Mar 31, 2014
We have audited the accompanying financial statements of SUVIDHA
INFRAESTATE CORPORATION LIMITED which comprise the Balance Sheet as at
31st March, 2014 the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956("the Act") read with the General Circular
15/2013 dated 13th September 2013 of the Ministry of corporate affairs
in respect of Section 133 of the Companies Act, 2013. This
responsibility includes the design, implementation and maintenance of
internal control relevant to the preparation and presentation of the
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 judgments, including the assessment of
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 company''s preparation and fair
presentation of financial statements in order to design audit
procedures that are appropriate in the circumstances but not for the
purpose of expressing an opinion on the effectiveness of the company''s
internal control. An Audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the Accounting Principles generally accepted in
India:
(i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2014;
(ii) In the case of the Statements of Profit and Loss, of the Profit
for the year ended on that date; and
(iii) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order"), as amended, issued by the central Government of India in terms
of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the
Order.
2. As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and beliefs were necessary for the purpose of our
audit;
b. in our opinion proper books of accounts as required by Law have been
kept by the Company so far as appears from our examinations of those
books;
c. the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statements dealt with by this report are in agreement with the books of
accounts;
d. in our opinion the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statements comply with the Accounting Standards notified
under the Companies Act, 1956("the Act") read with the General Circular
15/2013 dated 13th September 2013 of the Ministry of Corporate Affairs
in respect of section 133 of the Companies Act,2013 and
e. on the basis of written representations received from the directors
as on 31st March, 2014, taken on record by the board of directors, none
of the directors is disqualified as on 31st March, 2014 from being
appointed as a director in terms of clause (g) of subsection (1) of
section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS'' REPORT
TO
THE MEMBERS OF
SUVIDHA INFRAESTATE CORPORATION LIMITED
Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) All the assets have been physically verified by the management
during the year. No discrepancies were found on physical verifications.
(c) During the year no Fixed assets were sold and therefore do not
affect the going concern status of the company.
(ii) (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 the nature of its business.
(c) The company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
the book records were not material.
(iii) (a) There are three Companies covered in the register maintained
under section 301 of the Companies Act, 1956 to which the Company has
granted unsecured, interest free business advances. The maximum amount
involved during the year was Rs. 18,12,010/-. The closing balance of
the same was Rs. Nil/-.
There is one Firm covered in the register maintained under section 301
of the Companies Act, 1956 to which the Company has granted unsecured,
interest free business advance. The maximum amount involved during the
year was Rs. 8,69,460/-. The closing balance of the same is Rs. Nil/-.
The Company has not granted any business advance to any other party
covered in the registered maintained u/s 301 of the Companies Act, 1956
(b) The company has granted unsecured business advances, to companies
covered in the register maintained under section 301 of the Companies
Act, 1956. As the said advances are in the nature of business advances,
the question regarding the rate of interest and other terms and
conditions being prima facie prejudicial to the interest of the company
does not arise.
(c) As the business advances granted by the company are interest free
and payable on demand, the question of timely repayment of interest and
business advances does not arise.
(d) There are no over due amounts of business advances granted to the
companies, firms & other parties listed in the register maintained
under section 301 of the Companies Act, 1956.
(e) The Company has not taken any loans, secured or unsecured from any
company covered in the register maintained under section 301 of the
Act.
The company has taken interest free unsecured loan from one firm
covered in the register maintained under section 301 of the Companies
Act 1956. The maximum amount involved during the year was Rs.
5,61,982/-. The year end balance of the loan taken from the firm was
Rs. NIL/-.
The company had taken interest free unsecured loans from fourteen other
parties covered in the register maintained under section 301 of the
Companies Act, 1956. The maximum amount involved during the year was
Rs. 2,81,96,018/- and the year end balance of loan taken from such
other parties were Rs. 2,12,13,036/-.
(f) In our opinion, the rate of interest and other terms and conditions
on which loans have been taken from Companies listed in the register
maintained under section 301 of the Companies Act, 1956 are not,
prima-facie, prejudicial to the interest of the Company as the said
loans are interest free.
(g) There is no overdue amount in case of loans taken by the company as
the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of
goods & services. During the course of our audit, we have not observed
any continuing failure to correct major weakness in the internal
control system.
(v) (a) The company has entered into transactions that are required to
be entered in the register maintained under section 301.
(b) Since the transactions were in the nature of loan given and taken
the question of entering the transaction at the prevailing market price
does not arise. The interest has not been charged for loan taken as
well as given.
(vi) The company has complied with provisions of section 58A & 58AA of
the Companies Act, 1956 with regard to acceptance of deposit from the
public except that it has accepted deposits in excess of statutory
limits specified, it has not filed the return of deposit and statement
in lieu of advertisement with the registrar of companies and has not
maintained the necessary liquid assets.
According to the information & explanations given to us, no order has
been passed by the Company Law Board or National Company Law Tribunal
or Reserve Bank of India or any Court or any other Tribunal on the
Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We are broadly reviewed the cost records maintained by the
company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under section 209(1)(d) of the
Companies Act, 1956 and are of the opinion that prima facie the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(ix) (a) In our opinion and according to the information and
explanations given to us, the company has been regular in deposing
undisputed dues with the appropriate authorities in respect of
professional tax. In respect of Provident Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
Excise Duty, Cess and other statutory dues are generally regularly
deposited with the appropriate authorities except Tax deducted at
source where there has been slight delay in few cases.
(b) According to the information and explanations given to us no other
undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2014 for a period of more than six months
from the date of becoming payable.
(c) According to the information and explanations given to us, there
are no dues of Provident Fund, Income Tax, Sales Tax, Wealth Tax,
Service Tax, Custom Duty, Excise Duty and Cess which have not been
deposited on account of any dispute. The company is in appeal for the
disputed dues of Income Tax, Sales Tax. The details of which are as
follows.
Sr. Name of the statute Period of Amount
No. dispute (P.Y.) (Rs. in lacs)
A. Gujarat sales tax 1995-96 6,26,342/-
B. Central sales tax 1995-96 30,64,835/-
C. Gujarat sales tax 1996-97 20,85,375/-
D. Gujarat sales tax 1997-98 17,68,097/-
E. Central sales tax 1997-98 6,46,845/-
F. Income Tax 1998-99 63,970/-
After Adj
refund of
A.Y. 1999-2000
Sr. Name of the statute Forum where dispute is pending
No.
A. Gujarat sales tax The Company had filed petition with Sales
Tax Tribunal. The tribunal directed the
Assistant Sales Tax Commissioner (Appeals)
to examine the case of the company in view
of observation made by the tribunal. The
Ass. Commissioner of sales Tax (Appeals)
is yet to pass any order.
B. Central sales tax ---------do---------
C. Gujarat sales tax The Company had filed an appeal in Gujarat
High Court. The High Court quashed and set
aside the order passed by the Tribunal and
restored the matters to Tribunal to decide
the same on the merits. The appeal is now
being heard in Gujarat Value Added Tax
Tribunal at Ahmedabad.
D. Gujarat sales tax ---------do---------
E. Central sales tax ---------do---------
F. Income Tax Commissioner (Appeal)
(x) In our opinion, the accumulated losses of the company are more than
50 percent of its net worth. The Company has not incurred cash losses
during the current financial year covered by our audit. The company
has not incurred cash losses in the immediately preceding financial
year.
(xi) In our opinion and according to information and explanations, the
company has not defaulted in repayment of dues to bank. The company has
not borrowed any money from financial institutions. The company has not
issued any debentures.
(xii) The Company has not granted loans and advances on the basis of
security, by way of pledge of shares, debentures and other securities.
Accordingly, clause 4(xii) of the Companies (Auditor''s Report) Order,
2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi/Mutual
Benefit Fund/Society. Accordingly, the provisions of clause 4(xiii) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
Company.
(xiv) In our opinion, the Company is not dealing in or trading in
Shares, Securities, Debentures and other Investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation
given to us the Company has not given any guarantees for loans taken by
others from Banks or Financial institutions. Accordingly the provisions
of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not
applicable.
(xvi) The term loan was applied for the purpose for which the loan was
obtained.
(xvii) According to the information and explanations given to us and on
overall examination of the Balance Sheet of the Company, we report that
the company has raised funds on short term basis which have been used
for long term investments. The promoters have raised unsecured loans.
While the said loans are repayable on demand and therefore short term
in nature, the promoters have indicated that the said loans shall be
kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the
Company has not made any preferential allotment of shares during the
year to parties and companies covered in the register maintained under
section 301 of the Companies Act, 1956. Hence, the question of price of
the share being prejudicial to the interest of the company does not
arise. Accordingly, clause 4(xviii) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during
the period covered by our audit report the company had not issued any
debentures. Hence, the question of creating proper security does not
arise. Accordingly, clause 4(xix) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the
year. Hence, the question of proper end use of the money does not
arise. Accordingly, clause 4(xx) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
FOR J.M. PARIKH & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REGISTRATION NO.:- 118007W
RAMESH PATHAK
Place : Ahmedabad. PARTNER
Date : 29/05/2014 MEMBERSHIP NO:-033029
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of SUVIDHA
INFRAESTATE CORPORATION LIMITED which comprise the Balance Sheet as at
31st March, 2013, the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956("the Act"). This 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 judgments, including the assessment of
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 company''s preparation and fair
presentation of financial statements in order to design audit
procedures that are appropriate in the circumstances. An Audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
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:
(i) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
(ii) In the case of the Statements of Profit and Loss, of the Profit
for the year ended on that date; and
(iii) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order"), as amended, issued by the central Government of India in terms
of sub-section (4A) of section 227 of the Act, we give in the Annexure
a statement on the matters specified in paragraphs 4 and 5 of the
Order.
2. As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and beliefs were necessary for the purpose of our
audit;
b. in our opinion proper books of accounts as required by Law have
been kept by the Company so far as appears from our examinations of
those books;
c. the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statements dealt with by this report are in agreement with the books of
accounts;
d. in our opinion the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statements comply with the accounting standards referred to
in sub section (3C) o f section 211 of the Companies Act, 1956; and
e. on the basis of written representations received from the directors
as on 31st March, 2013, taken on record by the board of directors, none
of the directors is disqualified as on 31st March, 2013 from being
appointed as a director in terms of clause (g) of subsection (1) of
section 274 of the Companies Act, 1956.
TO
THE MEMBERS OF
SUVIDHA INFRAESTATE CORPORATION LIMITED
Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has maintained proper records showing full part
iculars including quantitative details and situation of fixed assets.
(b) All the assets have been physically verified by the management
during the year. No discrepancies were found on physical
verifications.
(c) During the year no Fixed assets were sold and therefore do not
affect the going concern status of the company.
(ii) (a) The inventory has been physically verified during the year by
the management. In our opinion, the frequency of verification is
easonable.
(b) The procedures of physical verification of inventories followed by
the management are reasonable and adequate in relation to the size of
the company and the nature of its business.
(c) The company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
the book records were not material.
(iii) (a) There are three Companies covered in the register maintained
under section 301 of the Companies Act, 1956 to which the Company has
granted unsecured, interest free loan. The maximum amount involved
during the year was Rs. 30, 92,010/-. The closing balance of the same
was Rs. 18, 12,010/-.
There is one Firm covered in the register maintained under section 301
of the Companies Act, 1956 to which the Company has granted unsecured,
interest free loan. The maximum amount involved during the year was Rs.
8, 69,460/-. The closing balance of the same is Rs. 8, 69,460/-.
The Company has not granted any loan to any other party covered in the
registered maintained u/s 301 of the Companies Act, 1956
(b) The company has granted unsecured business advances, to companies
covered in the register maintained under section 301 of the Companies
Act, 1956. As the said advances are in the nature of business advances,
the question regarding the rate of interest and other terms and
conditions being prima facie prejudicial to the interest of the company
does not arise.
(c) As the loans granted by the company are interest free and payable
on demand, the question of timely repayment of interest and loan does
not arise.
(d) There are no over due amounts of loans granted to the companies,
firms & other parties listed in the register maintained under section
301 of the Companies Act, 1956.
(e) The Company has not taken any loans, secured or unsecured from any
company covered in the register maintained under section 301 of the
Act.
The company has taken interest free unsecured loan from one firm
covered in the register maintained under section 301 of the Companies
Act 1956. The maximum amount involved during the year was Rs 5,
61,982/-. The year end balance of the loan taken from the firm was Rs
5, 61,982/-.
The company had taken interest free unsecured loans from fourteen other
parties covered in the register maintained under section 301 of the
Companies Act, 1956. The maximum amount involved during the year was
Rs. 1, 98, 13,097/- and the year end balance of loan taken from such
other parties were Rs. 1, 93, 92,147/-.
(f) In our opinion, the rate of interest and other terms and conditions
on which loans have been taken from Companies listed in the register
maintained under section 301 of the Companies Act, 1956 are not,
prima-facie, prejudicial to the interest of the Company as the said
loans are interest free.
(g) There is no overdue amount in case of loans taken by the company as
the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of
goods & services. During the course of our audit, we have not observed
any continuing failure to correct major weakness in the internal
control system.
(v) (a) The company has entered into transactions that are required to
be entered in the register maintained under section 301.
(b) Since the transactions were in the nature of loan given and taken
the question of entering the transaction at the prevailing market price
does not arise. However the interest has not been charged for loan
taken as well as given.
(vi) The company has complied with provisions of section 58A & 58AA of
the Companies Act, 1956 with regard to acceptance of deposit from the
public except that it has accepted deposits in excess of statutory
limits specified, it has not filed the return of deposit and statement
in lieu of advertisement with the registrar of companies and has not
maintained the necessary liquid assets.
According to the information & explanations given to us, no order has
been passed by the Company Law Board or National Company Law Tribunal
or Reserve Bank of India or any Court or any other Tribunal on the
Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We are broadly reviewed the cost records maintained by the
company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under section 209(1)(d) of the
Companies Act, 1956 and are of the opinion that prima facie the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(ix) (a) In our opinion and according to the information and
explanations given to us, the company has not been regular in deposing
undisputed dues with the appropriate authorities in respect of
professional tax. In respect of Provident Fund, Employees'' State
Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
Excise Duty, Cess and other statutory dues are generally regularly
deposited with the appropriate authorities except Tax deducted at
source where there has been slight delay in few cases.
(b) According to the information and explainations given to us no other
undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31st March, 2013 for a period of more than six months
from the date of becoming payable except Professional Tax amounting to
Rs. 1620/-. The said amount has been paid on the date of our audit
report.
(c) According to the information and explanations given to us, there
are no dues of Provident Fund, Income Tax, Sales Tax , Wealth Tax,
Service Tax, Custom Duty, Excise Duty and Cess which have not been
deposited on account of any dispute. The company is in appeal for the
disputed dues of Income Tax, Sales Tax. The details of which are as
follows.
Sr. Name of Period of Amount Forum where dispute
No. the statute dispute (Rs. in is pending
(P.Y..) lacs)
A Gujarat 1995-96 6,26,342/- The Company had sales tax
filed petition with
Sales Tax Tribunal. The
tribunal directed the
Assistant Sales Tax
Commissioner (Appeals)
to examine the case of
the company in view of
observation made by the
tribunal. The Ass.
Commissioner of sales
Tax (Appeals) is yet to
pass any order
b. Central 1995-96 30,64,835/- ------------do-----------
sales tax
c. Gujarat 1996-97 20,85,375/- The Company had sales tax
filed an appeal in Gujarat
High Court.The High Court
quashed and set aside the
order passed by the
Tribunal and restored the
matters to Tribunal to
decide the same on the
merits The appeal is now
being heard in Gujarat
Value Added Tax Tribunal
at Ahmedabad.
d. Gujarat 1997-98 17,68,097/- ------------do-----------
sales tax
e. Central 1997-98 6,46,845/- ------------do-----------
sales tax
f. Income 1998-99 63,970/- Commissioner
Tax After Adj (Appeal)
refund of
AY. 1999-
2000
(x) In our opinion, the accumulated losses of the company are more than
50 percent of its net worth. The Company has not incurred cash losses
during the current financial year covered by our audit. The company has
incurred cash losses in the immediately preceding financial year.
(xi) In our opinion and according to information and explainations, the
company has not defaulted in repayment of dues to bank. The company has
not borrowed any money from financial institutions.The company has not
issued any debentures.
(xii) The Company has not granted loans and advances on the basis of
security, by way of pledge of shares, debentures and other securities.
Accordingly, clause 4(xii) of the Companies (Auditor''s Report) Order,
2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi /
Mutual Benefit Fund / Society. Accordingly, the provisions of clause
4(xiii) of the Companies (Auditor''s Report) Order, 2003 are not
applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
Shares, Securities, Debentures and other Investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation
given to us the Company has not given any guarantees for loans taken by
others from Banks or Financial institutions. Accordingly the provisions
of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not
applicable.
(xvi) The term loan was applied for the purpose for which the loan was
obtained.
(xvii) According to the information and explanations given to us and on
overall examination of the Balance Sheet of the Company, we report that
the company has raised funds on short term basis which have been used
for long term investments. The promoters have raised unsecured loans.
While the said loans are repayable on demand and therefore short term
in nature, the promoters have indicated that the said loans shall be
kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the
Company has not made any preferential allotment of shares during the
year to parties and companies covered in the register maintained under
section 301 of the Companies Act, 1956. Hence, the question of price
of the share being prejudicial to the interest of the company does not
arise. Accordingly, clause 4(xviii) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during
the period covered by our audit report the company had not issued any
debentures. Hence, the question of creating proper security does not
arise. Accordingly, clause 4(xix) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the
year. Hence, the question of proper end use of the money does not
arise. Accordingly, clause 4(xx) of the Companies (Auditor''s Report)
Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
course of our audit.
FOR J.M. PARIKH & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REGISTERATION NO.:- 118007W
Place : Ahmedabad. RAMESH PATHAK
Date : 29/05/2013 PARTNER
MEMBERSHIP NO:-033029
Mar 31, 2012
1. We have audited the attached Balance Sheet of SUVIDHA INFRAESTATE
CORPORATION LIMITED at 31st March, 2012, the Statement of Profit and
loss and Cash Flow Statement of the Company for the year ended on that
date. These financial statements are the responsibility of the Company.
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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditor's Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 ourexaminationofsuchbooks.
c. The Balance Sheet, Statement of Profit and loss and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet, Statement of Profit and loss and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2012 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Statement of Profit & Loss and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India :
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31 st March, 2012
ii. in so far as it relates to the Statement of Profit and loss, of the loss for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flowfor the year ended on that date.
Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management 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 the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) During the year no Fixed assets were sold and therefore do not affect the going concern status of the company.
(ii) (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 the nature of its business.
(c) The company is not maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.
(iii) (a) There is one Company covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8.48 lacs. The closing balance of the same was Rs. 8.48 lacs .
There is one Firm covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8.69 lacs. The closing balance of the same is Rs. 8.69 lacs The Company has not granted any loan to any other party covered in the registered maintained u/s 301 of the Companies Act, 1956
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies & firms listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and payable on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken interest free unsecured loan from one company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 10.75 lacs. The year end balance of loan taken from the company was Rs NIL/-.
The company had taken interest free unsecured loan from one firm covered in the register maintained under section 301 of the Companies Act 1956. The maximum amount involved during the year was Rs 5.62 lacs. The company had not repaid the loan during the year and the year end balance of the loan taken from the firm was Rs 5.62 lacs.
The company had taken interest free unsecured loans from eleven other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 187.22 lacs and the year end balance of loan taken from such other parties were Rs. 187.22 lacs.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima-facie, prejudicial to the interest of the Company as the said loans are interest free.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and sale of goods & services.
(v) (a) The company has entered into transactions that are required to be entered in the register maintained undersection 301.
(b) Since the transactions were in the nature ofloan given and taken the question of entering the transaction at the prevailing market price does not arise. However the interest has not been charged for loan taken as well as given.
(vi) The company has complied with provisions of section 58A& 58AAof the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix) (a) According to the records of the company, undisputed statutory dues including Provident
Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax,
Custom Duty, Excise Duty, Cess and other statutory dues are generally regularly
deposited with the appropriate authorities except Tax deducted at source where there has
been slight delay in few cases.
(b) According to the information and explainations given to us no other undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March, 2012 for a period of more than six months from the date of becoming payable except Sales Tax.
(c) According to the information and explanations given to us, there are no dues of Provident Fund, Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax. The details of which are as follows.
Sr. Name of the Period of dispute Amount Forum where dispute No. statute (P.Y.) (Rs. in lacs) is pending
A Gujarat 1995-96 0.75 The Company had filed petition sales tax with Sales Tax Tribunal. The tribunal directed the Assistant Sales Tax Commissioner (Appeals) to examine the case of the company in view of observation made by the tribunal. The Ass. Commissioner of sales Tax (Appeals) is yet to pass any order
b Central 1995-96 30.65 --do-- Sales Tax
c. Gujarat 1996-97 22.35 The Company had filed an sales tax appeal in Gujarat High Court.The High Court quashed and set aside the order passed by the Tribunal and restored the matters to Tribunal to decide the same on the merits.The appeal is now being heard in Gujarat Value Added Tax Tribunal at Ahmedabad.
d. Gujarat 1997-98 17.68 --do-- sales tax
e. Central 1997-98 6.47 --do-- sales tax
f. Income Tax 1998-99 0.64 After Commissioner (Appeal) Adj refund of A.Y. 1999-2000
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the current financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to information and explainations, the company has not defaulted in repayment of dues to bank. The company has not borrowed any money from financial institutions.The company has not issued any debentures.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditor's Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions.
Accordingly the provisions of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not applicable.
24
xvi) The term loan was applied for the purpose for which these loans were obtained.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR J.M. PARIKH & ASSOCIATES
CHARTERED ACCOUNTANTS
FIRM REGISTERATION NO.:-118007W
Place : Ahmedabad RAMESH PATHAK
Date: 10/08/2012 PARTNER
MEMBERSHIPNO:-033029.
Mar 31, 2011
1. We have audited the attached Balance Sheet of SUVIDHA INFRAESTATE
CORPORATION LIMITED [FORMERLY KNOWN AS DAIRYFIELD LIMITED] as at 31st
March, 2011, the Profit and Loss Account and Cash Flow Statement of the
Company for the year ended on that date. These financial statements are
the responsibility of the Company. 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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditor's Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet, Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet, Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2011 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit & Loss Account and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India :
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2011
ii. in so far as it relates to the Profit and Loss Account, of the loss for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that date.
ANNEXURE TO THE AUDITORS' REPORT TO THE MEMBERS OF SUVIDHA INFRAESTATE CORPORATION LIMITED [FORMERLY KNOWN AS DAIRYFIELD LIMITED] Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management 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 the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) The company has sold of all of its assets except motor car and land during previous years. We understand that the company is planning to enter into real estate business. The same point has also been mentioned in the directors' report. Hence we can say that the sale of the asset will not affect the going concern basis of the company.
(ii) (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 the nature of its business.
(c) The company is not maintaining proper records of inventory. The discrepancies noticed on verification between the physical stocks and the book records were not material.
(iii) (a) There is one Company covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8, 47,810/-. The closing balance of the same was Rs. 8,47,810/- .
There is one Firm covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8,69,460/-. The closing balance of the same is Rs. 8,69,460/- The
Company has not granted any loan to any other party covered in the registered maintained u/s 301 of the Companies Act, 1956
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies & firms listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and payable on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken unsecured, interest free loan from one company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 10,75,000/-. The year end balance of loan taken from the company was Rs 10,70,000/-.
The company had taken unsecured, interest free loan from one firm covered in the register maintained under section 301 of the Companies Act 1956. The maximum amount involved during the year was Rs 5,61,982/-. The company had not repaid the loan during the year and the year end balance of the loan taken from the firm was Rs 5,61,982/-.
The company had taken interest free unsecured loans from eleven other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1,73,17,150/- and the year end balance of loan taken from such other parties were Rs. 1,72,17,150/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima-facie, prejudicial to the interest of the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and sale of goods & services.
(v) (a) The company has entered into transactions that are required to be entered in the register maintained under section 301.
(b) Since the transactions were in the nature of loan given and taken the question of entering the transaction at the prevailing market price does not arise. However the interest has not been charged for loan taken as well as given.
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix)
(a) According to the records of the company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues are generally regularly deposited with the appropriate authorities except Tax deducted at source where there has been slight delay in few cases.
(b) According to the information and explanations given to us no other undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March,2011 for a period of more than six months from the date of becoming payable except Sales Tax.
(c) According to the information and explanations given to us, there are no dues of Provident Fund, Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax. The details of which are as follows.
Sr. Name of Period of Amount Forum where dispute is No. the statute dispute (Rs.) pending (P.Y..)
A Gujarat 1995-96 614715 The Company had filed sales tax petition with Sales Tax Tribunal. The tribunal directed the Assistant Sales Tax Commissioner (Appeals) to examine the case of the company in view of observation made by the tribunal. The Ass. Commissioner of sales Tax (Appeals) is yet to pass any order
b. Central 1995-96 3064835 ------------ do ------------ sales tax
c. Gujarat 1996-97 2235375 The Company had filed sales tax an appeal in Gujarat High Court. The High Court quashed and set aside the order passed by the Tribunal and restored the matters to Tribunal to decide the same on the merits. The appeal is now being heard in Gujarat Value Added Tax Tribunal at Ahmedabad.
d. Gujarat 1997-98 1768097 ------------ do ------------ sales tax
e. Central 1997-98 646845 ------------ do ------------ sales tax
f. Income 1998-99 63970 Commissioner Tax After (Appeal) Adj refund of A.Y. 1999- 2000
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the current financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to information and explanations, the company has not defaulted in repayment of dues to bank. The company has not borrowed any money from financial institutions. The company has not issued any debentures.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditor's Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions. Accordingly the provisions of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not applicable.
(xvi) The term loan was applied for the purpose for which these loans were obtained.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have not been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, J.M.PARIKH & ASSOCIATES
CHARTERED ACCOUNTANTS
PLACE : - AHMEDABAD
DATE : - 20/07/2011.
RAMESHCHANDRA PATHAK
PARTNER
MEMBERSHIP NO: - 33029.
FIRM REGISTERATION NO.118007W
Mar 31, 2010
1. We have audited the attached Balance Sheet of DAIRYFIELD LIMITED as
at 31st March, 2010, the Profit and Loss Account and Cash Flow
Statement of the Company for the year ended on that date. These
financial statements are the responsibility of the Company. 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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditor's Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet, Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet, Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2010 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit & Loss Account and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India :
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010
ii. in so far as it relates to the Profit and Loss Account, of the loss for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that date.
ANNEXURE TO THE AUDITORS REPORT TO THE MEMBERS OF DAIRYFIELD LIMITED. Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management 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 the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) The company has sold of its plant & machinery & electrical installations during previous years. Without these assets it is not possible for the company to carry out its business. However as per our discussions with the management we learned that they are planning to enter in to a new line of business soon. The same point has also been mentioned in the directors' report. Hence we can say that the sale of the asset will not affect the going concern basis of the company.
(ii) There is no inventory. Accordingly the provisions of clause 4 (ii) (a), (ii)(b) & (ii)(c) of the Companies (Auditor Report) Order, 2003 are not applicable.
(iii)
(a) There is one Company covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8, 47,810/-. The closing balance of the same was Rs. 8,47,810/- There is one Firm covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 8,69,460/-. The closing balance of the same is Rs. 8,69,460/- The Company has not granted any loan to any other party covered in the registered maintained u/s 301 of the Companies Act, 1956
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies & firms listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and payable on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken unsecured, interest free loan from one company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 10,75,000/-. The year end balance of loan taken from the company was Rs 10,75,000/-.
The company had taken unsecured, interest free loan from one firm covered in the register maintained under section 301 of the Companies Act 1956. The maximum amount involved during the year was Rs 5,61,982/-. The company had not repaid the loan during the year and the year end balance of the loan taken from the firm was Rs 5,61,982/-.
The company had taken unsecured loans from eleven other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1,71,91,150/- and the year end balance of loan taken from such other parties were Rs. 1,71,21,150/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima-facie, prejudicial to the interest of the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and fixed assets and sale of goods & services.
(v)
(a) According to the information and explanations given to us, we are of the opinion that during the year there were no contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.
(b) In our opinion and according to the information and explanations given to us there were no transactions made in pursuance of such contracts/arrangement.
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix)
(a) According to the records of the company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues are generally regularly deposited with the appropriate authorities except Tax deducted at source where there has been slight delay in few cases.
(b) According to the information and explainations given to us no other undisputed amounts payable in respect of the aforesaid dues were outstanding as at 31st March,2010 for a period of more than six months from the date of becoming payable except Provident Fund,Sales Tax and Tax deducted at sourceThe Company has not paid Provident Fund of Rs.50,083/- and Tax Deducted at Source of Rs.1,44,944/-, which are outstanding for more than six months from the that they became payable.
(c) According to the information and explanations given to us, there are no dues of Provident Fund, Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax. The details of which are as follows.
Sr. Name of Period of Amount Forum where dispute
No. the statute dispute (Rs.) is pending
(P.Y..)
A Gujarat 1995-96 614715 The Company had sales tax filed petition with Sales Tax Tribunal. The tribunal directed the Assistant Sales Tax Commissioner (Appeals) to examine the case of the company in view of observation made by the tribunal. The Ass. Commissioner of sales Tax (Appeals) is yet to pass any order
b. Central 1995-96 3064835 ---------- do ------------
sales tax
c. Gujarat 1996-97 2235375 The Company had sales tax filed an appeal in Gujarat High Court.The High Court quashed and set aside the order passed by the Tribunal and restored the matters to Tribunal to decide the same on the merits.The appeal is now being heard in Gujarat Value Added Tax Tribunal at Ahmedabad.
d. Gujarat 1997-98 1768097 ------------ do ------------
sales tax
e. Central 1997-98 646845 ------------ do ------------
sales tax
f. Income 1998-99 63970 Commissioner Tax After (Appeal)
Adj refund of A.Y. 1999- 2000
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has not incurred cash losses during the financial year covered by our audit. However, the company has incurred cash losses in the immediately preceding financial year.
(xi) The company has not borrowed any funds.Hence, the question of defaulting on the loan does not arise.Accordingly, clause 4(xi) of the Companies (Auditor's Report) Order, 2003 are not applicable.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditor's Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xiii) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditor's Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions. Accordingly the provisions of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not applicable.
(xvi) In our opinion, the company has not obtained any Terms Loans during the year. Hence the question of its application for a specific purpose does not arise. Accordingly, clause 4(xvi) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have not been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditor's Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, J.M.PARIKH & ASSOCIATES
CHARTERED ACCOUNTANTS
PLACE : - AHMEDABAD
DATE : - 28/05/2010.
JATIN PARIKH
PARTNER
MEMBERSHIP NO: - 33811.
FIRM REGISTERATION NO.118007W
Mar 31, 2009
1. We have audited the attached Balance Sheet of DAIRYFIELD LIMITED as
at 31st March, 2009 and the Profit and Loss Account and Cash Flow
Statement of the Company for the year ended on that date. These
financial statements are the responsibility of the Company. 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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet and Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet and Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2009 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit & Loss Account and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India except to the extent of
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2009,
ii. in so far as it relates to the Profit and Loss Account, of the profit for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
TO
THE MEMBERS OF
DAIRYFIELD LIMITED.
Referred to in paragraph (3) of our Report of even date
(i)
(a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. As the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) The company has sold of its plant & machinery & electrical installations during the year. Without these assets it is not possible for the company to carry out its business. However as per our discussions with the management we learned that they are planning to enter in to a new line of business soon. The same point has also been mentioned in the directors report. Hence we can say that the sale of the asset will not affect the going concern basis of the company.
(ii)
(a) There is no inventory. Accordingly the provisions of clause 4 (ii) (a), (b) & (c) of the Companies (Auditor Report) Order, 2003 are not applicable. (iii)
(a) There is one Company covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 847810/-. The company has not repaid any part of the loan during the year. The closing balance of the same was Rs. 847810/-
There is one Firm covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 869460/-. The closing balance of the same is Rs. 869460/- The Company has not granted any loan to a other party covered in the registered maintained u/s 301 of the Companies Act, 1956
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and payable on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken unsecured, interest free loan from one company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1750000/-. The year end balance of loan taken from the company was Rs 1075000/-.
The company had taken unsecured, interest free loan from one firm covered in the register maintained under section 301 of the Companies Act 1956. The maximum amount involved during the year was Rs 131463/-. The company had not repaid the loan during the year and the year end balance of the loan taken from the firm was Rs 131463/-.
The company had taken unsecured loans from elevan other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 17025J350/- and the year end balance of loan taken from such other pa/ties were Rs. 17026150/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima- facie, prejudicial to the interest of the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and fixed assets and sale of goods & services.
(v)
(a) According to the information and explanations given to us, we are of the opinion that during the year there were no contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.
(b) In our opinion and according to the information and explanations given to us there were no transactions made in pursuance of such contracts/ arrangement.
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system,
commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central
Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix)
(a) As explained to us, during the year there were no undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues. Hence, the question of their payment within a period of six months from their becoming payable does not arise except Sales Tax. Provident Fund &Tax Deducted at Source. The Company has not paid Sales Tax of Rs. 11627/-, Provident Fund of Rs. 104005/- and Tax Deducted at Source of Rs. 556945/-, which are outstanding for more than six months from the that they became payable.
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax and Provident Fund Contribution .The details of which are as follows.
Sr. Name of Period of Amount Forum where dispute No. the statute dispute (Rs.) is pending A Gujrat 1995-96 614715 The Company had sales tax petition with sales tax tribunal directed the Assistant sales Tax Commissioner(Appeals) executive the case of the company in view of observation made by the tribunal. The Ass. Commissioner of sales Tax (Appeals) is yet to pass any order
b. Central 1995-96 3064835 -do- sales tax c. Gujrat 1996-97 2235375 The Company has filed sales tax an appeal in Gujarat High Court. d. Gujrat 1997-98 1768097 -do- sales tax e. Central 1997-98 646845 -do- sales tax f. Income Tax F.Y.1998-99 *63970 Commissioner (Appeal) After Adj refund of A.Y.
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to the information & explanations given to us, the company has not defaulted in repayment of dues to a bank. The company has not issued any debentures. Accordingly the provisions of clause 4(xi) of the Companies (Auditor Report) Order, 2003 are not applicable.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditors Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xiii) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions. Accordingly the provisions of clause 4(xv) of the Companies (Auditor Report) Order, 2003 are not applicable.
(xvi) In our opinion, the company has not obtained any Terms Loans during the year. Hence the question of its application for a specific purpose does not arise. Accordingly, clause 4(xvi) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have not been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotmenFof shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, J.M.PARIKH & ASSOCIATES CHARTERED ACCOUNTANTS
PLACE:AHMEDABAD JATIN PARIKH DATE :30/07/2009. PRATNER MEM.NO:33811.
Mar 31, 2008
1. We have audited the attached Balance Sheet of DAIRYFIELD LIMITED as
at 31st March, 2008 and the Profit and Loss Account and Cash Flow
Statement of the Company for the year ended on that date. These
financial statements are the responsibility of the Company. 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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet and Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet and Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2008 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit & Loss Account and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India except to the extent of
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2008,
ii. in so far as it relates to the Profit and Loss Account, of the profit for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that. date.
ANNEXURE TO THE AUDITORS REPORT
TO
THE MEMBERS OF
DAIRYFIELD LIMITED.
Referred to in paragraph (3) of our Report of even date
(i) (a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. As the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) The company has sold of its plant & machinery & electrical installations during the year. Without these assets it is not possible for the company to carry out its business. However as per our discussions with the management we learned that they are planning to enter in to a new line of business soon. The same point has also been mentioned in the directors report. Hence we can say that the sale of the asset will not affect the going concern basis of the company.
(ii) (a) There is no inventory. Accordingly the provisions of clause 4 (ii) (a),
(b) & (c) of the Companies (Auditor Report) Order, 2003 are not applicable.
(iii) (a) There is one Company covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 847810/-. The company has not repaid any part of the loan during the year. The closing balance of the same was Rs. 847810/- There is one Firm covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 869460/-. During the year no amount has been repaid. The closing balance of the same is Rs. 869460/-
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken unsecured, interest free loan from one company covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1750000/ -. The company had not repaid the loan during the year and the year end balance of loan taken from the company was Rs 1750000/-.
The company had taken unsecured, interest free loan from one firm covered in the register maintained under section 301 of the Companies Act 1956. The maximum amount involved during the year was Rs 131463/-. The company had not repaid the loan during the year and the year end balance of the loan taken from the firm was Rs 131463/-.
The company had taken unsecured loans from seven other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 16311150/- and the year end balance of loan taken from such other parties were Rs. 16311150/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima- facie, prejudicial to the interest of [the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and fixed assets and sale of goods & services.
(V) (a) According to the information and explanations given to us, we are of the opinion that during the year there were no contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.
(b) In our opinion and according to the information and explanations given to us there were no transactions made in pursuance of such contracts/ arrangement.
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix) (a) As explained to us, during the year there were no undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues. Hence, the question of their payment within a period of six months from their becoming payable does not arise except Sales Tax. Provident Fund &Tax Deducted at Source. The Company has not paid Sales Tax of Rs. 11627/-, Provident Fund of Rs.2,50,000/-and Tax Deducted at Source of Rs. 5,56,945/-, which are outstanding for more than six months from the that they became payable.
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax and Provident Fund Contribution The details of which are as follows.
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to the information & explanations given to us, the company has not defaulted in repayment of dues to a bank. The company has not issued any debentures. Accordingly the provisions of clause 4(xi) of the Companies (Auditor Report) Order, 2003 are not applicable.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditors Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions.
(xvi) In our opinion, the company has not obtained any Terms Loans during the year. Hence the question of its application for a specific purpose does not arise. Accordingly, clause 4(xvi) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have not been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, JATIN PARIKH & ASSOCIATES CHARTERED ACCOUNTANTS PLACE :-AHMEDABAD DATE :- 01/05/2008. JATIN PARIKH PROPRIETOR MEM.NO 33811.
Mar 31, 2007
1. We have audited the attached Balance Sheet of DAIRYFIELD LIMITED as
at 31st March, 2007 and the Profit and Loss Account and Cash Flow
Statement of the Company for the year ended on that date. These
financial statements are the responsibility of the Company. 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. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
3. As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet and Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet and Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, we report that no director is disqualified as at March 31, 2007 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said Balance Sheet, Profit & Loss Account and Cash Flow Statement read together with the notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view, in conformity with the accounting principles generally accepted in India except to the extent of
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2007,
ii. in so far as it relates to the Profit and Loss Account, of the profit for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
TO
THE MEMBERS OF
DAIRYFIELD LIMITED.
Referred to in paragraph (3) of our Report of even date
(i)
(a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. As the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality,
(c) The company has not disposed off any assets during the year.
(ii) (a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. During the year there was no manufacturing activity. There are no inventories at the end of the year.
(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.
(c) The company is not maintaining proper records of inventory. As proper records are not maintained we can not comment on the identification of discrepancies and its materiality.
(iii) (a) There are three Companies covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 2070200/-. Two companies had fully repaid their loan and the year end balance of loan granted to one Company was Rs. 847810/-.
There are two Firms covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 3115090/-. One firm had fully repaid the loan and the year end balance of loan granted to one Firm was Rs. 869460/-.
There is one other party covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 950800/- and the year end balance of loan granted to such other party was Rs. Nil.
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956.
(e) The company had taken unsecured, interest free loan from three other companies covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 2062000/-. The company had fully repaid loans of two companies and the year end Balance of loan taken from one company was Rs 1750000/
The company had taken unsecured loans from nine other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 18832613/- and the year end balance of loan taken from such other parties were Rs. 14902613/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima- facie, prejudicial to the interest of the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and fixed assets.
(v) (a) According to the information and explanations given to us, we are of the opinion that during the year there were no contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.
(b) In our opinion and according to the information and explanations given to us there were no transactions made in pursuance of such contracts/ arrangement,
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records.
(ix) (a) As explained to us, during the year there were no undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues. Hence, the question of their payment within a period of six months from their becoming payable does not arise except Sales Tax and Tax Deducted at Source The Company has not paid Sales Tax of Rs. 11627/-, Provident Fund of Rs.250000/- and Tax Deducted at Source of Rs. S56945/-, which are outstanding for more than six months from the that they became payable.
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax and Provident Fund Contribution .The details of which are as follows.
Sr. Name of Period of No. the statute dispute
A Gujrat 1995-96 sales tax
b. Central 1995-96 sales tax
c. Gujrat 1996-97 sales tax
d. Gujrat 1997-98 sales tax
e. Central 1997-98 sales tax
f. Income F.Y. 1998-99 Tax
Amount Forum where dispute (Rs.) is pending
614715 Gujarat sales tax tribunal. 3064835 Gujarat sales tax tribunal. 2235375 Gujarat sales tax tribunal has rejected the appeal. The company is contemplating further course of action.
1768097 --do--
646845 --do--
100000 Commissioner (Appeal)
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to the information & explanations given to us, the company has not defaulted in repayment of dues to a bank. The company has not issued any debentures.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditors Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions.
(xvi) In our opinion, the company has not obtained any Terms Loans during the year. Hence the question of its application for a specific purpose does not arise. Accordingly, clause 4(xvi) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xvii) According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have not been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued .any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, JATIN PARIKH & ASSOCIATES CHARTERED ACCOUNTANTS
PLACE:-AHMEDABAD DATE :-17/08/2007. JATIN PARIKH PROPRIETOR MEM.NO.:-33811.
Mar 31, 2006
1. We have audited the attached Balance Sheet of DAIRYFIELD LIMITED as
at 31st March, 2006 and the Profit and Loss Account and Cash Flow
Statement of the Company for the year ended on that date. These
financial statements are the responsibility of the Company. 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. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order 2003, issued by the Central Government of India in terms of subsection (4A) of section 227 of the Companies Act, 1956, we enclose in the annexure a statement on the matters specified in paragraph 4 & 5 of the said order.
4. Further to our comments in the Annexure referred to in Para 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 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 such books.
c. The Balance Sheet and Profit and Loss Account and Cash Flow Statement referred to in this report are in agreement with the books of account.
d. In our opinion, the Balance Sheet and Profit and Loss Account and the Cash Flow Statement comply with the accounting standards referred in to Sub Section (3C) of Section 211 of the Companies Act, 1956
e. On the basis of written representations received from the directors of the company and taken on record by the board of directors, were port that no director is disqualified as at March 31, 2006 from being appointed as director of the company under clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to the explanations given to us, the said accounts subject to Note No.7 regarding non- provision of certain expenses which vitiates principle of accrual system of accounting and read together with the significant accounting policies and notes thereon give the information required by the Companies Act, 1956 in the manner so required and give a true and fair view in conformity with the accounting principle generally accepted in India except to the extent of
i. in so far as it relates to the Balance Sheet, of the state of affairs of the Company as at 31st March, 2006,
ii. in so far as it relates to the Profit and Loss Account, of the profit for the year ended on that date and
iii. in the case of Cash Flow Statement, of the cash flow for the year ended on that date.
Referred to in paragraph (3) of our Report of even date
(i)
(a) The Company has not maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) All the assets have not been physically verified by the management during the year but there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. As the company is not maintaining the records showing full particulars of Fixed Assets we cannot comment on the identification of discrepancies on physical verification and its materiality.
(c) Some fixed assets were disposed off during the year. However they were not substantial in nature or in value and therefore do not affect the Going Concern status of the Company.
(ii)
(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. During the year there was no manufacturing activity. The company is carrying forward the stock of packing material and other materials. The said stock has been verified.
(b) The procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.
(c) The company is not maintaining proper records of inventory. As proper records are not maintained we can not comment on the identification of discrepancies and its materiality.
(iii)
(a) There are three Companies covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 2070200/- and the year end balance of loan granted to such Company was Rs. 2070200/-.
There are two Firms covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 3115090/- and the year end balance of loan granted to such Firms was Rs. 3115090/-.
There is one other party covered in the register maintained under section 301 of the Companies Act, 1956 to which the Company has granted unsecured, interest free loan. The maximum amount involved during the year was Rs. 950800/- and the year end balance of loan granted to such other party was Rs. 950800/-.
(b) In our opinion, the rate of interest and other terms and conditions on which loan has been granted to a companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956 are, prima-facie, prejudicial to the interest of the Company, as they are interest free and unsecured.
(c) As the loans granted by the company are interest free and on demand, the question of timely repayment of interest and loan does not arise.
(d) There are no over due amounts of loans granted to the companies, firms & other parties listed in the register maintained under section 301 of the Companies Act, 1956,,
(e) The company had taken an unsecured, interest free loans from two other companies covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 62000/- and the year end balance of loans taken from such parties was Rs.62000/-.
The company had taken an unsecured loan from ten other parties covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 14498300/- and the year end balance of loan taken from such other parties were Rs. 13338300/-.
(f) In our opinion, the rate of interest and other terms and conditions on which loans have been taken from Companies listed in the register maintained under section 301 of the Companies Act, 1956 are not, prima- facie, prejudicial to the interest of the Company as the said loans are interest free and repayable on demand.
(g) There is no overdue amount in case of loans taken by the company as the loans are repayable on demand and interest free.
(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 purchases of inventory, fixed assets and with regard to the sale of goods & services. During the course of our audit, we have not observed any continuing failure to correct major weakness in the internal control system. However, during the year there were no instances of purchase of inventory and fixed asets or sale of goods and services.
(v)
(a) According to the information and explanations given to us, we are of the opinion that during the year there were no contracts or arrangements that needed to be entered into the register maintained under section 301 of the Companies Act, 1956.
(b) In our opinion and according to the information and explanations given to us there were no transactions made in pursuance of such contracts/ arrangement.
(vi) The company has complied with provisions of section 58A & 58AA of the Companies Act, 1956 with regard to acceptance of deposit from the public except that it has accepted deposits in excess of statutory limits specified, it has not filed the return of deposit and statement in lieu of advertisement with the registrar of companies and has not maintained the necessary liquid assets.
According to the information & explanations given to us, no order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal on the Company in respect of the aforesaid deposits.
(vii) In our opinion, the Company does not have an internal audit system, commensurate with the size and nature of its business.
(viii) According to the information and explanations given to us, the Central Government has prescribed the maintenance of cost records under clause (d) of subsection (1) of section 209 of the Companies Act, 1956 in respect of services carried out by the Company. However, the operations of the company are closed since last several years and hence the company has not maintained any cost records. (ix)
(a) As explained to us, during the year there were no undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other statutory dues. Hence, the question of their payment within a period of six months from their becoming payable does not arise except Sales Tax and Tax Deducted at Source The Company has not paid Sales Tax of Rs. 11627/-, and Tax Deducted at Source of Rs. 556945/-, which are outstanding for more than six months from the that they became payable.
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax , Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited on account of any dispute. The company is in appeal for the disputed dues of Income Tax, Sales Tax and Provident Fund Contribution. The details of which are as follows.
Sr. Name of Period of No. the statute dispute
A Gujrat 1995-96 sales tax b. Central 1995-96 sales tax c. Gujrat 1996-97 sales tax d. Gujrat 1997-98 sales tax e. Central 1997-98 sales tax f Income F.Y. 1998-99 Tax
Amount Forum where dispute (Rs.) is pending
614715 Gujarat sales tax tribunal. 3064835 Gujarat sales tax tribunal. 2235375 Gujarat sales tax tribunal has rejected the appeal. The company is contemplating further course of action. 1768097 - do - 646845 - do - 100000 Commissioner (Appeal)
(x) In our opinion, the accumulated losses of the company are more than 50 percent of its net worth. The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(xi) In our opinion and according to the information and explanations given to us the company has entered into one time settlement with the IDBI and has cleared all its dues as per the terms of the settlement. The company has not taken any loans from Banks. The company has not issued Debentures. So the question default in making repayment to Banks and Debenture Holders does not arise.
(xii) The Company has not granted loans and advances on the basis of security, by way of pledge of shares, debentures and other securities. Accordingly, clause 4(xii) of the Companies (Auditors Report) Order, 2003 is not applicable.
(xiii) In our opinion, the Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund / Society. Accordingly, the provisions of clause 4(xiii) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in Shares, Securities, Debentures and other Investments. Accordingly, the provisions of clause 4(xiv) of the Companies (Auditors Report) Order, 2003 are not applicable to the Company.
(xv) In our opinion and according to the information and explanation given to us the Company has not given any guarantees for loans taken by others from Banks or Financial institutions.
(xvi) In our opinion, the company has not obtained any Terms Loans during the year. Hence the question of its application for a specific purpose does not arise. Accordingly, clause 4(xvi) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xvii)According to the information and explanations given to us and on overall examination of the Balance Sheet of the Company, we report that the company has raised funds on short term basis which have been used for long term investments. The promoters have raised unsecured loans. While the said loans are repayable on demand and therefore short term in nature, the promoters have indicated that the said loans shall be kept for a longer period in the company.
(xviii) According to the information and explanations given to us, the Company has not made any preferential allotment of shares during the year to parties and companies covered in the register maintained under section 301 of the Companies Act, 1956. Hence, the question of price of the share being prejudicial to the interest of the company does not arise. Accordingly, clause 4(xviii) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xix) According to the information and explanations given to us, during the period covered by our audit report the company had not issued any debentures. Hence, the question of creating proper security does not arise. Accordingly, clause 4(xix) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xx) The Company has not raised any money by public issues during the year. Hence, the question of proper end use of the money does not arise. Accordingly, clause 4(xx) of the Companies (Auditors Report) Order, 2003 is not applicable to the Company.
(xxi) According to the information and explanations given to us, no fraud on or by the Company has been noticed or reported during the course of our audit.
FOR, JATIN PARIKH & ASSOCIATES CHARTERED ACCOUNTANTS
PLACE:- AHMEDABAD DATE :- 31/08/2006. JATIN PARIKH PROPRIETOR MEM.NO.:- 33811.