion, and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness was noticed in the
internal control system.
5 a) According to the information and explanations given to us,
contracts or arrangements that need to be entered into the register
maintained in pursuance of section 301 of the Companies Act, 1956 have
been so entered.
b) The transactions made in pursuance of such contracts or arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time
6 The Company has not accepted deposit from the public to which the
provisions of Section 58A and 58AA of the CoÃs Act and the rules framed
there under apply.
7 In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
8 We are informed that the Central Government has not prescribed
maintenance of cost records under Section 209(1)(d) of the Companies
Act, 1956.
9 a) According to the information and explanations given to us and the
records examined by us, the Company is generally regular in depositing
undisputed statutory dues including Provident Fund, Employees' State
Insurance, Income Tax, Sales Tax, Service Tax, Excise Duty, cess
and other statutory dues with the appropriate authorities and there
are no undisputed statutory dues outstanding as at 31st March, 2011.
For a period of more than six months from the date they became payable.
b) According to the records of the Company, the following dues are not
deposited on account of disputes pending at various forums.
Name of the Nature of dues Amount Year to which Forum where
Statute amount relates dispute is
pending
(in Lac)
Income Tax Income Tax 04.16 2002-03 ITAT
Act [Appeals]
Income Tax Income Tax 06.69 2004-05 ITAT
Act [Appeals]
Income Tax Income Tax 14.25 2008-09 CIT(Appeal)
Total 25.10
10. The Company has not incurred cash loss in the current year and in
the immediately preceding financial year and there are no accumulated
losses in the balance sheet as on 31st March, 2011.
11. Based on the information and explanations given to us, the Company
has not defaulted during the year in repayment of dues to any financial
institutions or banks.
12. Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13. As the Company is not a chit fund, nidhi, mutual benefit fund or
society the provisions of clause 4(xiii) of the Companies (Auditor's
Report) Order, 2003 are not applicable to the Company.
14. As the Company is not dealing or trading in shares, securities,
debentures and other investments, the provisions of clause 4(xiv) of
the Companies (AuditorÃs Report) Order, 2003 are not applicable to
the Company.
15. According to the information and explanations received, the
Company has not given any guarantees for loans taken by others from
bank or financial institutions.
16. According to the information and explanations received, the term
loans were applied for the purpose for which the loans were obtained.
17. Based on our examination of the records and according to the
information and explanations received, the Company has not applied
short term borrowings for long term use.
18. The company has not issued or allotted shares on preferential
basis during the year.
19. The company has not issued any debentures during the year.
20. The Company has raised a sum of 5,00,00,000 during the year, by
way of issue of bonus shares by capitalization out of share premium and
general reserves of the company.
21. As per the information and explanation given to us, no fraud on or
by the Company has been noticed during the year.
For K. K. Jain & Co.
Chartered Accountants
(P. K. Jain)
Partner
M.No. 52018
P-21/22 Radhabazar Street
Kolkata - 700 001
Dated the 30th day of August, 2011
Mar 31, 2010
We have audited the attached Balance Sheet of Marsons Limited as at
31st March, 2010 and the related Profit & 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.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on 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.
1. As required by the Companies (Auditors Report) Order, 2003, as
amended by the Companies (Auditors Report) (Amendment) Order, 2004,
issued by the Central Government of India in terms of sub-section (4A)
of Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the said
order to the extent applicable.
2. Further to our comments in the Annexure referred to in Paragraph 1
above, we state that:
a) We have obtained all the informations 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 such
books.
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
referred to in this report are in agreement with the books of account.
d) In our opinion, the Profit & Loss Account, Balance Sheet and Cash
Flow Statement of the Company comply with the Accounting Standards
referred to in sub-section 3C of Section 211 of the Companies Act, 1956
subject to a) depreciation on wind power project not provided amounting
to Rs.2154102 (previous year Rs.2353077) for the year as well as
certain expenses mentioned in Schedule L of Notes being accounted for
on cash basis and b) non-provision of gratuity liability of Rs.3054734
(previous year Rs.2267310) as at close of ?he year per note no.4 of
Schedule L of Notes on Accounts.
e) On the basis of representations received from the directors of the
company, we report that no director is disqualified from being
appointed as a director of the company under clause (g) of sub-section
(1) of section 274 of the Companies Act, 1956 and
f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read in conjunction
with Schedules A to L and subject to un-provided liability and
depreciation as mentioned in para "d" above, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view :
i. In the case of the Balance Sheet, of the state of affairs of the
Company as at 31s1 March, 2010.
ii. In the case of the Profit & Loss Account, of the profit of the
Company for the year ended on that date.
iii. In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Annexure
1. a) The Company has maintained proper records showing full
particulars including quantitative details and location of the Fixed
Assets.
b) There is a regular program of physical verification, which in our
opinion is reasonable, having regard to the size of the Company and the
nature of fixed assets. No material discrepancies have been noticed in
respect of the assets physically verified during the year.
c) The Company has not disposed off substantial part of fixed assets
during the year.
2. a) Inventories have been physically verified during the year by the
management. In our opinion, the frequency of verification is
reasonable.
b) The procedures of physical verification of stocks followed by the
management are adequate in relation to the size of the Company and the
nature of its business.
c) The Company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
book records were not material and have been properly dealt with in the
books of account.
3. a) The Company has not taken loans from any parties covered in the
register maintained u/s 301 of the Companies Act, 1956.
b) The company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
u/s 301 of the Companies Act, 1956
4. In our opinion, and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, no major weakness was noticed in the
internal control system.
5 a) According to the information and explanations given to us,
contracts or arrangements that need to be entered into the register
maintained in pursuance of section 301 of the Companies Act, 1956 have
been so entered.
b) The transactions made in pursuance of such contracts or arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time
6 The Company has not accepted deposit from the public to which the
provisions of Section 58A and 58AA of the Cos Act and the rules framed
there under apply.
7 In our opinion, the Company has an internal audit system commensurate
with the size and nature of its business.
8 We are informed that the Central Government has not prescribed
maintenance of cost records under Section 209(1 )(d) of the Companies
Act, 1956.
9 a) According to the information and explanations given to us and the
records examined by us, the Company is generally regular in depositing
undisputed statutory dues including Provident Fund, Employees State
Insurance, Income Tax, Sales Tax, Service Tax, Excise Duty, cess and
other statutory dues with the. appropriate authorities and there are
no undisputed statutory dues outstanding as at 31s1 March, 2010 , for a
period of more than six months from the date they became payable.
b) According to the records of the Company, the following dues are not
deposited on account of disputes pending at various forums
Name of the Nature of dues Amount Year to
which Forum where
dispute is
Statute amount
relates pending
(Rs. in
Lacs}
Income Tax Act Income Tax 11.38 2002-03 ITAT [Appeals]
Income Tax Act Income Tax 14.03 2003-04 U/S. 154
Rectification
Income Tax Act Income Tax
15.59 2004-05 ITAT [Appeals]
Total 41.00
10 The Company has not incurred cash loss in the current year and in
the immediately preceding financial year and there are no accumulated
losses in the balance sheet as on 31$l March, 2010.
11 Based on the information and explanations given to us, the Company
has not defaulted during the year in repayment of dues to any financial
institutions or banks, except with one institution, matter pending in
court.
12 Based on our examination of the records and the information and
explanations given to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
13 As the Company is not a chit fund, nidhi, mutual benefit fund or
society the provisions of clause 4(xiii) of the Companies (Auditors
Report) Order, 2003 are not applicable to the Company.
14. As the Company is not dealing or trading in shares, securities,
debentures and other investments, the provisions of clause 4(xiv) of
the Companies (Auditors Report) Order, 2003 are not applicable to the
Company.
15. According to the information and explanations received, the
Company has not given any guarantees for loans taken by others from
bank or financial institutions.
16. According to the information and explanations received, the term
loans were applied for the purpose for which the loans were obtained.
17. Based on our examination of the records and according to the
information and explanations received, the Company has not applied
short term borrowings for long term use.
18. The company has issued and allotted 20,00,000 equity shares of Rs.
10/- each at an exercise price of Rs. 24 each on preferential basis,
during the year to meet for working capital requirement of the company
and to finance the expansion plans of the company to the following
investors are as follows:
S.No. Name Of Allottees No Of Shares Amount Received (Rs)
Allotted
1 Advance Power Technologies
Limited 10,00,000 2,40,00,000
2 Sargam Vincom Private Limited 2,50,000 60,00,000
3 Muskan Dealers Private Limited 2,50,000 60,00,000
4 Snowfall Commercial Private
Limited 2,50,000 60,00,000
5 Sanmukh Vincom Private Limited 2,50,000 60,00,000
19. The Company has not issued any debentures during the year.
20. The Company has not raised any money by way of public issue during
the year.
21. As per the information and explanation given to us, no fraud on or
by the Company has been noticed during the year.
P-21/22, Radhabazar Street For K.K.Jain & Co.
Kolkata - 700 001 Chartered Accountants
(P.K.Jain)
Dated the 27th day of May 2010 Partner - M. No.: 52018
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