Mar 31, 2015
We have audited the accompanying financial statements of Typhoon
Financial Services Limited ("the Company"), which comprise the Balance
Sheet as at March 31, 2015, and the Statement of Profit and Loss and
the Cash Flow Statement for the year ended on that date and a summary
of significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation and presentation of these financial statements that
give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility
also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at March 31, 2015, and its profit and its cash flows for the year ended
on that date.
Emphasis of Matters
We draw attention to the following matter in the Notes to the financial
statements:
(a) Note 14 to the financial statements which indicates loans and
advances given to the related parties. Of the total amount outstanding
as at the year end to related parties, an amount of Rs. 3,82,19,810/- has
been given interest free.
Our opinion is not modified in respect of the above matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order" or "CARO 2015") issued by the Central Government of India in
terms of sub-section (11) of section 143 of the Act, we give in the
Annexure a statement on the matters specified in the paragraph 3 and 4
of the Order, to the extent applicable.
2. As required by section 143(3) of the Act, we report that:
a. we have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as it appears from our examination of those
books;
c. the Balance Sheet, the Statement of Profit and Loss and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account;
d. in our opinion, the aforesaid financial statements comply with the
Accounting Standards specified under section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014;
e. on the basis of written representations received from the directors
as on March 31, 2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2015, from being
appointed as a director in terms of section 164(2) of the Act; and
f. with respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
(i) the Company has disclosed the impact of pending litigations on its
financial position in its financial statements  Refer Note 22 to the
financial statements;
(ii) the Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
on long-term contracts including derivative contracts;
(iii) there has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
Annexure to Auditors' Report
The Annexure referred to in our Independent Auditor's report to the
members of Typhoon Financial Services Limited (the Company) on the
financial statements for the year ended 31st March 2015, we report
that:
i. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) The assets have been physically verified by the management during
the year and 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 fixed assets. No material discrepancies were noticed on
such verification.
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 procedure of physical verification of inventory followed by the
management is 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 and no
material discrepancies were noticed on physical verification.
iii. (a) According to the information and explanations given to us, the
Company has given unsecured loan to two bodies corporate covered in the
register maintained under section 189 of the Companies Act, 2013. The
maximum amount outstanding at any time during the year was Rs.
4,42,27,640/- and the year-end balance is Rs. 4,23,23,640/-.
(b) As per information and explanation given to us, no specific terms
of repayment of the above unsecured loans had been stipulated, but the
same were stated to be repayable on demand. Accordingly, paragraph
3(iii)(a) of the Caro 2015 is not applicable to the Company in respect
of repayment of the principal and interest amount.
(c) As per the information and explanations given to us, there are no
overdue amounts of more than rupees one lakh in respect of the above
unsecured loans.
iv. In our opinion and accordance to the information and explanation
given to us, there is adequate internal control system commensurate
with the size of the company and the nature of its business with regard
to purchase of inventories and fixed assets and with regard to sale of
goods and services. During the course of our audit, no major weakness
has been noticed in the internal controls system.
v. The company has not accepted deposits hence clause (v) of paragraph
3 of the CARO 2015 is not applicable.
vi. To the best of our knowledge and as explained, the Central
Government has not prescribed maintenance of cost records u/s 148(1) of
the Companies Act, 2013.
vii. (a) The Company is regular in depositing undisputed statutory
dues, including provident fund, employees' state insurance, income tax,
sales tax, wealth tax, service tax, custom duty, excise duty, value
added tax, cess and any other statutory dues applicable to it with the
appropriate authorities.
(b) According to the information and explanation given to us, no
undisputed amounts payable in respect of income tax, sales tax, wealth
tax, service tax, custom duty, excise duty, value added tax and cess
outstanding as at 31st March, 2015, which are outstanding for a period
of more than six months from the date they became payable.
(c) According to the information and explanation given to us, there are
no dues outstanding of income tax, sales tax, wealth tax, service tax,
custom duty, excise duty, value added tax and cess on account of any
dispute.
(d) According to the information and explanation given to us, there are
no amounts that are due to be transferred to investor education and
protection fund in accordance with the relevant provisions of the
Companies Act, 1956 and rules made there under.
viii. In our opinion, the Company doesn't have any accumulated losses
and has not incurred cash losses during the financial year covered by
our audit and in the immediately preceding financial year.
ix. In our opinion and according to the information and explanation
given to us, the Company did not have any outstanding dues to any
financial institution, bank or debentures holders.
x. In our opinion and according to the information and explanations
given to us, the Company has not given any guarantee for loans taken by
others from bank or financial institutions.
xi. There are no term loans outstanding as at the end of the year.
xii. According to the information and explanations given to us, no
material fraud on or by the Company has been noticed or reported during
the year.
For VIRENDRA SURANA & CO.
Chartered Accountants
Firm's Registration No. 319179E
Place : Kolkata V. K. SURANA
Date : May 30, 2015 Partner
Membership No. 054470
Mar 31, 2014
We have audited the accompanying financial statements of Typhoon
Financials Services Limited ("the Company"), which comprise the Balance
Sheet as at March 31, 2014, and the Statement of Profit and Loss and
Cash Flow Statement for the year then ended, and a summary of
significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards 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 judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company's preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Basis for Qualified Opinion
Management has not valued the inventories at the lower of cost and net
realisable value but has valued them at cost, which constitutes a
departure from the Accounting Standards referred to in sub-section (3C)
of section 211 of the Act.
Qualified Opinion
In our opinion and to the best of our information and according to the
explanations given to us, except for the possible effects of the matter
described in the Basis for Qualified Opinion paragraph, the financial
statements give a true and fair view in conformity with the accounting
principles generally accepted in India:
a. in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
b. in the case of the Profit and Loss Account, of the profit for the
year ended on that date; and
c. in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b) in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those;
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) Except for the effects of the matter described in the Basis for
Qualified Opinion paragraph, in our opinion, the Balance Sheet and
Statement of Profit and Loss comply with the Accounting Standards
referred to in subsection (3C) of section 211 of the Companies Act,
1956;
e) on the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Annexure to Auditors' Report
The Annexure referred to in our report to the members of Typhoon
Financial Services Limited ('the Company') for the year ended 31st
March 2014. We report that:
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) The assets have been physically verified by the management during
the year and 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 fixed assets. No material discrepancies were noticed on
such verification.
(c) There was no substantial disposal of fixed assets during the year,
which would affect the going concern 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 procedure of physical verification of inventory followed by the
management is 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 and no
material discrepancies were noticed on physical verification.
(iii) (a) According to the information and explanations given to us the
company has given interest free unsecured loans to 2 (two) parties
covered in the register maintained under section 301 of the Companies
Act, 1956. The maximum amount outstanding at any time during the year
was Rs. 44058810 and the year-end balance is Rs. 43851235.
(b) As per information and explanation given to us, the rate of
interest and other terms and conditions of loan granted by the Company
are prima facie not prejudicial to the interest of the Company.
(c) No specific terms of repayment of the above loans had been
stipulated, but the same were stated to be repayable on demand.
(d) As per the information and explanations given to us, subject to (b)
and (c) above, there are no overdue amounts.
(e) According to the information and explanations given to us the
company has not taken any loan, secured or unsecured, from companies,
firms or other parties covered in the register maintained under section
301 of the Companies Act, 1956 and as such clauses iii(e) to iii(g) are
not applicable.
(iv) In our opinion and accordance to the information and explanation
given to us, there is adequate internal control procedure commensurate
with the size of the company and the nature of its business with regard
to purchase of inventory, fixed assets and with regard to sale of
goods. During the course of our audit, no major weakness has been
noticed in the internal controls.
(v) In respect of contracts or arrangements entered in the register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
(a) The particulars of contracts or arrangements referred to Section
301 that were needed to be entered in the Register maintained under the
said Section have been so entered.
(b) Where the transactions made in pursuance of contracts /
arrangements entered in the Register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of Rs. 500000 in respect
of each party during the year have been made at prices which appear
reasonable as per information available with the Company.
(vi) The company has not accepted deposit from the public within the
meaning of Section 58A and 58AA of the Companies Act, 1956.
(vii) In our opinion, the company has an internal audit system
commensurate with the size and nature of its business.
(viii) To the best of our knowledge and as explained, the Central
Government has not prescribed maintenance of cost records u/s 209(1)(d)
of the Companies Act, 1956 for the products of the company.
(ix) (a) The Company is generally regular in depositing undisputed
statutory dues, including provident fund, investor education and
protection fund, employees state insurance, income tax, sales tax,
wealth tax, service tax, custom duty, excise duty, cess and other
material statutory dues applicable to it with the appropriate
authorities.
(b) According to the information and explanation given to us, no
undisputed amounts payable in respect of income tax, sales tax, service
tax, custom duty, cess and excise duty outstanding as at 31st March,
2014, which are outstanding for a period of more than six months from
the date they became payable.
(c) According to the information and explanation given to us, there are
no dues outstanding of sales tax, income tax, service tax, custom duty,
wealth tax, excise duty and cess on account of any dispute.
(x) The Company doesn't have any accumulated losses and has not
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 explanation
given to us, the company has not defaulted in repayment of dues to a
financial institution, bank or debentures holders.
(xii) According to the information and explanation given to us, and
based on the documents and records produced to us, the company has not
granted loans and advances on the basis of security by way of pledge of
shares, debentures and other securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi/mutual
benefit fund/societies. Therefore, the provisions of clause (xiii) of
the Companies (Auditor's Report) Order, 2003 are not applicable to the
company.
(xiv) In our opinion the company deals in shares, securities,
debentures and other investment for which proper records have been
maintained of the transaction and contracts and also timely entries
have been made therein as such shares, debentures and the other
investments have been held by the company in its own name.
(xv) According to the information and explanations given to us, the
company has not given any guarantee fo r loans taken by its associates
or subsidiaries from bank or financial institutions.
(xvi) There are no term loans outstanding as at the end of the year.
(xvii) According to the information and explanations given to us and on
an overall examination of the balance sheet of the company, we report
that no funds raised on short-term basis have been used for long-term
investment.
(xviii) The company has not made any preferential allotment of shares
or parties or companies covered in the register maintained under
section 301 of the Companies Act, 1956.
xix) The Company did not have any outstanding debentures during the
year.
xx) The Company has not raised any money through a public issue during
the year.
xxi) Based on information and explanation furnished by the management,
which have been relied upon by us, there were no fraud on or by the
Company noticed or reported during the year.
For VIRENDRA SURANA & CO.
Chartered Accountants
Firm's Registration No. 319179E
Place : Ahmedabad V. K. SURANA
Date : May 28, 2014 Partner
Membership No. 054470