Mar 31, 2018
Report on the Financial Statements
1. We have audited the accompanying Standalone Ind AS financial statements of M/s. Surana Telecom And Power Limited (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2018, the Statement of Profit and Loss including the statement of Other Comprehensive Income, the Cash Flow Statement and the statement of change in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information
Managementâs Responsibility for the Financial
Statements
2. The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the companies (Indian Accounting Standards) Rule, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
3. Our responsibility is to express an opinion on these standalone Ind AS 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 of the standalone Ind AS financial statements in accordance with the Standards on Auditing, issued by the Institute of Chartered Accountants of India, as 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.
4. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the standalone Ind AS 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 standalone Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of 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 standalone Ind AS 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 standalone Ind AS financial statements.
Opinion
5. In our opinion and to the best of our information and according to the explanations given to us, the standalone Ind AS 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, 2018, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Report on other Legal and Regulatory Requirements
6. As required by the Companies (Auditor''s Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure Aâ statement on the matters Specified in paragraphs 3 and 4 of the Order.
7. As required by section 143(3) of the Act, we further 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 appears from our examination of those books;
c. The Balance Sheet, Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
d. In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 Companies (Indian Accounting Standards) Rules, 2015, as amended;
e. on the basis of written representations received from the directors as on March 31, 2018, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2018, 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 âAnnexure Bâ; and
g. With respect to 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 which would impact its financial position. Refer note No.36 to the financial statement.
(ii) The Company has made provision, as required under the applicable law or accounting standard, for material foreseeable losses, if any, on long-term contracts including derivative contracts;
(iii) During the year the Company has transfer the required amount to the Investor Education and Protection Fund and there is no delay in transferring of such sum.
Other Matter
8. The comparative financial information of the Company for the year ended 31st March 2017 and the transition date opening balance sheet as at 1st April 2016 are based on previously issued statutory financial statements prepared in accordance with the companies (Accounting Standards ) Rules, 2006 audited by the predecessor auditor whose reports for the year ended 31st March 2017 and 31st March 2016, dated 18th May 2017 and 24th May 2016 respectively expressed an unmodified opinion on those statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us.
Our opinion is not qualified in respect of these matters.
Annexure-Aâ referred to in Independent Auditorsâ Report to the members of the Company on the standalone financial statements for the year ended 31st March, 2018, we report that
Re: Surana Telecom and Power Limited
i. a. he Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets ;
b. As explained to us, fixed assets have been physically verified by the management at reasonable intervals. According to the information and explanation given us, no material discrepancies were noticed on such verification;
c. The title deeds of immovable properties are held in the name of the company. As explained to us, mutation of title deeds of properties which have been transferred to the company on account of scheme of arrangement between Bhagyanagar India Limited, Bhagyanagar Properties Limited and the company are yet to be completed. However, the High Court order mentions the transfer of the assets.
Category |
No of Instances |
Freehold/ Leasehold |
Gross Block |
Net Block |
Land |
1 |
Freehold |
80,65,191/- |
80,64,191/- |
Building |
1 |
Freehold |
3,08,694/- |
2,95,077/- |
ii. a. The inventories have been physically verified at reasonable intervals by the management.
b. In our opinion and according to the information and explanations given to us, the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.
iii. The company had granted loans to four parties as covered in the register maintained under section 189 of the Companies Act, 2013.
a. In our opinion and according to the information and explanations given to us, the terms and conditions of the grant for such Loan are not prejudicial to the Company''s interest.
b. In respect of the aforesaid loans, the schedule of repayment of principle and interest has been stipulated, repayment of principal and interest has been regular as per the stipulation.
c. There are no overdue amounts in respect of the loan granted to a body 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, the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans and investments made.
v. The Company has not accepted any deposits from the public.
vi. We have broadly reviewed the cost records maintained by the company prescribed by the Central Government of India under section 148(1) of the Act and are of the opinion that prima facie the prescribed accounts and records have been maintained. We have , however , not made a detailed examination of the cost records with a view to determine whether they are accurate or complete .
vii. a. According to the information and explanations given to us and based on the records of the company examined by us, the company is generally regular in depositing the undisputed statutory dues, including Provident Fund, , Employees'' State Insurance, Income-tax, Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and other statutory dues, as applicable, with the appropriate authorities in India;
b. According to the information and explanations given to us and based on the records of the company examined by us, no undisputed amounts payable in respect of Provident Fund, Income Tax, Sales Tax, Wealth Tax and other material statutory dues for a period of more than six months from the date they become payable, except the following disputed statutory liabilities have not been deposited in view of pending Appeals.
Sl. No. |
Name of Statue |
Nature of dues |
Amount not paid/ (Amount involved in dispute) |
Period to which it relates |
Forum where dispute is pending |
1 |
Central Excise Act, 1944 |
Excise Duty |
9,90,387/ (22,75,654) |
2009-10 |
CESTAT Bangalore |
1,40,32,981/ (1,40,32,981) |
2004-05 |
CESTAT Mumbai |
|||
16,44,861/ (24,63,994) |
2010-11 |
CESTAT Bangalore |
|||
1,87,495/ (1,87,495) |
2007-08/ 2008-09 |
CESTAT Bangalore |
viii. According to the records of the company examined by us and as per the information and explanations given to us, the company has not defaulted in repayment of loans from any financial institution or banks and has not issued debentures.
ix. The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans during the year. Accordingly, paragraph 3 (ix) of the Order is not applicable.
x. According to the information and explanations given to us, no material fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.
xi. According to the information and explanations give to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the provisions of section 197 read with Schedule V to the Act.
xii. In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company. Accordingly, paragraph 3(xii) of the Order is not applicable.
xiii. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
xiv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
xv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.
xvi. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934
Annexure B to the Auditorâs Report:
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of M/s. Surana Telecom And Power Limited (âthe Companyâ) as of 31 March 2018 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs 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 (''ICAI''). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to 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.
Auditorsâ 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 âGuidance Noteâ) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls 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 31 March 2018, 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 Luharuka & Associates
Chartered Accountants
FRN:01882S
Rameshchand Jain
Place: Secunderabad Partner
Date:26th May, 2018 M.No.: 023019
Mar 31, 2016
INDEPENDENT AUDITORSâ REPORT
To The Members of
Surana Telecom and Power Limited Report on the Financial Statements
We have audited the accompanying financial statements of Surana Telecom and Power Limited (âthe Companyâ), which comprise the Balance Sheet as at 31 March 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.
Managementâs Responsibility for the Financial Statements
The Company''s Board of Directors is responsible for the matters in section 134(5) of the Companies Act, 2013 (âthe Actâ) 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 the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 internal financial control, 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.
Auditorâs 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 disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the 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 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 and its cash flows for the year ended on that date.
Emphasis of Matter
We draw your attention to Note 2.23(ii) of the financial statements wherein the management has disclosed the details of Claims against the company not acknowledged as debts in respect of matters under dispute with statutory authorities.
Our opinion is not modified in this matter.
Report on other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order,
2016 (âthe Orderâ) as amended, issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in âAnnexure - Aâ a statement on 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 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 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 31 March, 2016, taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 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 âAnnexure
Bâ;
g. With respect to the other matters included in the Auditor''s Report and in accordance with Rule 11 of Companies (Audit and Auditors) Rules, 2014 and in our opinion and to the best of our information and explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note 2.23(ii) to the financial statements and also included in the Emphasis of Matter paragraph above.
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
Re: Surana Telecom and Power Limited
i. a) The Company has maintained proper records showing full particular including quantitative details and situation of fixed assets.
b) As explained to us, the fixed assets have been physically verified by the management in a phased manner designed to cover all the fixed assets over the year. In respect of fixed assets verified according to this program, which we consider reasonable, no material discrepancies were noticed on such verification.
c) The title deeds of immovable properties are held in the name of the company.
ii. The inventory, except Goods-in-transit, has been physically verified by the management at reasonable intervals during the year. In our opinion, the frequency of such verification is reasonable. In respect of inventory lying with third parties, these have substantially been confirmed by them. No material discrepancies were noticed on physical verification.
iii. The Company has granted loans to one parties covered in the register maintained under section 189 of the Act.
a) In respect of the aforesaid loans, the terms and conditions under which such loans were granted are not prejudicial to the company''s interest.
b) In respect of the aforesaid loans, the schedule of repayment of principle and interest has not been stipulated. Due to absence of schedule of repayment, the regularity of the same could not be commented.
c) In absence of specific schedule of repayment of loans, we are of the opinion of no overdue amounts.
iv. In our opinion and according to the information and explanations given to us, the company has complied with the provisions of Section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees and security.
v. The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable.
vi. We have broadly reviewed the cost records maintained by the Company prescribed by the Central Government of India under Section 148(1) of the Act and are of the opinion that prima facie the prescribed accounts and records have been maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
vii. a) According to information and explanations given to us and on the basis of our examination of the books of
accounts and records, the Company has been generally regular in depositing undisputed statutory dues with appropriate authorities 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 explanations given to us, no undisputed amounts payable in respect of income tax, sales tax, wealth tax, service tax, duty of customs, duty of excise, value added tax or cess were in arrears as at 31st March 2016 for a period more than six months from the date they became payable.
c) Details of dues of Duty of Excise, Duty of Customs and Income Tax which have not been deposited as on 31st March 2016 on account of disputes are given below:
Sl. No. |
Name of Statute |
Nature of Dues |
Amount not paid/ (Amount involved in dispute) |
Period to which it relates |
Forum where dispute is pending |
1 |
Central Excise Act, 1944 |
Excise Duty |
1,40,32,981 (1,40,32,981) |
2004-05 |
CESTAT - Mumbai |
17,12,827 (3,13,24,943) |
2007-08 |
Supreme Court of India |
|||
1,87,495 (1,87,495) |
2007-09 |
CESTAT - Bangalore |
|||
2 |
Service Tax |
Input Credit |
17,24,796 (24,63,994) |
2010-11 |
CESTAT - Bangalore |
3 |
Customs Act, 1964 |
Custom Duty |
12,75,654 (22,75,654) |
2009-10 |
CESTAT - Bangalore |
4 |
A. P. General Sales Tax Act |
Income Tax |
10,80,332 (21,60,663) |
1994-95 |
Commercial Tax Officer |
The above amounts are net of taxes paid under protest at '' 3,29,40,558 in Long Term Advances which are part amounts paid pending final decision of the matter under dispute. |
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.
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.
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.
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.
xii. In our opinion, the Company is not a Nidhi company. Therefore, the provisions of clause 4 (xii) of the Order are not applicable to the Company.
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.
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.
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.
xvi. In our opinion, the company is not required to be registered under Section 45 IA of the Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the company and hence not commented upon.
Report on the Internal Financial Controls under the Clause (i) of sub section 3 of Section 143 of the Companies Act, 2013 (âthe Act)
We have audited the internal financial controls financial reporting of Surana Telecom and Power Limited (âthe Companyâ) as of 31 March 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 base 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 (âICAI''). 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 the Company''s policies, the safeguarding of its assets, the prevention and detention 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(âthe Actâ).
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 âGuidance 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 were 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 the internal financial controls over the financial reporting included obtaining an understanding of the 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 assessed risk. The procedures selected depend on the auditors'' judgment, including the assessment of the risks of material misstatements 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 systems 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 the financial reporting and the preparation of financial statements for external purposes in accordance it 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 the 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 31 March 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 Sekhar& Co.,
Chartered Accountants
FRN: 003695-S G.Ganesh
Place : Secunderabad Partner
Date : 24-May-2016 M.No.: 211704
Mar 31, 2015
We have audited the accompanying financial statements of Surana Telecom
and Power Limited ("the Company"), which comprise the Balance Sheet as
at 31st March 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters 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 the maintenance of
adequate accounting records in accordance with the provision of the Act
for safeguarding of the assets of the Company and for preventing and
detecting the 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 internal financial control, that were operating
effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the
financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's
preparation of the financial statements that give a true and fair view,
in order to design audit procedures that are appropriate in the
circumstances but not for the purpose of expressing an opinion on
whether the Company has in place an adequate internal financial control
system over financial reporting and the operating effectiveness of such
controls. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the 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 on the financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements, give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at March 31,2015, and its profit and its cash flows for the year ended
on that date.
Emphasis of Matter
We draw your attention to Note 2.23(ii) of the financial statements
wherein the management has disclosed the details of Claims against the
company not acknowledged as debts in respect of matters under dispute
with statutory authorities.
Our opinion is not modified in this matter.
Report on other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in Annexure a
statement on matters specified in paragraphs 3 and 4 of the Order to
the extent applicable.
2. As required by section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
b. In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books
c. the Balance Sheet, the Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account
d. In our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of written representations received from the directors
as on 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. We are not required to report on clause (i) with respect to
Internal Financial Controls over financial reporting and the operating
effectiveness of the same for the Financial Year ending 31st March
2015, based on the Government of India notification dated October 14,
2014 on the same matter.
g. With respect to the other matters included in the Auditor's Report
and in accordance with Rule 11 of Companies (Audit and Auditors) Rules,
2014 and in our opinion and to the best of our information and
explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - Refer Note 2.23(ii)
to the financial statements and also included in the Emphasis of Matter
paragraph above;
ii. The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
on long term contracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
Annexure referred to in paragraph 1 of our report of even date
Re: Surana Telecom and Power Limited
i. a) The Company has maintained proper records showing full
particular including quantitative details and situation of
fixed assets.
b) As explained to us, the fixed assets have been physically verified
by the management according to the phased program designed to cover all
the fixed assets over the year. In respect of fixed assets verified
according to this program, which we consider reasonable, no material
discrepancies were noticed on such verification.
ii. a) As explained to us, inventories have been physically verified
during the year by the management. In our opinion, the frequency of
verification is reasonable.
b) The procedures explained to us, which are followed by the management
for physical verification of inventories, are in our opinion reasonable
and adequate in relation to the size of the company and nature of its
business.
c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
iii. The Company has granted loans to three parties covered in the
register maintained under section 189 of the Act. The maximum amount
involved during the year is Rs. 9,42,68,520 and the year-end
outstanding is Rs. 2,45,61,695.
a) In our opinion and as per the records examined by us, the payment of
principal amount and interest thereon is regular.
b) There are no overdue amounts in excess of Rs.1 lakh in respect of
loans granted to companies, firms or other parties listed in register
maintained under section 189 of the Act.
iv. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the company and the nature of its business with regard
to purchase of inventory and fixed assets and for sale of goods and
power. We have not observed any major weakness in the internal control
system during the course of the audit.
v. The Company has not accepted any deposits from the public within
the meaning of sections 73 to 76 or any other relevant provisions of
the Act and rules framed thereunder.
vi. We have broadly reviewed the cost records maintained by the
Company prescribed by the Central Government of India under Section
148(1) of the Act and are of the opinion that prima facie the
prescribed accounts and records have been maintained. We have, however,
not made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
vii. a) The Company is regular in depositing undisputed statutory dues
with appropriate authorities 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 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, duty of customs, duty of excise, value added tax or
cess were in arrears as at 31st March 2015 for a period more than six
months from the date they became payable.
c) Details of dues of Duty of Excise, Duty of Customs and Income Tax
which have not been deposited as on 31st March 2015 on account of
disputes are given below:
Sl. Name of Nature of Amount not paid/
No. Statute Dues (Amount involved
in dispute)
1 Central Excise Excise Duty (1,40,32,981)
Act, 1944 1,40,32,981
17,12,827
(3,13,24,943)
1,87,495
(1,87,495)
2 Service Tax Input Credit 17,24,796
(24,63,994)
3 Customs Custom Duty 12,75,654
Act, 1964 (22,75,654)
4 A. P. General Income Tax 10,80,332
Sales Tax Act (21,60,663)
Sl. Name of Period to which Forum where dispute
No. Statute it relates is pending
2004-05 CESTAT - Mumbai
1 Central Excise
Act, 1944
2007-08 Supreme Court of India
2007-09 CESTAT - Bangalore
2010-11 CESTAT - Bangalore
2 Service Tax
2009-10 CESTAT - Bangalore
3 Customs
Act, 1964
1994-95 Commercial Tax Officer
4 A. P. General
Sales Tax Act
The above amounts are net of taxes paid under protest at Rs.
3,29,40,558 in Long Term Advances which are part amounts paid pending
final decision of the matter under dispute.
d) In our opinion, the amount required to be transferred to the
investor education and protection fund in accordance with relevant
provisions of the Companies Act, 1956 and rules made thereunder has
been transferred to such fund within time.
viii. The Company has no accumulated losses at the end of the financial
year and it has not incurred cash loss during the year covered by audit
and in the immediately preceding financial year.
ix. According to the records of the Company examined by us and the
information and explanations given to us, the company has not defaulted
in repayment of dues to any financial institution or bank or debenture
holders, as applicable, as at the Balance sheet date.
x. The Company has not given any guarantee for loans taken by others
from bank or financial institutions.
xi. In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained.
xii. During the course of our examination of the books and records of
the Company, carried out in accordance with the Generally Accepted
Accounting Practice in India and according to the information and
explanations given to us, we have neither come across any instance of
fraud on or by the Company noticed or reported during the year, nor
have we been informed of such case by the management.
For Sekhar & Co.,
Chartered Accountants
FRN: 003695-S
G. Ganesh
Place : Secunderabad Partner
Date : 30-May-2015 M.No.: 211704
Mar 31, 2014
We have audited the accompanying Financial Statements of Surana Telecom
and Power Limited ("the Company"), which comprise the Balance Sheet as
at 31st March 2014, and the Statement of Profit and Loss and Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s 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") read with
the General Circular 15/2013 dated 13th September 2013 of the Ministry
of Corporate Affairs in respect of Section 133 of Companies Act, 2013
and in accordance with the accounting principles generally accepted in
India. This responsibility includes the design, implementation and
maintenance of internal control relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the
purposes of expressing an opinion on the effectiveness of the Company''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by the 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 of our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March 2014
b) in the case of Statement of Profit and Loss, the Profit of the
Company for the year ended on that date; and
c) in the case of the Cash Flow Statement the cash flows of the Company
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 Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of the
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books
c. the Balance sheet, Statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account.
d. in our opinion, the Balance Sheet, Statement of Profit and Loss, and
Cash Flow Statement comply with the Accounting Standards referred to in
sub-section(3C) of section 211 of the Act read with the General
Circular 15/2013 dated 13 th September 2013 of the Ministry of Company
Affairs in respect of Section 133 of the Companies Act 2013; and
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 Act.
Annexure referred to in paragraph 1 of our report of even date Re:
Surana Telecom and Power Limited
i. a) The Company has maintained proper records showing full particular
including quantitative details and
situation of fixed assets on the basis of available information.
b) As Explained to us, a substantial portion of 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 assets. According to information and explanations given
to us, no material discrepancies have been found on such verification.
c) In our opinion, the company has not disposed of a substantial part
of its fixed assets during the year and the going concern status of the
company is not effected.
ii. a) The inventories have been physically verified during the year by
the management. In our opinion the frequency of such verification is
reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the company and nature of its business.
c) The Company is maintaining proper records of inventory and no
material discrepancies were noticed on physical verification.
iii. a) The Company has during the year granted loans to three
Companies covered in the register maintained under Section 301 of the
Act. The maximum amount involvedduring the year is Rs. 9,24,43,741and
year end outstanding is Rs. 8,99,83,124.
b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
such loans are not prima facie prejudicial to the interest of the
company.
c) The principal and interest wherever due have been paid and there are
no outstanding amounts at the end of the year.
d) There are no overdue amounts in excess of Rs. 1 Lakh in respect of
loans granted to companies, firms or other parties listed in the
register maintained under section 301 of the Act.
e) The Company has taken loans during the year from one company covered
in the register maintained under section 301 of the Act. The maximum
amount involved during the year is Rs. 5,80,18,587 and the year balance
of such party is Nil.
f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions on
which the loan has been taken from the companies listed in the register
maintained under section 301 of the Act are notprima-facie prejudicial
to the interest of the Company.
g) In our opinion and as per the records examined by us, the payment of
principal amount and interest thereon is regular.
iv. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the Company and nature of its business with regards to
purchase of inventories and fixed assets and with regard to sale of
goods and services. We have not observed any major weakness in the
internal control system during the course of audit.
v. a) According to the 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 Act have been so entered.
b) In respect of transactions made in pursuance of such contracts or
arrangements exceeding the value of Rs. Five Lakhs entered into during
the financial year, because of the unique and specialized nature of the
items involved and absence of any comparable transactions, we are
unable to comment whether the transactions were made at prevailing
market prices at the relevant time.
vi. According to the information and explanations given to us the
Company has not accepted any deposits from the public. Therefore, the
provisions of clause (vi) of paragraph 4 of the order are not
applicable to the Company.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature its of business.
viii. We have broadly reviewed the cost records maintained by the
Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209(1)(d) of the Act
and are of the opinion that prima facie the prescribed accounts and
records have been maintained. We have, however, not made a detailed
examination of the cost records with a view to determine whether they
are accurate or complete.
ix. a) The Company is generally regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education and protection fund, employee''s state insurance,
income tax, sales tax, wealth tax, service tax, custom duty, excise
duty and any other material statutory dues applicable to it.
According to the information and explanations given to us, no
undisputed amounts payable in respect of aforesaid dues in paragraph
(a) above were in arrears as at 31st March 2014 for a period more than
six months from the date they became payable.
b) Details of dues of Central Excise Duty, Custom Duty and Income Tax
which have not been deposited as on 31st March 2014 on account of
disputes are given below.
Period
Sr. Name of the Statute Nature of dues Amount which it
No relates
1 The Central Excise Excise Duty 1,40,32,981 2004-05
Act 1944
17,12,827 2007-08
1,87,495 2007-09
2 Service Tax Act Input Credit 17,24,796 2010-11
3 Customs Act 1964 Custom Duty 12,75,654 2009-10
4 A.P.General Sales Sales Tax 10,80,332 1994-95
Tax Act
Sr. Name of the Statute Forum where dispute
No is pending
1 The Central Excise CESTAT-Mumbai
Act 1944
Supreme Court of India
CESTAT - Bangalore
2 Service Tax Act CESTAT - Bangalore
3 Customs Act 1964 CESTAT - Banagalore
4 A.P.General Sales Commercial Tax Officer
Tax Act
The above amounts are net of taxes Paid under protest at Rs.
3,29,40,558 in long term advances which are part amounts paid pending
final decision of the mater under dispute.
x. The Company has no accumulated losses at the end of the financial
year and it has not incurred cash loss during the year covered by audit
and in the immediately preceding financial year.
xi. According to the records of the Company examined by us and the
information and explanations given to us, the company has not defaulted
in repayment of dues to any financial institution or bank or debenture
holders, as applicable, as at the Balance sheet date.
xii. Based on our examination of documents and records, we are of the
opinion that the company has maintained adequate records, where the
Company has granted loans and advances on the basis of security by way
of pledge of shares and other securities.
xiii. The company is not a Chit Fund or a Nidhi Mutual benefit Fund /
Society. Therefore the provisions of 4(xiii) of the Order are not
applicable to the Company.
xiv. In our opinion and according to the information and explanations
given to us the Company is not dealing in or trading in securities.
The Company has invested surplus funds in mutual funds. According to
the information and explanations given to us, proper records have been
made of the transactions and contracts and timely entries have been
made therein. The investment in Mutual Funds have been held by the
Company in its own name.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. In our opinion and according to the information and explanations
given to us the term loans have been applied for the purposes or which
they are obtained.
xvii. In our opinion and according to the information and explanations
given to us, and on overall examination of the Balance Sheet and the
Cash Flow of the Company, we report that no funds raised on short-term
basis have been used for long term investment.
xviii. The Company has not made preferential allotment of shares to
companies / firms parties covered in the register maintained under
Section 301 of the Act.
xix. The Company has not issued any debentures or securities on which
charge is to be created during the year.
xx. The Company has not raised any money by through public issue during
the year.
xxi. We have not come across any instance of fraud on or by the company
during the year during the course of our examination of the books and
records of the Company, carried out in accordance with the Generally
Accepted Accounting Practice in India and according to the information
and explanations given to us.
For Sekhar & Co
Chartered Accountants
Firm Registration No : 003695-Ss
G. Ganesh
Place : Secunderabad (Partner)
Date : 13th May 2014 Membership No : 211704
Mar 31, 2013
Report on Financial Statements
We have audited the accompanying fi nancial statements of Surana
Telecom and Power Limited, which comprise the Balance sheet as at March
31, 2013, the Statement of Profi t and Loss and Cash Flow for the year
then ended and a summary of signifi cant accounting policies and other
explanatory information.
Management''s Responsibility for the Financial Statements
The management is responsible for preparation of these fi nancial
statement that give a true and fair view of the fi nancial position, fi
nancial performance and cash fl ows of the company in accordance with
Accounting Standards referred to in sub-section (3C) of Section 211 of
the Companies Act, 1956 (''the Act''). This responsibility includes
design, implementation and maintenance of internal control relevant to
the preparation and presentation of the fi nancial statements that give
a true and fair view and are free from material misstatement, whether
due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these fi nancial
statements based on our audit. We conducted our audit in accordance
with the Standards in 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 fi nancial statements are free
from material misstatement.
An Audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the fi nancial statements. The
Procedures selected depend on the auditor''s judgment, including the
assessment of risks of material misstatement of the fi nancial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of fi nancial statements in
order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and reasonableness of the accounting estimates
made by management, as well as evaluating the overall presentation of
the fi nancial statements
We believe that the audit evidence we have obtained is suffi cient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the fi nancial statements give the
information required by the 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 Profi t and Loss Account, of the profi t for the
year on that date; and
(c) in the case of the Cash Flow Statement, of the cash fl ows 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 specifi ed in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books
c. the Balance Sheet, Statement of Profi t 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 Profi t and Loss,
and Cash Flow Statement comply with the Accounting Standards referred
to in subsection (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 disqualifi ed 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.
Annexure to the Independent Auditors'' Report
The Annexure referred to in the Independent auditors'' report to the
members of Surana Telecom and Power Limited ("the Company"), on the fi
nancial statements for the period ended 31st March 2013, we report
that:
1) Fixed Assets
a) The Company has maintained proper records showing full particulars,
including quantitative details of fi xed assets
b) The Company has conducted physical verifi cation of fi xed assets
during the year. In our opinion, this physical verifi cation is
reasonable, having regard to the size of the Company and nature of its
assets. No material discrepancies were noticed on such verifi cation.
c) During the period, the Company has discarded certain items of its fi
xed assets. In our opinion and according the information and
explanations given to us, the aforesaid disposal has not affected the
going concern assumption.
2) Inventories
a) The inventories have been physically verifi ed by the company during
the period. In our opinion the frequency of such verifi cation is
reasonable.
b) The procedures for the physical verifi cation of Inventories
followed by the management are reasonable and adequate to the size of
the Company and nature of its business.
c) The company is maintaining proper records of inventory. The
discrepancies noticed on physical verifi cation between physical stocks
and the book records are not material.
3) Loans to and from Parties (Companies, fi rms or such other parties)
listed in the register maintained under section 301 of the Act, hence
forth referred to as parties, amounts in Rupees.
a) The company has granted loans which are not secured to "3" ("three")
parties during the year. The Maximum amount involved is Rs. 6,82,54,698
and the year end outstanding is Rs.4,26,53,188.
b) The Loans to 2 parties are given free of interest and without any
specifi c terms of repayment. In case of one party the interest has
been charged on the loan given. Keeping in view the investment and
amount involved we are of opinion, the rate of interest and other terms
and conditions of such loan are not, prima facie, prejudicial to the
interest of the Company.
c) There being no interest payable and no specifi c terms of repayment
of principal we have nothing to comment about the status of payment of
interest or principal in case of 2 parties. In case of one party there
has been no default in payment of interest or repayment of principal.
d) There are no overdue amounts in excess of Rs.1,00,000 in respect of
such loans granted.
e) The company has not taken any loan from parties listed in the
register maintained U/s.301 of the Act. The Loan availed during the
earlier year from one party amounting to Rs.8,05,74,077 was fully repaid
during the year.
f) In our opinion the terms of interest and other terms and conditions
on which the loan has been taken from such parties are not prima facie
prejudicial to the interest of the Company.
g) The company is regular in payment of principal amounts as stipulated
and has been regular in payment of interest.
4) Internal Control:- In our opinion and according to the information
and explanations given to us, there is adequate internal control system
commensurate with the size of the company and nature of its business
with regard to purchase of inventories and fi xed assets and with
regard to sale of goods and services. We have not observed any major
weakness in the internal control system during the course of audit.
5) Arrangement &/ Transactions with parties covered under Section 301
of the Act.
a) In our opinion and according to the information and explanations
given to us, the particulars of contracts or arrangements referred to
in section 301 of the act have been entered in the register required to
be maintained under that section.
b) In our opinion and according to the information and explanations
given to us, the transactions in pursuance of contracts and
arrangements referred to in (a) above and exceeding the value of
Rs.5,00,000, for goods and services for which suitable alternative
sources are not available to obtain comparable quotations. Hence it is
not possible for us to comment whether above contracts and arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time.
6) Deposits from Public: In our opinion, and according to the
information and explanations given to us, the company has not accepted
any deposits covered under Section 58A and 58AA of the Act.
7) Internal Audit: In our opinion the Company has an internal audit
system commensurate with the size and nature of its business.
8) Cost Records: We have broadly reviewed the books of account
maintained by the company pursuant to the rules prescribed by the
Central Government for maintenance of cost records under Section 209(1)
(d) of the Act in respect of products sold by the Company and are of
the opinion that prima facie, the prescribed accounts and records have
been maintained. However, we have not made a detailed examination of
the records.
9) Statutory Dues :
a) According to the information and explanations given to us and on the
basis of the records of the Company, amounts deducted / accrued in the
books of account in respect of undisputed statutory dues including
Provident Fund, Employees State Insurance, Income tax, Sales Tax,
Wealth Tax, Customs Duty, Excise duty, Investor Education and
Protection Fund, Service tax, Cess and material statutory dues have
been deposited regularly but for some minor delays during the year by
the company with the appropriate authorities. There were no dues on
account of Cess under Section 441A of the Act since the aforesaid
Section comes into force has not yet been notifi ed by the Central
Government.
According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund, Employees''
State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom duty, Excise
duty, Investor Education and Protection Fund, Service Tax, Cess and
other material statutory dues which were in arrears as at March 31,
2013 for a period more than six months from the date they became
payable.
b) According to the information and explanations give to us, the dues
set out in "Annexure  I" in respect of Income Tax, Sales Tax, Excise &
Custom duties have not been deposited with appropriate authorities on
account of dispute. According to the information and explanations given
to us there are no other amounts not deposited with appropriate
authorities on account of dispute.
10) Accumulated Losses & Cash Loss: As on date of Balance Sheet there
are no accumulated Losses and the company has not incurred any cash
loss during the year or the immediately preceding fi nancial year.
11) Dues to Banks and Financial Institutions: 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 or to any fi
nancial institutions. The Company did not have any outstanding
debentures at the end of the year.
12) Loans on Security of Shares, debentures and other Securities: The
Company has maintained adequate records for the loans granted loans and
advances on the basis of security of shares and properties.
13) Nidhi chit fund Companies: In our opinion and according to the
information and explanations given to us the company is not a nidhi /
mutual benefi t fund / society.
14) Dealing in / Trading in Securities: According to the information
and explanations given to us, the company is not dealing or trading in
shares, securities, debentures and other investments.
15) Guarantees on behalf of others: In our opinion, the terms and
conditions on which the company has given guarantee for loans taken by
others from banks or fi nancial institutions are not prejudicial to the
interest of the company.
16) Usage of Term Loans: In our opinion the term loans raised during
the year are applied for the purpose they are raise.
17) Usage of Short Term Funds: According to the information and
explanations given to us and on an overall examination of the balance
sheet of the Company, we report that funds raised on short term basis
have not been used for long term investment.
18) Preferential allotments: The Company has not made any preferential
allotment of shares to companies / fi rms / parties covered in the
register maintained under Section 301 of the Act.
19) Debentures: The Company did not have any outstanding debentures
during the year.
20) Public Issue: The Company has not raised any money by public issues
during the year.
21) Fraud: During the course of our examination of the books and
records of the Company, carried out in accordance with generally
accepted auditing practices in India, and according to the information
and explanations given to us, we have neither come across any instance
of fraud on or by the Company, noticed or reported during the year, nor
have been informed of such case by the management.
For Sekhar & Co
Chartered Accountants
Firm Registration No: 003695-S
Place : Secunderabad G. Ganesh
Date : 08th May 2013 (Partner)
Membership No: 211704
Mar 31, 2012
1. We have audited the attached Balance Sheet of Surana Telecom and
Power Limited as at March 31,2012, the Profit and Loss Account and the
Cash flow statement for the year ended on that date and annexed
thereto. These Financial Statements are the responsibility of the
Management. Our Responsibility is to express an opinion on these
financial statements based on our audit.
2. We have 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 from 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 (hence
forth referred to as the "Order") issued by the Central Government of
India in terms of sub-section (4A) of Section 227 of the Companies Act,
1956, (hence forth referred to as the "Act"), we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above we report that :
a. We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b. in our opinion, proper books of account, as required by law, have
been kept by the Company, so far as appears from our examination of
those books;
c. the Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d. in our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report are in compliance with
Accounting Standards referred to in sub-section (3C) of Section 211 of
the "Act".
e. on the basis of written representations received from the Directors
as on March 31, 2012 and taken on record by the Board of Directors, we
report that none of the Directors is disqualified as on March 31,2012
from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the "Act".
f. in our opinion and to the best of our information and according to
the explanations given to us, the said accounts read together with the
Significant Accounting Policies and notes thereon 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.
i. in case of Balance Sheet, of the state of affairs of the Company as
at March 31, 2012;
ii. in case of Profit and Loss Account, the profit for the year ended
on that date; and
iii. in case of Cash Flow Statement, of the cash flows for the year
ended on that date.
Annexure to the Auditors' Report
The Annexure referred to in the auditors' report to the members of
Surana Telecom and Power Limited ("the Company"), on the financial
statements for the period ended 31st March 2012, we report that:
1) Fixed Assets
a) The Company has maintained proper records showing full particulars,
including quantitative details of fixed assets
b) The Company has conducted physical verification of fixed assets
during the year. In our opinion, this 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.
c) During the period, the Company has disposed certain items of its
fixed assets. In our opinion and according the information and
explanations given to us, the aforesaid disposal has not affected the
going concern assumption.
2) Inventories
a) The inventories have been physically verified by the company during
the period. In our opinion the frequency of such verification is
reasonable.
b) The procedures for the physical verification of Inventories followed
by the management are reasonable and adequate to the size of the
Company and nature of its business.
c) The company is maintaining proper records of inventory. The
discrepancies noticed on physical verification between physical stocks
and the book records are not material.
3) Loans to and from Parties (Companies, firms or such other parties)
listed in the register maintained under section 301 of the Act, hence
forth referred to as parties, amounts in Lakhs of Rupees.
a) The company has granted loans which are not secured to One Wholly
owned subsidiary during the year The Maximum amount involved and the
year end outstanding are Rs.400.93 Lacs and Rs.395.59 Lacs respectively.
b) The Loan is an interest free loan without any specific period of
repayment. However as the company is a wholly owned subsidiary, In our
opinion, the rate of interest and other terms and conditions of such
loan are not, prima facie, prejudicial to the interest of the Company.
c) The loan being interest free and there being no specific term of
re-payment of principal the question of default does not arise.
d) There is no overdue amount in excess of Rs. 1 Lakh in respect of
loans granted to parties listed in the register maintained under the
Section 301 of the Act.
e) The company has taken loan from three parties during the year. The
Maximum amount involved and the year end outstanding are Rs.805.74Lacs.
f) In our opinion the terms of interest and other terms and conditions
on which the loan has been taken from such parties are not prima facie
prejudicial to the interest of the Company.
g) The loan is interest free and there is no specific term of repayment
of principal hence we are of the opinion that there is no default by
company..
4) Internal Control:- In our opinion and according to the information
and explanations given to us, there is adequate internal control system
commensurate with the size of the company and nature of its business
with regard to purchase of inventories and fixed assets and with regard
to sale of goods and services. During the course of audit, we have not
observed any continuing failure to correct major weaknesses in internal
control of the company.
5) Arrangement &/ Transactions with parties covered under Section 301
of the Act.
a) In our opinion and according to the information and explanations
given to us, the particulars of contracts or arrangements referred to
in section 301 of the act have been entered in the register required to
be maintained under that section.
b) In respect of transactions made in pursuance of such contracts or
arrangements exceeding the value of Rs. Five Lakhs entered into during
the financial year, because of the unique and specialized nature of the
items involved and absence of any comparable prices, we are unable to
comment whether the transactions were made at prevailing market prices
at the relevant time.
6) Deposits from Public: In our opinion, and according to the
information and explanations given to us, the company has not accepted
any deposits covered under Section 58A and 58AA of the Act.
7) Internal Audit: In our opinion the Company has an internal audit
system commensurate with the size and nature of its business.
8) Cost Records: We have broadly reviewed the books of account
maintained by the company pursuant to the rules prescribed by the
Central Government for maintenance of cost records under Section 209(1)
(d) of the Act in respect of products sold by the Company and are of
the opinion that prima facie, the prescribed accounts and records have
been maintained. However, we have not made a detailed examination of
the records.
9) Statutory Dues :
a) According to the information and explanations given to us and on the
basis of the records of the Company, amounts deducted / accrued in the
books of account in respect of undisputed statutory dues including
Provident Fund, Employees State Insurance, Income tax, Sales Tax,
Wealth Tax, Customs Duty, Excise duty, Investor Education and
Protection Fund, Service tax, Cess and material statutory dues have
been deposited regularly but for some minor delays during the year by
the company with the appropriate authorities.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund, Employees'
State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom duty, Excise
duty, Investor Education and Protection Fund, Service Tax, Cess and
other material statutory dues which were in arrears as at March 31,
2012 for a period more than six months from the date they became
payable.
c) According to the information and explanations give to us, the dues
set out in "Appendix - I" in respect of Income Tax, Sales Tax, Service
Tax, Excise Duty and such other taxes as detailed have not been
deposited with appropriate authorities on account of disputes.
According to the information and explanations given to us there are no
other amounts not deposited with appropriate authorities on account of
dispute.
10) Accumulated Losses & Cash Loss: As on date of Balance Sheet there
are no accumulated Losses and the company has not incurred any cash
loss during the year or the immediately preceding financial year.
11) Dues to Banks and Financial Institutions: 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 or to any
financial institutions. The Company did not have any outstanding
debentures at the end of the year.
12) Loans on Security of Shares, debentures and other Securities: The
Company has maintained adequate records for the loans granted loans and
advances on the basis of security of shares and properties.
13) Nidhi chit fund Companies: In our opinion and according to the
information and explanations given to us the company is not a nidhi /
mutual benefit fund / society.
14) Dealing in / Trading in Securities: According to the information
and explanations given to us, the company is not dealing or trading in
shares, securities, debentures and other investments.
15) Guarantees on behalf of others: In our opinion, the terms and
conditions on which the company has given guarantee for loans taken by
others from banks or financial institutions are not prejudicial to the
interest of the company.
16) Usage of Term Loans: In our opinion the term loans raised during
the year are applied for the purpose they are raise.
17) Usage of Short Term Funds: According to the information and
explanations given to us and on an overall examination of the balance
sheet of the Company, we report that funds raised on short term basis
have not been used for long term investment.
18) Preferential allotments: The Company has not made any preferential
allotment of shares to companies / firms / parties covered in the
register maintained under Section 301 of the Act.
19) Debentures: The Company has not raised any money by issue of
debentures during the year.
20) Public Issue: The Company has not raised any money by public issues
during the year.
21) Fraud: According to the information and explanations given to us,
no material fraud on the Company has been noticed or reported during
the course of the Audit.
APPENDIX-I as referred to in Para ix (b) of Auditors Report of Surana
Telecom and Power Limited
Nature of the Amount Period to Forum where the
dispute is
Name of the Statute which it
dues in Rs pending
relates
Central Excise &
Custom Laws Excise Duty 22,75,654 2009-10 CESTAT -
Bangalore
-do- Excise Duty 6,08,728 2003-04 CESTAT -
Mumbai
-do- Excise Duty1,40,32,981 2004-05 CESTAT-
Mumbai
-do- Custom Duty 4,06,023 2007-08 CESTAT -
Mumbai
Andhra Pradesh
Sales Tax Act Sales Tax 1,15,288 2001-02 Remanded back to
Assessing officer
by Appellate
tribunal
-do- Sales Tax 10,80,331 1994-95 A.P. Sales Tax
Appellate Tribunal
For Sekhar & Co
Chartered Accountants
Firm Registration No: 003695-S
Secunderabad G.GANESH
Date:28/4/2012 (Partner)
MembershipNo:211704
Mar 31, 2010
1. We have audited the attached Balance Sheet of Surana Telecom And
Power Limited as at March 31, 2010 and also the Profit & Loss Account
and the Cash Flow Statement for the year ended on that date annexed
thereto which we have signed under reference to this report. These
financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. These Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining on test basis, evidence supporting the amounts as
disclosures in the financial statements. An audit also 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 Companies (Auditors Report) Order, 2003 (as
amended) (henceforth referred to as the Order) issued by the Central
Government of India in terms of sub-section (4A) of section 227, of the
Companies Act, 1956, (henceforth referred to as the Act), we enclose in
the annexure a statement on the matters specified in paragraphs 4 and 5
of the said order.
4. Further to our comments in the annexure referred to above we report
that :
a. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b. In our opinion, proper books of account as required by law have
been kept by the company as far as appears from our examination of
those books. The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
c. In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of section 211 of the Act.
d. On the basis of the written representation received from the
directors, as on March 31,2010 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
March 31, 2010 from being appointed as a director in terms of clause(g)
of sub- section (1) of section 274 of the Act.
e. Without qualifying our opinion, we draw your attention of sharehol
-ders and stakeholders to the following :
1. Note 20B of Schedule 12 : Sundry Debtors and other Balances :
Advances to suppliers under Schedule - 11 " Loans & Advances" include
Rs.214.35 Lakhs Paid to M/s. United International Shipping Agent (T)
Ltd, towards Cost of copper Cathode. However, copper was stolen and
replaced with worthless material on the sea-way. The company has lodged
claim with Insurance Company which is under process. As the Management
is confident of recovering the entire amount from the Insurance
Company/ Shipping Agent, no provision for loss of goods has been made
in the books of account.
f. In our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Act, in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India
1. In the case of the Balance Sheet, of the state of affairs of the
company as at March 31, 2010;
2. In the case of the Profit and Loss Account, of the profit for the
year ended on that date; and
3. In the case of Cash Flow Statement, of the cash flows for the year
ended on that date
Annexure referred to in paragraph [3] of our report of even date
Re: Surana Telecom and Power Limited
1.a.The Company has maintained adequate records showing full particulars,
including quantitative details of fixed assets.
b. All fixed assets have not been physically verified during the year
but there is a regular program of verification which, in our opinion,
is reasonable having regard to the size of the Company and the nature
of its assets. As informed, no material discrepancies were noticed on
such verification.
c. In our opinion, there have been no significant disposals of fixed
assets during the year which affect the going concern assumption. The
transfer of substantial assets as per the scheme arrangement of
de-merger under sections 391 to 394 of the Act does not effect the
going concern concept of the company as per the information and
explanations given to us.
2. a. The Inventory has been physically verified during
the year by the management. In our opinion, the frequency of
verification is reasonable.
b. The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the company and nature of its business
c. The company is maintaining proper records of inventory. The
discrepancies notices on verification between the physical stocks and
the book records were not material.
3.a.The Company has granted loans to companies which are wholly owned
subsidiaries, associates covered in the register maintained under
section 301 of the Act. It involves 1 wholly owned subsidiary, 1
associate company. The Maximum amount of Loan involved is Rs.590.43 Lakhs
and year end balance is Rs.590.43 Lakhs.
b. In our opinion and according to the information and explanation
given to us, the rate of interest, where applicable and other terms and
conditions are not prima facie prejudicial to the interest of the
company.
c. The principal and interest wherever due are as per the respect of
loans granted to companies, firms or other parties listed in the
register maintained under section 301 of the act.
d. As on 31st March 2010 there are no overdue amounts in excess of
Rs.1 Lakh in respect of loans granted to companies, firms or other
parties listed in the register maintained under section 301 of
Companies Act, 1956.
e. The company has taken loans from 1 company covered in the register
maintained under section 301 of the Act. The Maximum amount of Loan
involved is Rs.1200.00 Lakhs and year end balance is Rs.214.99 Lakhs
f. In our opinion, the rate of interest and other terms and conditions
on which loans have been taken from companies, firms or other parties
listed in the register maintained under section 301 of the Companies
Act, 1956 are not, prime facie prejudicial to the interest of the
company.
g. The company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest
4. In our opinion and according to the information and explanations
given to us, there exists adequate internal control system commensurate
with the size of the company and the nature of its business with regard
to purchase of inventory, fixed assets and with regard to the sale of
goods and services. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in internal
control system of the company.
5.a. According to the information and explanations given to us, by the
management, 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 Act, have been so entered.
b. In our opinion and according to the information and explanations
given to us, the transactions made in pursuance to contracts or
arrangements entered in the register maintained under section 301 of
the Act, and exceeding rupees five lakhs in respect of any party the
maintenance of Cost during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
6. The Company has not accepted deposits which fall under section 58A
and 58AA of the Act and the rules made there under from the public,
hence we have not reported on the relevant reporting requirements of
the Order.
7. An outside firm of Chartered Accountants has carried out the
Internal Audit of the Company. In our opinion the system of Internal
Audit is commensurate to nature and size of the company and the nature
of its business.
8. We have broadly reviewed the books of account relating to
materials, labour and other items of cost maintained by the company
pursuant to the Rules made by the Central Government for the maintenance
of Cost records maintained under section 209(1) (d) of the Act, and
are of the opinion that prima facie the prescribed accounts and records
are maintained. We have not, however, made a detailed examination of
the records with a view to determine whether they are accurate or complete.
9. a. The Company is regular in depositing with appropriate authorities
undisputed statutory dues including provident fund, investor education
protection fund, employees state insurance, income tax, sales tax,
wealth tax, service tax, custom duty, excise duty and other material
statutory dues applicable to it.
Further, since Central Government has till date not prescribed the
amount of Cess payable under section 441A of the Act, we are not in a
position to comment upon the regularity or otherwise of the company in
depositing the same.
b. According to the information and explanations given to us and the
records of the company produced before us and examined by us, there are
no dues of wealth tax, service tax, excise duty and Cess, which have
not been deposited on account of any dispute. The particulars of sales
tax, & Customs duty as at 31st March 2010, which has not been deposited
on account of dispute are as follows.
Name of Nature Amount under
the Statue of Dues Dispute yet to be
deposited
Andhra Pradesh APGST Rs.10.80 lakhs
General Sales Tax
Act (APGST)
APGST APGST Rs.1.15 lakhs
Central Excise Levy of Duty on Rs.293.95
and Customs Duty certain Products
Name of
the Statue Accounting Year to Forum where
which Amount dispute is
relates contested
Andhra Pradesh 1995-96 Sales Tax
General Sales Tax Appellate
Act (APGST) Tribunal
Hyderabad
APGST 2001-02 ADC Sec-bad
Central Excise 2004-05 Supreme Court
and Customs Duty of India
10. The company has no accumulated losses at the end of the financial
year and it has not incurred cash losses in the current and immediately
preceding financial year.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to a
financial institution, bank or debenture holders.
12. We are of the opinion that the company has maintained adequate
records where the company has granted loans and advances on the basis
of security by way of pledge of shares, debentures and other
securities.
13. 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.
14. In our opinion, the company is not dealing in or trading in
shares, securities debentures and other investments. Accordingly the
provisions of the clause 4(xiv) of the Order are not applicable to the
company.
15. According to the information and explanations given to us, the
company has not given guarantees for loans taken by others from bank or
financial institutions, the terms and conditions whereof in our opinion
are prima-facie prejudicial to the interest of the company.
16. Based on information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
were obtained.
17. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the company, we report
that no funds raised on short term basis have been used for long term
investment.
18. The company has not made preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Companies Act, 1956.
19. The Company has not issued any debentures during the year.
20. The Company has not made any public issue of securities during the
period under review hence we are not required to comment on reporting
requirement of the order.
21. Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information, Representations and explanations given by the
management, we report that no fraud on or by the company has been
noticed or reported during the course of our audit.
For Sekhar & Co.
Chartered Accountants
Firm Regn No : 003695 -S
G. Ganesh
Place : Secunderabad (Partner)
Date : 7th August, 2010 M.No:211704