Mar 31, 2016
To the Members of TCM Limited, (CIN: L24299KL1943PLC001192) 54/555,Elenjickal, MLRWLA 21,
Muttathil Lane, Kadavanthara, Cochin - 682020
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of TCM Ltd ( âthe companyâ) which comprise the Balance Sheet as at 31st March, 2016, Statement of Profit and Loss, Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013(âthe Actâ) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorsâ Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under
We conducted our audit in accordance with the Standards on Auditing specified under Section of 143 (10) of the Act . Those Standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, subject to the following,
i. All creditors and debtors are subject to confirmation; we are unable to report upon its financial implication on the financial statements under audit.
ii. None of the underlying documents in support of the investments as per the financial statements were made available for our verification except Equity Shares in Shamrao Vithal Co-op Bank Ltd for Rs. 50,000/-. Hence we are unable to express an opinion on the valuation and existence of those investments as on 31st March 2016
iii. Point No. III to the Additional Disclosures and Explanatory Notes regarding excess land.
iv. Non confirmation of deposits asperpoint no. VII to the Additional Disclosures and Explanatory Notes.
v. Non confirmation of balances with banks as per point no. VIII to the Additional Disclosures and Explanatory Notes.
a. in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2016;
b. in the case of the Statement of Profit and Loss, of the loss of the Company for the year ended on that date, and
c. in the case of Cash Flow Statement, its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by The Companies (Auditorâs Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the âAnnexure Aâ statement on the matters specified in the paragraph 3 and 4 of the Order, to the extend applicable.
As required by Section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c. The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement, dealt with by this Report are in agreement with the books of account.
d. In our opinion, the aforesaid standalone financial statements, comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on 31st March, 2016 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Bâ; and With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has some pending litigations which would impact its financial position, the details of the same are attached with the financial statements in Note No.15A, Contingent Liabilities.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There were some amounts which were required to be transferred to the Investor Education and Protection Fund by the Company, the details are as follows,
Sl. No |
Nature of Dues |
Amount |
Related Period |
1 |
Unpaid Debenture and Interest on unpaid debenture |
60,620/- |
1992-93 |
2 |
Unpaid Matured Deposits |
15,000/- |
1992-93 |
Annexure - A to the Independent Auditors Report of TCM Limited, (CIN: L24299KL1943PLC001192) 54/555,Elenjickal, MLRWLA 21, Muttathil Lane, Kadavanthara, Cochin - 682020 referred to in Paragraph 3 of CARO, 2016
1. a. The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
b. The Management informed us that all the fixed assets have been physically verified by the Management during the period and no serious discrepancies between book records and physical assets have been noticed. In our opinion, the frequency of verification is reasonable.
c. As per the explanation and verification of documents we found that the title deeds of all the immovable properties are held in the name of the Company
2. Physical verification of inventory is being made by the management on an ongoing basis. The company maintains proper records of inventory and no discrepancy were noticed during physical verification of inventory during the period under audit.
3. According to the information and explanation given to us and on the verification of books of accounts, we are of the opinion that the company has not granted any loans, secured or unsecured to companies, firms, limited liability partnerships or other parties covered in the register required to be maintained under section 189 of the Companies Act, 2013.
4. In our opinion and according to the information and explanation given to us the company has neither made any investments nor given any loan, guarantee or security, which has to comply with provisions of section 185 and 186 of the Companies Act, 2013.
5. The company has not accepted any deposit from the public during the period under audit.
6. The maintenance of cost records is not applicable to the company as the Turnover is less than the limit mentioned in the Companies (Cost Records and Audit) Rules 2014.
7. According to the information given to us by the Management and on the basis of our verification of the books and accounts and other records of the company, the company is irregular in depositing undisputed statutory dues. The following expenses have been outstanding for more than 6 months as at the end of financial year 2015-2016
Sl. No |
Name of the Statute/ Department |
Nature of Dues |
Amount |
Period to which amount relates |
1 |
Tamilnadu General Sales Tax Act |
AST Payable |
11,822.00 |
2004-05 |
2 |
Central Excise Act |
Excise Duty |
2,82,705.00 |
2004-05 |
3 |
Income Tax Department |
TDS Contractors |
18,566.00 |
2004-05 |
4 |
Income Tax Department |
Income Tax |
13,633.00 |
2004-05 |
5 |
LIC Department |
LIC Premium of Employees |
1,48,181.00 |
2004-05 |
6 |
Postal Department |
RD Collected from Employees |
4,650.00 |
2004-05 |
7 |
Ministry Of Corporate Affairs ( Investor Education Protection Fund) |
Unpaid Debenture and interest on unpaid debenture |
60,620.00 |
1992-93 |
8 |
Income Tax Department |
TDS Payable |
1,920.00 |
2010-11 |
9 |
Income Tax Department |
TDS Payable |
1,92,648.00 |
2011-12 |
10 |
Employees State Insurance Department |
ESI collected from employees and employerâs portion |
4,05,211.00 |
2010-11 |
11 |
Provident Fund Department |
PF collected from employees and employerâs portion |
15,19,611.00 |
2010-11 |
12 |
Gonur Panchayath â Tamilnadu |
Panchayath License fee |
2,28,852.00 |
2011-12 |
13 |
Ministry Of Corporate Affairs ( Investor Education Protection Fund) |
Unpaid Matured Deposits |
15,000.00 |
1992-93 |
14 |
Income Tax Department |
Income Tax |
90,37,852.00 |
1995-96 |
15 |
Income Tax Department |
Income Tax |
27,45,136.00 |
1996-97 |
8. The company has not taken any loans/issued any debentures from banks/financial institutions/debenture holders, therefore question regarding default in payment of dues to banks / financial institutions/ debenture holders does not arise.
9. The company has not raised any moneys by way of initial public offer or further public offer and term loans during the year under audit, therefore the question regarding its application does not have any relevance.
10. On the basis of our verification of books of accounts and other records, we are of the opinion that no fraud by the company or any fraud on the company by its officers or employees has been noticed or reported during the period under audit.
11. The company has not paid or provided any managerial remuneration during the period under audit, hence the provisions U/s 197 of The Companies Act, 2013 has not applicable to the Company.
12. The Company is not a Nidhi Company; hence the said clause has no relevance.
13. The company has disclosed all such related party transaction in the financial statement by way of notes in the Additional disclosures and explanatory statements in compliance with section 177 and 188 of the Companies Act 2013 and as required by applicable Accounting standard.
14. According to the information and explanation given to us and based on our examination of books and accounts, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the period under audit.
15. According to the information and explanation given to us and based on our examination of books and accounts, the company has not entered any non- cash transactions with any of the directors of the Company or persons connected with him during the period under audit.
16. The company is not required to get registered under section 45-1A of the Reserve Bank of India Act, 1934.
Annexure âBâ to the Independent Auditorsâ Report of TCM Limited, (CIN: L24299KL1943PLC001192) 54/555,Elenjickal, MLRWLA 21, Muttathil Lane, Kadavanthara, Cochin - 682020
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of TCM Limited, (CIN: L24299KL1943PLC001192) (âthe Companyâ) as of 31st March, 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the guidance note on audit of internal financial controls over financial reporting issued by the Institute of Chartered Accountants of India (âICAIâ). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorsâ Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the guidance note on audit of internal financial controls over financial reporting (the âGuidance Noteâ) and the standards on auditing (the âStandardsâ) issued by ICAI and deemed to be prescribed under section 143 (10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the guidance note issued by the ICAI.
Ernakulam
30-05-2016
FOR VBSK & COMPANY Suresh.G
Chartered Accountants Partner (M No. 210211)
(FRN 010779S)
Mar 31, 2015
We have audited the accompanying standalone fnancial statements of TCM
Ltd ( "the company") which comprise the Balance Sheet as at 31st March,
2015, Statement of Proft and Loss, Cash Flow Statement for the year
then ended, and a summary of the signifcant accounting policies and
other explanatory information.
MANAGEMENT'S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013("the Act") with respect to
the preparation of these standalone fnancial statements that give a
true and fair view of the fnancial position, fnancial performance and
cash fows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specifed under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal fnancial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the fnancial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
AUDITORS' RESPONSIBILITY
Our responsibility is to express an opinion on these standalone
fnancial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder
We conducted our audit in accordance with the Standards on Auditing
specifed under Section of the Act 143 (10) . Those Standards require
that we comply with the ethical requirements and plan and perform the
audit to obtain reasonable assurance about whether the fnancial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the fnancial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the fnancial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal fnancial control
relevant to the Company's preparation of the fnancial statements that
give a true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
fnancial controls system over fnancial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the fnancial statements.
We believe that the audit evidence we have obtained is suffcient and
appropriate to provide a basis for our audit opinion on the standalone
fnancial statements.
OPINION
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone fnancial 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, subject to the following
i. All creditors and debtors are subject to confrmation; we are unable
to report upon its fnancial implication on the fnancial statements
under audit.
ii. None of the underlying documents in support of the investments as
per the fnancial statements were made available for our verif cation
except Equity Shares in Shamrao Vithal Co-op Bank Ltdfor Rs. 50,000/-.
Hence we are unable to express an opinion on the valuation and
existence of those investments as on 31st March 2015
iii. Point No. III to the Additional Disclosures and Explanatory
Notes regarding excess land.
iv. Non confrmation of depositsas perpointno.VIIto the Additional
Disclosures andExplanatory Notes.
v. Non confrmation of balances with banks as per point no. VIII to the
Additional Disclosures and Explanatory Notes.
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2015;
(b) in the case of the Statement of Proft and Loss, of the loss of the
Company for the year ended on that date, and
( c) in the case of Cash Flow Statement for the cash outfow and infow
for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
As required by The Companies (Auditor's Report) Order, 2015("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the annexure a
statement on the matters specifed in the paragraph 3 and 4 of the
Order, to the extend applicable.
As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, Statement of Proft and Loss and Cash Flow
Statement, dealt with by this Report are in agreement with the books of
account.
(d) In our opinion, the aforesaid standalone fnancial statements,
comply with the Accounting Standards specifed under Section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 and taken on record by the Board of
Directors, none of the directors is disqualifed as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has some pending litigations which would impact its
fnancial position, the details of the same are attached with the
fnancial statements in Note No.15A, Contingent Liabilities.
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses.
iii. There were some amounts which were required to be transferred to
the Investor Education and Protection Fund by the Company, the details
are as follows,
Sl.
No Nature of Dues Amount Related Period
1 Unpaid Debenture and Interest
on unpaid 60,620/- 1992-93
debenture
2 Unpaid Matured Deposits 15,000/- 1992-93
Annexure referred to in Paragraph 3 of CARO,2015
1)(a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fxed
assets.
(b) The Management informed us that all the fxed assets have been
physically verifed by the Management during the period and no serious
discrepancies between book records and physical assets have been
noticed.
2)(a) Physical verifcation of inventory is being made by the management
on an ongoing basis
(b) The procedure of physical verifcation is reasonable and adequate in
relation to size and nature of the business of the company.
(c) The company maintains proper records of inventory and no
discrepancy were noticed during physical verifcation of inventory
during the period under audit.
3) According to information and explanation given by the management of
the company, the company has not granted any loan secured or unsecured
during the period under audit as per the register maintained under
section 189 of The Companies Act, 2013.
4) In our opinion there exist adequate internal control commensurate
with size of the company and nature of its business in regard to
purchase of inventory and fxed assets and sale of goods. Further, it is
informed by the Management that there is no continuing failure to
correct major weakness in the internal control system.
5) The company has not accepted any deposit from the public during the
period under audit.
6) The maintenance of cost records is not applicable to the company as
the Turnover is less than the limit mentioned in the Companies (Cost
Records and Audit) Rules 2014 .
7) According to the information given to us and on the basis of our
verifcation of the books and accounts and other records of the company,
the company is irregular in depositing undisputed statutory dues. The
following expenses have been outstanding for more than 6 months as at
the end of fnancial year 2014-2015
Name of the Statute/
Sl.
No Nature of Dues
Department
1 Tamilnadu General Sales Tax AST Payable Act
2 Central Excise Act Excise Duty
3 Income Tax Department TDS Contractors
4 Income Tax Department Income Tax
5 LIC Department LIC Premium of
Employees
6 Postal Department RD Collected from
Employees
7 Ministry Of Corporate Unpaid Debenture
Affairs ( Investor Education and interest on
Protection Fund) unpaid debenture
8 Income Tax Department TDS Payable
9 Income Tax Department TDS Payable
10 Employees State Insurance ESI collected from
Department employees and
employer's portion
11 Provident Fund Department PF collected from
employees and
employer's portion
12 Gonur Panchayath - Panchayath Licence
Tamilnadu fee
13 Ministry Of Corporate Unpaid Matured
Affairs ( Investor Education Deposits
Protection Fund)
14 Income Tax Department Income Tax
15 Income Tax Department Income Tax
Sl.Name of the Statute/ Period
No. to which
Amount amount
relates
1. Taminadu Central sales 11,822.00 2004-05
Tax Act
2. Central excise Act 2,82,705.00 2004-05
3. Income Tax Department 18,566.00 2004-05
4. Income Tax department 13,633.00 2004-05
5. LIC Department 1,48,181.00 2004-05
6. Postal Department 4,650.00 2004-05
7. Ministryof Corporate 60,620.00 1992-93
Affair(Investor Education
Protection)
8. Incom Tax Department 1,920.00 2010-11
9. Income Tax Department 1,92,648.00 2011-12
10.Employee State Insurence 4,05,211.00 2010-11
Department
11.Provident Fund
Department 15,19,611.00 2010-11
12.Gonur Panchayath- 2,28,852.00 2011-12
Tamilnadu
13.Ministry Of Corporae 15,000.00 1992-93
Affair(Investor Education
Protection Fund)
14.Income Tax Department 90,37,852.00 1995-96
15.Income Tax Department 27,45,136.00 1996-97
8) There is erosion in the net worth of the company for a sum exceeding
50% of the paid up share capital and free reserves as at 31st March,
2015, and the company has incurred a cash loss in the immediately
preceding fnancial year.
9) The company has not taken any loans/issued any debentures from
banks/fnancial institutions/debenture holders, therefore question
regarding default in payment of dues to banks / fnancial institutions/
debenture holders does not arise.
10) The company has not given any guarantee for loans taken by others
from bank or fnancial institution during the period under audit,
therefore the question of any prejudice to the members of the company
does not arise.
11) The company has not taken any term loan during the period under
audit.
12) According to information and explanation given to us and audit
procedures performed by us, no fraud or discrepancy on or by the
company has been noticed or reported during the year under audit.
Ernakulam
30-05-2015
FOR VBSK & COMPANY
Chartered Accountants
(FRN 010779S)
FOR VBSK & COMPANY
Chartered Accountants
(FRN 010779S)
Suresh.G
Partner (M No. 210211)
Mar 31, 2014
We have audited the accompanying financial statements of TCM Limited
which comprise the Balance Sheet as at 31 st March, 2014 and the
Statement of Profit/Loss and the Cash Flow Statement for the year then
ended, and a summary of the significant accounting policies and other
explanatory information.
MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance 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.
AUDITORS'' 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 the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement. An audit involves performing procedures to
obtain audit evidence about the amounts and the disclosures in the
financial statements. The procedures selected depend on the auditor''s
judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers the
internal control relevant to the Company''s preparation of the financial
statements in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company''s internal control. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by the Management,
as well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis 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 subject to the following points,
i. All creditors and debtors are subject to confirmation; we are unable
to report upon its financial implication on the financial statements
under audit.
ii. None of the underlying documents in support of the investments as
per the financial statements were made available for our verification
except Equity Shares
(a) Shamrao Vithal Co-op Bank Ltd, (b) Orient Bell Limited, (c) Imkemex
India Pvt Ltd. Hence we are unable to express an opinion on the
valuation and existence of those investments as on 31st March 2014
iii. Point No. 4 to the Additional Disclosures regarding excess land.
iv. Non confirmation of deposits as per point no.ll to the Additional
Disclosures.
v. Non confirmation of balances with banks as per point no.I2 to the
Additional Disclosures.
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2014;
(b) in the case of the Statement of Profit/Loss, of the loss of the
Company for the year ended on that date, and
c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditor''s Report) Order, 2003("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet and Statement of Profit/Loss and Cash Flow
Statement, dealt with by this Report are in agreement with the books of
account.
(d) In our opinion, the Balance Sheet and Statement of Profit/Loss and
Cash Flow Statement, comply with the Accounting Standards referred to
in sub-section (3C) of section 211 of the Act, except AS- 28 on
Impairment of Assets andAS-15on
Employee Benefits.
(e) On the basis of the 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
sub-section (1) of section 274 of the Act.
Annexure referred to Audit Report.
1) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets. The
Management informed us that, all the fixed assets have been physically
verified by the Management during the period and no serious
discrepancies between book records and physical assets have been
noticed. Further regarding substantial disposal of assets it is
informed by the Management and on our verification it is found that no
substantial disposal of assets has taken place during the period under
audit which would affect the sub stratum of the company as a going
concern.
2) Physical verification of inventory is being made by the management
on an ongoing basis and the procedure of physical verification is
reasonable and adequate in relation to size and nature of the business
of the company. The company maintains proper records of inventory and
no discrepancy were noticed during physical verification of inventory
during the period under audit.
3) According to information and explanation given by the management of
the company, the company has neither granted nor taken any loan secured
or unsecured from companies, firms or other parties listed in the
register maintained under section 301, except unsecured interest free
loan from the Managing Director ( Rs.32,98,400/-). The outstanding
balance of loan from directors as on 31-03-2014 was Rs.4,59,09,408/-
4) In our opinion, there exist adequate internal control system
commensurate with size of the company and nature of its business for
the purchase of inventory, fixed assets and sale of goods. Further we
are of the opinion that there is no failure on the part of the company
to correct any major weakness in the internal control in regard to
purchase of inventory, fixed assets and sale of goods.
5) It is informed by the management that no contract or arrangement
referred to in section 301 of the Companies Act, 1956 have been entered
in to by the company during the period under audit, as such recording
the particulars thereof is not applicable
6) The company has not accepted any deposit from the public during the
period under audit
7) The company has no internal audit system commensurate with the size
of the company and nature of its business.
8) Though maintenance of cost accounting records is applicable to the
company, yet the same is not maintained at the premise of the company.
According to the information made available to us, the company has made
an application to the Ministry of Corporate affairs asking for waiver
of such requirement for financial years 2004-05 to 2007-2008, since the
company was under BIFR net. However no such request is pending for the
year 2013-2014, the year under audit.
9) According to the information given to us and on the basis of our
verification
of the books and accounts and other records of the company, the company
is irregular in depositing undisputed statutory dues. The following
expenses have been outstanding for more than 6 months as at the end of
financial year 2013- 2014.
Name of the Statute / Department Nature of Dues Amount Period
to which
amount
relates
Tamilnadu General Sales Tax Act AST Payable 11,822.00 2004-05
Central Excise Act Excise Duty 2,82,705.00 2004-05
Income Tax Department TDS Contractors 18,566.00 2004-05
Income Tax Department Income Tax 13,633.00 2004-05
LIC Department LIC Premium of 1,48,181.66 2004-05
Employees
Postal Department RD Collected from 4,650.00 2004-05
Employees
Ministry Of Corporate Unpaid Debenture 60,620.00 1992-93
Affairs (Investor Education and interest on
Protection Fund) unpaid debenture
Income Tax Department TDS Payable 1,920.00 2010-11
Income Tax Department TDS Payable 1,92,648.00 2011-12
Employees State Insurance ESI collected from 4,05,211.00 2010-11
Department employees and
employer''s portion
Provident Fund Department PF collected from 15,19,611.00 2010-11
employees and
employer''s portion
Gonur Panchayath  Panchayath Licence 2,28,852.00 2011-12
Tamilnadu fee
Ministry Of Corporate Unpaid Matured 15,000.00 1992-93
Affairs (Investor Education Deposits
Protection Fund)
Income Tax Department Income Tax 90,37,852.00 1995-96
Income Tax Department Income Tax 27,45,136.00 1996-97
10) The Accumulated losses at the end of the financial year are more
than 50% of the net worth of the company. The company has incurred cash
loss during the financial year ended 31st March 2014 and in the
immediately preceding financial year. There is erosion in the net worth
of the company for a sum exceeding 50% of the paid up share capital and
free reserves as at 31st March, 2014.
11) The company has not defaulted in payment of dues to banks /
financial institutions/ debenture holders during the period under
audit.
12) The company has not granted any loan/advance against security of
pledge of shares, debentures and other securities.
13) The company is not a chit fund/nidhi/mutual benefit fund/society
14) The company is not dealing/ trading in shares, securities,
debentures and other investments
15) The company has not given any guarantee for loans taken by others
from Banks or Financial Institutions during the year under audit.
16) The company has not taken any term loan during the period under
audit.
17) It is informed by the Management that the funds raised on
short-term basis have not been used for long-term investments.
18) The company has not made any preferential issue of shares during
the period under audit to parties and companies covered in the register
maintained under section 301 of the Act.
19) The company has not issued any debentures during the period under
audit therefore the question of creation of security or charges do not
arise.
20) The company has not made any public issue during the year under
audit hence the question of disclosing the end-use of those funds does
not arise.
21) According to information and explanation given to us and audit
procedures performed by us, no fraud or discrepancy on or by the
company has been noticed or reported during the year under audit.
FOR VBSK & COMPANY
Chartered Accountants
(FRN 010779S)
Place: Ernakulam Suresh. G
Date: 30.05.2014 Partner
(M No. 210211)
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of TCM Limited
which comprise the Balance Sheet as at 31st March, 2013 and the
Statement of Profit/Loss and the Cash Flow Statement for the year then
ended, and a summary of the significant accounting policies and other
explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance 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.
Auditors'' 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 the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal control relevant to the
Company''s preparation and fair presentation of the financial
statements in order to design audit procedures that are appropriate in
the circumstances. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by the Management, as well as evaluating
the overall presentation of the financial statements. We believe that
the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
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 conformity7 with the accounting principles generally accepted
in India subject to the following points,
i. All creditors and debtors are subject to confirmation; we are
unable to report upon its financial implication on the financial
statements under audit,
ii. None of the underlying documents in support of the investments as
per the financial statements were made available for our verification
except Equity Shares in Shamrao Vithal Co-op Hank Ltd for Rs. 50,000/
Hence we are unable to express an opinion on the valuation and
existence of those investments as on 31st March 2013
iii. Point No. 4 to the Additional Disclosures regarding excess land.
iv. Non confirmation of deposits as per point no. 11 to the Additional
Disclosures.
v. Non confirmation of, balances mth banks as per point no. 12 to the
Additional Disclosures.
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
(b) in the case of the Statement of Profit/Loss, of the loss of the
Company for the year ended on that date, and
c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date. ''
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order,
2003("the Order") issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Act, we give in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet and Statement of Profit/Loss and Cash Flow
Statement, dealt with by this Report are in agreement with the books of
account.
(d) In our opinion, the Balance Sheet and Statement of Profit/Loss and
Cash Flow Statement, comply with the Accounting Standards referred to
in sub- section (3C) of section 211 of the Act, except AS-28 on
Impairment of assets and AS-15 on employee Benefits.
(e) On the basiss of the written representations received from the
directors as on 31st March, 2013 taken on record by Board of Directors,
none of directors is disqualified as on 31st March, 2013 from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Act.
1) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets. The
Management informed us that, all the fixed assets have been physically
verified by the Management during the period and no serious
discrepancies between book records and physical assets have been
noticed. Further regarding substantial disposal of assets it is
informed by the Management and on our verification it is found that no
substantial disposal of assets has taken place during the period under
audit which would affect the sub stratum of the company as a going
concern.
2) Physical verification of inventory is being made by the management
on an ongoing basis and the procedure of physical verification is
reasonable and adequate in relation to size and nature of the business
of the company. The company maintains proper records of inventory and
no discrepancy were noticed during physical verification of inventory
during the period under audit.
3) According to information and explanation given by the management of
the company, the company has neither granted nor taken any loan secured
or unsecured from companies, firms or other parties listed in the
register maintained under section 301, except unsecured interest free
loan from the Managing Director ( Rs.49,00,000/-) and a Director (Rs.
1,00,000/-.)
4) In our opinion, there exist adequate internal control system
commensurate with size of the company and nature of its business for
the purchase of inventory, fixed assets and sale of goods. Further we
are of the opinion that there is no failure on the part of the company
to correct any major weakness in the internal control in regard to
purchase of inventory, fixed assets and sale of goods.
5) It is informed by the management that no contract or arrangement
referred to in section 301 of the Companies Act, 1956 have been entered
in to by the company during the period under audit, as such recording
the particulars thereof is not applicable
6) The company has not accepted any deposit from the public during the
period under audit
7) The company has no internal audit system commensurate with the size
of the company and nature of its business.
8) Though maintenance of cost accounting records is applicable to the
company, yet the same is not maintained at the premise of the company.
According to the information made available to us, the company has made
an application to the Ministry of Corporate affairs asking for waiver
of such requirement for financial years 2004-05 to 2007-2008, since the
company was under BIFR net. However no such request is pending for the
year 2012-2013, the year under audit.
9) According to the information given to us and on the basis of our
verification of the books and accounts and other records of the
company, the company is irregular in depositing undisputed statutory
dues. The following expenses have been outstanding for more than 6
months as at the end of financial year 2012-2013.
10) The Accumulated losses at the end of the financial year are more
than 50% of the net worth of the company. The company has incurred cash
loss during the financial year ended 31st March 2013 and in the
immediately preceding financial year. There is erosion in the net worth
of the company for a sum exceeding 50% of the paid up share capital and
free reserves as at 31st March, 2013.
11) The company has not defaulted in payment of dues to banks /
financial institutions/ debenture holders during the period under
audit.
12) The company has not granted any loan/advance against security of
pledge of shares, debentures and other securities. .
13) The company is not a chit fund/nidhi/mutual benefit fund/society
14) The company is not dealing/ trading in shares, securities,
debentures and other investments
15) The company has not given any guarantee for loans taken by others
from Banks or Financial Institutions during the year under audit.
16) The company has not taken any term loan during the period under
audit.
17) It is informed by the Management that the funds raised on
short-term basis have not been used for long-term investments.
18) The company has not made any preferential issue of shares during
the period under audit to parties and companies covered in the register
maintained under section 301 of the Act.
19) The company has not issued any debentures during the period under
audit therefore the question of creation of security or charges do not
arise.
20) The company has not made any public issue during the year under
audit hence the question of disclosing the end-use of those funds does
not arise.
21) According to information and explanation given to us and audit
procedures performed by us, no fraud or discrepancy on or by the
company has been noticed or reported during the year under audit.
Ernakulam
31-05-2013
FOR VBSK & COMPANY
Chartered Accountants
(FRN 010779S)
Suresh.G
Partner (M No. 210211)
Mar 31, 2012
We have audited the attached Balance sheet of TCM Limited as at 31st
March 2012 and the Statement of Profit / Loss account for the year
ended on that date, annexed thereto. These financial statements are the
responsibility of the Company's Management. Our responsibility is to
express an opinion on the financial statements based on our audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material mis- statements. 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 provide a reasonable basis for
our opinion.
As required by the Companies (Auditor's Report) Order, 2003, issued
by the Central Government in terms of Section 227 (4A) of the Companies
Act, 1956, we annex here to a statement on the matters specified in
paragraph 4 and 5 of the said Order.
1) Further to our comments in the Annexure referred to in the paragraph
(1) above and subject to the following qualifications,
I. All creditors and debtors are subject to confirmation, we are
unable to report upon its financial implication on the financial
statements under audit.
ii. None of the underlying documents in support of the investments as
per the financial statements were made available for our verification
except Equity Shares in Shamrao Vithal Co-op Bank Ltd for Rs. 50,000/-.
Hence we are unable to express an opinion on the valuation and
existence of those investments as on 31" March 2012
iii. Point No. 4 to the Additional Disclosures regarding excess land.
iv. Non confirmation of deposits as per point no. 11 to the Additional
Disclosures.
v. Non confirmation of balances with banks as per point no. 12 to the
Additional Disclosures.
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, the Company has kept proper books of accounts as
required by the law so far as appears from our examination of those
books of accounts.
c) The Balance sheet and the Statement of Profit / Loss, dealt with by
this report are in agreement of the books of accounts.
d) In our opinion, the Balance sheet and the Statement of Profit / Loss
comply with the Accounting Standard referred to in sub-section 3C of
section 211 of the Companies Act, 1956, except Accounting Standard 28
on Impairment of Assets and Accounting Standard 15 on Employee Benefits
e) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with the
additional disclosures 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.
1) In the case of the Balance sheet, of the state of affairs of the
Company as at 31st March, 2012.
ii) In the case of Statement of Profit/ Loss, of the loss of the
Company for the year ended on that date.
2) On the basis of representations received from the Directors as on
31st March 2012 and taken on record by the Board of Directors of the
Company, We report that none of the Directors is disqualified from
being appointed as Directors under Clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS REPORT
Annexure referred to in Paragraph
1) The Company is maintaining proper records showing full particulars
including quantitative details and situation of fixed assets. The
Management informed us that, all the fixed assets have been physically
verified by the Management during the period and no serious
discrepancies between book records and physicai assets have been
noticed. Further regarding substantial disposal of assets it is
informed by the Management and on our verification it is found that
no substantial disposal of assets has taken place during the period
under audit which would affect the sub stratum of the company as a
going concern.
2) Physical verification of inventory is being made by the management
on an ongoing basis and the procedure of physical verification is
reasonable and adequate in relation to size and nature of the business
of the company. The company maintains proper records of inventory and
no discrepancy were noticed during physical verification of inventory
during the period under audit.
3) According to information and explanation given by the management of
the company, the company has neither granted nor taken any loan secured
or unsecured from companies, firms or other parties listed in the
register maintained under section 301, except unsecured interest free
loan from the Managing Director ( Rs.52,33,000/-) .
4) In our opinion, there exist adequate internal control system
commensurate with size of the company and nature of its business for
the purchase of inventory, fixed assets and sale of goods. Further we
are of the opinion that there is no failure on the part of the company
to correct any major weakness in the internal control in regard to
purchase of inventory, fixed assets and sale of goods.
5) It is informed by the management that no contract or arrangement
referred to in section 301 of the Companies Act, 1956 have been entered
in to by the company during the period under audit, as such recording
the particulars thereof is not applicable '
6) The company has not accepted any deposit from the public during the
period under audit
7) The company has no internal audit system commensurate with the size
of the company and nature of its business. .
8) Though maintenance of cost accounting records is applicable to the
company, yet the same is not maintained at the premise of the company.
According to the information made available to us, the company has made
an application to the Ministry of Corporate affairs asking for waiver
of such requirement for financial years 2004-05 to 2007-2008, since the
company was under BIFR net. However no such request is pending for the
year 2011-2012, the year under audit.
9) According to the information given to us and on the basis of our
verification of the books and accounts and other records of the
company, the company is irregular in depositing undisputed statutory
dues. The following expenses have been outstanding for more than 6
months as at the end of financial year 2011-2012.
Period to
SN Name of the Statute Nature of Dues Amount amount
relates.
1 Tamilnadu General AST Payable 11,821.50 2004-05
Sales Tax Act
2 Central Excise Act Excise Duty 2,82,705.00 2004-05
3 Income Tax TDS 32,199.00 2004-05
4 LIC Department LIC Premium 1,48,181.66 2004-05
of Employees
5 Postal Department RD Collected
from 4,650.00 2004-05
Employees
6 Ministry Of Corporate
Affairs Unpaid
Debenture 60,620.00 1992-93
(Investor Education and interest
on unpaid
Protection Fund) debenture
7 Income Tax Department TDS Payable 1,920.00 2010-11
8 Income Tax Department TDS Payable 56,700.00 2011-12
9 Employees State ESI collected
from 4,05,211.00 2010-11
Insurance
Department employees
and
employer's
portion
10 Provident Fund Department PF collected
from 23,78,377.00 2010-11
employees
and
employer's
portion
11) The Accumulated losses at the end of the financial year are more
than 50% of the net worth of the company. The company has incurred cash
loss during the financial year ended 31s< March 2012 and in the
immediately preceding financial year. There is erosion in the net worth
of the company for a sum exceeding 50% of the paid up share capital and
free reserves as at 31st March, 2012.
12) The company has not defaulted in payment of dues to banks /
financial institutions/ debenture holders during the period under
audit.
13) The company has not granted any loan/advance against security of
pledge of shares, debentures and other securities.
14) The company is not a chit fund/nidhi/mutual benefit fund/society -
15) The company is not dealing/ trading in shares, securities,
debentures and other investments
16) The company has not given any guarantee for loans taken by others
from Banks or Financial Institutions during the year under audit.
17) The company has not taken any term loan during the period under
audit.
18) It is informed by the Management that the funds raised on
short-term basis have not been used for long-term investments.
19) The company has not made any preferential issue of shares during
the period under audit to parties and companies covered in the register
maintained under section 301 of the Act. .
20) The company has not issued any debentures during the period under
audit therefore the question of creation of security or charges do not
arise.
21) The company has not made any .public issue during the year under
audit hence the question of disclosing the end-use of those funds does
not arise.
22) According to information and explanation given to us and audit
procedures performed by us, no fraud or discrepancy on or by the
company has been noticed or reported during the year under audit.
As per Report of even date attached
for and on behalf of
VBSK & Company
Chartered Accountants
(FRN 010779S)
Kochi-25. Suresh G
31.05.2012 Partner
(M. No. 210211)
Mar 31, 2010
We have audited the attached Balance sheet of TCM LTD as at 31st March
2010 and the Profit and Loss account for the year ended on that date,
annexed thereto. These financial statements are the responsibility of
the Companys Management. Our responsibility is to express an opinion
on the financial statements based on our audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material mis-statements. 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 provide a reasonable basis for
our opinion.
As required by the Companies (Auditors Report) Order, 2003, issued by
the Central Government in terms of Section 227 (4A) of the Companies
Act, 1956, we annex here to a statement on the matters specified in
paragraph 4 and 5 of the said Order.
1) Further to our comments in the Annexure referred to in the paragraph
(1) above and subject to the following qualifications,
/. All creditors and debtors are subject to confirmation, we are unable
to report upon its financial implication on the financial statements
under audit
ii. None of the underlying documents in support of the investments as
per the financial statements were made available for our verification
except Equity Shares in Shamrao Vithal Co-op Bank Ltd for Rs. 50,000/-.
Hence we are unable to express an opinion on the valuation and
existence of those investments as on 31st March 2010
iii. Note No. 4 regarding excess land.
iv. Non confirmation of deposits as per note no. 12. to Notes on
Accounts
v. Non confirmation of balances with banks as per note no.13 to Notes
on Accounts
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, the Company has kept proper books of accounts as
required by the law so far as appears from our examination of those
books of accounts.
c) The Balance sheet and the profit and Loss account dealt with by this
report are in agreement of the books of accounts.
d) In our opinion, the Balance sheet and the Profit and Loss account
comply with the Accounting Standard referred to in sub-section 3C of
section 211 of the Companies Act, 1956, except Accounting Standard 28
on Impairment of Assets and Accounting Standard 15 on Employee Benefits
e) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read 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 the case of the Balance sheet, of the state of affairs of the
Company as at 31 st March, 2010.
ii) In the case of Profit and Loss account, of the loss of the Company
for the year ended on that date.
2) On the basis of representations received from the Directors as on
31st March 2010 and taken on record by the Board of Directors of the
Company, We report that none of the Directors is disqualified from
being appointed as Directors under Clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS REPORT Annexure referred to in Paragraph 1
1) The Company has maintained proper records showing full particulars
including quantitative details and situation of fixed assets. The
Management informed us that all the fixed assets have been physically
verified by the Management during the period and no serious
discrepancies between book records and physical assets have been
noticed. Further regarding substantial disposal of assets it is
informed by the Management and on our verification it is found that no
substantial disposal of assets have been effected in the period under
audit which would affect the sub stratum of the company as a going
concern.
2) Physical verification of inventory is being made by the management
on an ongoing basis and the procedure of physical verification is
reasonable and adequate in relation to size and nature of the business
of the company. The company maintains proper records of inventory and
no discrepancy were noticed during physical verification of inventory
during the period under audit.
3) According to information and explanation given by the management of
the company, the company has neither granted nor taken any loan secured
or unsecured from companies, firms or other parties listed in the
register maintained under section 301, except unsecured interest free
loan from the Managing Director ( Rs.52,00,000/-) and a director ( Rs.
12,35,000/-)
4) In our opinion there exist an adequate internal control system
commensurate with size of the company and nature of its business for
the purchase of inventory, fixed assets and sale of goods. Further we
are of the opinion that there is no failure on the part of the company
to correct any major weakness in the internal control in regard to
purchase of inventory, fixed assets and sale of goods.
5) It is informed by the management that no contract or arrangement
referred to in section 301 of the Companies Act, 1956 have been entered
in to by the company during the period under audit, as such recording
the particulars thereof is not applicable
6) The company has not accepted any deposit from the public during the
period under audit
7) The company has no internal audit system commensurate with the size
of the company and nature of its business.
8) Though maintenance of cost accounting records is applicable to the
company, yet the same is not maintained at the premise of the company.
According to the information made available to us, the company has made
an application to the Ministry of Corporate affairs asking for waiver
of such requirement for financial years 2004-05 to 2007-2008, since the
company was under BIFR net. However no such request is pending for the
year 2009-2010, the year under audit.
9) (a) According to the information given to us and on the basis of our
verification of the books and accounts and other records of the
company, the company is regular in depositing undisputed statutory
dues, except the following which has been outstanding for more than 6
months as at the end of financial year 2009- 2010.
SN Name of the Statute Nature of Dues Amount Period to which
amount relates.
1 Central Sales Tax Act CST Payable 34,827,98 2004-05
2. TNGST AST Payable 11,821,50 2004-05
3. Central Excise Act Excise Duty 2,82,705.00 2004-05
4. Income Tax TDS 32,199,00 2004-05
5. LIC Department LIC Premium of 1,48,181,66 2004-05
Employee
6. Postal Department RD Collected 4,650,00 2004-05
from Employees
7 Ministry of Corpo
rate affairs Unpaid Deben
ture 60,620,00 1992-93
(Investor Education and interest
on
Protection Fund) unpaid debe
nture
(b) The Income Tax demand for Rs.27.85 lakhs for the year 1997-98 being
under dispute unpaid and is pending before the Income Tax Appellate
Tribunal.
10) The Accumulated losses at the end of the financial year are more
than 50% of the net worth of the company. The company has incurred cash
loss during the financial year ended 31 st March 2010 and in the
immediately preceding financial year. There is erosion in the net worth
of the company for a sum exceeding 50% of the paid up share capital and
free reserves as at 31st March, 2010.
11) The company has not defaulted in payment of dues to banks /
financial institutions/ debenture holders during the period under
audit.
12) The company has not granted any loan/advance against security of
pledge of shares, debentures and other securities.
13) The company is not a chit fund/nidhi/mutual benefit fund/society
14) The company is not dealing/ trading in shares, securities,
debentures and other investments
15) The company has not given any guarantee for loans taken by others
from Banks or Financial Institutions during the year under audit.
16) The company has taken an interest tree secured term loan from
Goderaj Properties Ltd (Rs.2, 50, 00,000) during the period under
audit, the balance of the same as on 31-03-2010 was Rs.19,67,52,846.00
( Previous Year Balance Rs. 17,17,52,846.00) and the same has been
utilized for the purpose for which it is taken.
17) It is informed by the Management that the funds raised on
short-term basis have not been used for long-term investments.
18) The company has not made any preferential issue of shares during
the period under audit to parties and companies covered in the register
maintained under section 301 of the Act.
19) The company has not issued any debentures during the period under
audit therefore the question of creation of security or charges do not
arise.
20) The company has not made any public issue during the year under
audit hence the question of disclosing the end-use of those funds does
not arise.
21) According to information and explanation given to us and audit
procedures performed by us, no fraud or discrepancy on or by the
company has been noticed or reported during the year under audit.
As per Report of even date attached for and on behalf of
VBSK & Company
Chartered Accountants
(FRN 010779S)
Ernakulam Suresh G
30th June 2010 Partner
(M. No. 210211)