Mar 31, 2015
We have audited the accompanying standalone financial statements of
Uniroyal Industries Limited ("the Company"), which comprise the Balance
Sheet as at March 31,2015, the Profit and Loss Statement, the Cash Flow
Statement for the year then ended and a summary of significant
accounting policies and other explanatory information.
MANAGEMENT'S RESPONSIBILITY FOR THE 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 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.
AUDITORS' 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
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's
preparation of the financial statements that give a true and fair view
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
whether the Company has in place an adequate internal financial
controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of
the accounting estimates made by the 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 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, of the state of affairs of the Company as
at March31, 2015, and its profit and its cash flows for the year ended
on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by Companies (Auditor's Report) Order 2015 issued by
the Central Government of India, we give in the Annexure a statement on
the matters specified in the said Order.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as it appears from our examination of those
books.
c) The Balance Sheet, the Profit and Loss Statement, and the 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 March 31,2015, 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)oftheAct.
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 not any pending litigations.
(ii) The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, if any,
and as required on long-term contracts including derivative contracts.
However there is no such material loss & hence no provision has been
made.
(iii) There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
ANNEXURE Referred to in paragraph 1 of our report of even date:
(I) a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets..
b) As explained to us that the management has verified the major fixed
assets of the company in a phased manner, designed to cover all assets
over a period of three years, which in our opinion is reasonable having
regard to the size of the company and nature of its assets. No material
discrepancies were noticed on such verification.
(ii) a) The stock of Finished Goods, Stores, Spare Parts and Raw
Material lying in the factory (other than stock in
transit) have been Physically verified by the management during and at
the year-end. In our opinion and according to information and
explanations given to us the frequency of physical verification is
reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of the physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
c) In ouropinion and according to the information and explanations
given to us the company is maintaining proper records of its
inventories and the discrepancies noticed on such physical verification
between the physical and book stock were not material and have been
adequately dealt with in the books of accounts.
(iii) The company has not granted any loans, secured or unsecured to
companies, firms or other parties covered in the register maintained
under section 189 of the Companies Act. In view of this (iii) (a) and
(iii) (b) are not applicable.
(iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the company and the nature of its
business with regard to the purchases of Inventories, Fixed Assets and
for the Sale of goods and services. During the course of our audit, we
have not observed any continuing failure to correct major weaknesses in
the internal control system.
(v) The company has not accepted deposits.
(vi) In our opinion and according to information and explanations given
to us, Central Government has not prescribed maintenance of cost
records under sub section (1) of section 148 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, duty of customs, duty of excise, value
added tax, cess and other statutory dues with the appropriate
authorities except the following:
Sr. No. Type of tax/Duty Amount involved Due from which date
NIL
b) Following dues of income tax or sales tax or wealth tax or service
tax or duty of customs or duty of excise or value added tax or cess have
not been deposited on account of any dispute
Sr. No. Type of tax/Duty Amount involved Due from which date
NIL
c) In our opinion and according to the information and explanations
given to us, amount required to be transferred to investor education
and protection fund in accordance with the relevant provisions of the
Companies Act and rules made there under has been transferred to such
fund with in time.
(viii) In our opinion, the accumulated losses of the company are not
more than fifty percent of its net worth. The company has not incurred
cash losses during the financial year covered by our audit and the
immediately preceding financial year.
(ix) In our opinion and according to the information and explanations
given to us the company has not defaulted in repayment of dues to any
financial institution or bank or debenture holders.
(x) In our opinion, the terms and conditions on which company has given
guarantees for loans taken by others from banks orfinancial
institutions are not prejudicial to the interest of the company.
(xi) In ouropinion, the term loans have been applied for the purpose
for which they were raised.
(xii) According to information and explanations given to us, no fraud
on or by the company has been noticed or reported during the course of
our audit.
A G P R S & Associates
Chartered Accountants
Place: Panchkula gd/-
Date : 29th May, 2015 Pankaj Khullar
Partner
Firm Regn. No. 006943N
Mar 31, 2014
We have audited the accompanying financial statements of Uniroyal
Industries 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 notified under the Companies Act 1956 read
with General Circular 15/2013 dated 13.09.2013 of the Ministry of
Corporate Affairs in respect of section 133 of the Companies Act, 2013.
This responsibility includes the design, implementation and maintenance
Forming an Opinion and Reporting on Financial Statements SA 700
(Revised)of internal control relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error in making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances but not for the purpose of expressing an opinion on the
effectiveness of the entity''s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by management, as well
as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
(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/ loss for
the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A)of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books and proper returns adequate for the purposes of our audit have
been received from branches not visited by us.
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 [and with the returns received from branches not visited by
us];
d. in our opinion, the Balance Sheet, Statement of Profit and Loss, and
Cash Flow Statement comply with the accounting Standards notified under
the Companies Act, 1956 read with General Circular 15/2013 dated
13.09.2013 of the Ministry of Corporate Affairs in respect of section
133 of the Companies Act, 2013.
e. on the basis of written representations received from the directors
as on March 31,2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31,2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
f. Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
ANNEXURE
Referred to in paragraph 1 of our report of even date:
(i) a) The company has maintained proper records showing full
particulars including quantitative details and
situation of fixed assets. There are some vehicles in name of erstwhile
company i.e Sidhartha Textiles Mills Limited which was subsequently
merged with the company. These vehicles have not yet been transferred
in the name of company.
b) As explained to us that the management has verified the major fixed
assets of the company in a phased manner, designed to cover all assets
over a period of three years, which in our opinion is reasonable having
regard to the size of the company and nature of its assets. No material
discrepancies were noticed on such verification.
c) As per the information and explanations given to us no substantial
part of the fixed assets have been disposed off during the year, which
affect the ability of the company to continue as a going concern.
(ii) a) The stock of Finished Goods, Stores, Spare Parts and Raw
Material lying in the factory (other than stock in
transit) have been Physically verified by the management during /at the
year-end. In our opinion and according to information and explanations
given to us the frequency of physical verification is reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of the physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of its
inventories and the discrepancies noticed on such physical verification
between the physical and book stock were not material and have been
adequately dealt with in the books of accounts.
(iii) a) The company had accepted deposits from 14 persons covered in
register maintained under section 301 of
the Companies Act, 1956. The maximum amount involved during the year
was Rs. 240.57 lacs and the year end balance of loans taken from such
parties was Rs. 223.05 lacs.
b) In our opinion and according to the information and explanations
given to us the rate of interest and other terms and conditions on
which loans have been taken from / granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956 are not prime facie prejudicial to the interest of
the company.
c) The company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest. The parties
have repaid the principal amounts as stipulated and have been regular
in the payment of interest.
d) As per the information and explanations given to us, there is no
overdue loan amount taken from or granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956.
(iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the company and the nature of its
business with regard to the purchases of Inventories, Fixed Assets and
for the Sale of goods. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in the
internal controls.
(v) a) According to the information and explanations given to us, we
are of the opinion that the transactions that
needed to be entered in the register maintained in pursuance of section
301 of the Companies Act, 1956 have been so entered.
b) In our opinion and according to the information and explanations
given to us, there are transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 which are exceeding the value of Rs 5 lacs and
these transactions have been made at price which are reasonable having
regard to the prevailing market price at the relevant time.
(vi) In our opinion and according to information and explanations given
to us, the Company has complied with the provisions of section 58A and
58AA of the Companies Act, 1956 and the Companies (Acceptance of
Deposit) Rules, 1975 with regard to the deposits accepted from the
public. As per information given to us, no order has been passed by the
Company Law Board which requires compliance by the company.
(vii) The company has its own internal audit system which in our
opinion is commensurate with its size and nature of the business.
(viii) We have broadly reviewed the books of account relating to
materials, labour and other items of cost maintained by the company
pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956 and we are of the opinion that prima facie the prescribed
accounts and records have been maintained.
(ix) a) The company is regular in depositing with appropriate
authorities the undisputed statutory dues, including
Provident Fund, Investor Education and Protection Fund, Employees State
Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty,
Cess and other material statutory dues applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Custom Duty, Excise Duty & Cess were in arrears, as at 31st March,
2014 for a period of more than six months from the date they become
payable.
c) According to information and explanations given to us, the dues of
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Cess, Excise Duty &
Service Tax which have not been deposited on account of disputes is
NIL.
(x) In our opinion, the accumulated losses of the company are not more
than fifty percent of its net worth. The company has not incurred cash
losses during the financial year covered by our audit and the
immediately preceding financial year.
(xi) In our opinion and according to the information and explanations
given to us the company has not defaulted in repayment of dues to the
banks or financial institutions. There are no debentures issued by the
company.
(xii) The company has not granted loans and advances on the basis of
the security by way of pledge of Share, Debentures and other
Securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditors Report) Order, 2003 are not
applicable to the company.
(xiv) In our opinion the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 are not applicable to the company.
(xv) In our opinion, the terms and conditions on which company has
given guarantees for loans taken by others from banks or financial
institutions are not prejudicial to the interest of the company.
(xvi) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xvii) According to information and explanation given to us and on an
overall examination of the balance sheet and cash flow statement of the
company, we report that no fund raised on short term basis have been
used for long term investments.
(xviii) According to information and explanations given to us, the
company has not made any preferential allotment of shares to the
parties and companies covered in register maintained under section 301
of the Companies Act, 1956.
(xix) According to information and explanations given to us, during the
period covered by our audit report, the company has not issued any
debentures.
(xx) According to information and explanations given to us, during the
period covered by our audit report, the company has not made any public
issue.
(xxi) According to information and explanations given to us, no fraud
on or by the company has been noticed or reported during the course of
our audit.
Place : Panchkula A G P R S & Associates
Date : 29th May, 2014 Chartered Accountants
Sd/-
Pankaj Khullar
Partner
Firm Regn. No. 006943N
Mar 31, 2013
We have audited the attached Balance Sheet of UNIROYAL INDUSTRIES
LIMITED as at 31 st March, 2013, the Profit and Loss Account of the
company for the year ended on that date and the Cash Flow Statement for
the year ended on that date annexed thereto. These financial statements
are the responsibility of the Company''s management. Our responsibility
is to express an opinion on these financial statements based on our
audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
ouropinion.
We report that:
1. As required by the Companies (Auditors'' Report) Order, 2003 issued
by the Central Government of India in terms of Sub-Section 4Aof Section
227 of the Companies Act, 1956, we enclose in the Annexure a statement
on the matters specified in Paragraph 4 and 5 of the said order. On the
basis of such checks of the books and records of the Company as we
considered appropriate and the information and explanations given to us
during the course of our audit.
Further to our comments in the annexure referred to above, we report
that:
2. 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.
3. In ouropinion, proper books ofaccounts as required by law have been
kept by the company so far as appears from our examination of such
books and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us.
4. The Balance Sheet and the Profit and Loss Account and Cash Flow
Statement referred to in this report are in agreement with the books of
accounts.
5. In our opinion, the Balance Sheet and the Profit and Loss Account
and Cash Flow Statement referred to in this report comply with the
accounting standards referred to in Section 211 (3C) of the Companies
Act, 1956.
6. On the basis of the written representations received from the
directors of the company as on March 31,2013 and taken on record by the
Board of Directors of the company, we report that none of the director
is disqualified as on 31st March 2013 from being appointed as a
director of the company under clause (g) of sub-section (1) of Section
274 of the Companies, 1956.
7. In our opinion and to the best of our information and according to
the explanations given to us, the said Balance Sheet and the Profit and
Loss account read together with notes there on in Notes No. "28", 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:-
a) in so far as it relates to the Balance Sheet of the state of affairs
of the Company as at 31stMarch, 2013 and
b) in so far as it relates to the Profit and LossAccount
ofthe''profitsoftheCompanyforthe yearendedon that date.
c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
ANNEXURE
Referred to in paragraph 1 of our report of even date:
(i) a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets. There are some vehicles in name of erstwhile company i.e
Sidhartha Textiles Mills Limited which was subsequently merged with the
company. These vehicles have not yet been transferred in the name of
company.
b) As explained to us that the management has verified the major fixed
assets of the company in a phased manner, designed to cover all assets
over a period of three years, which in our opinion is reasonable having
regard to the size of the company and nature of its assets. No material
discrepancies were noticed on such verification.
c) As per the information and explanations given to us no substantial
part of the fixed assets have been disposed off during the year, which
affect the ability of the company to continue as a going concern.
(ii) a) The stock of Finished Goods, Stores, Spare Parts and Raw
Material lying in the factory (other than stock in transit) have been
Physically verified by the management during /at the year-end. In our
opinion and according to information and explanations given to us the
frequency of physical verification is reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of the physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of its
inventories and the discrepancies noticed on such physical verification
between the physical and book stock were not material and have been
adequately dealt with in the books of accounts.
(iii) a) The company had accepted deposits from persons covered in
register maintained under section 301 of the Companies Act, 1956. The
maximum amount involved during the year was Rs. 307.69 lacs and the
year end balance of loans taken from such parties was Rs. 307.69 lacs.
b) In our opinion and according to the information and explanations
given to us the rate of interest and other terms and conditions on
which loans have been taken from / granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956 are not prime facie prejudicial to the interests of
the company.
c) The company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest. The parties
have repaid the principal amounts as stipulated and have been regular
in the payment of interest.
d) As per the information and explanations given to us, there is no
overdue loan amount taken from or granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956.
(iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the company and the nature of its
business with regard to the purchases of Inventories, Fixed Assets and
for the Sale of goods. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in the
internal controls.
(v) a) According to the information and explanations given to us, we
are of the opinion that the transactions that needed to be entered in
the register maintained in pursuance of section 301 of the Companies
Act, 1956 have been so entered.
b) In our opinion and according to the information and explanations
given to us, there are transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 which are exceeding the value of Rs 5 lacs and
these transactions have made at price which are reasonable having
regard to the prevailing market price at the relevant time.
(vi) In our opinion and according to information and explanations given
to us, the Company has complied with the provisions of section
58Aand58AAof the Companies Act, 1956 and the Companies (Acceptance of
Deposit) Rules, 1975 with regard to the deposits accepted from the
public. As per information given to us, no order has been passed by the
Company Law Board which requires compliance by the company.
(vii) The company has its own internal audit system which in our
opinion is commensurate with its size and nature of the business.
(viii) We have broadly reviewed the books of account relating to
materials, labour and other items of cost maintained by the company
pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1 )(d) of the Companies
Act, 1956 and we are of the opinion that prima facie the prescribed
accounts and records have been maintained.
(ix) a) The company is regular in depositing with appropriate
authorities the undisputed statutory dues, including Provident Fund,
Investor Education and Protection Fund, Employees State Insurance,
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and
other material statutory dues applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Custom Duty, Excise Duty & Cess were in arrears, as at 31st March,
2013 for a period of more than six months from the date they become
payable.
c) According to information and explanations given to us, the dues of
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Cess, Excise Duty &
Service Tax which have not been deposited on account of disputes are
asunder:
Sr. No. Name of the Statute Natureofdues Amount Rupees in Lacs Forum
where dispute is pending
1 Punjab Sales Tax Act. SaleTaxDemand 56.65 Industries Deptt., Punjab
(x) In our opinion, the accumulated losses of the company are not more
than fifty percent of its net worth. The company has not incurred cash
losses during the financial year covered by our audit and the
immediately preceding financial year.
(xi) In our opinion and according to the information and explanations
given to us the company has not defaulted in repayment of dues to the
banks or financial institutions. There are no debentures issued by the
company.
(xii) The company has not granted loans and advances on the basis of
the security by way of pledge of Share,
Debentures and other Securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditors Report) Order, 2003 are not
applicable to the company.
(xiv) In our opinion the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 are not applicable to the company.
(xv) In our opinion, the terms and conditions on which company have
given guarantees for loans taken by others from banks or financial
institutions are not prejudicial to the interest of the company.
(xvi) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xvii) According to information and explanation given to us and on an
overall examination or the balance sheet and cash flow statement of the
company, we report that no fund raised on short term basis have been
used for long term investments.
(xviii) According to information and explanations given to us, the
company has not made any preferential allotment of shares to the
parties and companies covered in register maintained under section 301
of the Companies Act, 1956.
(xix) According to information and explanations given to us, during the
period covered by our audit report, the company has not issued any
debentures.
(xx) According to information and explanations given to us, during the
period covered by our audit report, the company has not made any public
issue.
(xxi) According to information and explanations given to us, no fraud
on or by the company has been noticed or reported during the course of
our audit.
Place : Panchkula A G P R S & Associates
Date : 30th May, 2013 Chartered Accountants
Sd/-
Pankaj Khullar
Partner
Firm Regn. No. 006943N
Mar 31, 2012
We have audited the attached Balance Sheet of UNIROYAL INDUSTRIES
LIMITED as at 31st March, 2012, the Profit and Loss Account of the
company for the year ended on that date and the Cash Flow Statement for
the year ended on that date annexed thereto. These financial statements
are the responsibility of the Company's management. Our responsibility
is to express an opinion on these financial statements based on our
audit.
We conducted our audit in accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
We report that:
1. As required by the Companies (Auditors' Report) Order, 2003 issued
by the Central Government of India in terms of Sub-Section 4A of
Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in Paragraph 4 and 5 of the said
order. On the basis of such checks of the books and records of the
Company as we considered appropriate and the information and
explanations given to us during the course of our audit.
Further to our comments in the annexure referred to above, we report
that:
2. 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.
3. In our opinion, proper books of accounts as required by law have
been kept by the company so far as appears from our examination of such
books and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us.
4. The Balance Sheet and the Profit and Loss Account and Cash Flow
Statement referred to in this report are in agreement with the books of
accounts.
5. In our opinion, the Balance Sheet and the Profit and Loss Account
and Cash Flow Statement referred to in this report comply with the
accounting standards referred to in Section 211 (3C) of the Companies
Act, 1956.
6. On the basis of the written representations received from the
directors of the company as on March 31, 2012 and taken on record by
the Board of Directors of the company, we report that none of the
director is disqualified as on 31st March 2012 from being appointed as
a director of the company under clause (g) of sub-section (1) of
Section 274 of the Companies, 1956.
7. In our opinion and to the best of our information and according to
the explanations given to us, the said Balance Sheet and the Profit and
Loss account read together with notes there on in Note No. 28, 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:-
a) in so far as it relates to the Balance Sheet of the state of affairs
of the Company as at 31st March, 2012 and
b) in so far as it relates to the Profit and Loss Account of the
profits of the Company for the year ended on that date.
c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
ANNEXURE
Referred to in paragraph 1 of our report of even date.
(i) a) The company has maintained proper records showing full
particulars including the quantitative details of Fixed Assets requires
up gradation. There are some vehicles in name of erstwhile company
i.e Sidhartha Textiles Mills Limited which was subsequently merged
with the company. These vehicles have not yet been transferred in the
name of company.
b) As explained to us, the management has verified the major fixed
assets of the company in a phased manner, designed to cover all
assets over a period of three years, which in our opinion is
reasonable having regard to the size of the company and nature of its
assets. No material discrepancies were noticed on such verification.
c) As per the information and explanations given to us no substantial
part of the fixed assets have been disposed off during the year, which
affect the ability of the company to continue as a going concern.
(ii) a) The stock of Finished Goods, Stores, Spare Parts and Raw
Material lying in the factory (other than stock in transit) have been
Physically verified by the management during/at the year-end. In our
opinion and according to information and explanations given to us the
frequency of physical verification is reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of the physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of its
inventories and the discrepancies noticed on such physical verification
between the physical and book stock were not material and have been
adequately dealt with in the books of accounts.
(iii) a) The company had accepted deposits from persons covered in
register maintained under section 301 of the Companies Act, 1956. The
maximum amount involved during the year was Rs. 307.69 lacs and the
year end balance of loans taken from such parties was Rs. 307.69 lacs.
b) In our opinion and according to the information and explanations
given to us the rate of interest and other terms and conditions on
which loans have been taken from/granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956 are not prime facie prejudicial to the interests of
the company.
c) The company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest. The parties
have repaid the principal amounts as stipulated and have been regular
in the payment of interest.
d) As per the information and explanations given to us, there is no
overdue loan amount taken from or granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956.
iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the company and the nature of its
business with regard to the purchases of Inventories, Fixed Assets and
for the Sale of goods. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in the
internal controls.
(v) a) According to the information and explanations given to us, we
are of the opinion that the transactions that needed to be entered in
the register maintained in pursuance of section 301 of the Companies
Act, 1956 have been so entered.
b) In our opinion and according to the information and explanations
given to us, there are transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 which are exceeding the value of Rs. 5 lacs and
these transactions have made at price which are reasonable having
regard to the prevailing market price at the relevant time.
(vi) In our opinion and according to information and explanations given
to us, the Company has complied with the provisions of section
58A and58AA of the Companies Act, 1956and the Companies (Acceptance of
Deposit) Rules, 1975 with regard to the deposits accepted from the
public. As per information given to us, no order has been passed by the
Company Law Board which requires compliance by the company.
(vii) The company has its own internal audit system which in our
opinion is commensurate with its size and nature of the business.
(viii) In our opinion and according to information and explanations
given to us Central Government has not prescribed maintenance of cost
records under clause (d) of sub-section (1) of section 209 of the Act.
(ix) a) The company is regular in depositing with appropriate
authorities the undisputed statutory dues, including Provident Fund.
Investor Education and Protection Fund, Employees State Insurance,
Income Tax, Sales Tax, Wealth Tax. Custom Duty, Excise Duty, Cess and
other material statutory dues applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Custom Duty, Excise Duty & Cess were in arrears, as at 31st March,
2012 for a period of more than six months from the date they become
payable.
c) According to information and explanations given to us, the dues of
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Cess, Excise Duty &
Service Tax which have not been deposited on account of disputes are
asunder:
Sr. Name of the Statute Nature of dues Amt. Forum where
Rs. dispute is
in pending
Lacs
1. Punjab Sales Tax Act Sale Tax Demand 56.65 Industries
Dept. Punjab
(x) In our opinion, the accumulated losses of the company are not more
than fifty percent of its net worth. The company has not incurred cash
losses during the financial year covered by our audit and the
immediately preceding financial year.
(xi) In our opinion and according to the information and explanations
given to us the company has not defaulted in repayment of dues to the
banks or financial institutions. There are no debentures issued by the
company.
(xii) The company has not granted loans and advances on the basis of
the security by way of pledge of Share, Debentures and other
Securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditors Report) Order, 2003 are not applicable to the
company.
(xiv) In our opinion the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 are not applicable to the company.
(xv) In our opinion, the terms and conditions on which company have
given guarantees for loans taken by others from banks or financial
institutions are not prejudicial to the interest of the company.
(xvi) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xvii) According to information and explanation given to us and on an
overall examination of the balance sheet and cash flow statement of the
company, we report that no fund raised on short term basis have been
used for long term investments.
(xviii) According to information and explanations given to us, the
company has not made any preferential allotment of shares to the
parties and companies covered in register maintained under section 301
of the Companies Act, 1956.
(xix) According to information and explanations given to us, during the
period covered by our audit report, the company has not issued any
debentures.
(xx) According to information and explanations given to us, during the
period covered by our audit report, the company has not made any public
issue.
(xxi) According to information and explanations given to us, no fraud
on or by the company has been noticed or reported during the course of
our audit.
A G P R S & ASSOCIATES
Chartered Accountants.
Sd/-
Pankaj Khullar
Partner
Firm Regn. No. 006943N
Place : Panchkula
Dated: 30th May, 2012
Mar 31, 2010
We have audited the attached Balance Sheet of UNIROYAL INDUSTRIES
LIMITED as at 31 st March, 2010, the Profit and Loss Account of the
company for the year ended on that date and the Cash Flow Statement 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 these 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 misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion. We report that:
1. As required by the Companies (Auditors Report) Order, 2003 issued
by the Central Government of India in terms of Sub-Section 4A of
Section 227 of the Companies Act, 1956, we enclose in the Annexure a
statement on the matters specified in Paragraph 4 and 5 of the said
order. On the basis of such checks of the books and records of the
Company as we considered appropriate and the information and
explanations given to us during the course of our audit.
Further to our comments in the annexure referred to above, we report
that:
2. 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.
3. In our opinion, proper books of accounts as required by law have
been kept by the company so far as appears from our examination of such
books and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us.
4. The Balance Sheet and the Profit and Loss Account and Cash Flow
Statement referred to in this report are in agreement with the books of
accounts.
5. In our opinion, the Balance Sheet and the Profit and Loss Account
and Cash Flow Statement referred to in this report comply with the
accounting standards referred to in Section 211 (3C) of the Companies
Act, 1956.
6. On the basis of the written representations received from the
directors of the company as on March 31, 2010 and taken on record by
the Board of Directors of the company, we report that none of the
director is disqualified as on 31st March 2010 from being appointed as
a director of the company under clause (g) of sub-section (1) of
Section 274 of the Companies, 1956.
7. In our opinion and to the best of our information and according to
the explanations given to us, the said Balance Sheet and the Profit and
Loss account read together with notes there on in Schedule U, give
the information required by the Companies Act, 1956 in the manner so
required and give atrue and fair view in conformity with the accounting
principles generally accepted in India:-
a) in so far as it relates to the Balance Sheet of the state of affairs
of the Company as at 31st March, 2010 and
b) in so far as it relates to the Profit and Loss Account of the
profits of the Company for the year ended on that date.
c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
ANNEXURE Referred to in paragraph 1 of our report of even date.
(i) a) The company records showing full particulars including the
quantitative details of Fixed Assets requires updation. There are some
vehicles in name of director and erstwhile company i.e Sidhartha
Textiles Mills Limited which was subsequently merged with the company.
These vehicles have not yet been transferred in the name of company.
b) As explained to us that the management has verified the major fixed
assets of the company in a phased manner, designed to cover all assets
over a period of three years, which in our opinion is reasonable having
regard to the size of the company and nature of its assets. No material
discrepancies were noticed on such verification.
c) As per the information and explanations given to us no substantial
part of the fixed assets have been disposed off during the year, which
affect the ability of the company to continue as a going concern.
(ii) a) The stock of Finished Goods, Stores, Spare Parts and Raw
Material lying in the factory (other than stock in transit) have been
Physically verified by the management during /at the year-end In our
opinion and according to information and explanations given to us the
frequency of physical verification is reasonable.
b) In our opinion and according to the information and explanations
given to us, the procedures of the physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
c) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of its
inventories and the discrepancies noticed on such physical verification
between the physical and book stock were not material and have been
adequately dealt with in the books of accounts.
(iii) a) The company had accepted deposits from eleven persons covered
in register maintained under section 301 of the Companies Act, 1956.
The maximum amount involved during the year was Rs. 200.66 lacs and
the year end balance of loans taken from such parties was Rs. 206 32
lacs.
b) In our opinion and according to the information and explanations
given to us the rate of interest and other terms and conditions on
which loans have been taken from / granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956 are not prime facie prejudicial to the interests of
the company.
c) The company is regular in repaying the principal amounts as
stipulated and has been regular in the payment of interest. The parties
have repaid the principal amounts as stipulated and have been regular
in the payment of interest.
d) As per the information and explanations given to us, there is no
overdue loan amount taken from or granted to companies firms or other
parties listed in the register maintained under section 301 of the
Companies Act, 1956.
iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures commensurate
with the size of the company and the nature of its business with regard
to the purchases of Inventories, Fixed Assets and for the Sale of goods.
During the course of our audit, we have not observed any continuing
failure to correct major weaknesses in the internal controls.
(v) a) According to the information and explanations given to us, we
are of the opinion that the transactions that needed to be entered in
the register maintained in pursuance of section 301 of the Companies
Act, 1956 have been so entered.
b) In our opinion and according to the information and explanations
given to us, there are transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 which are exceeding the value of Rs 5 lacs and
these transactions have made at price which are reasonable having
regard to the prevailing market price at the relevant time.
(vi) In our opinion and according to information and explanations given
to us, the Company has complied with the provisions of section 58A and
58AA of the Companies Act, 1956 and the Companies (Acceptance of Deposit)
Rules, 1975 with regard to the deposits accepted from the public. As
per information given to us,no order has been passed by the Company Law
Board which requires compliance by the company.
(vii) The company has its own internal audit system which in our
opinion is commensurate with its size and nature of the business.
(viii) In our opinion and according to information and explanations
given to us Central Government has not prescribed maintenance of cost
records under clause (d) of sub-section (1) of section 209 of the Act.
(ix) a) The company is regular in depositing with appropriate
authorities the undisputed statutory dues, including Provident Fund,
Investor Education and Protection Fund, Employees State Insurance,
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty, Cess and
other material statutory dues applicable to it.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Income Tax, Sales Tax, Wealth
Tax, Custom Duty, Excise Duty & Cess were in arrears, as at 31st March,
2010 for a period of more than six months from the date they become
payable.
c) According to information and explanations given to us, the dues of
Income Tax, Sales Tax, Wealth Tax, Custom Duty, Cess, Excise Duty &
Service Tax which have not been deposited on account of disputes are as
under
Sr.
No. Name of the Statute Nature of dues Amt. Rs.
in Lacs Forum
where dispute
is pending
1 Punjab Sales Tax Act. Sale Tax Demand 56.65 DETC (Appeals)
Patiala
(x) In our opinion, the accumulated losses of the company are not more
than fifty percent of its net worth.
The company has not incurred cash losses during the financial year
covered by our audit and the immediately preceding financial year.
(xi) In our opinion and according to the information and explanations
given to us the company has not defaulted in repayment of dues to the
banks or financial institutions. There are no debentures issued by the
company.
(xii) The company has not granted loans and advances on the basis of
the security by way of pledge of Share, Debentures and other Securities.
(xiii) In our opinion, the company is not a chit fund or a nidhi /
mutual benefit fund / society. Therefore, the provisions of clause
4(xiii) of the Companies (Auditors Report) Order, 2003 are not
applicable to the company.
(xiv) In our opinion the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the Companies (Auditors Report) Order,
2003 are not applicable to the company.
(xv) In our opinion, the terms and conditions on which company have
given guarantees for loans taken by others from banks or financial
institutions are not prejudicial to the interest of the company.
(xvi) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xvii) According to information and explanation given to us and on an
overall examination or the balance sheet and cash flow statement of the
company, we report that no fund raised on short term basis have been
used for long term investments.
(xviii) According to information and explanations given to us, the
company has not made any preferential allotment of shares to the
parties and companies covered in register maintained under section 301
of the Companies Act, 1956.
(xix) According to information and explanations given to us, during the
period covered by our audit report, the company has not issued any
debentures.
(xx) According to information and explanations given to us, during the
period covered by our audit report, the company has not made any public issue.
(xxi) According to information and explanations given to us, no fraud
on or by the company has been noticed or reported during the course of
our audit.
Place: Panchkula. A G P R S & ASSOCIATES
Dated: May 28, 2010 Chartered Accountants.
Sd/-
Atul Seth
Partner
Firm Regn. No. 006943N