Mar 31, 2016
To
The Members of SRS FINANCE LIMITED, Faridabad.
Report on the Financial Statements
We have audited the accompanying financial statements of SRS FINANCE LIMITED ("the Company") which comprise the Balance Sheet as at March 31, 2016, the Statement of Profit and Loss, 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 of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2016, and its Profit/Loss and its Cash Flow 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 Order"), as amended, 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 paragraphs 3 and 4 of the Order.
2. As required by section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
(b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of 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, 2016 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 B".
(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. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 2.27 to the financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
âAnnexure Aâ to the Independent Auditors'' Report
Referred to in paragraph 1 under the heading ''Report on Other Legal & Regulatory Requirement'' of our report of even date to the financial statements of the Company for the year ended March 31, 2016:
1) Fixed Assets [Clause 3(i)]:
(a) Proper Records: The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) Physical Verification: As explained to us the fixed assets have been physically verified by the management during the year, which in our opinion is reasonable having regard to the size of the Company and nature of its business. No material discrepancies between the book records and the physical fixed assets have been noticed.
(c ) Title Deed: The title deeds of immovable properties are held in the name of the company
2) Inventory [Clause 3(ii)]:
Physical Verification: The Company is an NBFC and has not dealt with any goods and the Company does not hold any inventory except Inventory of Securities during the year under audit. Accordingly, the provisions of clause 3(ii) of the order, regarding physical verification of Inventory are not applicable to the Company.
The Company is maintaining proper records of inventory. As far as we could ascertain and according to the information and explanations given to us, no material discrepancies were noticed between the stock records and financial records.
3) Loan given by the company [Clause 3(iii)]:
The Company has granted loans to bodies corporate covered in the register maintained under section 189 of the Companies Act, 2013 (''the Act'').
(a) Terms and conditions: The terms and conditions of the grant of such loans are not prejudicial to the company''s interest.
(b) Regular Recovery: In the case of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the interest as stipulated. The terms of arrangements do not stipulate any repayment schedule and the loans are repayable on demand. Accordingly, this clause of the order is not applicable to the Company in respect of repayment of the principal amount.
(c) Steps for recovery: The total amount overdue for more than 90 days is Rs. 3,02,00,223.83 and reasonable steps have been taken by the company for recovery of the principal and interest.
4) Loan to directors and investment by company [Clause 3(iv)]:
Provisions of section 185 and 186 of the Companies Act, 2013 does not apply to the Company with reference to the business carried on by it during the year ended on 31st March, 2016.
5) Deposits [Clause 3(v)]:
In our opinion and according to the information and explanations given to us ,the Company has not accepted any deposits from the public and consequently, the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other provision of the Companies Act and the rules framed there under are not applicable to the company.
6) Cost Records [Clause 3(vi)]:
As informed to us, the maintenance of Cost Records has not been specified by the Central Government under subsection (1) of Section 148 of the Act, in respect of the activities carried on by the company.
7) Statutory Dues [Clause 3(vii)]:
(a) According to information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has been 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 the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2016 for a period of more than six months from the date on when they become payable.
(b) According to the information and explanation given to us, there are no dues of income tax, sales tax, service tax, duty of customs, duty of excise, value added tax outstanding on account of any dispute.
(Rs. in Lac)
Nature of |
Amount |
Year |
Deposited |
Forum where |
dues |
under protest |
dispute is pending |
||
Income Tax |
23.77 |
1996-97 |
12.00 |
ITAT, New Delhi |
8) Repayment of Loans [Clause 3(viii)]:
In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to banks. The Company has not taken any loan either from financial institutions or from the government and has not issued any debentures.
9) Utilization of IPO and further public offer [Clause 3(ix)]:
Based upon the audit procedures performed and the information and explanations given by the management, the company has not raised moneys by way of initial public offer or further public offer including debt instruments and term Loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the Company and hence not commented upon.
10) Reporting of fraud [Clause 3(x)]:
Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the company by its officers or employees has been noticed or reported during the year.
11) Approval of Managerial Remuneration [Clause 3(xi)]:
Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act;
12) Nidhi company [Clause 3(xii)]:
In our opinion, the Company is not a Nidhi Company. Therefore, this clause of the order is not applicable to the Company.
13) Related Party Transaction [Clause 3(xiii)]:
In our opinion, all transactions 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 as required by the applicable accounting standards.
14) Private Placements or Preferential Issues [Clause 3(xiv)]:
Based upon the audit procedures performed and the information and explanations given by the management, 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 clause 3 (xiv) of the Order are not applicable to the Company and hence not commented upon.
15) Non Cash Transactions [Clause 3(xv)]:
Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.
16) Register under RBI Act, 1934 [Clause 3(xvi)]:
In our opinion, the company is required to be registered under section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the company has obtained registration, Reg. No. N-14.03202
"Annexure B" to the Independent Auditor''s Report of even date on the Standalone Financial Statements of SRS FINANCE LIMITED the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of SRS FINANCE LIMITED as of March 31, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. 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 company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors'' Responsibility
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting 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 over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For SVP & Associates
Chartered Accountants
FRN:003838N
(CA Vijay Kumar Chopra)
(Partner)
Membership No. 054600
Place: Faridabad
Date: 30-05-2016
Mar 31, 2015
We have audited the accompanying financial statements of SRS FINANCE
LIMITED ("the Company"), which comprise the Balance Sheet as at March
31, 2015, and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and notes to Financial Statements comprising
of 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 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 the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on these 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:
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2015;
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
(i) As required by the Companies (Auditor's Report) Order, 2015 issued
by the Central government of India in the terms of Section 143 of the
Companies Act 2013, we give in the Annexure a statement on the matters
specified in Paragraph 3 & 4 of the order.
(ii) As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
(f) With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - Refer Note 2.27 to the
financial statements;
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses;
iii. There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
Annexure To The Auditors' Report
(As referred in paragraph (1) 'Report on Other Legal and Regulatory
Requirements 'of our report to the members of
SRS FINANCE LIMITED on the accounts for the year ended March 31, 2015)
(i) (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its assets. No discrepancies were
noticed on such verification as compared to book records.
(ii) The Company is an NBFC and has not dealt with any goods and the
Company does not hold any inventory except Inventory of Securities
during the year under audit. Accordingly, the provisions of clause
3(ii)(a) and 3(ii)(b) of the order, regarding physical verification of
Inventory are not applicable to the Company.
(c) The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the stock
records and financial records.
(iii) The Company has granted loans to bodies corporate covered in the
register maintained under section 189 of the Companies Act, 2013 ('the
Act').
(a) In the case of the loans granted to the bodies corporate listed in
the register maintained under section 189 of the Act, the borrowers
have been regular in the payment of the interest as stipulated. The
terms of arrangements do not stipulate any repayment schedule and the
loans are repayable on demand. Accordingly, this clause of the order is
not applicable to the Company in respect of repayment of the principal
amount.
(b) There are no overdue amounts of more than rupees one lakh in
respect of the loans granted to the bodies corporate listed in the
register maintained under section 189 of the Act.
(iv) In our opinion and according to the information and explanations
given to us, there exists an adequate internal control system
commensurate with the size of the company and the nature of its
business with regard to purchases of fixed assets and with regard to
sale of goods and rendering of services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the company.
(v) In our opinion and according to the information and explanations
given to us ,the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India
and the provisions of Sections 73 to 76 or any other provision of the
Companies Act and the rules framed there under are not applicable to
the company.
(vi) According to information and explanations given to us, the Central
Government has not prescribed maintenance of cost records under
sub-section (1) of section 148 of the Companies Act in respect of
services carried out by the company. Therefore, provisions of Clause 3
(vi) of the order are not applicable to the company.
(vii) (a) The Company, has been regular in depositing with appropriate
authorities 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 any
other material statutory dues applicable to it. According to
information and explanations given to us, no undisputed amounts payable
in respect of Provident Fund, Employees' State Insurance, Income Tax,
Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise,
Value Added Tax and Cess 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 explanations given to us, except
the dues given in table below, there are no dues of Sales Tax, Income
Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and Cess, which
have not been deposited on account of any dispute.
(Rs. in Lacs)
Nature of Amount Year Deposited Forum where
dues under protest dispute is
pending
Income Tax 23.77 1996-97 12.00 ITAT, New Delhi
(c) No amounts were required to be transferred to investor education
and protection fund. Hence, clause 3 (vii) ( c) of the order is not
applicable to the company.
(viii) The company has no accumulated losses at the end of the
financial year. Further, the company has not incurred cash losses
during the current financial year and the immediately preceding
financial year.
(ix) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
(x) As per information and explanations given to us, the Company has
not given any corporate guarantee for loans taken by the company from
banks or financial institutions during the year covered under audit.
Therefore, clause 3 (x) of the order is not applicable to the company.
(xi) The Company has not taken any term loan from the banks during the
year. Therefore, the provisions of Clause 3(xi) of the Order are not
applicable to the Company.
(xii) According to the information and explanations given to us, no
fraud on or by the company has been noticed or reported during the
year.
For Naresh Jai & Associates
(Chartered Accountants)
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place: Faridabad
Date: 22.05.2015
Mar 31, 2014
Report on the Financial Statements
We have audited the accompanying financial statements of SRS FINANCE
LIMITED ("the Company"), which comprise the Balance Sheet as at March
31st, 2014 and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and notes to Financial Statements comprising
of a summary of significant accounting policies and other explanatory
information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred under the Companies Act, 1956 ("The
Act") read with the General Circular 15/2013 dated 13 September 2013 of
the Ministry of Corporate Affairs in respect of section 133 of the
Companies Act, 2013. This 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 judgement, including the assessment of
the risks of material misstatements 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 evaluation of
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 March 31, 2014;
(b) In the case of the Statement of Profit and Loss, of the profit/loss
for the year ended on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on other Legal and Regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("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 & 5 of the Order.
2. As required by section 227 (3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(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 & Loss and
Cash Flow Statement comply with the Accounting Standards referred under
the Companies Act, 1956 read with the General Circular 15/2013 dated
September 13, 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 March 31, 2014 and taken on record by the Board of Directors,
none of the Directors is disqualified as on March 31, 2014 from being
appointed as a Director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Referred to in paragraph 3 of our 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, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its 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 affect the going concern assumption.
ii. The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the stock
records and the financial records.
The Company is an NBFC and has not dealt with any goods and the Company
does not hold any inventory except Inventory of Securities during the
year under audit. Accordingly, the provisions of clause 4(ii) of the
order, regarding physical verification of Inventory are not applicable
to the Company.
iii. (a) The company has granted Loans & Advances in the previous year
to three parties covered in the register maintained under section 301
of the Companies Act, 1956. A sum of Rs. 1,621.19 lacs is outstanding
in the opening of the financial year. During the year, company has
granted Loans and advances of Rs. 14.00 lacs to one party covered in
the register maintained under section 301 of the Companies Act, 1956.
Maximum amount involved during the year was Rs. 1,609.68 lacs and the
year-end balance of loans given to such parties was Rs. 1,140.26 lacs.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans are not, prima facie prejudicial to
the interest of the company.
(c) The repayment of the principal amount of loan given and interest
has been regular.
(d) There is no overdue amount in excess of rupees one lakh in respect
of loans of the aforesaid parties listed in the register maintained
under section 301 of the Companies Act, 1956.
(e) The Company has not taken any loan from the companies covered in
the register maintained under section 301 of the Companies Act, 1956.
Accordingly, the provisions of clause 4(iii) (e), (f) and (g) of the
order, are not applicable to the Company.
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of shares and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all contracts or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed there under are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business and activities.
viii. According to information and explanation given to us, the Central
Government has not prescribed the maintenance of cost records under
Section 209(1)(d) of the Companies Act, 1956 in respect of business
carried out by the Company. Therefore, provisions of Clause 4(viii) of
the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty,
Excise Duty, Cess and any other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Excise Duty and Cess were in arrear as
at 31st March 2014 for a period of more than six months from the date
they become payable.
(c) According to the information and explanations given to us, except
the dues given in table below, there are no dues of Sales Tax, Income
Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and Cess, which
have not been deposited on account of any dispute.
(Rs. in Lacs)
Nature of Amount Year Deposited Forum where dispute
dues under protest is pending
Income Tax 23.77 1996-97 12.00 ITAT, New Delhi
x. The company has accumulated losses of Rs. 2,50,50,448 as at 31st
March 2014 and has not incurred any cash losses during the financial
year covered by our audit and cash losses of Rs. 12,06,63,899 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 its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities. Therefore, the provisions of Clause 4(xii) of the Order are
not applicable to the Company.
xiii. In our opinion, the Company is not a chit fund or a nidhi/ mutual
benefit fund/ society. Therefore, the provisions of Clause 4(xiii) of
the Order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company has maintained proper records of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the company in its own name.
xv. As per the information and explanations given to us, the company
had given a corporate guarantee amounting Rs. 55 Cr. for loans taken by
others from bank or financial institutions, but the loans for which the
guarantees was given, has been repaid during the year and terms and
conditions whereof are not prejudicial to the interest of the Company.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has not availed any term loan during the
year. Therefore, the provisions of Clause 4(xvi) of the Order are not
applicable to the Company.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has not made preferential allotment of shares during the year.
Therefore, the provisions of Clause 4(xviii) of the Order are not
applicable to the Company.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For Naresh Jai & Associates
(Chartered Accountants)
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place : Faridabad
Date : 26.05.2014
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of SRS FINANCE
LIMITED ("the Company"), which comprise the Balance Sheet as at March
31, 2013, and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and notes to Financial Statements comprising
of a summary of significant accounting policies and other explanatory
information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This 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 misstatements 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 evaluation of 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 March 31, 2013;
(b) In the case of the Statement of Profit and Loss, of the profit/loss
for the year ended on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on other Legal and Regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("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 & 5 of the Order.
2. As required by section 227 (3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(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 & 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 March 31, 2013 and taken on record by the Board of Directors,
none of the Directors is disqualified as on March 31, 2013 from being
appointed as a Director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its assets. No material discrepancies
were noticed on such verification as compared to book records.
(c) There is no disposal of fixed assets during the year.
ii. The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the stock
records and the financial records.
The Company is a NBFC and has not dealt with any goods and the Company
does not hold any inventory except Inventory of Securities during the
year under audit. Accordingly, the provisions of clause 4(ii) of the
order, regarding physical verification of Inventory are not applicable
to the Company.
iii. (a) The company has granted Loans & Advances to 4 parties covered
in the register maintained under section
301 of the Companies Act, 1956. Maximum amount involved during the year
was Rs. 1,996.90 lacs and the year-end balance of loans given to such
parties was Rs. 1621.19 lacs.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans are not, prima facie prejudicial to
the interest of the company.
(c ) The repayment of the principal amount of loan given and interest
has been regular.
(d) There is no overdue amount in excess of rupees one lakh in respect
of loans of the aforesaid parties listed in the register maintained
under section 301 of the Companies Act, 1956.
(e) The Company had taken loan from 1 company covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount involved during the year was Rs. 832.00 lacs and the year-end
balance of loans taken from such parties was Rs. Nil.
(f) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans taken from companies listed in the
register maintained under section 301 of the Companies Act 1956 are
not, prima facie prejudicial to the interest of the company.
(g) The repayment of the principal amount of loan taken and interest
has been regular.
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of shares and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all contracts or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed there under are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business and activities.
viii. According to information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 in respect of
business carried out by the Company. Therefore, provisions of Clause
4(viii) of the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory
dues including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income Tax, Sales Tax, Service Tax, Wealth
Tax, Custom Duty, Excise Duty, Cess and any other material statutory
dues applicable to it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Excise Duty and Cess were in arrear as
at 31st March 2013 for a period of more than six months from the date
they become payable.
(c) According to the information and explanations given to us, except
the dues given in table below, there are no dues of Sales Tax, Income
Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and Cess, which
have not been deposited on account of any dispute.
(Rs. in Lacs)
Nature of Amount Year Deposited Forum where
dues under protest dispute is
pending
Income Tax 23.77 1996-97 12.00 ITAT, New
Delhi
Income Tax 23.15 2008-09 11.58 Commissioner
Appeal, New
Delhi
x. The company has accumulated losses of Rs.6,55,73,020 as at 31st
March 2013 and has incurred cash loss of Rs. 12,06,63,899 during the
financial year covered by our audit and no cash loss 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 its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion, the Company is not a chit fund or a nidhi/
mutual benefit fund/ society. Therefore, the provisions of Clause
4(xiii) of the Order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company has maintained proper records of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the company in its own name.
xv. As per the information and explanations given to us, the Company
has given Corporate guarantees amounting Rs. 25 Cr for loans taken by
SRS Limited from bank and Rs 30 Cr for loan taken by SRS Real
Infrastructure Limited from bank and term and conditions whereof are
not prejudicial to the interest of the Company.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has not availed any term loan during the
year. Therefore, the provisions of Clause 4(xvi) of the Order are not
applicable to the Company.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has not made preferential allotment of shares during the year.
Therefore, the provisions of Clause 4(xviii) of the Order are not
applicable to the Company.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company.
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For Naresh Jai & Associates
Chartered Accountants
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place: Faridabad
Date: 27.05.2013
Mar 31, 2012
Report on the Financial Statements
We have audited the accompanying financial statements of SRS FINANCE
LIMITED ("the Company"), which comprise the Balance Sheet as at March
31, 2013, and the Statement of Profit and Loss and Cash Flow Statement
for the year then ended, and notes to Financial Statements comprising
of a summary of significant accounting policies and other explanatory
information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This 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 judgement, including the assessment of
the risks of material misstatements 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 evaluation of 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 March 31, 2013;
(b) In the case of the Statement of Profit and Loss, of the profit/loss
for the year ended on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on other Legal and Regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("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 & 5 of the Order.
2. As required by section 227 (3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(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 & 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 March 31, 2013 and taken on record by the Board of Directors,
none of the Directors is disqualified as on March 31, 2013 from being
appointed as a Director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Referred to in paragraph 3 of our 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, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its assets. No material discrepancies
were noticed on such verification as compared to book records.
(c) There is no disposal of fixed assets during the year.
ii. The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the stock
records and the financial records.
The Company is a NBFC and has not dealt with any goods and the Company
does not hold any inventory except Inventory of Securities during the
year under audit. Accordingly, the provisions of clause 4(ii) of the
order, regarding physical verification of Inventory are not applicable
to the Company.
iii. (a) The company has granted Loans & Advances to 4 parties covered
in the register maintained under section 301 of the Companies Act,
1956. Maximum amount involved during the year was Rs. 1,996.90 lacs
and the year-end balance of loans given to such parties was Rs. 1621.19
lacs.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans are not, prima facie prejudicial to
the interest of the company.
(c) The repayment of the principal amount of loan given and interest
has been regular.
(d) There is no
overdue amount in excess of rupees one lakh in respect of loans of the
aforesaid parties listed in the register maintained under section 301
of the Companies Act, 1956.
(e) The Company had taken loan from 1 company covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount involved during the year was Rs. 832.00 lacs and the year-end
balance of loans taken from such parties was Rs. Nil.
(f) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans taken from companies listed in the
register maintained under section 301 of the Companies Act 1956 are
not, prima facie prejudicial to the interest of the company.
(g) The repayment of the principal amount of loan taken and interest
has been regular.
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of shares and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all contracts or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed thereunder are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit
system commensurate with the size and nature of its business and
activities.
viii. According to information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 in respect of
business carried out by the Company. Therefore, provisions of Clause
4(viii) of the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty,
Excise Duty, Cess and any other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Excise Duty and Cess were in arrear as
at 31st March 2013 for a period of more than six months from the date
they become payable.
(c) According to the information and explanations given to us, except
the dues given in table below, there are no dues of Sales Tax, Income
Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and Cess, which
have not been deposited on account of any dispute.
(Rs. in Lacs)
Nature of Amount Year Deposited Forum where
dues under protest dispute is pending
Income Tax 23.77 1996-97 12.00 ITAT, New Delhi
Income Tax 23.15 2008-09 11.58 Commissioner Appeal,
New Delhi
x. The company has accumulated losses of Rs.6,55,73,020 as at 31st
March 2013 and has incurred cash loss of Rs. 12,06,63,899 during the
financial year covered by our audit and no cash loss 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 its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion, the Company is not a chit fund or a nidhi/ mutual
benefit fund/ society. Therefore, the provisions of Clause 4(xiii) of
the Order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company has maintained proper records of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the company in its own name.
xv. As per the information and explanations given to us, the Company
has given Corporate guarantees amounting Rs. 25 Cr for loans taken by
SRS Limited from bank and Rs 30 Cr for loan taken by SRS Real
Infrastructure Limited from bank and term and conditions whereof are
not prejudicial to the interest of the Company.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has not availed any term loan during the
year. Therefore, the provisions of Clause 4(xvi) of the Order are not
applicable to the Company.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has not made preferential allotment of shares during the year.
Therefore, the provisions of Clause 4(xviii) of the Order are not
applicable to the Company.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company.
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For Naresh Jai & Associates
Chartered Accountants
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place: Faridabad
Date: 27.05.2013
Mar 31, 2011
1. We have audited the attached Balance Sheet of SRS FINANCE LIMITED
(''the Company'') as at 31st March 2011, the Profit and Loss Account and
also the 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.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor''s Report) Order, 2003 [as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004]
[hereinafter referred to as ''Order''] issued by the Central Government
of India in terms of sub-section (4A) of section 227 of the Companies
Act, 1956, we enclose in the Annexure a statement on the matters
specified in paragraphs 4 & 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(ii) In our opinion, proper books of account as required bylaw have
been kept by the Company so far as appears from our examination of
those books;
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956;
(v) 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 a Director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956;
(vi) 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 Companies Act, 1956, in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India :
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011;
(b) in the case of the Profit and Loss Account, 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.
Referred to in paragraph 3 of our 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, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its 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 affect the going concern assumption.
ii. (a) The inventory has been physically verified by the management
during the year. In our opinion, the frequency of such verification 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) The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the
physical stock and the book records.
iii. (a) As per the information and explanations provided to us, the
Company has granted loan to 1 company covered in the register
maintained under section 301 of the Companies Act 1956. The maximum
amount involved during the year was Rs. 2567 lacs and the year-end
balance of loans given from such parties was Rs. 1761 lacs.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loansare not prima facie prejudicial to
the interest of the company.
(c) The repayment of the principal amount of loan given and interest
has been regular.
(d) There is no overdue amount in excess of rupees one lakh in respect
of loans of the aforesaid parties listed in the register maintained
under section 301 of the Companies Act, 1956.
(e) The Company had taken loan from 2 companies covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount involved during the year was Rs. 206 lacs and the year-end
balance of loans taken from such parties was Rs. Nil.
(f) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans taken from companies listed in the
register maintained under section 301 of the Companies Act 1956 are
not, prima facie prejudicial to the interest of the company.
(g) The repayment of the principal amount of loan taken and interest
has been regular.
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of goods and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all contracts or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices atthe
relevanttime.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed thereunder are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business and activities.
viii. According to information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 in respect of
business carried out by the Company. Therefore, provisions of Clause
4(viii) of the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty,
Excise Duty, Cess and any other material statutory dues applicable to
it.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Excise Duty and Cess were in arrear as
at 31st March 2011 for a period of more than six months from the date
they become payable.
(c) According to the information and explanations given to us, except
Income tax demand of Rs.
11.78 lacs for the financial year 1996-97, there are no dues of Sales
Tax, Income Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and
Cess, which have not been deposited on account of any dispute.
x. The company has no accumulated losses as at 31st March 2011 and has
not incurred cash losses during the financial year covered by our audit
and the immediately preceding financial year.
xi. In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion, the Company is not a chit fund or a nidhi/
mutual benefit fund/ society. Therefore, the provisions of Clause
4(xiii) of the Order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company has maintained proper records of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the company in its own name.
xv. As per the information and explanations given to us, the Company
has given Corporate guarantee for loans taken by SRS Real
Infrastructure Limited from banks or financial institutions. In our
opinion, terms and conditions of such guarantee given are not prime
facie prejudicial to the interest of the company.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has not availed any term loan during the
year. Therefore, the provisions of Clause 4(xvi) of the Order are not
applicable to the Company.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has not made preferential allotment of shares during the year.
Therefore, the provisions of Clause 4(xviii) of the Order are not
applicable to the Company.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company.
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For Naresh Jai & Associates
Chartered Accountants
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place : Faridabad
Date : 31.08.2011
Mar 31, 2010
1. We have audited the attached Balance Sheet of SRS FINANCE LIMITED
(''the Company'') as at 31st March 2010, the Profit and Loss Account and
also the 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.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor''s Report) Order, 2003 [as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004]
[hereinafter referred to as ''Order''] issued by the Central Government
of India in terms of sub-section (4A) of section 227 of the Companies
Act, 1956, we enclose in the Annexure a statement on the matters
specified in paragraphs 4 & 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(ii) 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;
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section
211oftheCompaniesAct, 1956;
(v) 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 a Director in terms of clause
(g) of sub-section (1) of section 274 of the Companies Act, 1956;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, they said accounts give the information
required by Companies Act, 1956, in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(b) in the case of the Profit and Loss Account, 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.
Referred to in paragraph 3 of our 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, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its 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 affect the going concern assumption.
ii. (a) The inventory has been physically verified by the management
during the year. In our opinion, the frequency of such verification is
reasonable.
(b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size
ofthe Company and the nature of its business.
(c) The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the
physical stock and the book records.
iii. (a) As per the information and explanations provided to us, the
Company has granted loan to 2 companies covered in the register
maintained under section 301 of the Companies Act 1956. The maximum
amount involved during the year was Rs. 244.86 lacs and the year-end
balance of loans given from such parties was Rs. Nil.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans are not prima facie prejudicial to
the interest of the company.
(c) The loan was fully recovered during the year by the company. Hence
the provisions of clause 4
(iii) (c)& (d) of the order are not applicable to the company.
(e) The Company had taken loan from 3 companies covered in the register
maintained under section 301 of the Companies Act, 1956. The maximum
amount involved during the year was Rs. 2321.72 lacs and the year-end
balance of loans taken from such parties was Rs. 990.35 lacs.
(f) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans taken from companies listed in the
register maintained under section 301 of the Companies Act 1956 are
not, prima facie prejudicial to the interest of the company.
(g) The repayment of the principal amount of loan taken and interest has
been regular.
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of goods and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all contracts or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 have been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed there under are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business and activities.
viii. According to information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under Section 209(1)(d) of the Companies Act, 1956 in respect of
business carried out by the Company. Therefore, provisions of Clause
4(viii) of the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty,
Excise Duty, Cess and any other material statutory dues applicable to
it, though there has been a slight delay in a few cases.
(b) According to the information and explanations given to us, except
advance tax dues of Rs. 6.31 lacs, no other undisputed amounts payable
in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
Duty, Excise Duty and Cess were in arrear as at 31st March 2010 for a
period of more than six months from the date they become payable.
(c) According to the information and explanations given to us, except
Income tax demand of Rs.
11.78 lacs for the financial year 1996-97, there are no dues of Sales
Tax, Income Tax, Custom Duty, Wealth Tax, Service Tax, Excise Duty and
Cess, which have not been deposited on account of any dispute.
x. The company has no accumulated losses as at 31st March 2010 and has
not incurred cash losses during the financial year covered by our audit
and the immediately preceding financial year.
xi. In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion, the Company is not a chit fund or a nidhi/
mutual benefit fund/ society. Therefore, the provisions of Clause
4(xiii) of the Order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company has maintained proper records of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the company in its own name.
xv. As per the information and explanations given to us, the Company
has not given any guarantee for loans taken by others from banks
or financial institutions.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has not availed any term loan during the
year. Therefore, the provisions of Clause 4(xvi) of the Order are not
applicable to the Company.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has made preferential allotment of shares to parties and
companies covered in the register maintained under section 301 of the
Companies Act, 1956. In our opinion, the price, at which shares have
been issued, is not prejudicial to the interest of the Company.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company.
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For Naresh Jai & Associates
Chartered Accountants
Firm Regn. No. 019082N
CA Naresh Goyal
(Partner)
Membership No. 501487
Place: Faridabad
Date: 12.08.2010
Mar 31, 2009
1. We have audited the attached Balance Sheet of SRS FINANCE LIMITED
(''the Company'') as at 3lst March 2009, the Profit and Loss Account and
also the 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.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor''s Report) Order, 2003 [as
amended by the Companies (Auditor''s Report) (Amendment) Order, 2004]
[hereinafter referred to as ''Order''] issued by the Central Government
of India in terms of sub-section (4A) of section 227 of the Companies
Act, l956, we enclose in the Annexure a statement on the matters
specified in paragraphs 4 & 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(ii) 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;
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(iv) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 2ll of the
Companies Act, l956;
(v) On the basis of written representations received from the
directors, as on 3lst March 2009 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
3lst March 2009 from being appointed as a Director in terms of clause
(g) of sub-section (l) of section 274 of the Companies Act, l956;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, they said accounts give the information
required by Companies Act, l956, 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 3lst March, 2009;
(b) in the case of the Profit and Loss Account, 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.
Referred to in paragraph 3 of our 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, major fixed assets have been physically
verified by the management during the year. In our opinion, the
frequency of physical verification is reasonable having regard to the
size of the Company and nature of its 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 affect the going concern assumption.
ii. (a) The inventory has been physically verified by the management
during the year. In our opinion, the frequency of such verification 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) The Company is maintaining proper records of inventory. As far as
we could ascertain and according to the information and explanations
given to us, no material discrepancies were noticed between the
physical stock and the book records.
iii. (a) As per the information and explanations provided to us, the
Company has granted loan to l0 companies covered in the register
maintained under section 30l of the Companies Act l956. The maximum
amount involved during the year was Rs. 3394 lacs and the year-end
balance of loans taken from such parties was Rs. Nil.
(b) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans are not prima facie prejudicial to
the interest of the company.
(c) The loan was fully recovered during the year by the company. Hence
the provisions of clause 4 (iii) (c) & (d) of the order are not
applicable to the company.
(e) The Company had taken loan from 9 companies covered in the register
maintained under section 30l of the Companies Act, l956. The maximum
amount involved during the year was Rs. 2994 lacs and the year-end
balance of loans taken from such parties was Rs. Nil.
(f) In our opinion, the rate of interest wherever stipulated, and other
terms and conditions for such loans have been taken from companies
listed in the register maintained under section 30l of the Companies
Act l956 are not, prima facie prejudicial to the interest of the
company.
(g) The loan was fully repaid during the year by the company. Hence the
provisions of clause 4 (iii) (g) of the order are not applicable to the
company
iv. In our opinion and according to the information and explanation
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of goods and services. During the course of our
audit, we have neither come across nor have been informed of any
continuing failure to correct major weaknesses in the aforesaid
internal control system of the Company.
v. (a) According to information and explanations given to us, we are
of the opinion that the particulars of all
contracts or arrangements that need to be entered into the register
maintained under section 30l of the Companies Act, l956 have been so
entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 30l of
the Companies Act, l956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
and consequently, the directives issued by the Reserve Bank of India,
the provisions of Section 58A, 58AA or any other relevant provisions of
the Companies Act, l956 and the rules framed there under are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business and activities.
viii. According to information and explanation given to us, the
Central Government has not prescribed the maintenance of cost records
under Section 209(l)(d) of the Companies Act, l956 in respect of
business carried out by the Company. Therefore, provisions of Clause
4(viii) of the Order are not applicable to the Company.
ix. (a) The Company has been generally regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Service Tax, Wealth Tax, Custom Duty,
Excise Duty and Cess and any other material statutory dues applicable
to it, though there has been a slight delay in a few cases.
(b) According to the information and explanations given to us, except
advance tax dues of Rs. 4.52 lacs, no other undisputed amounts payable
in respect of Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
Duty, Excise Duty and Cess were in arrear as at 3lst March 2009 for a
period of more than six months from the date they become payable.
(c) According to the information and explanations given to us, there
are no dues of Sales Tax, Income Tax, Custom Duty, Wealth Tax, Service
Tax, Excise Duty and Cess, which have not been deposited on account of
any dispute.
x. The company has no accumulated losses as at 3lst March 2009 and has
not incurred cash losses during the financial year covered by our audit
and the immediately preceding financial year.
xi. In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to its
Bankers. The Company did not have any outstanding debentures or any
outstanding loans from any financial institution during the year.
xii. In our opinion and according to the information & explanation
given to us, the Company has not granted loans and advances on the
basis of security by way of pledge of shares, debentures and other
securities.
xiii. In our opinion, the Company is not a chit fund or a nidhi/
mutual benefit fund/ society. Therefore, the provisions of Clause
4(xiii) of the Order are not applicable to the Company.
xiv. According to the information and explanation given to us, the
company has maintained proper record of transactions for dealing in or
trading in shares, securities and other investments and shares and
other securities have been held by the Company in its own name.
xv. As per the information and explanations given to us, the Company
has not given any guarantee for loans taken by others from banks or
financial institutions.
xvi. To the best of our information and knowledge and as per records
verified by us, the Company has applied its term loans for the purpose
for which the loans were obtained.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we report
that no funds raised on short-term basis have been used for long-term
investment.
xviii. According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to parties
and companies covered in the register maintained under section 30l of
the Companies Act, l956.
xix. According to the information and explanations given to us, the
Company has not issued any debentures. Therefore, the provisions of
Clause 4(xix) of the Order are not applicable to the Company.
xx. The Company has not raised any money by means of public issue
during the year. Accordingly, the provisions of clause 4(xx) of the
Order are not applicable to the Company.
xxi. According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
For NARESH JAI & ASSOCAITES
Chartered Accountants
CA. NARESH GOYAL
(Partner)
Membership No. 50l487
Place: Faridabad
Date: 30.06.2009