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Auditor Report of Moongipa Securities Ltd.

Mar 31, 2015

Report on the financial statements

We have audited the accompanying financial statements of Moongipa Securities Limited ('the Company'), which comprise the balance sheet as at 31 March 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 o.i 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 statement.

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 31 March 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 Centtral 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.

(b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The balance sheet, the statement of profit and loss and the cash flow statement dealt with by this Report are In agreement with the books of account;

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; 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 does not have any pending litigations which would impact its financial position

ii. the Company did not have any long-term contracts including derivate contracts for which there were any material foreseeable losses.

iii. There were no remounts which were required to be transferred, to the Investor Education and Protection Fund by the Company.

Annexure to the Independent Auditors' Report

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

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

(b) The Company have a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years. In , accordance with this programme, certain fixed assets were ' verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.

(ii) The Company is engaged in trading of shares and

mutual funds. Accordingly, it does not hold any physical inventories. Thus, paragraph 3(ii) of the Order is not applicable.

(iii) (a) The company has not granted any loans or advances in the nature of loans to parties covered in the register maintained under section 189 of the Companies Act, 2013. Hence, the question of reporting whether the receipt of principal and interest are regular and, whether reasonable steps for recovery of over-dues of such loans are taken does not arise.

(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 with regard to purchase of fixed assets and sale of services. The activities of the Company do not involve purchase of inventory and the sale of goods. We have not observed any major weakness in the internal control system during the course of the audit.

(v) The Company has not accepted any deposits from the public.

(vi) The Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for any of the services rendered by the Company.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, sales tax, wealth tax, service tax, duty of customs, value added tax, cess and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of employees' state insurance and duty of excise.

(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund, income tax, sales tax, wealth tax;. service tax, duty of customs, value added tax, cess and other material statutory dues were in arrears as at 31 March 2015 for a period of more than six months from the date they became payable.

(c) According to the records of the company, there are no dues of sales tax/ income tax/value added tax/customs duty/ wealth-tax, excise duty/cess which have not been deposited on account of any dispute.

(viii) The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses in the financial year and in the immediately preceding financial year.

(ix) The Company did not have any outstanding dues to financial institutions, banks or debenture holders during the year.

(x) In our opinion and according to the information and the explanations given to us, the Company has not given any guarantee for loans taken by others from banks or financial institutions.

(xi) The Company did not have any term loans outstanding during the year.

(xii) According to the information and explanations given to us, no material fraud on or by the Company has been noticed or reported during the course of our audit.

For Saxena & Saxena

Chartered Accountants

(Firm Regn. No. 006103N)

Place: New Delhi DK Saxena

Dated: 30/05/2015 Partner

M. No. 082118


Mar 31, 2014

We have audited the accompanying financial Statements of MOONGIPA SECURITIES LIMITED which comprise Balance Sheet as at 31st March 2014 and Statement of Profit & Loss & Cash Flow Statement for the year ended and a summary of Significant Accounting Policies and other explanatory information

Management's responsibility for the financial statements

Management is responsible tor 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

In our opinion and to the best of our information and according to the explanations given to us,the financial statements gives the information required by the Companies 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 case of the Balance Sheet of the state of affairs of the company as at 31* March 2014,

(b) In case of the Statement of Profit & loss Account of the Profit of the Company for the year ended as on that date and

(c) In 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

(i) 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

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

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

(iv) In our opinion the Balance Sheet. Statement of Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of Companies Act 1956 except AS-15 on Employee Benefits as the company has provided the liability of gratuity on estimated basis in place of actuarial valuation

(v) On the basis of written representations received from the directors, as on 31" March, 2014, and taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31st March. 2014 from being appointed as a Director in terms of clause (g) of sub section (1) of section 274 of the Companies Act. 1956

Annexure to the Auditor's report of even date to the members of Moongipa Securities Limited on the financial statements for the year ended on 31st March, 2014.

Based on the audit procedures performed for the purpose of reporting a true 8 fair view on the financial statements of the company and taking into consideration the information and explanations given to us and the books of accounts and other records examined by us in the normal course of audit, we report that

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

(b) The fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of verification of fixed assets is reasonable having regard to the size of the Company and the nature of its assets

(c) As informed to us company has not disposed off any substantial fixed assets during the year Therefore, provisions of clause 4 (i) (c) are not applicable

ii. (a) The inventory has been physically verified by the management during the year

(b) In our opinion, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of company and nature of its business

(c) On the basis of our examination of the inventory records, in our opinion, the company is maintaining proper records of Inventory No discrepancies were noticed on physical verification as compared to book records.

iii (a) In our opinion and according to the information and explanations given to us. the company has neither granted nor taken any loans secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956 So, provisions of clauses 4(iii) (a) (b). (c). (d), (e). (f). (g) are not applicable

iv. In our opinion and according to the information and explanations given to us. there is adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit we have not observed any continuing failure to correct major weakness in Internal controls

v (a) In our opinion the particulars of all contracts or arrangements that need to be entered into the register maintained under section 301 of the Act have been so entered

(b) In our opinion, the transactions made in pursuance of such contracts or arrangements and exceeding the value of rupees five lakhs in respect of any party during the year have been made at prices which are reasonable having regard to prevailing market prices at the relevant time

vi The Company has not accepted any deposits from the public Accordingly, sub clause(c) of clause VI is not applicable

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

viii As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209(1) (d) of the Companies Act 1956. in respect of the activities carried on by the Company

ix (a) According to records of the Company examined by us and the information and explanations given to us. no undisputed statutory dues including provident fund, employee s state insurance, income tax, sales tax wealth tax. excise duty, cess and other material statutory dues applicable to it were outstanding, as at 31" March 2014 for a period of six months from the date they became payable (b) According to the information & explanation given to us there are no sales tax, Income tax. Custom duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute

x The Company does not have accumulated losses at the end of the financial year and has incurred no cash losses in the financial year and the immediately preceding financial year.

xi, In our opinion and according to the information and explanations given to us the Company has not defaulted in repayments of dues to any financial institution or Bank or debenture holders So this Clause is not applicable

xii In our opinion and according to 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

xiii In our opinion, the Company is not a chit fund or a Nidhi Mutual benefit fund/ society Therefore the provision of clause 4(iii) of the companies (Auditors Report) Order. 2003 are not applicable to the Company.

xiv On the basis of our examination of the companies records we are of the opinion that the company is maintaining adequate records regarding transactions and contracts regarding its trading activities in shares securities, debentures and other investment and timely entries have been made in these records,

xv In our opinion and according to the information and explanations given to us. the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. According to the information 8 explanation given to us company has not raised any term loan during the year so this clause is not applicable to the company..

xvii. According to the Information 8 Explanations given to us Provisions of Clause 4 (xvii). (xviii). (xix) are not applicable to the Company

xx During the year concerned by our audit report, the Company has not raised any money by way of public issue

xxi According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit

For Saxena & Saxena Chartered Accountants (Firm Regn. No. 006103N)

Place: New Delhi OK Saxena Dated: 29/05/2014 Partner M. No.062118


Mar 31, 2013

We have audited the accompanying financial Statements of Moongipa Securities Limited which comprise Balance Sheet as at 31st March 2013 and Statement of Profit & Loss & Cash Flow Statement for the year ended and a summary of Significant Accounting Policies and other explanatory information.

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

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.

In our opinion and to the best of our information and according to the explanations given to us, the said accounts read with the notes thereon gives the information required by the Companies Act 1956 in the manner so required and give a true and fair view.

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

(b) In case of the Profit and loss Account of the Profit of the Company for the year ended as on that date and

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

Further to our comments in the Annexure referred to above, we report that:-

(i) 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.

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

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

(Iv) In our opinion the Balance Sheet, Profit & Loss Account and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in sub-section (3C) of Section 211 of Companies Act 1956 except AS-15 on Employee Benefits as the company has provided the liability of gratuity on estimated basis in place of actuarial valuation.

(v) On the basis of written representations received from the directors, as on 31st March, 2013, and taken on record by the Board of Directors, we report that none of the Director is disqualified as on 31st March, 2013 from being appointed as a Director in terms of clause (g) of sub section (1) of section 274 of the Companies Act, 1956.



Annexure to the Auditors' Report

Annexure to the Auditor's report of even date to the members of Moongipa Securities Limited on the financial statements for the year ended on 31st March, 2013.

Based on the audit procedures performed for the purpose of reporting a true & fair view on the financial statements of the company and taking into consideration the information and explanations given to us and the books of accounts and other records examined by us in the normal course of audit, we report that:

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

(b) The fixed assets have been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of verification of fixed assets is reasonable having regard to the size of the Company and the nature of its assets.

(c) As informed to us company has not disposed off any substantial fixed assets during the year. Therefore, provisions of clause 4 (i) (c) are not applicable

ii. (a) The inventory has been physically verified by the management during the year.

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

(c) On the basis of our examination of the inventory records, in our opinion, the company is maintaining proper records of Inventory. No discrepancies were noticed on physical verification as compared to book records.

iii. (a) In our opinion and according to the information and explanations given to us, the company has neither granted nor taken any bans secured or unsecured to companies, firms or other parties covered in the register maintained under section 301 of the companies Act, 1956. So, provisions of clauses 4(iii) (a),(b),(c),(d),(e),(f),(fl) are not applicable

iv. In our opinion and according to the information and explanations given to us, there is adequate internal control procedure commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods. During the course of our audit, we have not observed any continuing failure to correct major weakness in internal controls.

v. (a) In our opinion, no contract or arrangements have been made with the parties covered in the register maintained under section 301 of the Act. so Provisions of Clause 4 (v) (a), (b) are not applicable to the company.

vi. The Company has not accepted any deposits from the public. Accordingly, sub clause(c) of clause VI is not applicable.

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

viii. As informed to us, the maintenance of cost records has not been prescribed by the Central Government under section 209(1) (d) of the Companies Act, 1956, in respect of the activities carried on by the Company.

ix. (a) According to records of the Company examined by us and the information and explanations given to us, no undisputed statutory dues including provident fund, employee's state insurance, income tax, sales tax, wealth tax, excise duty, cess and other material statutory dues applicable to it were outstanding, as at 31st March 2013 for a period of six months from the date they became payable

(b) According to the information & explanation given to us, there are no sales tax, Income tax, Custom duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.

x. The Company does have accumulated losses at the end of the financial year and has incurred no cash losses in the financial year and the immediately preceding financial year.

xi. In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayments of dues to any financial institution or Bank or debenture holders. So this Clause is not applicable.

xii. In our opinion and according to 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.

xiii. In our opinion, the Company is not a chit fund or a Nidhi Mutual benefit fund/ society. Therefore the provision of clause 4(iii) of the companies (Auditors Report) Order, 2003 are not applicable to the Company.

xiv. Based on our examination of the records, we are of the opinion that proper records have been maintained of the transactions & contracts and timely entries have been made in those records. The company is holding shares & other investments in its own name to the extent of exemption granted under section 49 of the Act.

xv. In our opinion and according to the information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks or financial institutions.

xvi. According to the information & explanation given to us company has not raised any term loan during the year so this clause is not applicable to the company..

xvii. According to the Information & Explanations given to us Provisions of Clause 4 (xvii), (xviii), (xix) are not applicable to the Company.

xx. During the year concerned by our audit report, the Company has not raised any money by way of public issue.

xxi. According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.

For Saxena & Saxena Chartered Accountants (Firm Regn. No. 006103N)

Place: New Delhi D.K. Saxena Date: 30-05-2013 Partner M. No.82118

 
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