Mar 31, 2019
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying standalone financial statements of Orient Bell Limited (âthe Companyâ), which comprise the balance sheet as at March 31, 2019, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to asâ the standalone financial statementsâ).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (âthe Actâ) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (âInd ASâ) and accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2019, the Profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditorâs Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIâs Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on standalone financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.
S.No. |
Key Audit Matters |
How our audit addressed the key audit matter |
1. |
Appropriateness of Capitalization Cost as per Ind AS 16- Property, Plant and Equipment (PPE) (Refer to the accompanying note 4 forming integral part of the Standalone Financial Statements) The Company has made substantial capitalization under - Plant & Machinery and Buildings, pertaining to a new production line at one of its manufacturing facilities. This area was significant to our audit because: - of significance of amount capitalized, and - risk pertaining to the appropriateness of expenditure considered for capitalization |
Our procedure in relation to appropriateness of capitalization cost as per Ind AS 16 includes the following: a) Substantive testing: - Evaluated the approval of Board of Directors of the Company for new production line. - Evaluated and tested the design and operating effectiveness of key controls relating to various costs incurred in relation to Property, Plant and Equipment. - Tested on sample basis expenditures with focus on those items (example purchase cost, borrowing cost, stores and spares, repair & maintenance etc.) that we considered significant due to their amount or nature. - Verified and tested, on sample basis, amounts capitalized during the year against underlying supporting documents to ascertain nature of costs and whether they meet the recognition criteria specified in Ind AS 16. - Reviewed the physical verification report of PPE. - Ensured adequacy of disclosures in the financial statements. b) Controls testing : Wherever appropriate, our substantive work was supplemented by controls testing work which encompassed understanding, evaluating |
and testing key controls in respect of review of purchase orders, authorization of assets acquisition, external and plant manager certification, capitalization of pending capital advances, ageing of capital work in progress and allocation of administrative and operative expenditure for capitalization. Our procedure as mentioned above did not identify any costs that had been inappropriately capitalized. |
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2. |
Accounting for Customer Schemes, discounts and other trade promotional expenditure (Refer to the accompanying note 23 forming integral part of the Standalone Financial Statements) In line with normal industry practice and overall objective of increase in the revenue, the Company has varied incentive programs and discount policies in place. These include volume based rebates and schemes and trade spend commitments which are driven by customers achieving sales volume targets agreed with the Company over a pre-determined period. These rebates and schemes on sales are accounted for as a deduction from revenue and recognized in the period to which it relates in accordance with the customer agreement. This area was significant to our audit because: - those areas are subject to judgmental estimates and assessments that are material; and - these expenses vary with regards to the nature and timing of the activity to which it relates Our focus was on assessing the accuracy of the expense charged, whether the amount recognized were recorded in the appropriate period and the completeness of the expense. |
Our audit work in respect of accounting for customer schemes, discounts and other trade promotional expenditure comprised a combination of substantive testing, control testing and an assessment of the Companyâs disclosures in this regard. The audit procedures include the following steps: a) Substantive testing: - Tested a sample of underlying agreements to obtain evidence in support of amount and timing of recognition of both customer rebates & other promotional expenditure. This involved evaluating whether the amount & timing of recognition was consistent with the contractual arrangements. - Critically assessed the judgements taken by the Company in estimating year end accruals for amounts owing to customers. This included retrospective analysis/tests to assess the accuracy of the accruals in previous years, alongside the use of key assumptions of rebate/ discount terms and in the case of volume rebates, the level of sales likely to occur in the period under audit, with reference to historic events. - Held discussions with the sales teams to understand the complexities, if any of these agreements and any unusual trends in the year. - Tested post-year end credit notes issued and debit notes received, where applicable, to determine whether specific promotions were appropriately provided for as at the reporting date at the appropriate amount. b) Controls testing: Wherever appropriate, our substantive work was supplemented by controls testing work which encompassed understanding, evaluating and testing key controls in respect of the approval of customer rebates, discounts and other trade promotional expenditure. Our procedures as mentioned above did not identify any findings that are significant for the financial statements as whole in respect of accounting for customer schemes, discounts and other trade promotional expenditure |
3. |
Credit Risk vis-a-vis impairment of trade receivables as per Ind AS 109 (Refer to the accompanying note 11 forming integral part of the Standalone Financial Statements) The Company continuously monitors defaults of customers and incorporates this information into its credit risks controls. The Company uses Expected Credit Loss model to assess the impairment loss and makes an allowance of doubtful debts using this model. This area was significant to our audit because: - Credit risk arises from the possibility that the |
Our procedure in relation to appropriateness of judgements used and calculation of allowance of doubtful debts vis-a-vis credit risk controls includes the following: a) Substantive testing: - Obtained an understanding of managementâs process and evaluated design and tested operating effectiveness of controls around identification of indicators of Impairment vis-a-vis credit risk. - Tested on sample basis, receivables balances that were provided during the year to determine the accuracy of judgements made by the Company in Expected Credit Loss Model. |
customer(s) may not be able to settle their |
- Analyzed the significant receivables aged over |
|
obligations. |
normal credit period and in particular over one |
|
- Impairment of receivables is a subjective |
year by the way of alternate audit procedures like |
|
area due to level of judgement applied by |
subsequent realization reconciliations. This also |
|
management in determining the impairment |
includes classifying the credit impaired receivables |
|
allowance. |
on the basis of external balance confirmations, |
|
ageing of receivables and requirement of write |
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In addition to above, our focus was on assessing |
off that results from possible default events, such |
|
the financial reliability of customers, taking into account the financial conditions, economic trends, |
as customer declaring bankruptcy or a litigation decided against the Company. |
|
analysis of historical bad debts and ageing of such |
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receivables. |
- Inspected arrangements and / or correspondences |
|
with the customers to assess the recoverability of long outstanding receivables. b) Controls testing : Wherever appropriate, our substantive work was supplemented by controls testing work which encompassed understanding, evaluating and testing key controls in respect of Companyâs credit management procedures including the controls around credit approvals, established credit terms, and reviewing the payment history. Our procedures as mentioned above did not identify any findings that are significant for the financial statements as whole in respect of impairment of trade receivables vis-a-vis level of exposure of Company to credit risk from its operating activities. |
Information Other than the Standalone Financial Statements and Auditorâs Report Thereon
The Companyâs Board of Directors are responsible for the preparation of the other information. The other information comprises the information included in the annual report, but does not include the standalone financial statements and our auditorâs report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibility of Management and Those Charge with Governance for the Standalone Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the board of directors is responsible for assessing the Companyâs ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless board of director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the companyâs financial reporting process.
Auditorâs Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditorâs report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
- Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to standalone financial statements in place and the operating effectiveness of such controls.
- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
- Conclude on the appropriateness of managementâs use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companyâs ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditorâs report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditorâs report. However, future events or conditions may cause the Company to cease to continue as a going concern.
- Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditorâs report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in âAnnexure Aâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), Statement of Change in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.
g) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. On the basis of written representations received from the management of the Company, the Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements- Refer Note No. 37 to the standalone financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
3. With respect to the matter to be included in the Auditorsâ report under Section 197(16):
In our opinion and according to the information and explanation given to us, the Company has paid remuneration to its directors during the year is in accordance with the provisions of and limit laid down under section 197 read with Schedule V of the Act.
i) In respect of fixed assets:
a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b) The Company has a program of verification to cover all the items of fixed assets in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
c) On the basis of written representation received from the management of the Company, the title deeds of immovable properties held in the name of the Company are mortgaged with the Banks for securing the long term borrowings and credit limits raised by the Company. In case of immovable properties that have been taken on lease and disclosed as property, plant and equipment in the financial statements, we report that the lease agreement are in name of the Company.
ii) In respect of its inventory:
a) On the basis of information and explanation provided by the management, inventories have been physically verified by the management during the year. In our opinion the frequency of physical verification followed by the management is reasonable. However, we were being informed that physical verification of clay was made on the basis of volume and density which is approximately correct.
b) No material discrepancies were noticed on verification between the physical stocks and the book records.
iii) (a) to (c) According to the information and explanation given to us, the Company had not granted loans, secured or unsecured, to any of the companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Therefore, the provisions of paragraph 3(iii) (a) to (c) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
iv) According to the information and explanation given to us, the Company has no transaction of loans, guarantees, and security during the year covered under the provisions of section 185 and 186 of the Companies Act, 2013. Therefore, the provisions of paragraph 3(iv) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
v) In our opinion and according to the information and explanation given to us, since the Company has not accepted any deposits therefore the question of the compliance of any directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under does not arise.
vi) On the basis of available information and explanation provided to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Amendment Rules, 2014 dated December 31, 2014 (as amended from time to time) to the current operations carried out by the Company. Accordingly, the provisions of paragraph 3(vi) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
vii) In respect to statutory dues:
a) The Company is generally regular in depositing undisputed statutory dues including Provident Fund, Employeesâ State Insurance, Income Tax, duty of Customs, Goods and Service Tax and any other material statutory dues applicable to it with the appropriate authorities. There were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income Tax, duty of Customs, Goods and Service Tax and any other material statutory dues in arrears as at March 31, 2019 for a period of more than six months from the date they became payable.
b) According to the records of the Company examined by us and the information and explanations given to us, there were no dues of Income Tax or Sales Tax or Goods and Service Tax or Service Tax or duty of Customs or duty of Excise or Value Added Tax which have not been deposited on account of any dispute except the following, which have not been deposited on account of dispute:
Name of the Statute |
Nature of Dispute |
Amount (in Rs.) |
Period |
Forum where dispute is pending |
U.P. Vat Act |
Entry tax and other dues |
11,91,100 |
2000-01 & 2003-04 |
Allahabad High Court |
U.P. Vat Act |
Form 3B Misused By Indian Oil Corporation |
5,64,710 |
2000-2001 |
Tribunal Ghaziabad |
U.P. Vat Act |
Entry tax and other dues |
3,20,813 |
2002-03 |
Ghaziabad Tribunal |
U.P. Vat Act |
Sales Tax Demand |
69,189 |
2003-04 |
|
U.P. Vat Act |
Sales Tax Demand |
10,98,623 |
2003-04 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax Demand |
23,94,965 |
2003-04 |
|
U.P. Vat Act |
Advance Agst Form C |
10,02,338 |
2011-12 |
Tribunal Ghaziabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
2,80,000 |
2013-14 |
Tribunal Ghaziabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
1,56,600 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
1,98,650 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
2,03,000 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
1,24,700 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
1,25,000 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
2,28,838 |
2016-17 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
69,660 |
2017-18 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
55,800 |
2017-18 |
DC Sikandrabad |
U.P. Vat Act |
Vehicle Seizure Order Hearing Notice |
10,51,515 |
2017-18 |
DC Sikandrabad |
Gujrat VAT |
Sales Tax Demand |
2,80,259 |
2010-11 |
Asstt. Comm. of Commercial Tax |
Gujrat VAT |
Sales Tax Demand |
4,72,499 |
2006-07 |
Gujarat VAT Tribunal, |
Gujrat CST |
VAT/CST Demand |
5,08,000 |
2013-14 |
State Deputy Commissioner, Ahmedabad |
Gujrat CST/VST |
VAT/CST Demand |
19,07,161 |
2014-15 |
|
A.P.VAT Act |
Sales Tax demand |
4,89,768 |
2005-06 & 2006-07 |
High Court of A.P. |
Kerala Vat Act |
Sales Tax Demand |
4,38,904 |
2005-06 |
|
Kerala Vat Act |
Sales Tax Demand |
26,39,208 |
2009-10 |
Assistant commissioner, Ernakulum |
Kerala Vat Act |
Sales Tax Demand |
55,526 |
2008-09 |
|
Kerala Vat Act |
OBL Kerala 12-13 under VAT Act |
1,16,22,439 |
2012-13 |
|
Kerala Vat Act |
BCL Kerala under Vat Act |
1,14,512 |
2012-13 |
Commissioner (Appeals) DC |
A.P.VAT Act |
Sales Tax Demand |
10,68,317 |
2009-10 |
Commissioner (Appeals) |
A.P.VAT Act |
Sales Tax Demand |
10,68,317 |
2009-10 |
|
Goa VAT Act |
Sales Tax Demand |
3,707 |
2008-09 |
Assistant commissioner, Goa |
Haryana Vat Act |
Sales Tax Demand |
1,21,318 |
2015-16 |
Commissioner (Appeal) |
Mumbai VAT Department |
BCL-Mumbai : Tax demand on Vehicle Sale |
27,246 |
2006-07 |
VAT Officer |
Delhi VAT |
CST Actâ Self-Asstt demand |
9,884 |
2013-14 |
VAT Officer |
Delhi VAT |
Unpaid Challan demand |
66,894 |
2006-07 |
VAT Officer |
Delhi VAT |
CST Actâ Asstt demand |
1,11,732 |
2008-09 |
VAT Officer |
Delhi VAT |
CST Actâ Asstt demand |
2,89,470 |
2009-10 |
VAT Officer |
Delhi VAT |
CST Actâ Asstt demand |
2,46,849 |
2011-12 |
VAT Officer |
Central Excise & Customs Act |
Excise & other dues |
1,02,69,255 |
2010-2017 |
CESTAT, Ahmedabad |
Income Tax Act, 1961 |
Income Tax demand |
22,37,194 |
AY: 1995-96 |
Gujarat High Court |
Income Tax Act, 1961 |
Income Tax demand |
16,92,841 |
AY: 1990-91 |
|
Income Tax Act, 1961 |
Income Tax demand |
7,62,880 |
AY:2003-04 |
ITAT, Ahmedabad |
Income Tax Act, 1961 |
Income Tax demand |
16,30,483 |
AY:2003-04 |
|
Income Tax Act, 1961 |
Income Tax demand |
3,10,57,825 |
AY:2011-12 |
CIT (Appeals), Ahmedabad |
viii) On the basis of information and explanation provided to us, the Company has not defaulted in repayment of loans and borrowings to financial institution and bank. The Company has not taken any loan from Government and also has not issued any debentures.
ix) The Company did not raise any money by the way of initial public or further public offer (including debt instruments) during the year. The term loans taken during the year were applied for the purpose for which the same has been raised.
x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.
xi) In our opinion and according to the information and explanation given to us, the Company has paid/ provided managerial remuneration to its directors during the year in accordance with provisions of section 197 read with Schedule V to the Companies Act, 2013 as applicable to the Company.
xii) The Company is not a nidhi company hence the provisions of paragraph 3(xii) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
xiii) During the course of our examination of the books and records of the Company, all transactions entered with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the financial statements etc. as required by the applicable accounting standards.
xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of paragraph 3(xiv) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
xv) The Company has not entered into any non-cash transactions with directors or persons connected with him and hence provisions of section 192 of the Companies Act, 2013 are not applicable.
xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of paragraph 3(xvi) of the Companies (Auditorâs Report) Order, 2016 are not applicable to the Company.
We have audited the internal financial controls with reference to financial statements of Orient Bell Limited (âthe Companyâ) as of March 31, 2019 in conjunction with our audit of the stand alone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorsâ Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to financial statements was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgement, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system with reference to financial statements.
Meaning of Internal Financial Controls with reference to financial statements
A companyâs internal financial control with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind AS financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control with reference to financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind AS financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companyâs assets that could have a material effect on the Ind AS financial statements.
Inherent Limitations of Internal Financial Controls with reference to financial statements
Because of the inherent limitations of internal financial controls with reference to financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system with reference to financial statements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2019, based on âthe internal control with reference to financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For B.R. Gupta & Co.
Chartered Accountants
Firmâs Registration Number 008352N
(Deepak Agarwal)
Place of Signature : New Delhi Partner
Date : 22 May, 2019 Membership No. 073696
Mar 31, 2016
Independent Auditor''s Report
To the Members of M/S ORIENT BELL LIMITED
Report on the Standalone Financial Statements
We have audited the accompanying financial statements of Orient Bell Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Management''s Responsibility for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("the Actâ) with respect to the preparation 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 specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made 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 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. 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 standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the 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 March 31, 2016, its profit and 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, 2016 ("the Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in the paragraph 3 and 4 of the order.
2. As required by section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on March 31, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 201 6 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure-Bâ.
(g) 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. On the basis of written representations received from the management of the Company, the Company does not have any pending litigations which would impact its financial position; except for the cases which are disclosed under sub-note "Contingent Liabilitiesâ under Note No. 8(a) of the financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
i) In respect of fixed assets:
The Annexure referred to in independent Auditors'' Report to the members of the Company on the standalone financial statements for the year ended March 31, 2016, we report that:
a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified at periodic intervals. In accordance with this programme for the year, no material discrepancies were noticed on such verification. In our opinion, such periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.
c) On the basis of written representation received from the management of the Company, the title deeds of immovable properties held in the name of the Company are mortgaged with the Banks for securing the long term borrowings and credit limits raised by the Company.
ii) In respect of its inventory:
a) On the basis of information and explanation provided by the management, inventories have been physically verified by the management during the year except the inventories in transit. In our opinion the frequency of physical verification followed by the management is reasonable.
b) No material discrepancies were noticed on verification between the physical stocks and the book records.
iii) (a) to (c) According to the information and explanation given to us, the Company had not granted loans, secured or unsecured, to any of the Companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013. Therefore, the provisions of paragraph 3(iii) (a) to (c) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
iv) According to the information and explanation given to us, the Company has no loans, guarantees, and security covered under the provisions of section 185 and 186 of the Companies Act, 2013. During the year, Company has made investment in compliance with the provisions of the section 186 of the Companies Act, 2013.
v) In our opinion and according to the information and explanation given to us, since the Company has not accepted any deposits therefore the question of the compliance of any directives issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act and the rules framed there under does not arise.
vi) On the basis of available information and explanation provided to us, the Central Government has not prescribed maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Amendment Rules, 2014 dated December 31, 2014 to the current operations carried out by the Company. Accordingly, the provisions of paragraph 3(vi) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
vii) (a) The Company is generally regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with appropriate authorities. Further there were no undisputed outstanding statutory dues as on the last day of the financial year concerned for a period of more than six months from the date they became payable.
(b) According to the records of the Company examined by us and the information and explanations given to us, there were no dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax, except the following, which have not been deposited on account of any dispute:
Name of the Statute |
Nature of Dispute |
Amount (in Rs. |
Period |
Forum where dispute is pending |
U.P. Vat Act |
Entry tax and other dues |
11,91,100 |
2000-01 & 2003-04 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax |
27,40,918 |
2002-03 |
Allahabad High Court |
U.P. Vat Act |
Entry tax and other dues |
(1)3,20,813 |
2002-03 |
Ghaziabad Tribunal |
U.P. Vat Act |
Sales Tax |
(1)34,594 |
2003-04 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax |
10,98,623 |
2003-04 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax |
(1)18,94,965 |
2003-04 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax |
9,73,790 |
2004-05 |
Allahabad High Court |
U.P. Vat Act |
Sales Tax |
12,08,757 |
2005-06 |
Allahabad High Court |
Name of the Statue |
Name of Dispute |
Amount (in Rs.) '' |
Period |
Forum where dispute is pending |
U.P. Vat Act |
Sales Tax |
(1)7,65,898 |
2006-07 |
Allahabad High Court |
Gujarat Vat |
Sales Tax |
3,30,568 |
2010-11 |
Astt. Commissioner of Commercial Tax |
Gujarat Vat |
Sales Tax |
(1) 3,72,499 |
2006-07 |
Gujarat Value Added Tax Tribunal, Ahmedabad |
Karnataka Vat |
Sales Tax |
53,87,496 |
2012-13 |
Joint Commissioner (Appeals) |
Karnataka Vat |
Sales Tax |
11,90,173 |
2013-14 |
Joint Commissioner (Appeals) |
Karnataka Vat |
Sales Tax |
28,46,280 |
2014-15 |
Joint Commissioner (Appeals) |
A.P.VAT Act |
Sales Tax |
4,89,768 |
2005-06 & 2006-07 |
High Court of A.P. |
A.P.VAT Act |
Sales Tax |
(1)5,34,158 |
2009-10 |
Commissioner (Appeals) |
A.P.VAT Act |
Sales Tax |
(1)9,34,777 |
2009-10 |
Commissioner (Appeals) |
Delhi Vat Act |
Sales Tax |
1,11,732 |
2009-10 |
Vat Officer |
Delhi Vat Act |
Sales Tax |
2,89,470 |
2010-11 |
Vat Officer |
Mumbai Vat Act |
Sales Tax |
27,246 |
2006-07 |
Vat Officer |
Mumbai Vat Act |
Sales Tax |
18,394 |
2008-09 |
Commissioner of Sales Tax Appeal II |
Mumbai Vat Act |
Sales Tax |
13,14,013 |
2008-09 |
Commissioner of Sales Tax Appeal II |
Kerala Vat Act |
Sales Tax |
(1)2,83,774 |
2005-06 |
Assistant commissioner, Ernakulam |
Kerala Vat Act |
Sales Tax |
70,87,329 |
2009-10 |
Assistant commissioner, Ernakulam |
West Bengal Vat Act |
Sales Tax |
1,47,45,867 |
2011-12 |
Jt. Commissioner (Appeal) |
Goa Vat Act |
Sales Tax |
3,707 |
2008-09 |
Vat Officer |
Haryana Vat Act |
Sales Tax |
10,433 |
2013-14 |
Excise & Taxation Officer-cum-Assessing Authority, Sonepat |
Haryana Vat Act |
Sales Tax |
1,21,318 |
2015-16 |
Commissioner (Appeal)-Excise & Taxation Officer |
Central Excise & Customs Act |
Excise & other dues |
(1)6,80,440 |
2005-2010 |
CESTAT, Noida |
Central Excise & Customs Act |
Excise & other dues |
6,70,460 |
2005-2010 |
Excise Tribunal, Noida |
Central Excise & Customs Act |
Excise & other dues |
1,75,946 |
2008-09 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
1,73,833 |
2010-201 1 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
(1)43,66,321 |
201 1-2012 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
(1)18,10,793 |
2010-11 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
(1)75,045 |
2014-15 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
(1)1,28,928 |
2014-15 |
Commissioner (Appeals) Noida |
Central Excise & Customs Act |
Excise & other dues |
2,32,056 |
2005-2010 |
CESTAT, Ahmedabad |
Central Excise & Customs Act |
Excise & other dues |
1,56,151 |
2007-2010 |
CESTAT, Ahmedabad |
Name of the Statute |
Nature of Dispute |
Amount (in Rs.) |
Period |
Forum where dispute is pending |
Central Excise & Customs Act |
Excise & other dues |
(1)46,61,297 |
2010-2013 |
Appellate Tribunal |
Central Excise & Customs Act |
Excise & other dues |
1,1 1,02,931 |
2011-12 |
CESTAT, Bangalore |
Custom Tariff Act, 1975 |
Custom Duty |
85,00,000 |
2001-02 |
CEGAT, New Delhi |
Income Tax Act, 1961 |
Income Tax |
16,92,841 |
AY:1990-91 |
ITAT, Ahmedabad |
Income Tax Act, 1961 |
Income Tax |
22,37,194 |
AY:1995-96 |
Gujarat High Court |
Income Tax Act, 1961 |
Income Tax |
7,62,880 |
AY:2003-04 |
ITAT, Ahmedabad |
Income Tax Act, 1961 |
Income Tax |
16,30,483 |
AY:2003-04 |
ITAT, Ahmedabad |
Income Tax Act, 1961 |
Income Tax |
3,10,57,825 |
AY:2011-12 |
CIT (Appeals), Ahmedabad |
Income Tax Act, 1961 |
Income Tax |
10,97,511 |
AY:2009-10 |
ITAT, Delhi |
Income Tax Act, 1961 |
Income Tax |
10,97,511 |
AY:2009-10 |
CIT (Appeals), Delhi |
Income Tax Act, 1961 |
Income Tax |
8,34,757 |
AY:2010-11 |
ITAT, Delhi |
(1)Net of amounts paid under protest.
viii) On the basis of information and explanation provided to us, Company has not defaulted in repayment of loans and borrowings to the bank. There were no dues outstanding towards debenture holders as at March 31, 2016.
ix) The Company did not raise any money by way of initial public or further public offer (including debt instruments) during the year. The term loans taken during the year were applied for the purpose for which the same has been raised.
x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
xi) The Company has paid / provided managerial remuneration to its directors during the year in accordance with provisions of section 197 read with Schedule V to the Companies Act, 2013 as applicable to the Company.
xii) The Company is not a nidhi company hence the provisions of paragraph 3(xii) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
xiii) During the course of our examination of the books and records of the Company, all transactions entered with the related parties are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the financial statements etc, as required by the applicable accounting standards.
xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly, the provisions of paragraph 3(xiv) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
xv) The Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of paragraph 3(xv) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of paragraph 3(xvi) of the Companies (Auditor''s Report) Order, 2016 are not applicable to the Company.
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm Regn. No. 001478N/N500005
(Pradeep Dinodia)
Place : New Delhi Partner
Dated : 23rd May, 2016 M. No. 080617
Mar 31, 2015
Report on the Financial Statements
We have audited the accompanying financial statements of Orient Bell
Limited ("the Company"), which comprise the Balance Sheet as at March
31, 2015, the Statement of Profit and Loss and the Cash Flow Statement
for the year then ended, and a summary of significant accounting
policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation and presentation of these financial statements that
give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility
also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder. We conducted our audit in accordance with the Standards on
Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether the financial
statements are free from material misstatement. An audit involves
performing procedures to obtain audit evidence about the amounts and
disclosures in the financial statements. The procedures selected
depend on the auditor's judgment, including the assessment of the risks
of material misstatement of the financial statements, whether due to
fraud or error. In making those risk assessments, the auditor considers
internal financial control relevant to the Company's preparation of the
financial statements that give a true and fair view in order to design
audit procedures that are appropriate in the circumstances but not for
the purpose of expressing an opinion on whether the Company has in
place an adequate internal financial controls system over financial
reporting and the operating effectiveness of such controls. An audit
also includes evaluating the appropriateness of the accounting policies
used and the reasonableness of the accounting estimates made by the
Company's directors, as well as evaluating the overall presentation of
the financial statements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our audit
opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at March 31,2015 and its profit and cash flows for the year ended on
that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the Order,
to the extent applicable.
2. As required by section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit;
b. In our opinion proper books of account as required by law have been
kept by the Company so far as it appears from our examination of those
books and further proper returns adequate for the purpose of audit has
been received from the branches not visited by us;
c. The Balance Sheet, the Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
d. In our opinion, the 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 written representations received from the directors
as on March 31, 2015 and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2015 from being
appointed as a director in terms of Section 164 (2) of the Act; and f.
With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us: i. the Company has
disclosed the impact of pending litigation on its financial position in
its financial statements as referred to in Note 8(a) of the financial
statements; ii. The Company did not have any long term contracts
including derivative contracts for which there were any material
foreseeable losses. iii. There has been no delay in transferring
amounts, required to be transferred, to the Investor Education and
Protection Fund by the Company.
The Annexure referred to in our Independent Auditors' Report to the
members of the Company on the financial statements for year ended March
31, 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 has a regular programme of physical verification of its
fixed assets by which fixed assets are verified in a phased manner. In
accordance with this programme, certain fixed assets are 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 nature of
its assets.
ii) a) On the basis of information and explanation provided by the
management, the inventory has been physically verified during the year
by the management except the inventories in transit.
b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of business.
c) In our opinion, the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stocks and the book records were not material.
iii) The Company has not granted any loans secured or unsecured to
companies, firms or other parties covered in the register maintained
under section 189 of the Companies Act, 2013. Therefore, the provisions
of clause 3(iii) (a) to (b) of the Companies (Auditor's Report) Order,
2015 are not applicable to the Company.
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 inventory, fixed assets and for the sale of goods. The
activities of the Company do not involve sale of services. Further, on
the basis of our examination of the books and records of the Company,
carried out in accordance with the generally accepted auditing
practices, there is no continuing failure to correct the weaknesses in
the aforesaid internal control systems.
v) In our opinion and according to the information and explanation
given to us, since the Company has not accepted any deposits therefore
the question of the compliance of any directives issued by the Reserve
Bank of India and the provisions of sections 73 to 76 or any other
relevant provisions of the Companies Act and the rules framed there
under does not arise.
vi) The Central Government has not prescribed the maintenance of cost
records under section 148 (1) of the Act read with the Companies (Cost
Records and Audit) Amendment Rules, 2015 dated January 16, 2015 for any
of the product manufactured by the Company. Therefore, the provisions
of clause 3(vi) of the Companies (Auditor's Report) Order, 2015 are not
applicable to the Company.
vii) (a) According to the information and explanation 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, employees' state insurance,
income tax, sales tax, wealth tax, service tax, duty of customs, duty
of excise, value added tax, cess and other material statutory dues have
been generally regularly deposited during the year by the Company with
the appropriate authorities. Further no undisputed amounts payable in
respect of outstanding statutory dues were in arrears as at March
31,2015 for a period of more than six months from the date they became
payable.
(b) According to the information and explanation given to us, there are
no material dues of wealth tax, service tax and cess which have not
been deposited with the appropriate authorities on account of any
dispute. However, according to the information and explanation given to
us, the following dues of income tax, sales tax, value added tax, duty
of customs and duty of excise have not been deposited by the Company on
account of disputes:
Name of the Statue Name of Dispute Amount (in Rs.)
U.P. Vat Act Entry tax and other dues 11,91,100
U.P. Vat Act Sales Tax 27,40,918
U.P. Vat Act Entry tax and other dues 3,20,813
U.P. Vat Act Sales Tax 34,594
U.P. Vat Act Sales Tax 10,98,623
U.P. Vat Act Sales Tax 18,94,965
U.P. Vat Act Sales Tax 9,73,790
U.P. Vat Act Sales Tax 12,08,757
U.P. Vat Act Sales Tax 7,65,898
A.P. VAT Act Sales Tax 4,89,768
A.P. VAT Act Sales Tax 5,34,158
A.P. VAT Act Sales Tax 9,34,777
Delhi Vat Act Sales Tax 1,11,732
Delhi Vat Act Sales Tax 2,89,470
Mumbai Vat Act Sales Tax 27,246
Kerala Vat Act Sales Tax 2,83,774
Kerala Vat Act Sales Tax 70,87,329
West Bengal Vat Act Sales Tax 1,47,45,867
Central Excise & Customs
Act Excise & other dues 6,80,440
Central Excise & Customs
Act Excise & other dues 6,70,460
Central Excise & Customs
Act Excise & other dues 1,75,946
Central Excise & Customs
Act Excise & other dues 1,73,833
Central Excise & Customs
Act Excise & other dues 43,66,321
Central Excise & Customs
Act Excise & other dues 19,52,518
Central Excise & Customs
Act Excise & other dues 21,53,688
Central Excise & Customs
Act Excise & other dues 2,32,056
Central Excise & Customs
Act Excise & other dues 1,56,151
Central Excise & Customs
Act Excise & other dues 1,11,02,931
Custom Tariff Act, 1975 Custom Duty 85,00,000
Income Tax Act, 1961 Income Tax 16,92,841
Income Tax Act, 1961 Income Tax 22,37,194
Income Tax Act, 1961 Income Tax 7,62,880
Income Tax Act, 1961 Income Tax 16,30,483
Income Tax Act, 1961 Income Tax 3,10,57,825
Income Tax Act, 1961 Income Tax 10,97,511
Income Tax Act, 1961 Income Tax 15,74,700
Income Tax Act, 1961 Income Tax 8,34,757
Income Tax Act, 1961 Income Tax 92,557
Name of the Statute Forum where
Period dispute is pending
U.P.Vat Act 2000-01 &
2003-04 Allahabad High Court
U.P.Vat Act 2002-03 Allahabad High Court
U.P.Vat Act 2002-03 Ghaziabad Tribunal
U.P.Vat Act 2003-04 Allahabad High Court
U.P.Vat Act 2003-04 Allahabad High Court
U.P.Vat Act 2003-04 Allahabad High Court
U.P.Vat Act 2004-05 Allahabad High Court
U.P.Vat Act 2005-06 Allahabad High Court
U.P.Vat Act 2006-07 Allahabad High Court
A.P.VAT Act 2005-06 &
2006-07 High Court of A.P.
A.P.VAT Act 2009-10 Commissioner (Appeals)
A.P.VAT Act 2009-10 Commissioner (Appeals)
Delhi Vat Act 2009-10 Vato Officer
Delhi Vat Act 2010-11 Vato Officer
Mumbai Vat Act 2006-07 Vato Officer
Kerala Vat Act 2005-06 Assistant commissioner,
Ernakulam
Kerala Vat Act 2009-10 Assistant commissioner,
Ernakulam
West Bengal Vat Act 2011-12 Jt. Commissioner (Appeal)
Central Excise & Customs Act 2005-2010 CESTAT, Noida
Central Excise & Customs Act 2005-2010 Excise Tribunal, Noida
Central Excise & Customs Act 2008-09 Commissioner (Appeals) Noida
Central Excise & Customs Act 2010-2011 Commissioner (Appeals) Noida
Central Excise & Customs Act 2011-2012 Commissioner (Appeals) Noida
Central Excise & Customs Act 2010-11 Commissioner (Appeals) Noida
Central Excise & Customs Act 2007-08 Commissioner (Appeals),
Vadodra
Central Excise & Customs Act 2005-2010 CESTAT, Ahmedabad
Central Excise & Customs Act 2007-2010 CESTAT, Ahmedabad
Central Excise & Customs Act 2011-12 CESTAT, Bangalore
Custom Tariff Act, 1975 2001-02 CEGAT, New Delhi
Income Tax Act, 1961 AY:1990-91 ITAT, Ahmedabad
Income Tax Act, 1961 AY:1995-96 Gujarat High Court
Income Tax Act, 1961 AY:2003-04 ITAT, Ahmedabad
Income Tax Act, 1961 AY:2003-04 ITAT, Ahmedabad
Income Tax Act, 1961 AY:2011-12 CIT (Appeals), Ahmedabad
Income Tax Act, 1961 AY:2009-10 ITAT, Delhi
Income Tax Act, 1961 AY:2010-11 ITAT, Delhi
Income Tax Act, 1961 AY:2010-11 ITAT, Delhi
Income Tax Act, 1961 AY:2012-13 CIT (Appeals), Delhi
(c) According to the information and explanations given to us the
amounts which were required to be transferred to investor education and
protection fund in accordance with the relevant provisions of the
Companies Act, 1956 (1 of 1956) and rules made there under has been
transferred to such fund within time.
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) Based on our audit procedures and according to the information and
explanations given to us, the Company has not defaulted in repayment of
dues to banks and financial institutions during the year. There were no
dues payable to debenture holders.
x) 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. Therefore, the provisions of clause
3(x) of the Companies (Auditor's Report) Order, 2015 are not applicable
to the Company.
xi) In our opinion and according to the information and explanation
given to us, the term loans were applied for the purposes for which the
loans were obtained.
xii) During the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in India and according to the information and
explanation given to us, we have neither come across any instance 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.
For S.R. Dinodia & Co. LLP
Chartered Accountants
Firm's Regn. No. 001478N/N500005
(Sandeep Dinodia)
Place: New Delhi Partner
Dated: 29th May, 2015 M. No. 083689
Mar 31, 2014
We have audited the accompanying financial statements of M/S ORIENT
BELL LIMITED, ("the Company"), which comprise the Balance Sheet as at
31st March, 2014, and the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards notified under the Companies Act, 1956 ("the
Act") read with the General Circular No. 15/2013 dated 13th September
2013 of the Ministry of Corporate Affairs in respect of Section 133 of
the Companies Act, 2013. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the entity''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March 2014;
(b) in the case of the Statement of Profit and Loss, of the Profit for
the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
(b) in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
(c) the Balance Sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
(d) in our opinion, the Balance Sheet, Statement of Profit and Loss,
and Cash Flow Statement comply with the Accounting Standards notified
under the Companies Act, 1956 ("the Act") read with the General
Circular No. 15/2013 dated 13th September 2013 of the Ministry of
Corporate Affairs in respect of Section 133 of the Companies Act, 2013.
(e) On the basis of written representations received from the directors
as on 31st March 2014 and taken on record by the Board of Directors, we
report that none of the directors is disqualified as on 31st March 2014
from being appointed as a director in terms of clause (g) of
sub-section (1) of section 274 of the Companies Act, 1956;
(f) Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
Annexure To The Auditors Report
(Referred to in Paragraph 1 under the heading of "Report on Other Legal
& Regulatory Requirements" of our report of even date)
RE: M/S ORIENT BELL LIMITED
i) In respect of its fixed assets:
a) The Company has maintained adequate records showing particulars of
fixed assets including quantitative details and situation.
b) As explained to us, all the fixed assets have been physical verified
by the management in a phased manner, which in our opinion is
reasonable, having regard to the size of the Company and nature of its
assets. The discrepancies noticed during verification were not
material.
c) In our opinion, during the year the Company has not disposed off
substantial part of its fixed assets and going concern status of the
Company is not affected.
ii) In respect of its inventories:
a) On the basis of information and explanation provided by the
management, the inventory has been physically verified during the year
by the management except the inventories in transit. In our opinion the
frequency of physical verification followed by the management is
reasonable.
b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
c) In our opinion, the Company is maintaining proper records of
inventory. The discrepancies noticed on verification between the
physical stocks and the book records were not material.
iii) In respect of loans, secured or unsecured, granted or taken by the
Company to/ from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956:
a) The Company has not given loan to any company, firm or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
b) The company had taken loan from five parties covered in the register
maintained under section 301 of the Companies Act, 1956. In respect of
said loan, the maximum amount outstanding at any time during the year
was Rs. 16,72,99,400 and the year-end balance of loans taken from such
parties was Rs. 15,00,00,000.
c) In our opinion and according to the explanations given to us, the
rate of interest and other terms and conditions of the loan taken by
the Company, are not prime facie prejudicial to the interest of the
Company.
d) In respect of the aforesaid loans taken by the Company, the
principal amount is repayable/ adjustable on the prerogative of the
Company and the interest amount has been paid as stipulated.
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to the purchase of inventory, fixed assets and for
the sales of goods. Further, on the basis of our examination of the
books and record of the Company, carried out in accordance with the
generally accepted auditing practices, there is no continuing failure
to correct the weaknesses in the aforesaid internal control systems.
v) In respect of the contracts or arrangements referred to in Section
301 of the Companies Act, 1956:
a) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance to the 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 explanation given to us, the
transactions made in pursuance of such contracts or arrangements
entered in the register maintained u/s 301 of the Companies Act, 1956
and exceeding values of Rs. 5,00,000 in respect of each party during
the year have been made at prices which appear reasonable as per the
information available with the Company.
vi) The Company has not accepted deposits within the meaning of section
58A, 58AA and the other relevant provisions of the Companies Act, 1956
and the rules framed there under.
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 cost records maintained by the
Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209 (1) (d) of the
Companies Act,1956 and are of the opinion that, prime facie, the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
ix) In respect of statutory dues:
a) According to the records of the Company, undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and other material statutory dues
as applicable have been generally regularly deposited with the
appropriate authorities.
b) According to the records of the Company examined by us and the
information and explanations given to us, there were no undisputed
amounts payable in respect of Provident Fund, Investor Education and
Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other
material statutory dues as applicable in arrears as at March 31, 2014
for a period of more than six months from the date they became payable.
c) In our opinion and according to the information and explanations
given to us, details of dues in respect of Income Tax, Sales Tax,
Custom duty, Excise Duty, Service Tax, cess that have not been
deposited with the appropriate authorities on account of dispute are
given below: -
Name of the Statue Nature of Dispute Amount (in Rs.)
Local Sales Tax Act Entry tax and other dues 11,91,100
Local Sales Tax Act Entry tax and other dues 3,20,813
Tribunal
Local Sales Tax Act Sales Tax Demand 41,513
Local Sales Tax Act Sales Tax Demand 5,98,623
Local Sales Tax Act Sales Tax Demand 18,94,965
Local Sales Tax Act Sales Tax Demand 19,19,704
Local Sales Tax Act Sales Tax Demand 9,73,790
Local Sales Tax Act Sales Tax Demand 14,87,865
Local Sales Tax Act Sales Tax Demand 15,07,144
Local Sales Tax Act Sales Tax Demand 12,08,757
Local Sales Tax Act Sales Tax Demand 7,65,898
Local Sales Tax Act Sales Tax Demand 1,03,56,746
Local Sales Tax Act Sales Tax Demand 70,87,329
Local Sales Tax Act Sales Tax Demand 1,47,45,867
Central Excise Act Excise And Other dues 1,15,860
Central Excise Act Excise And Other dues 27,02,173
Central Excise Act Excise And Other dues 6,70,460
Custom Tariff Act, 1975 Custom Duty 85,00,000
Income Tax Act, 1961 Income Tax demand 16,92,841
Income Tax Act, 1961 Income Tax demand 22,37,194
Income Tax Act, 1961 Income Tax demand 32,73,194
Income Tax Act, 1961 Income Tax demand 15,74,700
U.P. Trade Tax Act Sales Tax demand 1,88,487
A.P.VAT Act, 2005 Sales Tax demand 4,89,768
A.P.VAT Act,2005 Sales Tax demand 20,25,162
A.P. VAT Act,2005 Sales Tax Demand 5,34,158
A.P. VAT Act,2005 Sales Tax Demand 9,34,777
Central Excise &
Customs Act Excise & other dues 20,000
Central Excise &
Customs Act Excise & other dues 21,53,688
Central Excise &
Customs Act Service Tax demand 6,19,506
Central Excise &
Customs Act Service Tax demand 4,77,412
Central Excise &
Customs Act Service Tax demand 48,75,725
Name of the Statue Period Forum where
dispute is pending
Local Sales Tax Act 2000-01 & 2003-04 Allahabad High Court
Local Sales Tax Act 2002-03 Ghaziabad Tribunal
Local Sales Tax Act 2003-04 Allahabad High Court
Local Sales Tax Act 2003-04 Allahabad High Court
Local Sales Tax Act 2003-04 Allahabad High Court
Local Sales Tax Act 2004-05 Allahabad High Court
Local Sales Tax Act 2004-05 Allahabad High Court
Local Sales Tax Act 2005-06 Allahabad High Court
Local Sales Tax Act 2005-06 Allahabad High Court
Local Sales Tax Act 2005-06 Allahabad High Court
Local Sales Tax Act 2006-07 Allahabad High Court
Local Sales Tax Act 2001-02 Allahabad High Court
Local Sales Tax Act 2009-10 Assistant commissioner,
Ernakulam
Local Sales Tax Act 2011-12 Jt. Commissioner (Appeal)
Central Excise Act 2005-06 Commissioner (Appeals)
Noida
Central Excise Act 2012 CESTAT, New Delhi
Central Excise Act 2012 CESTAT, New Delhi
Custom Tariff Act, 1975 2001-02 CEGAT, New Delhi
Income Tax Act, 1961 AY:1990-91 Supreme Court
Income Tax Act, 1961 AY:1995-96 Gujarat High Court
Income Tax Act, 1961 AY:2009-10 CIT (Appeals), New Delhi
Income Tax Act, 1961 AY:2010-11 CIT (Appeals), New Delhi
U.P. Trade Tax Act 2006-07 Jt.Com.(Appeals), Lucknow
A.P.VAT Act, 2005 2005-06 & 2006-07 High Court of A.P.
A.P.VAT Act,2005 2006-07 to
2009-10 Addl Com (CT) (legal) A.P.
A.P. VAT Act,2005 2009-10 Commissioner (Appeals)
A.P. VAT Act,2005 2009-10 Commissioner (Appeals)
Central Excise &
Customs Act 1994-95 CESTAT, Mumbai
Central Excise &
Customs Act 2007-08 Commissioner (Appeals),
Vadodara
Central Excise &
Customs 2005 to 2011 Service Tax Deptt., Dora,
Bharuch
Central Excise &
Customs 2008-09 to
2011-12 Service Tax Deptt. Hoskote,
Bengaluru
Central Excise &
Customs 201 1-12 Dy./Addl. Commissioner
Excise Division V.
x) Company does not have any accumulated losses at the end of the
financial year and has not incurred the cash losses during the
financial year covered by our audit and in the immediately preceding
financial year.
xi) Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to banks during the year. There were
no dues payable to debenture holders.
xii) The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities,
Therefore, the provisions of clause 4(xii) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the company
xiii) The Company is not a chit fund or a nidhi mutual benefit fund
society. Therefore, the provisions of clause 4(xiii) of the Companies
(Auditor''s Report) Order, 2003 are not applicable to the Company.
xiv) The Company is not dealing or trading in shares, securities,
debentures and other investments. Therefore, the provisions of clause
4(xiv) of the Companies (Auditor''s Report) Order, 2003 are not
applicable to the Company.
xv) According to the information and explanations given to us, the
company has not given any guarantee for loans taken by others from
banks or financial institutions. Therefore, the provisions of clause
4(xv) of the Companies (Auditor''s Report) Order, 2003 are not
applicable to the company.
xvi) In our opinion and according to the information and explanations
given to us, the term loans were applied for the purposes for which the
loans were obtained.
xvii) According to the information and explanations given to us and on
the basis of an overall examination of the balance sheet of the
Company, in our opinion, funds raised on short term basis have not been
used for long term investments.
xviii) During the year, the Company has not allotted shares on
preferential basis to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
xix) The Company has not issued any debentures during the year.
Therefore, the provisions of clause 4(xix) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the Company.
xx) According to the information and explanation given to us, during
the year covered under audit the company has not raised any money by
way of public issue. Therefore, the provisions of clause 4(xx) of the
Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
xxi) During the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in India and according to the information and
explanation given to us, we have neither come across any instance 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.
For S.R. Dinodia & Co. LLP
Chartered Accountants
Regn. No. 001478N/N500005
(Sandeep Dinodia)
Place : New Delhi Partner
Dated : 28-05-2014 M.No. 083689
Mar 31, 2013
Report on the Financial Statements
1. We have audited the accompanying financial statements of M/S ORIENT
BELL LIMITED, ("the Company"), which comprise the Balance Sheet as at
31st March, 2013, and the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
2. Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditor''s Responsibility
3. 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
4. In our opinion and to the best of our information and according to
the explanations given to us, the financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March 2013;
(b) in the case of the Statement of Profit and Loss, of the Profit for
the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements 5. 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.
As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c. the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account;
d. in our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement comply with the Accounting Standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956;
e. on the basis of written representations received from the directors
as on 31st March 2013 and taken on record by the Board of Directors, we
report that none of the directors is disqualified as on 31st March 2013
from being appointed as a director in terms of clause (g) of
sub-section (1) of section 274 of the Companies Act, 1956;
f. since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
(i) (a) The Company is maintaining records showing particulars
including quantitative details and situation of fixed assets. However,
the same is pending for updation on account of a few of the assets
acquired on merger during the year.
(b) As explained to us, physical verification of fixed assets has been
conducted by the management at reasonable intervals. In our opinion,
the program of physical verification is reasonable having regard to the
size of the Company and the nature of the fixed assets. We have been
informed that no material discrepancies were noticed on such
verification.
(c) In our opinion, fixed assets disposed off during the year were not
substantial and therefore, do not affect the going concern assumption.
(ii) (a) On the basis of information and explanation provided by the
management, inventories have been physically verified by the management
during the year. In our opinion, the frequency of verification is
reasonable.
(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 the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. We have been explained that no material discrepancies were
noticed on physical verification as compared to book records.
iii) (a) According to information and explanation given to us, the
Company has not given loan to any Company, firm or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956. Therefore, the provisions of clauses 4(iii)(b), (iii)(c) and
(iii)(d) of the Companies (Auditor''s Report) Order, 2003 are not
applicable.
(b) According to information and explanation given to us, the Company
had taken loan from seven parties covered in the register maintained
under section 301 of the Companies Act, 1956. The maximum amount
involved during the year was H23,69,99,400 and the year-end balance of
loans taken from such parties was H16,33,99,400.
(c) In our opinion, the rate of interest and other terms and conditions
on which unsecured loans have been taken from the parties listed in the
register maintained under section 301 of the Companies Act, 1956 are
not, prima facie, prejudicial to the interest of the Company.
(d) In respect of the aforesaid loans taken by the Company, the
principal amount is repayable/ adjustable on the prerogative of the
Company and the interest amount has been paid as stipulated.
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to the purchase of inventory, fixed assets and for
the sales of goods. Further, on the basis of our examination of the
books and record of the Company, carried out in accordance with the
generally accepted auditing practices, there is no continuing failure
to correct the weaknesses in the aforesaid internal control systems.
v) (a) Based on the audit procedures applied by us and according to the
information and explanations given to us, the particulars of contracts
or arrangements referred to in section 301 of the Companies Act, 1956
have been entered in the register required to be maintained under that
section.
(b) The transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees five lacs in respect of
any party during the year have been made at prices, which are
reasonable with regard to the prevailing market prices at the relevant
times.
vi) The Company has not accepted deposits within the meaning of section
58A, 58AA and the other relevant provisions of the Companies Act, 1956
and the rules framed there under.
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 accounts maintained by the
Company pursuant to the Rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956 and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
ix) (a) According to the information and explanations given to us, the
Company is generally regular in depositing undisputed statutory dues
with appropriate authority including provident fund, investor education
and protection fund, employees state insurance, income tax, sales tax,
wealth tax, custom duty, excise duty, service tax, cess and any other
statutory dues applicable to it.
According to the information & explanations given to us, no undisputed
amount payable in respect of Provident Fund, Investor Education and
Protection Fund, Employees'' State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess were in
arrears as at 31st March, 2013 for a period of more than six months
from the date they became payable.
(b) In our opinion and according to the information and explanations
given to us, details of dues in respect of Income Tax, Sales Tax,
Custom duty, Excise Duty, Service Tax, cess that have not been
deposited with the appropriate authorities on account of dispute are
given below: -
Name of the
Statute Nature of
Dispute Amount
(in Rs.) Period Forum where
dispute is
pending
Local
Sales
Tax Act Entry tax
and other
dues 11,91,100 2000-01 &
2003-04 Allahabad
High Court
Local
Sales Tax Act Entry
tax and
other
dues 3,20,813 2002-03 Ghaziabad
Tribunal
Local
Sales Tax Act Sales Tax
Demand 41,513 2003-04 Allahabad High
Court
Local
Sales Tax Act Sales Tax
Demand 5,98,623 2003-04 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 18,94,965 2003-04 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 19,19,704 2004-05 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 9,73,790 2004-05 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 14,87,865 2005-06 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 15,07,144 2005-06 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 12,08,757 2005-06 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 7,65,898 2006-07 Allahabad High
Court
Local Sales
Tax Act Sales Tax
Demand 1,03,56,746 2001-02 Allahabad High
Court
Central
Excise
Act Excise
And Other
Dues 1,15,860 2005-06 Commissioner
(Appeals)
Noida
Central
Excise Act Excise And
Other Dues 27,02,173 2012 CESTAT, New
Delhi
Central
Excise Act Excise And
Other Dues 6,70,460 2012 CESTAT, New Delhi
Custom
Tariff
Act, 1975 Custom Duty 85,00,000 2001-02 CEGAT, New Delhi
Income Tax
Act, 1961 Income Tax
demand 16,92,841 AY:1990-91 Supreme Court
Income Tax
Act, 1961 Income Tax
demand 22,37,194 AY:1995-96 Gujrat High
Court
Income Tax
Act, 1961 Income Tax
demand 32,73,194 AY:2009-10 CIT (Appeals),
New Delhi
Income Tax
Act, 1961 Income Tax
demand 15,74,700 AY:2010-11 CIT (Appeals),
New Delhi
U.P.Trade
Tax Act Sales Tax
demand 1,88,487 2006-07 Jt.Com.(Appeals),
Lucknow
A.P.VAT
Act,2005 Sales Tax
demand 4,89,768 2005-06 &
2006-07 High Court
of A.P.
A.P.VAT
Act,2005 Sales Tax
demand 20,25,162 2006-07 to
2009-10 Addl Com
(CT) (legal) A.P.
Central
Excise &
Customs
Act Excise &
other Dues 20,000 1994-95 CESTAT, Mumbai
Central
Excise &
Customs
Act Excise &
other Dues 21,53,688 2007-08 Commissioner
(Appeals),
Vadodara
Central
Excise &
Customs
Act Service Tax
demand 6,19,506 2005 to
2011 Service Tax
Deptt., Dora,
Bharuch
Central
Excise &
Customs
Act Service Tax
demand 4,77,412 2008-09
to 2011-12 Service Tax
Deptt. Hoskote,
Bangalore
Central
Excise &
Customs
Act Service Tax
demand 48,75,725 2011-12 Dy./Addl.
Commissioner
Excise Division V.
x) Company does not have any accumulated losses at the end of the
financial year and has not incurred the cash losses during the
financial year covered by our audit and in 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 repayment of dues to the
banks and financial institutions during the year. There were no dues
payable to debenture holders.
xii) The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Therefore, the provisions of clause 4(xii) of the Companies (Auditor''s
Report) Order, 2003 are not applicable to the Company.
xiii) In our opinion, the Company is not a chit fund or nidhi mutual
benefit fund/society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 are not applicable to the Company.
xv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions. Therefore, the provisions of clause
4(xv) of the Companies (Auditor''s Report) Order, 2003 are not
applicable to the Company.
xvi) In our opinion and according to the information and explanations
given to us, the term loans were applied for the purposes for which the
loans were obtained.
xvii) On the basis of information and explanation given to us and on an
overall examination of the balance sheet, we report that during the
year no funds raised by the Company on short-term basis have been used
for long-term investment.
xviii) According to information and explanation given to us, the
Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under section 301 of
the Companies Act, 1956 during the year.
xix) During the year covered by our audit report, the Company has not
issued any debentures. Therefore, the provisions of clause 4(xix) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
xx) According to the information and explanation given to us, during
the year covered under audit the Company has not raised any money by
way of public issue. Therefore, the provisions of clause 4(xx) of the
Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
xxi) During the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in India, during the year we have neither come
across any instance of fraud on or by the Company nor have we been
informed of such case by the management.
For S.R. Dinodia & Co.,
Chartered Accountants,
Regn. No. 001478N
(Sandeep Dinodia)
Place: New Delhi Partner
Dated: 08th August, 2013 M. No. 083689
Mar 31, 2012
We have audited the attached Balance sheet of M/S ORIENT BELL LIMITED
(FORMERLY KNOWN AS ORIENT CERAMICS AND INDUSTERIES LIMITED), as at 31st
March 2012 and the Statement of Profit & Loss and Cash Flow Statement
for the year ended on that date annexed thereto. These financial
statements are the responsibility of the Company's Management. Our
responsibility is to express an opinion on these financial statements
based on our audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on 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.
As required by the Companies (Auditor's Report) Order, 2003 {as amended
by the Companies (Auditor's Report) (Amendment) Order, 2004} issued by
the Central Government of India, in terms of Sub Section (4A) of
Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in the paragraphs 4 and 5 of the
said order.
Further to our comments in the annexure referred to above, we report
that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit.
b) In our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books.
c) The Company's Balance Sheet, Statement of Profit & Loss and Cash
Flow Statement dealt with by this report are in agreement with the
books of account.
d) In our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub section (3C) of Section 211 of
the Companies Act, 1956.
e) On the basis of written representations received from the directors
as on 31st March 2012 and taken on record by the Board of Directors, we
report that none of the directors is disqualified as on 31st March 2012
from being appointed as director in term of clause (g) of sub-section
(1) of section 274 of the Companies Act, 1956.
f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
ii) in the case of the Statement of Profit & Loss, of the profit for
the year ended on that date; and
iii) in the case of Cash Flow Statement, of the cash flow for the year
ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Referred to in paragraph 3 of our audit report of even date)
(I) (a) The Company is maintaining records showing particulars
including quantitative details and situation of fixed assets. However,
the same is pending for updation on account of a few of the assets
acquired on merger during the year.
(b) As explained to us, physical verification of fixed assets has been
conducted by the management at reasonable intervals. In our opinion,
the program of physical verification is reasonable having regard to the
size of the Company and the nature of the fixed assets. We have been
informed that no material discrepancies were noticed on such
verification.
(c) In our opinion, fixed assets disposed off during the year were not
substantial and therefore, do not affect the going concern assumption.
(ii) (a) On the basis of information and explanation provided by the
management, inventories have been physically verified by the management
during the year. In our opinion, the frequency of verification is
reasonable.
(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 the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. We have been explained that no material discrepancies were
noticed on physical verification as compared to book records.
iii) (a) According to information and explanation given to us, the
Company has not given loan to any company, firm or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956. Therefore, the provisions of clauses 4(iii)(b),
(iii)(c) and (iii)(d) of the Companies (Auditor's Report) Order, 2003
are not applicable.
(b) According to information and explanation given to us, the company
had taken loan from seven parties covered in the register maintained
under section 301 of the Companies Act, 1956. The maximum amount
involved during the year was Rs 15,00,00,000 and the year-end balance of
loans taken from such parties was Rs 15,00,00,000.
(c) In our opinion, the rate of interest and other terms and conditions
on which unsecured loans have been taken from the parties listed in the
register maintained under section 301 of the Companies Act, 1956 are
not, prima facie, prejudicial to the interest of the Company.
(d) In respect of the aforesaid loans taken by the Company, the
principal amount is repayable/ adjustable on the prerogative of the
Company and the interest amount has been paid as stipulated.
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to the purchase of inventory, fixed assets and for
the sales of goods. Further, on the basis of our examination of the
books and record of the Company, carried out in accordance with the
generally accepted auditing practices, there is no continuing failure
to correct the weaknesses in the aforesaid internal control systems.
v) (a) Based on the audit procedures applied by us and according to the
information and explanations given to us, the particulars of contracts
or arrangements referred to in section 301 of the Companies Act, 1956
have been entered in the register required to be maintained under that
section.
(b) The transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rupees five lacs in respect of
any party during the year have been made at prices, which are
reasonable with regard to the prevailing market prices at the relevant
times.
vi) The Company has not accepted deposits within the meaning of section
58A, 58AA and the other relevant provisions of the Companies Act, 1956
and the rules framed there under.
vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
viii) The Central Government has not prescribed under section 209(1)
(d) of the Companies Act, 1956, for the maintenance of any accounts and
record in respect of products manufactured by the Company.
ix) (a) According to the information and explanations given to us, the
Company is generally regular in depositing undisputed statutory dues
with appropriate authority including provident fund, investor education
and protection fund, employees state insurance, income tax, sales tax,
wealth tax, custom duty, excise duty, service tax, cess and any other
statutory dues applicable to it.
According to the information & explanations given to us, no undisputed
amount payable in respect of Provident Fund, Investor Education and
Protection Fund, Employees' State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess were in
arrears as at 31st March, 2012 for a period of more than six months
from the date they became payable.
(b) In our opinion and according to the information and explanations
given to us, details of dues in respect of Income Tax, Sales Tax,
Custom duty, Excise Duty, Service Tax, cess that have not been
deposited with the appropriate authorities on account of dispute are
given below: -
Name of the Nature of Dispute Amount Period Forum where
Statute (Rs) dispute is
pending
Local Sales Entry tax and 11,91,100 2000-01 & Allahabad
Tax Act othe dues 2003-04 High Court
Local Sales Sales Tax 5,98,623 2003-04 Allahabad High
Tax Act Court
Central Excise And Other 1,25,860 2005-06 Commissioner
Excise Act Dues (Appeals)
Noida
Name of the Nature of Dispute Amount Period Forum where
Statute (Rs) dispute is
pending
Service Tax Service Tax 7,66,054 2000-01 to Commissioner
Under the 2002-03 (Appeals)
Ordinance Act, Nodia
1944
Custom Tariff Custom Duty 85,00,000 2001-02 CEGAT, New
Act, 1975 Delhi
Income Tax Income Tax demand 16,92,841 AY:1990-91 Supreme Court
Act, 1961
Income Tax Income Tax demand 22,37,194 AY:1995-96 Gujrat High
Act, 1961 Court
Income Tax Income Tax demand 32,73,517 AY:2009-10 CIT (Appeals),
Act, 1961 New Delhi
U.P.Trade Tax Sales Tax demand 1,88,487 2006-07 Jt.Com.
Act (Appeals),
Lucknow
A.P.VAT Act, Sales Tax demand 4,89,768 2005-06 & High Court of
2005 2006-07 A.P.
A.P.VAT Act, Sales Tax demand 20,25,162 2006-07 to Addl Com (CT)
2005 2009-10 (legal) A.P.
Central Excise Excise & other 20,000 1994-95 CESTAT, Mumbai
& Customs Act Dues
Central Excise Excise & other 21,53,688 2007-08 Commissioner
& Customs Act Dues (Appeals),
Vadodra
Central Excise Service Tax demand 5,87,570 2005 to Service Tax
& Customs Act 2011 Deptt., Dora,
Bharuch
Central Excise Service Tax demand 2,29,898 2008-09 to Service Tax
& Customs Act 2010-11 Deptt.
Hoskote,
Bangalore
x) Company does not have any accumulated losses at the end of the
financial year and has not incurred the cash losses during the
financial year covered by our audit and in 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 repayment of dues to the
banks and financial institutions during the year. There were no dues
payable to debenture holders.
xii) The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities,
Therefore, the provisions of clause 4(xii) of the Companies (Auditor's
Report) Order, 2003 are not applicable to the company.
xiii) In our opinion, the Company is not a chit fund or nidhi mutual
benefit fund/society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditors Report) Order, 2003 are not applicable to the
Company.
xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor's Report) Order,
2003 are not applicable to the Company.
xv) According to the information and explanations given to us, the
company has not given any guarantee for loans taken by others from
banks or financial institutions. Therefore, the provisions of clause
4(xv) of the Companies (Auditor's Report) Order, 2003 are not
applicable to the company.
xvi) In our opinion and according to the information and explanations
given to us, the term loans were applied for the purposes for which the
loans were obtained.
xvii) On the basis of information and explanation given to us and on an
overall examination of the balance sheet, we report that during the
year no funds raised by the Company on short-term basis have been used
for long- term investment.
xviii) According to information and explanation given to us, the
Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under section 301 of
the Companies Act, 1956 during the year.
xix) During the year covered by our audit report, the Company has not
issued any debentures. Therefore, the provisions of clause 4(xix) of
the Companies (Auditor's Report) Order, 2003 are not applicable to the
Company.
xx) According to the information and explanation given to us, during
the year covered under audit the company has not raised any money by
way of public issue. Therefore, the provisions of clause 4(xx) of the
Companies (Auditor's Report) Order, 2003 are not applicable to the
Company.
xxi) During the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in India, during the year we have neither come
across any instance of fraud on or by the Company nor have we been
informed of such case by the management.
For S. R. Dinodia & Co.
Chartered Accountants
Regn. No 001478N
Sandeep Dinodia
Place: New Delhi Partner
Dated: 30th May, 2012 M. No. 083689
Mar 31, 2011
We have audited the attached Balance sheet of M/s Orient CERAMICS and
industries Limited, as at 31st march, 2011 and the Profit & Loss
account and 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.
as required by the Companies (AuditorÃs report) Order, 2003 {as amended
by the Companies (AuditorÃs report) (amendment) Order, 2004} issued by
the Central Government of India, in terms of sub section (4A) of
section 227 of the Companies act, 1956, we enclose in the Annexure a
statement on the matters specified in the paragraphs 4 and 5 of the
said order.
Further to our comments in the annexure referred to above, we report
that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit.
b) in our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books.
c) the CompanyÃs Balance sheet, Profit & Loss account and Cash Flow
statement dealt with by this report are in agreement with the books of
account.
d) in our opinion, the Balance sheet, Profit and Loss account and Cash
Flow statement dealt with by this report comply with the accounting
standards referred to in sub section (3C) of section 211 of the
Companies act, 1956.
e) On the basis of written representations received from the directors
as on 31st march 2011 and taken on record by the Board of directors, we
report that none of the directors is disqualified as on 31st march 2011
from being appointed as director in term of clause (g) of sub-section
(1) of section 274 of the Companies act, 1956.
f) in our opinion and to the best of our information and according to
the explanations given to us, the said accounts 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 & Loss account, of the ProfIt for the
year ended on that date; and
iii) in the case of cash fLow statement, of the cash flow for the year
ended on that date.
ANNEXURE TO THE AUDITORÃS REPORT
(Referred to in paragraph 3 of our audit report of even date)
(i) (a) the Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) as explained to us, physical verification of major fixed assets has
been conducted by the management at reasonable intervals. in our
opinion, the program is reasonable having regard to the size of the
Company and the nature of the fixed assets. no material discrepancies
were noticed on such verification as compared to book records.
(c) Fixed assets disposed off during the year were not substantial and
therefore, do not effect the going concern assumption.
(ii) (a) On the basis of information and explanation provided by the
management, inventories have been physically verified by the management
during the year. in our opinion, the frequency of verification is
reasonable.
(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 the Company and the nature of its business.
(c) in our opinion, the Company is maintaining proper records of
inventory. We have been explained that discrepancies noticed on
physical verification as compared to book records were not material and
the same have been properly dealt with in the books of account.
iii) (a) according to information and explanation given to us, the
company had granted loan to one party covered in the register
maintained under section 301 of the Companies act, 1956. the maximum
amount involved during the year was Rs.13,04,02,707 and the year-end
balance of loans taken from such parties was Rs.13,04,02,707.
(b) in our opinion, the rate of interest and other terms and conditions
on which loan have been granted to the company is not, prima facie,
prejudicial to the interest of the Company.
(c) in respect of the aforesaid, such amount is repayable on demand.
(d) according to information and explanation given to us, the company
had taken loan from four parties covered in the register maintained
under section 301 of the Companies act, 1956. the maximum amount
involved during the year was Rs. 10,32,60,000 and the year-end balance
of loans taken from such parties was Rs.10,29,00,000.
(e) in our opinion, the rate of interest and other terms and conditions
on which unsecured loans have been taken from the person listed in the
register maintained under section 301 of the Companies act, 1956 are
not, prima facie, prejudicial to the interest of the Company.
(f) in respect of the aforesaid loan taken by the Company, the
principal amount is repayable on demand and the interest
amount has been paid as stipulated.
iv) in our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to the purchase of inventory, fixed assets and for
the sales of goods. Further, on the basis of our examination of the
books and record of the Company, carried out in accordance with the
generally accepted auditing practices, there is no continuing failure
to correct the weaknesses in the aforesaid internal control systems.
v) (a) Based on the audit procedures applied by us and according to the
information and explanations given to us, the particulars of contracts
or arrangements referred to in section 301 of the Companies act, 1956
have been entered in the register required to be maintained under that
section.
(b) the transactions made in pursuance of such contracts or
arrangements have been made at prices, which are reasonable with regard
to the prevailing market prices at the relevant times.
vi) the Company has not accepted deposits within the meaning of section
58A, 58AA and the other relevant provisions of the Companies act, 1956
and the rules framed there under.
vii) in our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
viii) the Central Government has not prescribed under section 209(1)(d)
of the Companies act, 1956, for the maintenance of any accounts and
record in respect of products manufactured by the Company.
ix) (a) according to the information and explanations given to us, the
Company is generally regular in depositing undisputed statutory dues
with appropriate authority including provident fund, investor education
and protection fund, employees state insurance, income tax, sales tax,
wealth tax, custom duty, excise duty, service tax, cess and any other
statutory dues applicable to it.
(b) according to the information & explanations given to us, no
undisputed amount payable in respect of Provident Fund, income tax,
sales tax, Wealth tax, service tax, Custom duty and other material
statutory dues were in arrears as at 31st march, 2011 for a period of
more than six months from the date they became payable.
(c) in our opinion and according to the information and explanations
given to us, details of dues in respect of sales tax, Custom duty,
excise duty, service tax, cess that have not been deposited with the
appropriate authorities on account of dispute and the forum where the
dispute is pending are given below:
Name of the Statute Nature of Dispute Amount (Rs.)
Local Sales Tax Act Entry tax and other 11,91,100
dues
Local sales tax Act Sales tax 5,98,623
Excise And Other
Central Excise Act Dues 1,25,860
Service Tax under the
Ordinance Act, 1944 Service Tax 7,66,054
Name of the Statute Period Forum where dispute
is pending
Local Sales Tax Act 2000-01 & 2003-04 High Court
Local Sales Tax Act 2003-04 High Court
Central Excise Act 2005-06 Assessing Authorities
Service Tax under 2000-01 to 2002-03 Assessing Authorities
the Ordinance Act,
1944
x) Company does not have any accumulated losses at the end of the
financial year and has not incurred the cash losses during the
financial year covered by our audit and in 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 repayment of dues to the
banks and fInancial institutions during the year. there were no dues
payable to debenture holders.
xii) the Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities,
therefore, the provisions of clause 4(xii) of the Companies (AuditorÃs
report) Order, 2003 are not applicable to the company.
xiii) in our opinion, the Company is not a chit fund or nidhi mutual
benefit fund/society therefore, the provisions of clause 4(xiii) of the
Companies (AuditorÃs report) Order, 2003 are not applicable to the
Company.
xiv) in our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. accordingly, the
provisions of clause 4(xiv) of the Companies (AuditorÃs report) Order,
2003 are not applicable to the Company.
xv) according to the information and explanations given to us, the
company has not given any guarantee for loans taken by others from
banks or financial institutions. therefore, the provisions of clause
4(xv) of the Companies (AuditorÃs report) Order, 2003 are not
applicable to the company.
xvi) during the year the term loans were applied for the purposes for
which the loans were obtained.
xvii) On the basis of information and explanation given to us and on an
overall examination of the balance sheet, we report that during the
year no funds raised by the Company on short-term basis have been used
for long-term investment.
xviii) according to information and explanation given to us, the
Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under section 301 of
the Companies act, 1956 during the year.
xix) during the year covered by our audit report, the Company has not
issued any debentures. therefore, the provisions of clause 4(xix) of
the Companies (AuditorÃs report) Order, 2003 are not applicable to the
Company.
xx) according to the information and explanation given to us, during
the year covered under audit the company has not raised any money by
way of public issue. therefore, the provisions of clause 4(xx) of the
Companies (AuditorÃs report) Order, 2003 are not applicable to the
Company.
xxi) during the course of our examination of the books and records of
the Company carried out in accordance with the generally accepted
auditing practices in india, during the year we have neither come
across any instance of fraud on or by the Company nor have we been
informed of such case by the management.
For S.R. DINODIA & CO.
CHARTERED ACCOUNTANTS
REGN. NO. 01478n
SANDEEP DINODIA
Partner
M.No.083689
Place: new Delhi
Dated: 26th May, 2011
Mar 31, 2010
We have audited the attached Balance sheet of M/S ORIENT CERAMICS AND
INDUSTRIES LIMITED, as at 31st March 2010 and the Proft & Loss Account
and Cash Flow Statement for the year ended on that date annexed
thereto. These fnancial statements are the responsibility of the
Companys Management. Our responsibility is to express an opinion on
these fnancial 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 fnancial
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.
As required by the Companies (Auditors Report) Order, 2003 {as amended
by the Companies (Auditors Report) (Amendment) Order, 2004} issued by
the Central Government of India, in terms of Sub Section (4A) of
Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in the paragraphs 4 and 5 of the
said order.
Further to our comments in the annexure referred to above, we report
that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purpose of our
audit.
b) In our opinion, proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books.
c) The Companys Balance sheet, Proft & Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub section (3C) of Section 211 of the
Companies Act, 1956.
e) On the basis of written representations received from the directors
as on 31st March 2010 and taken on record by the Board of Directors, we
report that none of the directors is disqualified as on 31st March 2010
from being appointed as director in term of clause (g) of sub-section
(1) of section 274 of the Companies Act, 1956.
f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts 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 Proft & Loss Account, of the Profit for the year
ended on that date; and
iii) in the case of cash flow statement, of the cash flow for the year
ended on that date.
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 3 of our audit report of even date)
(i) (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, physical verification of major fixed assets has
been conducted by the management at reasonable intervals. In our
opinion, the program is reasonable having regard to the size of the
Company and the nature of the fixed assets. No material discrepancies
were noticed on such verification as compared to book records.
(c) Fixed assets disposed off during the year were not substantial and
therefore, do not effect the going concern assumption.
(ii) (a) On the basis of information and explanation provided by the
management, inventories have been physically verified by the management
during the year. In our opinion, the frequency of verification is
reasonable.
(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 the Company and the nature of its business.
(c) In our opinion, the Company is maintaining proper records of
inventory. We have been explained that discrepancies noticed on
physical verification as compared to book records were not material and
the same have been properly dealt with in the books of account.
iii) (a to d) According to information and explanation given to us, the
Company has not granted any loans secured or unsecured to Com- panies,
firms or other parties covered in the register maintained u/s 301 of
the Companies Act, 1956 during the year. As the company has not granted
any loans secured or unsecured to parties listed in the register
maintained u/s 301 of the Companies Act, 1956, paragraphs (iii) (b),
(c) and (d) of the order, are not applicable.
(e) According to information and explanation given to us, the company
had taken loan amounting to Rs. 1,31,63,780 from parties covered in the
register maintained under section 301 of the Companies Act, 1956. The
maximum amount involved during the year was Rs. 10,19,00,000 and the
year-end balance of loans taken from such parties was Rs.6,04,25,000.
(f) In our opinion, the rate of interest and other terms and conditions
on which unsecured loans have been taken from the compa- nies and
persons, listed in the register maintained under section 301 of the
Companies Act, 1956 are not, prima facie, prejudi- cial to the interest
of the Company.
(g) In respect of the aforesaid loan taken by the Company, the
principal amount is repayable on demand and the interest amount has
been paid as stipulated.
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to the purchase of inventory, fixed as- sets and
for the sales of goods. Further, on the basis of our examination of the
books and records of the Company, carried out in accordance with the
generally accepted auditing practices, there is no continuing failure
to correct the weaknesses in the aforesaid internal control systems.
v) (a) Based on the audit procedures applied by us and according to the
information and explanations given to us, the particulars of contracts
or arrangements referred to in section 301 of the Companies Act, 1956
have been entered in the register required to be maintained under that
section.
(b) The transactions made in pursuance of such contracts or
arrangements have been made at prices, which are reasonable with regard
to the prevailing market prices at the relevant times.
vi) The Company has not accepted deposits within the meaning of section
58A, 58AA and the other relevant provisions of the
Companies Act, 1956 and the rules framed there under.
vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
viii) The Central Government has not prescribed under section 209(1)(d)
of the Companies Act, 1956, for the maintenance of any accounts and records
in respect of products manufactured by the Company.
ix) (a) According to the information and explanations given to us, the
Company is generally regular in depositing undisputed statutory dues
with appropriate authority including provident fund, investor education
and protection fund, employees state insurance, income tax, sales tax,
wealth tax, custom duty, excise duty, service tax, cess and any other
statutory dues applicable to it.
(b) According to the information & explanations given to us, no
undisputed amount payable in respect of Provident Fund, Income Tax,
Sales Tax, Wealth Tax, Service Tax, Custom Duty and other material
statutory dues were in arrears as at 31st March, 2010 for a period of
more than six months from the date they became payable.
(c) In our opinion and according to the information and explanations
given to us, details of dues in respect of Sales Tax, Custom duty,
Excise Duty, Service Tax, cess that have not been deposited with the
appropriate authorities on account of dispute and the forum where the
dispute is pending are given below: -
Amount Forum where
dispute is
Name of the Statute Nature of
Dispute v Period
(Rs.) pending
Local Sales Tax Act Entry tax
and other
dues 11,91,100 2000-01 &
2003-04 High Court
Local Sales Tax Act Sales Tax 5,98,623 2003-04 High Court
Central Excise Act Excise And
Other Dues 1,25,860 2005-06 Assessing
Authorities
Service Tax under
the
Service Tax 7,66,054 2000-01 to
2002-03 Assessing
Authorities
Ordinance Act, 1944
x) Company does not have any accumulated losses at the end of the
fnancial year and has not incurred the cash losses during the
financial year covered by our audit and in 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 repayment of dues to
the banks and financial institutions during the year. There were no
dues payable to debenture holders.
xii) The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities,
Therefore, the provisions of clause 4(xii) of the Companies (Auditors
Report) Order, 2003 are not applicable to the company.
xiii) In our opinion, the Company is not a chit fund or nidhi mutual
benefit fund/society. Therefore, the provisions of clause 4
(xiii) Of the Companies (Auditors Report) Order, 2003 are not applicable
to the Company.
xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly,
the provisions of clause 4(xiv) of the Companies (Auditors Report)
Order, 2003 are not applicable to the Company.
xv) According to the information and explanations given to us, the
company has not given any guarantee for loans taken by others from banks
or financial institutions. Therefore, the provisions of clause 4(xv) Of
the Companies (Auditors Report) Order, 2003 are not applicable to the
company.
xvi) During the year the company has not taken any term loans and the
term loans of previous year were applied for the purposes for which the
loans were obtained.
xvii) On the basis of information and explanation given to us and on an
overall examination of the balance sheet, we report that during the year
no funds raised by the Company on short-term basis have been used for
long-term investment.
xviii) According to information and explanation given to us, the
Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under section 301 of
the Companies Act, 1956 during the year.
xix) During the year covered by our audit report, the Company has not
issued any debentures. Therefore, the provisions of clause
(xix) of the Companies (Auditors Report) Order, 2003 are not
applicable to the Company.
xx) According to the information and explanation given to us, during
the year covered under audit the company has not raised any money by way
of public issue. Therefore, the provisions of clause 4(xx) of the
Companies (Auditors Report) Order, 2003 are not applicable to the
Company.
xxi) During the course of our examination of the books and records of
the Company carried out in accordance with the generally
accepted auditing practices in India, during the year we have neither
come across any instance of fraud on or by the Company nor have we been
informed of such case by the management.
FOR S.R. DINODIA & CO.,
CHARTERED ACCOUNTANTS,
REGN. NO. 01478N
(SANDEEP DINODIA)
PARTNER
M. No. 083689
PLACE: NEW DELHI
DATED: 16th July 2010