Auditor Report of Brooks Laboratories Ltd.
Mar 31, 2018
Report on the Ind AS Financial Statements
We have audited the accompanying Ind AS financial statements of Brooks Laboratories Limited (âthe Companyâ), which comprise the Balance Sheet as at 31st March 2018, the Statement of Profit and Loss (including other comprehensive income), the Statement of Cash Flows and the Statement of Changes in Equity for the year ended on that date and a summary of the significant accounting policies and other explanatory information (herein after referred to as âInd AS financial statementsâ).
Managementâs Responsibility for the Ind AS Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in sub-section 5 of Section 134 of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (âInd ASâ) prescribed under Section 133 of the Act, read with relevant rules issued thereunder.
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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these Ind AS 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 sub-section 10 of Section 143 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 Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial controls relevant to the Companyâs preparation of the Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the Ind AS 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 Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS 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 including the Ind AS, of the financial position of the Company as at 31stMarch2018, and its financial performance including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ), issued by the Central Government of India in exercise of powers conferred by sub-section 11 of section 143 of the Act, we enclose in âAnnexure Aâ, a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by sub-section 3 of Section 143 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 Statement of Profit and Loss (including other comprehensive income), the Statement of Cash Flows and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the Act, read with relevant rules issued thereunder;
e) On the basis of the written representations received from the Directors as on 31stMarch 2018 and taken on record by the Board of Directors, none of the Directors are disqualified as on 31stMarch 2018 from being appointed as a Director in terms of subsection 2 of Section 164 of the Act;
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in âAnnexure Bâ and ;
g) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements (refer note no. 31 of the Ind AS financial statements)
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
iv. The disclosures regarding details of specified bank notes held and transacted during 8th November, 2016 to 30th December, 2016 has not been made since the requirement does not pertain to financial year ended 31st March 2018.
Annexure âAâ referred to in Paragraph 1 of âReport on Other Legal and Regulatory Requirementsâ of our Report of even date on the accounts of Brooks Laboratories Limited for the year ended 31st March 2018.
As required by the Companies (Auditors Report) Order, 2016 and according to the information and explanations given to us during the course of the audit and on the basis of such checks of the books and records as were considered appropriate we report that:
(i) a) The company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets.
b) As explained to us, the fixed assets have been physically verified by the management in accordance with a phased programme of verification, which in our opinion is reasonable, considering the size of the company and the nature of its assets. In accordance with this program certain fixed assets were verified during the year. The frequency of verification is reasonable and no discrepancies have been noticed on such physical verification.
c) According to the information and explanations given to us and on the basis of our examination of records of the Company, the title deeds of immovable properties are held in the name of the Company.
(ii) The inventories have been physically verified by the management during the year at reasonable intervals. Discrepancies noticed on physical verification of inventories as compared to book records were not material and have been properly dealt with in the books of account.
(iii) a) During the year the Company has not granted any Loan, secured or unsecured, to any party covered in the registered maintained under section 189 of the Companies Act, 2013.
b) In view of our comments in para (iii) (a) above, clauses 3 (iii) (a), (b) and (c) of the said Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanation given to us, section 185 of the Companies Act, 2013 is not applicable, since the Company has not granted any loan during the year. With regards to investments in securities of other body corporates, the Company has complied with the provisions of section 186 of the Companies Act, 2013.
(v) The Company has not accepted any deposits from the public.
(vi) As per explanation & information given to us, the Company has maintained proper cost records pursuant to the rules prescribed by the Central Government for the maintenance of cost records under section 148 (1) of the Companies Act, 2013. However, the same have not been reviewed by us.
(vii) a) According to the records of the Company, amount deducted/accrued in the books of accounts in respect of the undisputed statutory dues including Provident Fund, Employeeâs State Insurance, Income tax, Sales tax, Service tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other Statutory Dues to the extent applicable to the Company, have been regularly deposited with the appropriate authorities. According to the information and explanations given to us, there are no undisputed amount payable in respect of such statutory dues which have remained outstanding as at 31st March, 2018 for a period more than six months from the date they became payable.
b) According to the information and explanations given to us, disputed dues of Income Tax, Sales Tax, Service Tax, Duty of Custom, Duty of Excise, and Value Added Tax which have not been deposited on account of disputes with the related authorities are as under.
|
Nature of Liability |
Amount (Rs. in lacs) |
Period to which matter pertains |
Forum at which dispute is pending |
|
Income Tax |
1,400.72 |
A Y 2012-13 |
Income Tax Appellate Tribunal |
|
339.51 |
A Y 2013-14 |
Commissioner of Income Tax - Appeals |
|
|
142.85 |
A Y 2014-15 |
Commissioner of Income Tax - Appeals |
|
|
0.68 |
A Y 2015-16 |
Commissioner of Income Tax - Appeals |
(viii) In our opinion and according to the information and explanation given to us the Company has not defaulted in repayment of its dues to banks. The Company did not have any outstanding dues to any financial institution & debenture holders during the year.
(ix) According to the information & explanations given to us, the Company has not raised monies by way of initial public offer or further public offer (including debt instruments). In our opinion and according the explanations given to us, on an overall basis, the term loans were applied for the purposes for which those were raised.
(x) According to the information & explanations given to us, no fraud by the company or on the company by its officers or employees has been noticed or reported during the course of our audit.
(xi) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has paid / provided for managerial remuneration in accordance with requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3 (xii) of the Order is not applicable.
(xiii) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has not entered into any transactions with related parties in terms of section 177 and 188 of the Act. Accordingly, paragraph 3 (xiii) of the Order is not applicable.
(xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with the directors or persons connected with him. Accordingly, paragraph 3 (xv) of the Order is not applicable.
(xvi) In our opinion and according to the information and explanation given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Annexure âBâ to the Independent Auditorâs Report of even date on the financial statements of Brooks Laboratories Limited for the year ended 31st March 2018.
Report on the Internal Financial Controls under Clause (i) of Sub-section3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Brooks Laboratories Limited (âthe Companyâ) as of March 31, 2018 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorsâ Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing, issued by ICAI and deemed to be prescribed undersection143 (10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may be come in adequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
For S G C O & Co.LLP
Chartered Accountants
Firmâs Registration No. 112081W/W100184
Sd/-
Suresh Murarka
Partner
Mem. No. 44739
Place: Mumbai
Date:29th May, 2018
Mar 31, 2016
Auditor''s Report
To the Members of Brooks Laboratories Limited Report on the Financial Statements
We have audited the accompanying Financial Statements of Brooks Laboratories Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2016, 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
The Company''s Board of Directors 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 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 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; and 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 to express an opinion on these Financial Statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and 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. 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 Financial Statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Financial Statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India of the state of affairs of the Company as at 31st March 2016, 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 Companies (Auditor''s Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section143 of the Act, we give in the "Annexure A" 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 further 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 Statements 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, 2016, and taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2016, from being appointed as a director in terms of Section 164(2) of the Act.
f) with respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer our separate report in "Annexure B"; and
g) 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 has disclosed the impact of pending litigations on its financial position in its Financial Statements. (Refer Note no. 28 of Financial Statements)
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
iii. There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the Company.
Annexure referred to in Paragraph 1 of "Report on Other Legal and Regulatory Requirements" of our Report of even date on the accounts of Brooks Laboratories Limited for the year ended 31st March 2016.
As required by the Companies (Auditors Report) Order, 2016 and according to the information and explanations given to us during the course of the audit and on the basis of such checks of the books and records as were considered appropriate we report that:
(i) a) The company has maintained proper records showing full particulars including quantitative details and situation of its fixed assets.
b) As explained to us, the fixed assets have been physically verified by the management in accordance with a phased programme of verification, which in our opinion is reasonable, considering the size of the Company and the nature of its assets. In accordance with this program certain fixed assets were verified during the year. The frequency of verification is reasonable and no discrepancies have been noticed on such physical verification.
c) According to the information and explanations given to us and on the basis of our examination of records of the Company, the title deeds of immovable properties are held in the name of the Company.
(ii) The inventories have been physically verified by the management during the year at reasonable intervals. Discrepancies noticed on physical verification of inventories as compared to book records were not material and have been properly dealt with in the books of account.
(iii) a) During the year the Company has not granted any Loan, secured or unsecured, to any party covered in the registered maintained under section 189 of the Companies Act, 2013.
b) In view of our comments in para (iii) (a) above, clauses 3 (iii) (a), (b) and (c) of the said Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanation given to us, section 185 of the Companies Act, 2013 is not applicable, since the Company has not granted any loan during the year. With regards to investments in securities of other body corporate, the Company has complied with the provisions of section 186 of the Companies Act, 2013.
(v) The Company has not accepted any deposits from the public
(vi) As per explanation & information given to us, the Company has maintained proper cost records pursuant to the rules prescribed by the Central Government for the maintenance of cost records under section 148 (1) of the Companies Act, 2013. However, the same have not been reviewed by us.
(vii) a) According to the records of the Company, amount deducted/accrued in the books of accounts in
respect of the undisputed statutory dues including Provident Fund, Employee''s State Insurance, Income tax, Sales tax, Service tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other Statutory Dues to the extent applicable to the Company, have been regularly deposited with the appropriate authorities. According to the information and explanations given to us, there are no undisputed amount payable in respect of such statutory dues which have remained outstanding as at 31st March, 2016 for a period more than six months from the date they became payable.
b) According to the information and explanations given to us, disputed dues of Income Tax, Sales Tax, Service Tax, Duty of Custom, Duty of Excise, and Value Added Tax which have not been deposited on account of disputes with the related authorities are as under.
|
Nature of Liability |
Amount (Rs. in lacs) |
Period to which matter pertains |
Forum at which dispute is pending |
|
Income Tax |
1,400.72 |
A.Y 2012-13 |
Commissioner of Income Tax -Appeals |
|
Income Tax |
339.51 |
A.Y 2013-14 |
Commissioner of Income Tax -Appeals |
(ix) In our opinion and according to the information and explanation given to us the Company had raised money by way of initial public offer in the FY 2011-12 and has applied the money raised by way of initial public offer and term loans for the purpose they were raised.
(x) According to the information & explanations given to us, no fraud by the company or on the company by its officers or employees has been noticed or reported during the course of our audit.
(xi) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has paid / provided for managerial remuneration in accordance with requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, paragraph 3 (xii) of the Order is not applicable.
(xiii) According to the information and explanation given to us and based on our examination of the records of the Company, all transactions with the related parties are in compliance with section 188 and 177 of Companies Act, 2013 wherever applicable and the details have been disclosed in the financial statements as required by the "Accounting Standard 18" - Related Party disclosure specified under section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.
(xiv) The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) According to the information and explanation given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with the directors or persons connected with him. Accordingly, paragraph 3 (xv) of the Order is not applicable.
(xvi) In our opinion and according to the information and explanation given to us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Annexure "B" to the Independent Auditor''s Report of even date on the financial statements of Brooks Laboratories Limited for the year ended 31st March 2016.
Report on the Internal Financial Controls under Clause (I) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Brooks Laboratories Limited ("the Company") as of March 31, 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
The Company''s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors'' Responsibility
Our responsibility is to express an opinion on the Company''s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143 (10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that We comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company''s assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management over ride of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Qualified Opinion
According to the information and explanation given to us and based on our audit, the following material weakness has been identified in the operating effectiveness of the Company''s internal financial controls over financial reporting as at 31st March, 2016 :
The documentation in respect of specific policies and procedures and the IT Controls pertaining to internal financial controls over financial reporting are not adequate and needs to be further strengthened. This may potentially result in the risk of overriding of these controls and misstatement in recording of transaction.
A "material weakness" is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company''s annual or interim financial statements will not be prevented or detected on a timely basis.
In our opinion, except for the possible effect of the material weakness described above on the achievement of the objectives of the control Criteria, the company has maintained, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
We have considered the material weaknesses identified and reported above in determining the nature, timing and audit tests applied in our audit of the financial statements of the Company and these material weaknesses above does not affect our opinion on the financial statements of the Company.
ForS G C O&Co.
Chartered Accountants
Firm''sReg. No. 112081W
Sd/-
Suresh Murarka
Partner
Mem. No. 44739
Place: Mumbai
Date : 27th May, 2016
Mar 31, 2015
We have audited the accompanying Financial Statements of Brooks
Laboratories Limited ("the Company"), which comprise the Balance Sheet
as at March 31, 2015, 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
The Company's Board of Directors 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 give a true and
fair view of the financial position, financial performance and cash
fows 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; and 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 to express an opinion on these Financial
Statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made there under. We conducted our
audit in accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Those Standards require that we comply
with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and 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 Financial
Statements.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid Financial Statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India of the state of affairs of the Company as
at 31st March 2015, its proft and its cash fows for the year ended on
that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section143 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 further 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 Statements 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 are disqualified as on March 31, 2015, from being
appointed as a director in terms of Section 164(2) of the Act.
f) 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, in our opinion and to the best of our information and according
to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its Financial Statements. (Refer Note no. 28 of
Financial Statements)
ii. The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
losses;
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
Annexure to Auditors Report
Annexure referred to in Paragraph 1 of "Report on Other Legal and
Regulatory Requirements" of our Report of even date on the accounts of
Brooks Laboratories Limited for the year ended 31st March 2015.
As required by the Companies (Auditors Report) Order, 2015 and
according to the information and explanations given to us during the
course of the audit and on the basis of such checks of the books and
records as were considered appropriate we report that:
(i) a) The company has maintained proper records showing full
particulars including quantitative details and situation of its fixed
assets.
b) As explained to us, all the fixed assets have been physically
verified by the management in accordance with a phased programme of
verification, which in our opinion is reasonable, considering the size
and the nature of its assets. In pursuance to the programme, certain
fixed assets have been physically verified by the Company during the
year. The frequency of verification is reasonable and no discrepancies
have been noticed on such physical verification.
(ii) a) The inventories have been physically verified during the year
by the management at the year end.
b) The procedures of physical verification of the inventories followed
by the management are reasonable and adequate in relation to the size
of the Company and the nature of its business.
c) The Company has maintained proper records of its inventories. No
material discrepancies were noticed on physical verification as
compared to book records.
(iii) a) During the year the Company has not granted any secured or
unsecured loan to any party covered in the registered maintained under
section 189 of the Companies Act, 2013.
b) In view of our comments in para (iii) (a) above, clauses 3 (iii) (a)
and (b) of the said Order are not applicable to the Company.
(iv) In our opinion and according to the information and explanation
given to us there is an adequate internal control system commensurate
with the size of the Company and the nature of its business with regard
to purchase 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 internal control
system.
(v) The Company has not accepted any deposits from the public.
(vi) As per explanation & information given to us, the Company has
maintained proper cost records pursuant to the rules prescribed by the
Central Government for the maintenance of cost records under section
148 (1) of the Companies Act, 2013. However, the same have not been
reviewed by us.
(vii) a. Accordingly to the records of the Company, the undisputed
statutory dues including Provident Fund, Income tax, Sales tax, Wealth
tax, Service tax, Duty of Customs, Duty of Excise, Value Added Tax and
Cess, to the extent applicable to the Company, have been regularly
deposited with the appropriate authorities. According to the
information and explanations given to us, there are no undisputed
amount payable in respect of such statutory dues which have remained
outstanding as at 31st March, 2015 for a period more than six months
from the date they became payable.
b. According to the information and explanations given to us, disputed
dues of Income Tax, Sales Tax, Wealth Tax, Service Tax, duty of Custom,
duty of Excise , Value Added Tax and Cess which have not been deposited
on account of disputes with the related authorities are as under.
Nature Amount Period Forum
of (Rs, in lacs) to which at which
Liability matter dispute is
pertains pending
Income 1400.72 A.Y. 2012-13 Commissioner
Tax of Income Tax
(Mohali)
c. There is no amount which is required to be transferred to Investor
Education and Protection Fund by the Company in accordance with the
relevant provisions of the Companies Act, 1956 (1 of 1956) and rules
made there under.
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred any cash losses during the
financial year and in the immediately preceding financial year.
(ix) In our opinion and according to the information and explanation
given to us the Company has not defaulted in repayment of its dues to
banks. The Company did not have any outstanding dues to any financial
institution & debenture holders during the year.
(x) The Company has not given any guarantee for loans taken by others
from banks and financial institutions.
(xi) The Company has not obtained any term loan during the year.
(xii) During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
any fraud on or by the Company, noticed or reported during the year,
nor have we been informed of such case by the Management.
For S G C O & Co.
Chartered Accountants
Firm Reg No. 112081W
Sd/-
Suresh Murarka
Partner
Mem No : 44739
Place : Mumbai
Date : 29th May, 2015
Mar 31, 2014
We have audited the accompanying financial statements of "Brooks
Laboratories Limited" 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 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.
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
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.
1. As required by the Companies (Auditor''s Report) Order, 2003
("theOrder") 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
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 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, 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.
The Annexure referred to in paragraph 1 of Our Report of even date to
the members of Brooks Laboratories Limited on the accounts of the
company for the year ended 31st March, 2014.
On the basis of such checks as we considered appropriate and according
to the information and explanation given to us during the course of our
audit, we report that:
1. (a) The company has maintained proper records showing full
particulars including quantitative details and situation of its fixed
assets.
(b) As explained to us, fixed assets have been physically verified by
the management at reasonable intervals; no material discrepancies were
noticed on such verification.
(c) In our opinion, the Company has not disposed off any substantial/
major part of fixed assets during the year and going concern status of
the company is not affected.
(a) As explained to us, inventories have been physically verified
during the year by the management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
(c) In our opinion and on the basis of our examination of the records,
the Company is generally maintaining proper records of its inventories.
No material discrepancy was noticed on physical verification of stocks
by the management as compared to book records.
3. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has not granted any loans, secured or unsecured, to companies, firms or
other parties listed in the register maintained under Section 301 of
the Companies Act, 1956. Consequently, the provisions of clauses iii
(b), iii(c) and iii (d) of the order are not applicable to the Company.
(e) According to the information and explanations given to us and on
the basis of our examination of the books of account, the Company has
not taken loans from companies, firms or other parties listed in the
register maintained under Section 301 of the Companies Act, 1956. Thus
sub clauses (f) & (g) are not applicable to the company.
4. In our opinion and according to the information and explanations
given to us, there is generally an adequate internal control procedure
commensurate with the size of the company and the nature of its
business, for the purchase of inventories & fixed assets and payment
for expenses & for sale of goods. During the course of our audit, no
major instance of continuing failure to correct any weaknesses in the
internal controls has been noticed.
5. a) According to the information and explanations given to us,
Company has not entered into any contracts or arrangements referred to
in section 301 of the Act;
b) As the Company has not entered into any transaction, no comments
have been given in respect of Clause 4(v) of the Companies (Auditor''s
Report) Order, 2003.
6. The Company has not accepted any deposits from the public covered
under section 58A and 58AA of the Companies Act, 1956.
7. As per information & explanations given by the management, the
Company has an internal audit system commensurate with its size and the
nature of its business.
8. As per information & explanation given by the management,
maintenance of cost records has been prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Act and we are of the opinion that prima facie the prescribed accounts
and records have been made and maintained.
9. (a) According to the records of the company, undisputed statutory
dues including Investor Education and Protection Fund, Income-tax,
Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess,
Employees Provident Fund and Employees State Insurance to the extent
applicable and any other statutory dues have generally been regularly
deposited with the appropriate authorities. According to the
information and explanations given to us there were no outstanding
statutory dues as on 31st of March, 2014 for a period of more than six
months from the date they became payable.
b) According to the information and explanations given to us, there is
no amounts payable in respect of income tax, wealth tax, service tax,
sales tax, customs duty and excise duty which have not been deposited
on account of any disputes.
10. The Company does not have any accumulated loss and has not
incurred cash loss during the financial year covered by our audit and
in the immediately preceding financial year.
11. Based on our audit procedures and on the information and
explanations given by the management, we are of the opinion that, the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund or a nidhi /mutual benefit
fund/society. Therefore, the provision of this clause of the Companies
(Auditor''s Report) Order, 2003 (as amended) is not applicable to the
Company.
14. According to information and explanations given to us, the Company
is not trading in Shares, Mutual funds & other Investments.
15. According to the information and explanations given to us, the
Company has not given any guarantees for loan taken by others from a
bank or financial institution.
16. Based on our audit procedures and on the information given by the
management, we report that the company has not raised any term loans
during the year.
17. Based on the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company as at 31st
March, 2014, we report that no funds raised on short-term basis have
been used for long-term investment by the Company.
18. Based on the audit procedures performed and the information and
explanations given to us by the management, we report that the Company
has not made any preferential allotment of shares during the year.
19. The Company has no outstanding debentures during the period under
audit.
20. The Company has not raised any money by public issue during the
year.
21. Based on the audit procedures performed and 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, nor have we been informed
of such case by the management.
For J. K. JAIN & ASSOCIATES
Chartered Accountants
Sd/-
(J.K. Jain)
Partner
Place : Chandigarh M.No. 083140
Date : 28.05.2014 FRN 004025N
Mar 31, 2013
1. We have audited the accompanying financial statements of "Brooks
Laboratories Limited" which comprise the Balance Sheet as at March 31,
2013, 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.
2. 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.
3. 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.
4. An audit involves performing procedures to obtain audit evidence
about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
5. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion.
6. 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, 2013;
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.
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
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 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 (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.
The Annexure referred to in paragraph 1 of Our Report of even date to
the members of Brooks Laboratories Limited. on the accounts of the
company for the year ended 31st March, 2013.
On the basis of such checks as we considered appropriate and according
to the information and explanation given to us during the course of our
audit, we report that:
1. (a) The company has maintained proper records showing full
particulars including quantitative details and situation of its fixed
assets.
(b) As explained to us, fixed assets have been physically verified by
the management at reasonable intervals; no material discrepancies were
noticed on such verification.
(c) In our opinion, the Company has not disposed off any substantial/
major part of fixed assets during the year and going concern status of
the company is not affected.
2. (a) As explained to us, inventories have been physically verified
during the year by the management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management are reasonable and adequate in relation to
the size of the company and the nature of its business.
(c) In our opinion and on the basis of our examination of the records,
the Company is generally maintaining proper records of its inventories.
No material discrepancy was noticed on physical verification of stocks
by the management as compared to book records.
3. (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company
has not granted any loans, secured or unsecured, to companies, firms or
other parties listed in the register maintained under Section 301 of
the Companies Act, 1956. Consequently, the provisions of clauses iii
(b), iii(c) and iii (d) of the order are not applicable to the Company.
(b) According to the information and explanations given to us and on
the basis of our examination of the books of account, the Company has
not taken loans from companies, firms or other parties listed in the
register maintained under Section 301 of the Companies Act, 1956. Thus
sub clauses (f) & (g) are not applicable to the company.
4. In our opinion and according to the information and explanations
given to us, there is generally an adequate internal control procedure
commensurate with the size of the company and the nature of its
business, for the purchase of inventories & fixed assets and payment
for expenses & for sale of goods. During the course of our audit, no
major instance of continuing failure to correct any weaknesses in the
internal controls have been noticed.
5. a) Based on the audit procedures applied by us and according to the
information and explanations provided by the management, the
particulars of contracts or arrangements referred to in section 301 of
the Act have been entered in the register required to be maintained
under that section.
b) As per information & explanations given to us and in our opinion,
the transaction entered into by the company with parties covered u/s
301 of the Act does not exceeds five lacs rupees in a financial year
therefore requirement of reasonableness of transactions does not
arises.
6. The Company has not accepted any deposits from the public covered
under section 58A and 58AA of the Companies Act, 1956.
7. As per information & explanations given by the management, the
Company has an internal audit system commensurate with its size and the
nature of its business.
8. As per information & explanation given by the management,
maintenance of cost records have been prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Act and we are of the opinion that prima facie the prescribed accounts
and records have been made and maintained.
9. (a) According to the records of the company, undisputed statutory
dues including Investor Education and Protection Fund, Income-tax,
Sales-tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, cess,
Employees Provident Fund and Employees State Insurance to the extent
applicable and any other statutory dues have generally been regularly
deposited with the appropriate authorities. According to the
information and explanations given to us there were no outstanding
statutory dues as on 31st of March, 2013 for a period of more than six
months from the date they became payable.
(b) According to the information and explanations given to us, there is
no amounts payable in respect of income tax, wealth tax, service tax,
sales tax, customs duty and excise duty which have not been deposited
on account of any disputes.
10. The Company does not have any accumulated loss and has not
incurred cash loss during the financial year covered by our audit and
in the immediately preceding financial year.
11. Based on our audit procedures and on the information and
explanations given by the management, we are of the opinion that, the
Company has not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
12. According to the information and explanations given to us, the
Company has not granted loans and advances on the basis of security by
way of pledge of shares, debentures and other securities.
13. The Company is not a chit fund or a nidhi /mutual benefit
fund/society. Therefore, the provision of this clause of the Companies
(Auditor''s Report) Order, 2003 (as amended) is not applicable to the
Company.
14. According to information and explanations given to us, the Company
is not trading in Shares, Mutual funds & other Investments.
15. According to the information and explanations given to us, the
Company has not given any guarantees for loan taken by others from a
bank or financial institution.
16. Based on our audit procedures and on the information given by the
management, we report that the company has not raised any term loans
during the year.
17. Based on the information and explanations given to us and on an
overall examination of the Balance Sheet of the Company as at 31st
March, 2013, we report that no funds raised on short- term basis have
been used for long-term investment by the Company.
18. Based on the audit procedures performed and the information and
explanations given to us by the management, we report that the Company
has not made any preferential allotment of shares during the year.
19. The Company has no outstanding debentures during the period under
audit.
20. The Company has not raised any money by public issue during the
year.
21. Based on the audit procedures performed and 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, nor have we been informed
of such case by the management.
For J. K. JAIN & ASSOCIATES
Chartered Accountants
Sd/-
Place : Chandigarh (J.K.JAIN)
Date : 10.08.2013 Partner
Mar 31, 2012
1. We have audited the attached Balance Sheet of M/s Brooks
Laboratories Limited as at 31st March, 2012, the Statement of Profit
and Loss and also the Cash Flow Statement of the Company for the year
ended as on 31.03.2012 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,
2. We conducted our audit in accordance with Auditing Standards
generally accepted in India. These 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 Companies (Auditor's Report) Order 2003, as
amended by the Companies(n Auditors' Report) (Amendment) Order, 2004
(together the Order) ,issued by the Central Government of India in
terms of Section 227 (4A) of the Companies Act, 1956, we enclosed in
the Annexure a statement on the matters specified in paragraph 4 and 5
of the said order.
4. Further to our comments in the annexure referred to in Paragraph
(3) above:-
a. We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for purpose of our
audit.
b. In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books.
c. The Balance Sheet, Statement of Profit and Loss and the Cash Flow
Statement dealt with by this Report are in agreement with the books of
accounts.
d. In our opinion, the Balance Sheet, Statement of Profit and Loss
Account and Cash Flow statement dealt with by this report comply with
the accounting standards referred to in Sub Section (3C) of Section 211
of the Companies Act 1956,
e. On the basis of written representations received from the Directors
and taken on record by the Board of Directors, we report that none of
the Directors is disqualified as on 31st March, 2012 from being
appointed as a Director of the company in terms of Clause (g) of sub
section (1) of section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to
the explanations given to us, the said statement of accounts read
together with accounting policies and other notes thereon, give the
information required by Companies Act,1956 in the manner as required
and give a true and fair view in conformity with the accounting
principles generally accepted in India:-
a) In case of the Balance Sheet, of the state of affairs of the Company
as at 31st March 2012.
b) In the case of the Statement of Profit and Loss Account, of the
profit for the year ended on that date and
c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE TO AUDITOR S REPORT
(Referred to in Para (3) of our Report of even date to the Member of
BROOKS LABORATORIES LIMITED on the accounts for the year ended 31s!
March, 2012)
1 In respect of its Fixed Assets
(a) The company has maintained proper records showing full particulars,
including Quantitative detail & situation of fixed assets.
(b) According to information and explanations given to us, the company
has a system of physical verification of all its fixed assets once in a
year, which in our opinion is reasonable having regard to the size of
the company and the nature of its assets. We are informed that there
were no material discrepancies noticed on such verification.
(c) In our opinion, the Company has not disposed off any substantial/
major part of fixed assets during the year and going concern status of
the company is not affected.
2 In respect of Inventories,
(a) As explained to us, the stock of stores, spare parts, raw materia!
and finished goods have been physically verified by the management at
regular intervals during the year.
(b) In our opinion and according to the information & explanations
given to us, the procedures of physical verification of stocks followed
by the management are reasonable & adequate in relation to the size of
the company and the nature of its business.
(c) In our opinion & according to the information & explanations given
to us and on the basis of our examination of the records of inventory,
the company is maintaining proper records of its inventory. The
discrepancies noticed on physical verification of stock of store, spare
parts, raw material and finished goods were not significant in relation
to the operation of the company and the same have been properly dealt
with in the books of accounts.
3 According to the information and explanation given to us, the company
has not granted /taken any loan, secured or unsecured to / from the
companies, firm & 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 procedures
commensurate with the size of the company and its nature of business
for purchase of stores, raw materials including components, plant &
machinery, equipment and other assets and for the sale of goods,
5 In respect of transactions to be entered in the register maintained
in pursuance of section 301 of the Companies Act, 1956:-
(a) To the best of our knowledge and belief and according to the
information and explanations given to us, company has entered the
transactions that needed to be entered into the register.
(b) According to the information and explanations given to us, there is
no transactions exceeding Rs. 5,00,000/ -(Rupees five lacs only).
6 In our opinion and to the best of our knowledge & belief, internal
audit system followed by the management is commensurate with the size
of the company and nature of its business.
7 (a) The Company is required to maintain cost records under section
209 (1) (d) of the Companies Act, 1956 for the products of the company
and according to the information & explanations given to us, the
company has maintained the records as prescribed by the Centra!
Government but we have not carried out the examination of these
recordsA
(b) According to the information and explanations given to us, there
are no such statutory dues which have not been deposited on account of
any dispute.
8 According to the information & explanations given to us, and the
records of the company examined by us, the company has been regular in
depositing undisputed statutory dues of Provident Fund, Employees'
State Insurance, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise
Duty, Cess, Labour Welfare Fund, Investor Education Protection Fund and
other material statutory dues applicable to it.
9 The Company does not have any accumulated losses as at end of the
financial year. The Company has not incurred cash losses during the
current and the immediately preceding year.
10 According to the records of the company examined by us and the
information and explanation given to us, the company during the year
has not defaulted in repayment of dues to financial institution or
banks.
11 According to the information & explanations given to us, the company
has not granted any loans or advances on the basis of security by way
of pledge of shares, debentures and other securities.
12 In our opinion and according to the information and explanation
given to us, the Company is not a chit fund/nidhi/ mutual benefit fund/
society.
13 The Company is not dealing or trading in shares, securities,
debentures and other investment.
14 In our opinion and according to the information & explanations given
to us, the company has not given any guarantee during the year for
loans taken by others from banks or financial institutions.
15 In our opinion and according to the explanations given to us, the
term loans taken during the year have been applied for the purpose for
which they were obtained.
16 According to the cash flow statement and other records examined by
us and on the basis of the information and explanation given to us , on
an overall basis, funds raised on short term basis have, prima facie
,not been used during the year for long term investment.
17 During the year the company has not made any preferential allotment
of shares to parties and companies covered in the register maintained
under section 301 of the Companies Act, 1956.
18 During the year since the company has not raised any debentures,
paragraph 4 of the Order is not applicable.
19 Based upon the audit procedures performed and information &
explanations given by the management, we report that no fraud on or by
the company has been noticed or reported during the course of our audit
for the year ended 31st March 2012.
For J. K. JAIN & ASSOCIATES
Chartered Accountants
Sd/-
Place : Chandigarh J.K.JAIN
Date : 29.05.2012 (Partner)
Mar 31, 2011
1. We have audited the attached Balance Sheet of M/$ Brooks
Laboratories limited., as at 31st March 2011, the Profit and Loss
Account and also the Cash Flow Statement of the Company for fee year
ended as on 31,03.2011 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,
2, We conducted our audit in accordance with auditing standards
generally accepted in 'India. These 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 car audit provides a reasonable
basis for our opinion.
3, As required by Companies (Auditor's Report) Order 2003, as amended
by the Companies( Auditors' Report) (Amendment) Order, 2004 (together
the Order) ,issued by the Central Government of India in terms of
Section 227 (4A) of the Companies Act, 1956, we enclosed in the
Annexure a statement on the matters specified in paragraph 4 and 5 of
the said order.
4. Further to our comments in the annexure referred to in Paragraph
(3) above:-
a. We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for purpose of our
audit.
b. In our opinion, proper books of accounts as required by law have
been kept by the Company so far as appears from our examination of such
books,
c. The Balance Sheet ,Profit and Loss Account and the Cash Flow
Statement dealt with by this Report are in agreement with the books of
accounts.
d. In our opinion , the Balance Sheet ,Profit and Loss Account and
Cash Flow statement dealt with by this report comply with the
accounting standards referred to in Sub Section (3C) of Section 211 of
the Companies Act 1956.
e. On the basis of written representations received from the Directors
and taken on record by the Board of Directors, we report that none of
the Directors is disqualified as on 31st March, 2011 from being
appointed as a Director of the company in terms of Clause (g) of sub
section (1) of section 274 of the Companies Act, 1956.
f. In our opinion and to the best of our information and according to
the explanations given to us, the said statement of accounts read
together with accounting policies and other notes thereon, give the
information required by Companies Act, 1956 in the manner as required
and give a true and fair view in conformity with the accounting
principles generally accepted in India:-
a). In case of the Balance Sheet, of the state of affairs of the
Company as at 31st March 2011.
b) In the case of the Profit and Loss Account, of the profit for the
year ended on that date and
c) In the case of the Cash. Flow Statement, of the cash flows for the
year ended on that date. .
ANNEXURE TO THE AUDITOR'S REPORT
1 In respect of its Fixed Assets
(a) The company has maintained proper records showing full particulars,
including Quantitative detail & situation of fixed assets.
(b) According to information and explanations given to us, the company
has a system of physical verification of all its fixed assets once in a
year, which in our opinion is reasonable having regard to the size of
the company and the nature of its assets. We are informed that there
were no material discrepancies noticed on such verification.
(c) in our opinion the Company has not disposed off any substantial/
major part of fixed assets during the year and going concern status of
the company is not affected.
2 In respect of inventories
(a) As explained to us, the stock of stores, spare parts, raw material
and finished goods have been physically verified by the management at
regular Intervals during the year .
(b) In Our opinion and according to the information & explanations
given to us. the procedures of physical verification of stocks followed
by the management are reasonable & adequate in relation to the size of
the company and the nature of its business.
(c) in our opinion & according to the information & explanations given
to us and on the basis of our examination of the records of inventory,
the company is maintaining proper records of its inventory. The
discrepancies noticed on physical verification of stock of store, spare
parts, raw material and finished goods were not significant in relation
to the operation of the company and the same have been properly dealt
with in the books of accounts.
3 According to the information and explanation given to us, the company
has not granted / taken any loan, secured or unsecured to / from the
companies, firm & 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 procedures
commensurate with the size of the company and its nature of business
for purchase of stores, raw materials including components, plant &
machinery, equipment and other assets and for the sale of goods.
5 In respect of transactions to be entered in the register maintained
la pursuance of action 301 of the Companies Act, 1956:-
(a) To the best of our knowledge and belief and accordingly the
information and explanations given to us, company has entered die
transactions that nested to be entered Into the register.
(b) According to the information and explanations given to as, there is
no transactions exceeding Rs.5,00,000/-(Rupees five lacs only).
6 The company has not accepted any public deposits during the previous
year .No order has been-passed by Company La Board or National
Company Law Tribunal or Reserves Bank of India or any Court or any
other Tribunal.
7. In our opinion and to the best of our knowledge &, belief, internal
audit system followed by the management is commensurate with the size
of the company and nature of its business.
8. (a) The Company is required to maintain cost records under section
209 (1) (d) of the Companies Act, 1956 for the products of the company
and according to the information & explanation given to us, the
company has maintained the records as prescribed by the Central
Government but we have not carried out the examination of these
records.
b) According to the information and explanations given to us, mere are
no such statutory dues which have not been deposited on account of any
dispute.
9 According to the Information & explanations given to us, and' the
records of the company examined by us, the company has been regular in
depositing undisputed statutory dues of Provident Fund, Employees'
State Insurance, Income Tax, çales Tax, Wealth Tax, Custom Duty, Excise
Duty, Cess, Labours Welfare Fund, Investor Education Protection Fund
and other Material statutory dues applicable to it.
10 The Company does not have any accumulated losses as at end of the
financial year. The Company has not incurred cash Josses during the
current and the immediately preceding year.
11 According to the records of the company examined by us and die
information and explanation given to us, the company during the year
has not defaulted in repayment of dues to financial institution or
banks.
12 According to die information & explanations given to us, the company
has not granted any loans or advances on the basis of security by way
of pledge of shares, debentures and other securities.
13 In our opinion and according to the information and explanation given
to us, the Company is not a chit fund/nidhi/mutual benefit fund/
society.
14 The Company is not dealing or trading in shares, securities,
debentures and other investment.
15 In our opinion and according to the information & explanations given
to us, the company has not' given any guarantee during the year for
loans taken by others from banks or financial institutions.
16 In our opinion and according to the explanations- given to us* fee
term loans taken during æ the year have been applied for the purpose
for which they were obtained.
17 According to the cash flow statement and other records examined by
us and on the basis of the information and explanation given to us, on
an overall basis, funds raised on' short term basis have, prima facie,
not been used during the year for long term investment.
18 During the year the company has not made any preferential allotment
of shares to parties and companies covered in the register maintained
under section 301 of the Companies Act, 1956,
19 During the war. since the company has not raised any debentures,
paragraph 4 of the Order is not applicable.
20 During the year since the company has not raised any money by way of
public issue, - paragraph 4 of the order is not applicable.
21 Based upon the audit procedures performed and information &
exploitations given by the management, we report that no fraud on or by
the company has been noticed or repotted during the course of our audit
for the year ended 31st March .2011.
For J. K. JAIN & ASSOCIATES
Chartered Accountants
Place: Chandigarh J.K.JAIN
(Partner)
Date : 13.06.2011
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