Mar 31, 2015
We have audited the accompanying financial statements of BHILWARA
SPINNERS LTD ("the Company"), which comprise the Balance Sheet as at
March 31,2015 and the Statement of Profit and Loss and Cash Flow
Statment 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 Board of Directors of the Company are responsible for the matters
stated in Section 134 (5) of the Companies Act, 2013 ('the act') with
respect to the preparation of these financial statements that gives 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 Companies
(Accounts) Rules 2014, This responsibility 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; design, implementation and maintenance of
adequate internal financial controls, that are 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 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 audut 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 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
managemment and Board of 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
Opinion
In our opinion and 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 31st March 2015, its profit and its cash flows for the year ended on
that date
Report on Other Legal and Regulatory Requirements
1. As required by the Commpanies (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 specified in paragraphs 3 and 4 of the Order.
2. As required by section 143 (3) of the Act. we report that:
a. we have Sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books
c. the Balance sheet, statement of Profit and Loss, and Cash Flow
Statement dealt with by this Report are in agreement with the books of
account
d. in our opinion, the aforesaid financial sttements comply with the
applicable 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
f. In our opinion and to the best of our information and according to
the explanations given to us we report as under with respect to other
matters to be included in the Auditor's Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014::
i. The Company have pending litigations which would impact its
financial position :- Refer Note No. 22
ii. The Company did not have any long-term contracts including
derivative contracts; as such the question of commenting on any
material foressable losses thereon does not arise
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 THE AUDITORS' REPORT
Referred to in paragraph 1 under the heading of" Report on Other Legal
and Regulatory Requirements" of our report of even date
1. Fixed Assets
i) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
ii) As explained to us, all the fixed assets have been physically
verified by the management in phase periodical manner, which is in our
opinion reasonable. No material discrepancies were noticed on such
verification.
2. i) The Management has conducted physical verification of inventory
at reasonable interval.
ii) The procedure of physical verification of inventory followed by the
management are reasonable and adequate in relation to the size of the
company and the nature of its business.
iii) The company is maintaining proper records of inventory and no
material descrepancies were noticed on physical verification as
compared to book records.
3. The Company has not granted any loans, secured or unsecured,
to/form companies, firms or other parties covered in the Register
maintained under Section 189 of the Companies Act, 2013
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business, for the
purchase of inventory and 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 weakness in the underlying internal
control system.
5. According to the information and explanation given to us the
Company has not accepted any deposits from the public during the year
and, consequently the directives issued by the Reserve Bank of India
and the provision of Section 73 to 76 or any other relevant provisions
of the Companies Act, 2013 and the rules framed there under are not
applicable.
6. According to the information given to us by the management
Maintenance of cost records under section 148 (1) of The companies Act,
2013 are not prescribed for the product & Services of the Company.
7. Taxes and Duties :
i) According to the books and records as examined by us and according
to the information and explanation given to us, in our opinion, the
Company is generally regular in depositing with appropriate
authorities,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 statutory dues applicable to it.
ii) According to the information and explanations given to us, no
undisputed amounts payable in respect of income tax wealth tax, sales
tax, customs duty, and excise duty were outstanding, at the year end
for a period of more than six months from the date they become payable.
iii) According to the information and explantions given to us there are
no disputed dues of wealth Tax Sales Tax, Income tax, Income tax Custom
duty Service tax however, following disputed demands of Excise duty has
not been deposited:
Name of the Nature of Amount Forum
Statute Dispute involved where
(Rs. in dispute is
lacs) pending
Excise Custom Duty 58.11 Applellate
Act, 1944 on Conversion authority
of EPCG
licence
8. At the end of the current financial year Company's accumulated
losses have exceeded 50% of its net worth however, the Company has not
incurred any cash losses in the current year and in the immediately
preceding financial year.
9. In our opinion and according to the information and explanation
given to us, the Company has not defaulted in repayment of dues to
financial institutions and banks. The Company has not issued any
debenture.
10. According to the information and explantions given to us, in our
opinion the Company has not given any guarantee for loans taken by
others from banks or financial instiutions.
11. Accrding to the information and explanations given to us, and
based on the examination of the records of the company no term loan
taken during the year.
12. To the best of our knowledge and according to the information and
explanation given to us, no fraud by the Company and no material fraud
on the company has been noticed or repoted during the year.
For CLB & ASSOCIATES
Chartered Accountants
F.R. No. 124305W
CA. S. Sarupria
Partner
M.No. - 035783
Place: Bhilwara
Date : 29-5-2015
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of BHILWARA
SPINNERS LTD ("the Company"), which comprise the Balance Sheet as at
March 31,2013 and the Statement of Profit and Loss and Cash Flow
Statment for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for 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 misstatment 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 finacial 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 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 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, 2013;
(b) in the case of the Statement of Profit and Loss, 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 year
ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Commpanies (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 referred
to in subsection (3C) of section 211 of the Companies Act. 1956;
e. on the basis of written representations received from the directors
as on March 31, 2013, and taken on record by the Board of Directors
none of the directors is disqualified as on March 31, 2013 from being
appointed as a director in terms of clause (g) of sub-section (I) of
section 274 of the Companies Act, 1956.
ANNEXURE TO THE AUDITORS'' REPORT
Referred to in paragraph 1 under the heading of" Report on Other Legal
and Regulatory Requirements" of our report of even date
Fixed Assets
i) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
ii) As explained to us, all the fixed assets have been physically
verified by the management in phase periodical manner, which is in our
opinion reasonable. No material discrepancies were noticed on such
verification.
iii) In our opinion the substantial part of fixed assets has been
disposed off by the company however according to the information and
explanation given to us the going concern status of the Company is not
affected.
1. i) The Management has conducted physical verification of inventory
at reasonable interval.
ii) The procedure of physical verification of inventory followed by the
management are reasonable and adequate in relation to the size of the
company and the nature of its business.
iii) The company is maintaining proper records of inventory and no
material descrepancies were noticed on physical verification as
compared to book records.
2. The Company has neither granted nor taken any loans, secured or
unsecured, to/from companies, firms or other parties listed in the
Register maintained under Section 301 of the Companies Act, 1956.
3. In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, we have not observed any major weakness
in such internal control system.
4. In our opinion and according to the information and explanations
given to us and record examined by us there was no transaction in
pursuance of such contract with parties exceeding in value Rupees five
lakhs have been made.
5. According to the information and explanation given to us the
Company has not accepted any deposits from the public during the year
and, consequently the directives issued by the Reserve Bank of India
and the provision of Section 58A and 58AA or any other relevant
provisions of the Companies Act, 1956 and the rules framed there under
are not applicable.
6. In our opinion the company has no internal audit system
commensurate with the size and nature of its business.
7. According to the information given to us by the management
Maintenance of cost records under section 209(1) (d) of The companies
Act, 1956 are not applicable to the company.
8. Taxes and Duties :
i) According to the books and records as examined by us and according
to the information and explanation given to us, in our opinion, the
Company is generally regular in depositing with appropriate
authorities,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 statutory dues applicable to it.
ii) According to the information and explanations given to us, no
undisputed amounts payable in respect of income tax wealth tax, sales
tax, customs duty, and excise duty were outstanding, at the year end
for a period of more than six months from the date they become payable.
iii)As at 31st March 2013, according to the records of the company and
the information and explanation given to us, the following are the
particulars of dues on account of Sales Tax, Income tax, Custom duty
and Excise duty, as applicable, that have not been deposited on account
of disputes :
Name of the Nature of Amount Forum
Statute Dispute involved where
(Rs. in dispute is
lacs) pending
Excise Custom Duty 58.11 Applellate
Act, 1944 on Conversion authority
of EPCG
licence
9. At the end of the current financial yearCompany''s accumulated
losses have exceeded 50% of its net worth however, the Company has not
incurred any cash losses in the current year and in the immediately
preceding financial year.
10. Based on the audit procedures and according to the records of the
Company examined by us and the information and explanations given to
us, the company has not defaulted in repayment of dues to bank. The
company has neither taken any loans from a financial institution nor
issued any debentures.
11. Based on our examination of records and information and
explanation given to us, the company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities. Therefore, the provision of the clause
4 (xii) of the Order are not applicable to the company.
12. The Company is not a chit fund / Nidhi/ Mutual benefit fund/
Society. Therefore, the provisions of clause 4(xiii) of the Order are
not applicable to the Company.
13. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in securities.
14. As per the information and explanations given to us, in our
opinion the Company has not given any guarantee for loans taken by
others from banks or financial institutions.
15. Based on the examination of books of accounts no term loans taken
during the year.
16. According to information and explanations given to us and on
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.
17. The Company has not made any preferential allotment of shares to
the Parties or companies covered in the register maintained under
Section 301 of The Companies Act, 1956.
18. The Company has not issued any debentures during the year and
there are No debentures outstanding on at the year end, therefore the
question of creation of Securities does not arise.
19. The Company has not raised any money through a public issue during
the year.
20. According to the information and explanations given to us, we
report that no fraud on or by the Company has been noticed or reported
during the year.
For CLB & ASSOCIATES
Chartered Accountants
F.R. No. 124305W
CA. S. Sarupria
Partner
M.No. - 035783
Place: Bhilwara
Date : 28-5-2013
Mar 31, 2011
1. We have audited the attached Balance Sheet of BHILWARA SPINNERS
LTD., as at 31 st March, 2011, the Profit and Loss Account and the cash
flow statement for the year ended 31 st March 2011 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 bases on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditors Report) order, 2003 (Order)
issued by the Company Law Board in terms of sub- section (4A) of
section 227 of the Companies Act, 1956 and on the basis of such checks
as considered appropriate and according to the information and
explanation given to us during the course of audit, we annex hereto a
Statement on the matters specified in Paragraphs 4 and 5 of the. said
Order.
4. Further to our comments in the Annexure referred to above, we
report that:
i). 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.
ii). In our opinion, proper books of account, as required by law, have
been kept by the Company, so far, as appear from our examination of
those books;
iii). The Balance Sheet, Profit and Loss Account and dealt with by this
report are in agreement with the books of account;
iv). In our opinion, the Balance Sheet, Profit and Loss Account dealt
with by this report comply with the accounting standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956.
v). On the basis of written representations received from the
Directors, as on March 31,2011, and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
March 31, 2011 from being appointed as Director in terms of clause (g)
of sub-section (1) of Section 274 of the Companies Act, 1956.
vi). In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read with notes
thereon, gives the information required by the Companies Act, 1956 in
the manner so required and give a true and fair view: -
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011; and
b) In the case of the statement of Profit & Loss, profit of the year
ended on that date;
c) In the case of Cash Flow Statements, of the cash flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Annexure referred to In paragraph 3 of our report of even date to the
shareholders of Bhilwara Spinners Limited on the accounts for the year
ended 31st March, 2011)
1. Fixed Assets
i) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets,
ii) As explained to us, all the fixed assets have been physically
verified by the management In phase periodical manner, which Is In our
opinion reasonable. No material discrepancies were noticed on such
verification.
iii) In our opinion the substantial part of fixed assets has been
disposed off by the company however according to the information and
explanation given to us the going concern status of the Company is not
affected.
2. The Company does not have any Stock during the year hence
paragraphs 2 (a), 2(b), 2 (c) of the order, are not applicable.
3. The Company has neither granted nor taken any loans, secured or
unsecured, to/from companies, firms or other parties listed in the
Register maintained under Section 301 of the Companies Act, 1956.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit, we have not observed any major weakness
in such internal control system.
5. a) In our opinion and according to the information and explanations
given to us, the particulars of contracts or arrangement that need to
be entered into the register maintained under 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 aforesaid transaction exceeding the aggregate amount of Rs.
five lacs In respect of each party made during the year, have been made
at prices which are reasonable having regard to the prevailing market
prices at the relevant time.
6. According to the Information and explanation given to us the
Company has not accepted any deposits from the public during the year
and, consequently the directives Issued by the Reserve Bank of India
and the provision of Section 58A and 58AA or any other relevant
provisions of the Companies Act, 1956 and the rules framed there under
are not applicable,
7. In our opinion , the company has an Internal audit system
commensurate with the size and nature of Its business,
8. Maintenance of cost records under section 209(1) (d) of The
companies Act, 1956 are not applicable to the company.
9. Taxes and Duties:
i) According to the books and records as examined by us and according
to the information and explanation given to us, in our opinion, the
Company is generally regular in depositing with appropriate
authorities, 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 statutory dues applicable to it.
ii) According to the information and explanations given to us, no
undisputed amounts payable in respect of income tax wealth tax, sales
tax, customs duty, and excise duty were outstanding, at the year end
for a period of more than six months from the date they become payable.
iii) As at 31st March 2011, according to the records of the company and
the information and explanation given to us, the following are the
particulars of dues on account of Sales Tax, Income tax, Custom duty
and Excise duty, as applicable, that have not been deposited on account
of disputes :
Name of the Nature of Amount Forum
Statute Dispute Involved where
(Rs. in dispute is
lacs) pending
Central Excise Excise 58.11 Applellate
Act 1944 Duty authority/
High Court
10. At the end of the current financial year Company's accumulated
losses have exceeded 50% of its net worth however, the Company not
incurred cash losses in the current year but in the immediately
preceding financial year.
11. Based on the audit procedures and according to the records of the
company examined by us and the information and explanations given to
us, the company has not defaulted in repayment of dues to bank. The
company has neither taken any loans from a financial institution nor
issued any debentures.
12. Based on our examination of records and information and
explanation given to us, the company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities. Therefore, the provision of the clause
4 (xii) of the order are not applicable to the company.
13. The Company is not a chit fund / Nidhi/ Mutual benefit fund/
Society. Therefore, the provisions of clause 4(xiii) of the Order are
not applicable to the Company.
14. In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in securities.
15. As per the information and explanations given to us, in our
opinion the Company has not given any guarantee for loans taken by
others from banks or financial institutions.
16. Based on the examination of books of accounts no term loans taken
during the year.
17. According to information and explanations given to us and on
overall examination of the balance sheet of the Company,
we report that no funds raised on short-term basis have been used for
long-term investment.
18. The Company has not made any preferential allotment of shares to
the Parties or companies covered in the register maintained under
Section 301 of The Companies Act, 1956
19. The Company has not issued any debentures during the year and
there are No debentures outstanding on at the year end, therefore the
question of creation of Securities does not arise.
20. The Company has not raised any money through a public issue during
the year.
21. According to the information and explanations given to us. we
report that no fraud on or by the Company has been noticed or reported
during the year.
For CLB & ASSOCIATES
Chartered Accountants
(S. SARUPRIA)
Partner
M.No. - 035783
Place : Bhilwara
Dated : 14-5-2011
Mar 31, 2010
We have audited the attached balance sheet of Bhilwara Spinners Limited
as at 31st March, 2010 and also the profit and loss account for the
year ended on that date, annexed thereto and the Cash Flow Statement
for the year ended as on that date. 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 standard 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.
As required by the Companies (Auditors Report) Order, 2003 (as amended
by the Companies (Auditors Report) (Amendment) Order,2004 issued by the
Central Government in terms of Section 227(4A) of the Companies Act,
1956, we give our comments in the annexure on the matters specified in
paragraphs 4 and 5 of the said order.
Further to our comments in the Annexure referred to above, we report
that:
(i) 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;
(ii) 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
those books;
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
accounts;
(iv) In our opinion, the Balance Sheet, Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with the mandatory
accounting standards specified by the Institute of Chartered
Accountants of India referred to in sub-section (3C) of Section 211 of
the Companies Act, 1956;
(v) On the basis of written representation received from the directors
as on 31st March, 2010 and taken on record by the Board of Directors,
we report that none of the Directors is disqualified as on 31st March,
2010 from being appointed as a Director in terms of Clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
In our opinion and to the best of our information and according to the
explanations given to us, the said accounts, read together with
Accounting Policies & notes given in schedule 15, give the information
required by Companies Act, 1956, in the manner so required and give
true and fair view in conformity with the accounting principles
generally accepted in India:
(i) In the case of Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010; and
(ii) In the case of Profit and Loss account, of the loss for the year
ended on that date.
(iii) In the case of Cash Flow statement, of the cash flows for the
year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
(Annexure referred to in paragraph 3 of our report of even date to the
shareholders of Bhilwara Spinners Limited on the accounts for the year
ended 31st March, 2010.)
(i) (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, major fixed assets have been physically
verified by the management at such intervals as considered appropriate
by the Management. We have been explained that no material
discrepancies were noticed on such verification as compared to book
records.
(c) Inouropinion, Fixed assets disposed off during the year were not
substantial and therefore do not affect the going concern assumption.
(ii) (a) We have been explained that the inventory
with the company except lying with the outside parties has been
physically verified by the management at the year end;
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
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 the company is maintaining proper records of
inventory and as far as we could ascertain and according to the
information and explanations given to us, no material discrepancies
were noticed on physical verification of the Inventory;
(iii) (a) The Company has not granted any loans, secured or unsecured
to companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act, 1956. Accordingly sub-clauses
(b), (c) and (d) are not applicable.
(b) The company had taken unsecured loan from one company covered in
the register maintained under Section 301 of the Companies Act, 1956 in
the past. The maximum amount involved during the year was Rs. 840 Lacs
and the same was squared off during the year.
(c) In our opinion, the rate of interest and other terms and conditions
of the aforesaid unsecured loan taken by the company are not prima
facie prejudicial to the interest of the company;
(d) In our opinion and according to the information and explanations
given to us, the payment of the principle amount and interest thereon
are also regular.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control system commensurate
with the size of the Company and the nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods and
services. Further, on the basis of our examination and according to the
information and explanations given to us, we have neither came across
nor have been informed of any instance of major weakness in the
aforesaid internal control procedures.
(v) (a) In our opinion and according to the information and
explanations given to us, the particulars of contracts or arrangements
that need to be entered in to the register maintained under 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 aforesaid transactions exceeding the aggregate amount of
Rs. five lacs in respect of each party made during the year, have been
made at prices which are reasonable having regard to the prevailing
market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public and
consequently, the directives issued by the Reserve bank of India and
the provision of Section 58A, 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed there under are not
applicable.
(vii) In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
(viii) We have broadly reviewed the books of account maintained by the
Company pursuant to the order made by the Central Government for the
maintenance of cost records under section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made & maintained. We have however, not
made a detailed examination of such books and records to determine
whether these are accurate or complete.
(ix) (a) According to the information and explanation given to us and
on the basis of our examination of the books of account, the company
has been generally regular in depositing the 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 any other material statutory
dues applicable to it with the appropriate authorities. According to
information & explanations given to us, no undisputed amounts in
respect of the above were in arrears, as at 31st March, 2010 for a
period of more than six month from the date they become payable.
(b) As at 31st March, 2010, according to the records of the company and
the information and explanations given to us, the following are the
particulars of dues on account of Sales Tax, Income Tax, Customs Duty
and Excise Duty, as applicable, that have not been deposited on account
of disputes:
Name of the Nature of Amount Forum
Statute Dispute Involved where
(Rs. In dispute is
lacs) pending
Customs Custom Duty 226.20 CESTAT
Act, 1964 on conversion
of EPCG
licence
(x) At the end of the current financial year companys accumulated
losses have exceeded 50 % of the net worth of the Company.
The company has incurred cash losses during the current financial year
as well as in the immediate previous year also.
(xi) According to the information and explanation given to us, we are
of the opinion that the company has not defaulted in repayment of dues
to the financial institutions or banks
(xii) The company has not granted any 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/society. Therefore, the provision s of clause 4(xiii) of
the Companies (Auditors report) Order, 2003 (as amended) are not
applicable to the company.
(xiv) On the basis of examination of books of accounts and according to
information and explanations given to us, the company is not dealing or
trading in shares, securities, debentures and other Investments.
(xv) As per the information and explanations given to us, during the
year company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xvi) The Company has not obtained any fresh term loans from Banks or
Financial Institutions during the current financial 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) According to the information and explanation given to us, the
company has not made any preferential allotment of shares to parties or
companies covered in register maintained under Section 301 of the Act.
(xix) The company has not issued any debentures, consequently the
provisions of clause 4(xix) of the Companies (Auditors Report) Order,
2003 (as amended) are not applicable to the company
(xx) The company has not raised any money by means of public issue.
(xxi) According to the information and explanation given to us, no
fraud on or by the Company has been noticed or reported during the
year.
For K S M N & Company
Chartered Accountants
Firms Regn No 001075N
Harish Gupta
Partner
Membership No. 98336
Place : New Delhi
Date :29th April, 2010