Mar 31, 2015
We have audited the accompanying financial statements of Orbit
Corporation Limited (the 'Company'), which comprise the Balance Sheet
as at 31st 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 management 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 standalone financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles
generally accepted in India including the accounting standards referred
to in Section 133 of the Companies Act, 2013, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility 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 fnancial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company's preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company's
internal financial control system over financial reporting in place and
the operating effectiveness of such controls. An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by management, as well
as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Companies Act, 2013, in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2015;
(b) in the case of the Statement of Profit and Loss, of the loss for
the year ended on that date; and
(c) in case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
Emphasis of matter
We draw attention to Note 26(2(a)) to the financial statements as
regards the income tax demands received by the Company for the
assessment years 2004-05 to 2012-13 amounting to Rs. 1884.41 millions.
The Company has filed appeals against these demands and the matter is
sub-judice.
Our opinion is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 issued
by the Central Government of India in terms of Sub section (11) of
Section 143 of the Companies Act, 2013, we give in the Annexure, a
statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Companies Act, 2013, we report
that:
(a) we have sought and obtained all information and explanations which
to the best of our knowledge and belief were necessary for the purposes
of our audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company, so far as appears from our examination of
those books;
(c) the Balance Sheet, 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 Statement of Profit and Loss, the Balance Sheet
and the Cash Flow Statement comply with the accounting standards
referred to in Section 133 of the Companies Act, 2013, read with Rule 7
of the Companies (Accounts) Rules,2014; and
(e) on the basis of the written representations received from directors
of the Company as on 31st March, 2015 and taken on record by the Board
of Directors, we report that none of the directors is disqualified as
on 31st March, 2015, from being appointed as a director in terms of
Section 164(2) of the Companies Act, 2013,
(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:
1) The company has disclosed the impact of pending litigations on its
financial position in its financial statements-Refer note no. 26 and 32
to its financial statements
2) There are no foreseeable losses on long term contracts or derivative
contracts for which a provision needs to be made by the company.
3) There are no amounts which need to be transferred to the Investor
Education and Protection Fund by the company.
(Referred to in paragraph 1 of our report of even date)
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation of fxed
assets.
(b) As explained to us, these fixed assets have been physically
verified by the management in accordance with a phased program of
verification which in our opinion is reasonable, having regard to the
size of the Company and nature of its assets. The frequency of physical
verification is reasonable and no material discrepancies were noticed
on such verification.
(ii) (a) As explained to us, the inventories have been physically
verified by technically qualified independent agencies during the year.
In our opinion, the frequency of such verification is reasonable.
(b) As per the information given to us, the procedures of physical
verification of inventory followed by the management are, in our
opinion, reasonable and adequate in relation to the size of the Company
and the nature of its business.
(c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verification.
(iii) According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured, to companies
covered in the register maintained under Section 189 of the Companies
Act, 2013.
(iv) In our opinion and according to the information and explanations
given to us, the internal control system for the purchase of inventory
and fixed assets and for the sale of goods and services needs to be
strengthened to make it commensurate with the size of the company and
the nature of its business. Further, we have neither come across nor
have been informed of any continuing failure to correct major
weaknesses in internal control system.
(v) The Company has not accepted any deposits during the year from the
public to which the directives issued by the Reserve Bank of India and
the provisions of Sections 73-76 and any other relevant provisions of
the Companies Act 2013, and the rules framed thereunder apply.
(vi) We have broadly reviewed the books of account and records
maintained by the company pursuant to the Rules made by the Central
Government for the maintenance of cost records under Section 148 (1) of
the Companies Act 2013. We have however, not made a detailed inspection
of these records to ascertain their completeness or accuracy.
(vii) (a) According to the information and explanations given to us,
income tax deducted at source amounting to Rs 125.14 millions, VAT on
flat booking amounting to Rs 23.93 millions and tax on dividend
amounting to Rs 18.49 millions were in arrears as at 31st March, 2015
for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and the
records of the Company examined by us, there no dues in respect of
income tax, VAT, wealth tax, service tax and cess as at 31st March,
2015 which has not been deposited With the appropriate authorities on
account of a dispute except as given bloe;
Nature of the Amount Period to
which the Forum where
disputes
Name of
the statute disputed dues (Rs.in
millions) amount
relates pending
Income Tax
Act,1961 Income Tax and
interest 1760.10 2004-05 to
2010-11 ITAT
Income Tax
Act,1961 Income tax and
interest 164.40 2011-12 to
2012-13 CIT(Appeals)
(c) According to the information and explanations given to us, there is
no amount required to be transferred to the investor education and
protection fund.
(viii) The Company does not have accumulated losses as at 31st March,
2015 and it has incurred cash losses in the financial year and in the
immediately preceding financial year.
(ix) According to the information and explanations given to us and as
per the records of the Company examined by us, the Company has
defaulted in the redemption of non convertible debentures and repayment
of term loans to financial institutions and banks and payment of
interest thereon. Details are as under:
1250.00 1 day to 15 months
Non convertible debenture 933.19 1 day to more than
18 months
764.30 7months to more
than 18 months
Term loan from banks
571.97 1 day to more
than 18 months
941.40 More than 18 months
Term loan from financial
institutions 451.56 1 day to more than
18 months
1201.67 7 months to more
than 18 months
Other body corporates
660.72 1 day to more
than 18 months
(x) According to the information and explanations given to us, the
terms and conditions of guarantee given by the company for loans taken
by others from banks or financial institutions are not prima facie
prejudicial to the interests of the company.
(xi) In our opinion and according to the information and explanation
given to us, the term loans have been applied for the purposes for
which they were obtained.
(xii) During the course of our examination of the books and records of
the Company, carried out in accordance with generally accepted auditing
practices in India and according to the information and explanations
given to us, we have neither come across any fraud on or by the Company
noticed or reported during the year, nor have we been informed of such
case by management.
SHARP & TANNAN
Chartered Accountants
Firm's Registration No.109982W
By the hand of
MILIND P. PHADKE
Partner
Mumbai,30 May 2015 Membership No. 033013
Mar 31, 2014
We have audited the accompanying financial statements of Orbit
Corporation Limited (the ''Company''), which comprise the Balance Sheet
as at 31st March, 2014, the Statement of Profit and Loss and the Cash
Flow Statement for the year then ended and a summary of signifi cant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management of the Company 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 Section 211(3C)
of 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 fi
nancial 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 fi nancial
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 fi nancial
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 is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, and to the best of our information and according to the
explanations given to us, the fi nancial statements give the
information required by the Companies Act, 1956, in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India:
(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 Loss for
the year ended on that date; and
(c) in case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
Emphasis of matter
Without qualifying our opinion, we draw attention to Note 26(2(a)) to
the financial statements as regards the income tax demands received by
the Company for the assessment years 2004-05 to 2010-11 amounting to Rs.
1719.91 millions The Company has filed appeals against these demands
and the matter is sub-judice.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 and as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004
(together the ''Order'') issued by the Central Government of India in
terms of Section 227 (4A) of the Companies Act, 1956, we give in the
Annexure, a statement on the matters specifi ed in paragraphs 4 and 5
of the Order.
2. As required by Section 227(3) of the Companies Act, 1956 we report
that:
(a) we have obtained all information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company, so far as appears from our examination of
those books;
(c) the Balance Sheet, the Statement of Profi t 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 Balance Sheet, the Statement of Profi t and
Loss and the Cash Flow Statement comply with the accounting standards
referred to in Section 211 (3C) of the Companies Act, 1956 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, and
(e) on the basis of the written representations received from directors
of the Company as on 31st March, 2014, and taken on record by the Board
of Directors, we report that none of the directors is disqualifi ed as
on 31st March, 2014, from being appointed as a director in terms of
Section 274 (1)(g) of the Companies Act, 1956.
Annexure To The Independent Auditors'' Report
(Referred to in Paragraph 1 of our report of even date)
(i) (a) The Company is maintaining proper records to show full
particulars, including quantitative details and situation of all fi xed
assets.
(b) As explained to us, these fi xed assets have been physically verifi
ed by the management, in accordance with a phased programme of verifi
cation, which in our opinion, is reasonable, considering the size of
the Company and nature of its assets. The frequency of physical verifi
cation is reasonable and no material discrepancies were noticed on such
verifi cation.
(c) The Company has not disposed off any substantial part of its fi xed
assets during the year, so as to affect its going concern status.
(ii) (a) As explained to us, the inventories have been physically
verifi ed by technically qualifi ed independent agencies during the
year. In our opinion, the frequency of such verifi cation is
reasonable.
(b) As per the information given to us, the procedures of physical
verifi cation of inventory followed by the management are, in our
opinion, reasonable and adequate in relation to the size of the Company
and the nature of its business.
(c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verifi cation.
(iii) (a) According to the information and explanations given to us,
the Company has not granted any loans, secured or unsecured, to
companies, fi rms and other parties covered in the register maintained
under Section 301 of the Companies Act, 1956. Accordingly, paragraphs
4(iii)(b), (c) and (d) of the Order are not applicable to the Company.
(b) According to the information and explanations given to us, the
Company has not taken any loans, secured or unsecured, from companies,
firms and other parties covered in the register maintained under
Section 301 of the Companies Act, 1956. Accordingly, paragraphs 4(iii)
(f) and (g) of the Order are not applicable to the Company.
(iv) In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and nature of its business, for the
purchase of inventory and fi xed assets and for the sale of goods and
services. During the course of audit, we have neither come across nor
have been informed of any continuing failure to correct major weaknesses
in the aforesaid internal control system.
(v) (a) According to the information and explanations given to us, we
are of the opinion that the particulars of contracts or arrangements
that need to be entered in the register maintained under Section 301
of the Companies Act, 1956, have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakh in
respect of any party during the year, have been made at prices which
are reasonable having regard to the prevailing market prices at the
relevant time.
(vi) The Company has not accepted deposits from the public.
(vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii) We have broadly reviewed the books of account and records
maintained by the Company pursuant to the rules prescribed by the
Central Government for the maintenance of cost records under Section
209 (1) (d) of the Companies Act, 1956. We have however, not made a
detailed inspection of these records to ascertain their completeness or
accuracy.
(ix) (a) According to the information and explanations given to us,
income- tax deducted at source amounting to Rs. 51.51 millions, VAT on
booking of flats amounting to Rs. 33.2 millions and tax on dividend
amounting to Rs.18.49 millions were in arrears as at 31st March, 2014,
for a period of more than six months from the date they become payable.
(b) According to the information and explanations given to us, there
are no dues in respect of income tax, VAT, wealth tax, service tax and
cess as at 31st March, 2014, which have not been deposited on account
of any dispute except for the following:
Name of the Statute : The Income Tax Act 1961
Nature of the Disputed dues : Tax and Interest
Amount Rs Millions : 1719.91
Period to which the amount relates : 2004-05 to 2010-11
Forum where disputes are pending : ITAT
(x) The Company has no accumulated losses as at 31st March, 2014 and it
has not incurred cash losses in the fi nancial year ended on that date
and in the mmediately preceding fi nancial year.
(xi) The Company has defaulted in the redemption of non convertible
debentures and repayment of term loans to fi nancial institutions and
banks and payment of interest thereon. Details are as under:-
Particulars Principal Interest Period of Defualt
Amount
Non-convertible 310.00 - 1 month to 3 Months
debentures - 288.19 1 day to 1 year
Term loans from 784.30 - 1 day to 6 months
banks - 558.80 1 day to 1 year and above
Term loans 1367.87 - 4 months to 18 months
from fi nancial
institutions - 239.52 1 day to 1 year
Other body 150.00 - 4 months to 1 year
corporate - 42.47 Four months to 1 Year
(xii) 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) The provisions of any special statute applicable to chit fund
/ nidhi / mutual benefi t fund / societies are not applicable to the
Company.
(xiv) In our opinion and according to the information and explanations
given to us, the Company is not dealing in or trading in securities.
(xv) In our opinion and according to the information and explanations
given to , the terms and conditions of guarantee given by the Company
for loans taken by others from banks or fi nancial institutions are
not prima facie prejudicial to the interests of the Company.
(xvi) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
(xvii) According to the information and explanations given to us and on
overal amination of the balance sheet of the Company, we report that
no funds raised on short-term basis have been used for long-term
investments.
(xviii) The Company has not made any preferential allotment of shares
to parties or companies covered in the register maintained under
Section 301 of the Companies Act, 1956, during the year.
(xix) The Company has issued debentures during the year and security
has been created in respect of these debentures.
(xx) The Company has not raised any money by public issues
during the year.
(xxi) During the course of our examination of books and records of the
Company carried out in accordance with the generally accepted auditing
practices in India, and according to the information and explanations
given to us, we have neither come across any instances of material
fraud on or by the Company, noticed or reported during the year, nor
have we been informed of such case by the management.
SHARP & TANNAN
Chartered Accountants
Firm''s Registration No.109982W
by the hand of
MILIND P. PHADKE
Partner
Membership No.033013
Mumbai, 29th May, 2014
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of Orbit
Corporation Limited (the ''Company'') which comprise the Balance Sheet as
at 31st March, 2013, 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 nformation.
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 Section 211(3C) of the
Companies Act, 1956. 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 materia 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 overal presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
No provision has been made in these accounts for additional income tax
payable and nterest thereon as per assessment orders received for the
assessment years 2004- 05 to 2010-11 amounting to Rs. 1,719.91 millions,
resulting in the understatement of the loss for the current year by Rs.
138.67 millions, understatement of long term provisions and
overstatement of the reserves and surplus by Rs. 1,719.91 millions.
[(Refer note No.27 (2(a))]
In our opinion, and to the best of our information and according to the
explanations given to us, subject to the matter referred to above, and
read with note 33(A) the said financial statements give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
b) in the case of the Statement of Profit and Loss, of the loss for the
year ended on that date; and
c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 and as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004
issued by the Central Government of India in terms of Section 227 (4A)
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.
2. As required by Section 227(3) of the Companies Act, 1956 we report
that:
a) we have obtained all information and explanations, which to the best
of our knowledge and belief were necessary for the purposes of our
audit;
b) in our opinion, proper books of account as required by law have been
kept by the Company, so far as appears from our examination of those
books;
c) the Balance Sheet, 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 Balance Sheet, the Statement of Profit and Loss
and the Cash Flow Statement comply with the accounting standards
referred to in Section 211 (3C) of the Companies Act, 1956; and
e) on the basis of the written representations received from directors
of the Company as on 31st March, 2013, and taken on record by the Board
of Directors, we report that none of the directors is disqualified as
on 31st March, 2013, from being appointed as a director in terms of
Section 274 (1)(g) of the Companies Act, 1956.
i. a) The Company is maintaining proper records to show full
particulars, including quantitative details and situation of all fixed
assets.
b) As explained to us, these fixed assets have been physically verified
by the management, in accordance with a phased programme of
verification, which in our opinion, is reasonable, considering the size
of the Company and nature of its assets. The frequency of physical
verification is reasonable and no material discrepancies were noticed
on such verification.
c) The Company has not disposed off any substantial part of its fixed
assets during the year, so as to affect its going concern status.
ii. a) As explained to us, the inventories have been physically
verified by technically qualified independent agencies during the year.
In our opinion, the frequency of such verification is reasonable.
b) As per the information given to us, the procedures of physical
verification of inventory followed by the management are, in our
opinion, reasonable and adequate in relation to the size of the Company
and the nature of its business.
c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verification.
iii. a) According to the information and explanations given to us, the
Company has not granted any loans, secured or unsecured, to companies,
firms and other parties covered in the register maintained under
Section 301 of the Companies Act, 1956. Accordingly, paragraphs
4(iii)(b), (c) and (d) of the Companies (Auditor''s Report) Order, 2003
are not applicable to the Company. b) According to the information and
explanations given to us, the Company has not taken any loans, secured
or unsecured, from companies, firms and other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Accordingly, paragraphs 4(iii)(f) and (g) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the Company.
iv. In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods and
services. During the course of audit, we have neither come across nor
have been informed of any continuing failure to correct major
weaknesses in the aforesaid internal control system.
v. a) According to the information and explanations given to us, we are
of the opinion that the particulars of contracts or arrangements that
need to be entered in the register maintained under Section 301 of the
Companies Act, 1956, have been so entered.
b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 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 the prevailing market prices at the
relevant time.
vi. The Company has not accepted deposits from the public.
vii. In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
viii. We have broadly reviewed the books of account and records
maintained by the Company pursuant to the rules prescribed by the
Central Government for the maintenance of cost records under Section
209 (1) (d) of the Companies Act, 1956. We have however, not made a
detailed inspection of these records to ascertain their completeness or
accuracy.
ix. a) According to the information and explanations given to us,
Income-Tax deducted at source amounting to Rs. 74.07 millions, VAT on
booking of flats amounting to Rs. 4.99 millions ,and Tax on Dividend
amounting to Rs. 18.49 millions were in arrears as at 31st March, 2013,
for a period of more than six months from the date they become payable.
b) According to the information and explanations given to us, there are
no dues in respect of, Income Tax, VAT, Wealth Tax, Service Tax and
Cess as at 31st March 2013, which have not been deposited on account of
any dispute except for the following:
Nature of Period to Forum where
Name of the Amount
the
disputed which the disputes are
Statute (Rs.Mns)
dues amount
relates pending
The Income Tax and 2004-05 to
1,719.91 ITAT
Tax Act, 1961 interest 2010-11
x. The Company has no accumulated losses as at 31st March, 2013 and it
has not ncurred any cash losses in the financial year ended on that
date and in the mmediately preceding financial year.
xi. The Company has defaulted in the redemption of non-convertible
debentures and repayment of term loans to financial institutions and
banks and payment of nterest thereon. Details are as under:-
(Rs.in Millions)
Principal
Particulars Interest Period of Default
Amount
Non-Convertible - 41.70 1 month to 3 Months
Debentures
Term Loans
from 1,244.22 3 Months to 18 Months
Banks 305.21 1 day to 1 year
Term Loans 824.56 1 day to 1 year
from Financial
Institutions 42.84 1 day to 3 month
xii. 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. The provisions of any special statute applicable to chit fund /
nidhi / mutua benefit fund / societies are not applicable to the
Company.
xiv. In our opinion and according to the information and explanations
given to us, the Company is not dealing in or trading in securities.
xv. In our opinion and according to the information and explanations
given to us, the terms and conditions of guarantee given by the Company
for loans taken by others from banks or financial institutions are not
prima facie prejudicial to the nterests of the Company.
xvi. In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
xvii. According to the information and explanations given to us and on
overal examination of the balance sheet of the Company, we report that
no funds raised on short-term basis have been used for long-term
investments.
xviii.The Company has not made any preferential allotment of shares to
parties or companies covered in the register maintained under Section
301 of the Companies Act, 1956, during the year
xix. The Company has issued debentures during the year and security has
been created in respect of these debentures.
xx. The Company has not raised any money by public issues during the
year.
xxi. During the course of our examination of books and records of the
Company, carried out in accordance with the generally accepted auditing
practices in India, and according to the information and explanations
given to us, we have neither come across any instances of material
fraud on or by the Company, noticed or reported during the year, nor
have we been informed of such case by the management.
SHARP & TANNAN
Chartered Accountants
Registration No.109982W
By the hand of
MILIND P. PHADKE
Partner
Membership No. 033013
Place: Mumba
Date: 16.05.2013
Mar 31, 2012
We have audited the accompanying financial statements of Orbit
Corporation Limited (the 'Company') which comprise the Balance Sheet as
at 31st March, 2012, the Statement of Profit and Loss and Statement of
Cash Flows for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The management of the Company is responsible for the preparation of
these financial statements that give a true and fair view of the
financial position and financial performance of the Company in
accordance with the accounting standards referred to in Section 211(3C)
of the Companies Act, 1956. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company's preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion. Opinion
No provision has been made in these accounts for additional income tax
payable and interest thereon as per assessment orders received for the
assessment years 2004-05 to 2010-11 amounting to Rs. 1573.24 millions,
resulting in the overstatement of the profit for the current year,
understatement of short term provisions and overstatement of the
reserves and surplus by a like amount. [Refer note No.27 (2a)].
In our opinion, and to the best of our information and according to the
explanations given to us, subject to the matter referred to above, and
read with note 32 (a), the said financial statements give the
information required by the Companies Act, 1956, in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
(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 Statement of Cash Flows , 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 and as
amended by the Companies (Auditor's Report) (Amendment) Order, 2004
issued by the Central Government of India in terms of Section 227 (4A)
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.
2. As required by Section 227(3) of the Companies Act, 1956 we report
that:
(a) we have obtained all information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company, so far as appears from our examination of
those books;
(c) the Balance Sheet and the Statement of Profit and Loss dealt with
by this Report are in agreement with the books of account; and
(d) in our opinion, the Balance Sheet and the Statement of Profit and
Loss comply with the accounting standards referred to in Section 211
(3C) of the Companies Act, 1956.
(e) on the basis of the written representations received from Directors
of the Company as at 31st March, 2012 and taken on record by the Board
of Directors, we report that none of the Directors is disqualified as
on 31st March, 2012 from being appointed as a Director in terms of
Section 274 (1)(g) of the Companies Act, 1956.
Annexure to the independent auditors' report
(Referred to in Paragraph 1 of our report of even date)
(i) (a) The Company is maintaining proper records to show full
particulars, including quantitative details and situation of all fixed
assets.
(b) As explained to us, these fixed assets have been physically
verified by the Company, in accordance with a phased programme of
verification over three years, which in our opinion, is reasonable,
considering the size of the Company and nature of its assets. The
frequency of physical verification is reasonable and no material
discrepancies were noticed on such verification.
(c) The Company has not disposed off any substantial part of its fixed
assets during the year, so as to affect its going concern status.
(ii) (a) As explained to us, the inventories have been physically
verified by technically qualified independent agencies during the year.
In our opinion, the frequency of such verification is reasonable.
(b) As per the information given to us, the procedures of physical
verification of inventory followed by the management of the Company
are, in our opinion, reasonable and adequate in relation to the size of
the Company and the nature of its business
(c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verification.
(iii) (a) According to the information and explanations given to us,
the Company has not granted any loans to companies, firms or other
parties covered in the register maintained under section 301 of the
Companies Act, 1956.
(b) According to the information and explanations given to us, the
Company has not taken any loans from companies, firms or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
(c) Accordingly, reporting under paragraph 4(iii)(c) and (d) of the
Order is not applicable.
(iv) In our opinion, and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the Company and nature of its business, for the
purchase of inventory and fixed assets. During the course of audit, we
have neither come across nor have been informed of any continuing
failure to correct major weaknesses in the aforesaid internal control
system.
(v) (a) According to the information and explanations given to us, we
are of the opinion that the particulars of contracts or arrangements
that need to be entered in the register maintained under Section 301 of
the Companies Act, 1956, have been so entered.
(b) In our opinion and according to the information and explanations
given to us, no transactions have been made in pursuance of contracts
or arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year.
(vi) In our opinion, and according to the information and explanations
given to us, the Company has not accepted any deposits to which the
provisions of Section 58A, 58AA or any other relevant provisions of the
Companies Act, 1956 and the Companies (Acceptance of Deposits)
Rules,1975 apply.
(vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii) The Company has prima facie maintained the records prescribed by
the Central Government under Section 209 (1) (d) of the Companies Act,
1956. We have however, not made a detailed inspection of these records
to ascertain their completeness or accuracy.
(ix) (a) According to the information and explanations given to us,
Income-Tax deducted at source amounting to Rs. 21.13 million and Tax on
Dividend amounting to Rs. 18.49 million were in arrears as at 31st
March, 2012, for a period of more than six months from the date they
become payable.
(b) According to the information and explanations given to us, there
are no dues in respect of, Income Tax, VAT, Wealth Tax, Service Tax,
Custom Duty and Cess as at 31st March 2012, which have not been
deposited on account of any dispute
(x) The Company has no accumulated losses as at 31st March 2012 and has
not incurred a cash loss in the current financial year. The Company had
not incurred a cash loss in the immediately preceding financial year.
(xi) The Company has defaulted in the redemption of non convertible
debentures and repayment of term loans to financial institutions and
banks and payment of interest thereon. Details are as under.
(Rs. in millions)
Particulars Principal
Amount Interest Period of Default
Non-Convertible
Debentures - 4
installments 1,500.00 1 Day to 9 Months
100.17 1 Day to 3 Months
Term Loans from Banks 948.71 1 Day to 6 Months
22.70 1 Day
Term Loans from
Financial Institutions 98.68 1 Month to 4 Months
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, reporting on paragraph 4 (xii) of the Order is not
applicable.
(xiii) The provisions of any special statute applicable to chit fund/
nidhi /mutual benefit fund/societies are not applicable to the Company.
Accordingly, reporting under paragraph 4 (xiii) of the Order is not
applicable.
(xiv) In our opinion and according to the information and explanations
given to us, the Company is not dealing or trading in securities. The
Company has invested surplus funds in mutual funds. According to the
information and explanations given to us proper records have been
maintained thereof. The investments in mutual funds have been held by
the Company in its own name.
(xv) In our opinion and according to the information and explanation
given to us, the terms and conditions of guarantees given by the
Company for loans taken by others from banks or financial institutions
are not prima facie prejudicial to the interests of the Company.
(xvi) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
(xvii) According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that there are no funds raised on short-term basis, which are used for
long-term investments.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not made any public issue of shares during the
year.
(xxi) During the course of our examination of the books and records of
the Company, carried out in accordance with generally accepted auditing
practices in India, and according to information and explanations given
to us, we have neither come across any fraud on or by the Company
noticed or reported during the year, nor have we been informed of such
case by management.
SHARP & TANNAN
Chartered Accountants
Registration No.109982W
by the hand of
MILIND P. PHADKE
Place: Mumbai Partner
Date: 24th May, 2012 Membership No. 033013
Mar 31, 2011
We have audited the attached Balance Sheet of Orbit Corporation Limited
as at 31st March, 2011, the Profit and Loss account and the Cash Flow
Statement 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 a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
In accordance with the provisions of Section 227 of the Companies Act
1956, we report that:
1. As required by the Companies (Auditors Report) Order, 2003, and as
amended by the Companies (Auditors report) (Amendment) Order, 2004
(the Order) issued by the Central Government of India under 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.
2. Further to our comments in the Annexure referred to above, we
report that:
(a) we have obtained all information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) the Balance Sheet, Profit and Loss account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) in our opinion, the Profit and Loss account, the Balance Sheet and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in section 211(3C) of the Companies
Act, 1956;
(e) on the basis of the written representations received from Directors
of the Company as at 31st March, 2011 and taken on record by the Board
of Directors, we report that none of the Director is disqualified as on
31st March, 2011 from being appointed as a Director in terms of Section
274 (1)(g) 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 together with the
significant accounting policies in Schedule - ÃO and note 16 and other
notes in Schedule - ÃP appearing thereon, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India;
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011; (ii) in the case of the Profit and Loss
account, of the profit for the year ended on that date; and (iii) in
the case of the Cash Flow Statement, of the cash flows for the year
ended on that date.
Annexure to the Auditors Report
(Referred to in paragraph (1) of our report of even date)
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) We are informed that the Company has formulated a programme of
physical verification of all the fixed assets over a period of three
years which, in our opinion, is reasonable having regard to the size of
the Company and nature of its assets. Physical verification has been
conducted during the year and no material discrepancies have been
found.
(c) The Company has not disposed of any substantial part of its fixed
assets during the year so as to affect its going concern status.
2. (a) As explained to us, inventories have been physically verified
by technically qualified independent agencies during the year, which in
our opinion is reasonable.
(b) As per the information, the procedures of physical verification of
inventory followed by management are, in our opinion, reasonable and
adequate in relation to the size of the Company and the nature of its
business.
(c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verification.
3. (a) According to the information and explanations given to us, the
Company has granted, unsecured, interest-free loans to companies, firms
or other parties covered in the register maintained under section 301
of the Companies Act, 1956. The number of parties involved were three
and the maximum amount involved during the year was Rs 1,414.44 million
and the year-end balance of such parties was Rs 1,315.55 million.
(b) According to the information and explanations given to us, the
Company has not taken unsecured, interest free loans from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956.
(c) The terms and conditions of loans given by the Company are
prima-facie not prejudicial to the interests of the Company.
(d) The above loans are repayable on demand and hence there are no
amounts overdue for recovery.
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 for the
purchase of inventory, fixed assets. We have neither come across nor
have been informed of any continuing failure to correct major
weaknesses in internal control system.
5. (a) According to the information and explanations given to us, we
are of the opinion that the particulars of contracts or arrangements
that need to be entered in to the register maintained under section 301
of Companies Act, 1956, have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding rupees five lakhs in respect of
any party during the year, 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 any deposits during the year from the
public to which the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA and any other relevant provisions
of the Companies Act, 1956 and the rules framed there under apply.
7. The Company is having an internal audit system commensurate with
the size of the Company and the nature of its business.
8. According to the information and explanations given to us, the
Central Government has not prescribed the 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,
there have been delays in depositing undisputed statutory dues
including Provident Fund, Income Tax, VAT, Wealth Tax, Service Tax,
Custom Duty, Cess as applicable with the appropriate authorities.
According to the information and explanations given to us, no
undisputed amounts were in arrears as at 31st March 2011 for a period
of more than six months from the date they become payable.
(b) According to the information and explanations given to us, there
are no dues in respect of, Income Tax, VAT, Wealth Tax, Service Tax,
Custom Duty and Cess as at 31st March 2011, which have not been
deposited on account of any dispute.
10. The Company has no accumulated losses as at 31st March 2011 and it
has not incurred cash loss in the financial year and also in the
immediately preceding financial year.
11. The Company has not defaulted in repayment of dues to financial
institutions, banks and debenture holders.
12. The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, reporting on paragraph 4 (xii) of the Order is not
applicable.
13. The provisions of any special statute applicable to chit fund/
nidhi /mutual benefit fund/societies are not applicable to the Company.
Accordingly, reporting under paragraph 4 (xiii) of the Order is not
applicable.
14. In our opinion and according to the information and explanations
given to us, the Company is not dealing or trading in securities. The
Company has invested surplus funds in mutual funds. According to the
information and explanations given to us proper records have been
maintained thereof. The investments in mutual funds have been held by
the Company in its own name.
15. In our opinion and according to the information and explanation
given to us, the terms and conditions of guarantees given by the
Company for loans taken by others from banks or financial institutions
are not prima facie prejudicial to the interests of the Company.
16. In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
17. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that there are no funds raised on short-term basis, which are used for
long-term investments.
18. The Company has made a preferential allotment of shares during the
year. The price at which the shares have been allotted is not
prejudicial to the interests of the Company.
19. The Company has not issued any debentures during the year.
20. The Company has not made any public issue of shares during the
year.
21. During the course of our examination of the books and records of
the Company, carried out in accordance with generally accepted auditing
practices in India, and according to information and explanations given
to us, we have neither come across any fraud on or by the Company
noticed or reported during the year, nor have we been informed of such
case by management.
SHARP & TANNAN
Chartered Accountants
Firms Registration Number 109982W
by the hand of
Milind P. Phadke
Partner
Membership No. 033013
Place: Mumbai
Date: 24th May, 2011
Mar 31, 2010
We have audited the attached Balance Sheet of Orbit Corporation Limited
as at 31st March, 2010, the Profit and Loss account and the Cash Flow
Statement for the year ended on that date, annexed thereto. These
financial statements are the responsibility of the CompanyÃs
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 a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
In accordance with the provisions of Section 227 of the Companies Act
1956, we report that:
1. As required by the Companies (AuditorÃs Report) Order, 2003, and as
amended by the Companies (AuditorÃs report ) ( Amendment ) Order , 2004
( the Order ) issued by the Central Government of India under
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.
2. Further to our comments in the Annexure referred to above, we
report that:
(a) we have obtained all information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) the Balance Sheet, Profit and Loss account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) in our opinion, the Profit and Loss account, the Balance Sheet and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in section 211(3C) of the Companies
Act, 1956;
(e) on the basis of the written representations received from Directors
of the Company as at 31st March, 2010 and taken on record by the Board
of Directors, we report that none of the Director is disqualified as on
31st March, 2010 from being appointed as a Director in terms of Section
274 (1)(g) 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 together with the
significant accounting policies in schedule à ÃOà and note 15 and other
notes in schedule -ÃPÃ appearing thereon, give the information required
by the Companies Act, 1956, in the manner so required and give a true
and fair view in conformity with the accounting principles generally
accepted in India;
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss account, of the profit for the
year ended on that date; and
(iii) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Annexure to The Auditorsà Report (Referred to in paragraph (1) of our
report of even date)
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) We are informed that the Company has formulated a programme of
physical verification of all the fixed assets over a period of three
years which, in our opinion, is reasonable having regard to the size of
the Company and nature of its assets. Physical verification has been
conducted during the year and no discrepancies have been found.
(c) The Company has not disposed of any substantial part of its fixed
assets during the year so as to affect its going concern status.
2 (a) As explained to us, inventories have been physically verified by
technically qualified independent agencies during the year, which in
our opinion is reasonable.
(b) As per the information, the procedures of physical verification of
inventory followed by management are, in our opinion, reasonable and
adequate in relation to the size of the Company and the nature of its
business.
(c) The Company is maintaining proper records of inventory. No material
discrepancies were noticed on such verification.
3. (a) According to the information and explanations given to us, the
Company has granted, unsecured, interest-free loans to companies, firms
or other parties covered in the register maintained under section 301
of the Companies Act, 1956. The number of parties involved was one and
the maximum amount involved during the year was Rs. 363,333,776 and the
year-end balance of such parties was Rs. 363,333,776.
(b) According to the information and explanations given to us, the
Company has not taken unsecured, interest free loans from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956.
(c) The terms and conditions of loans given by the Company are
prima-facie not prejudicial to the interests of the Company.
(d) The above loans are repayable on demand and hence there are no
amounts overdue for recovery.
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 for the
purchase of inventory, fixed assets. We have neither come across nor
have been informed of any continuing failure to correct major
weaknesses in internal control system.
5. (a) According to the information and explanations given to us, we
are of the opinion that the particulars of contracts or arrangements
that need to be entered in to the register maintained under section 301
of Companies Act, 1956, have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding rupees five lakhs in respect of
any party during the year, 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 any deposits during the year from the
public to which the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA and any other relevant provisions
of the Companies Act, 1956 and the rules framed there under apply.
7. The Company is having an internal audit system commensurate with
the size of the Company and the nature of its business.
8. According to the information and explanations given to us, the
Central Government has not prescribed the 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,
there have been delays in depositing undisputed statutory dues
including Provident Fund, Income Tax, VAT, Wealth Tax, Service Tax,
Custom Duty, Cess as applicable with the appropriate authorities.
According to the information and explanations given to us, no
undisputed amounts were in arrears as at 31st March 2010 for a period
of more than six months from the date they become payable.
(b) According to the information and explanations given to us, there
are no dues in respect of, Income Tax, VAT, Wealth Tax, Service Tax,
Custom Duty and Cess as at 31st March 2010, which have not been
deposited on account of any dispute.
10. The Company has no accumulated losses as at 31st March 2010 and it
has not incurred cash loss in the financial year and also in the
immediately preceding financial year.
11. The Company has not defaulted in repayment of dues to financial
institutions, banks and debenture holders.
12. The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, reporting on paragraph 4 (xii) of the Order is not
applicable.
13. The provisions of any special statute applicable to chit fund/
nidhi /mutual benefit fund/societies are not applicable to the Company.
Accordingly, reporting under paragraph 4 (xiii) of the Order is not
applicable.
14. In our opinion and according to the information and explanations
given to us, the Company is not dealing or trading in securities. The
Company has invested surplus funds in mutual funds. According to the
information and explanations given to us proper records have been
maintained thereof. The investments in mutual funds have been held by
the company in its own name.
15. The Company has not given any guarantee for loans taken by others
from bank or financial institutions. Accordingly, reporting on
paragraph 4 (xv) of the Order is not applicable.
16. In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
17. According to the information and explanations given to us and on
an overall examination of the Balance sheet of the Company, we report
that there are no funds raised on short-term basis, which are used for
long-term investments.
18. The Company has made a preferential allotment of shares during the
year. The price at which the shares have been allotted is not
prejudicial to the interests of the Company.
19. The Company has not issued any debentures during the year.
20. The Company has not made any public issue of shares during the
year.
21. During the course of our examination of the books and records of
the Company, carried out in accordance with generally accepted auditing
practices in India, and according to information and explanations given
to us, we have neither come across any fraud on or by the Company
noticed or reported during the year, nor have we been informed of such
case by management.
SHARP & TANNAN
Chartered Accountants
FirmÃs Registration Number 109982W
by the hand of
Place: Mumbai
Date: 10th May, 2010 Milind P. Phadke,
Partner
Membership No.033013.