Mar 31, 2018
Report on the Standalone Ind AS Financial Statements
We have audited the accompanying standalone Ind AS financial statements of D-LINK (INDIA) LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2018, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone Ind AS Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these standalone 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 Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India.
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 standalone 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 standalone Ind AS financial statements based on our audit.
In conducting 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 and the Order issued under section 143(11) of the Act.
We conducted our audit of the standalone Ind AS financial statements 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 standalone 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 standalone Ind AS financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone Ind AS financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the standalone 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 standalone Ind AS financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the standalone 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 standalone 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 Ind AS and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2018, and its profit, total 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 Section 143(3) of the Act, based on our audit, 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 Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e) On the basis of the written representations received from the directors of the Company as on 31st March 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure Aâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.
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, as amended, 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 standalone 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.
2. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure Bâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
We have audited the internal financial controls over financial reporting of D-LINK (INDIA) LIMITED (âthe Companyâ) as of 31st March 2018 in conjunction with our audit of the standalone Ind AS 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.
Auditorâs Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting of the Company 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) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs 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 authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, 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 31st March 2018, based on the criteria for internal financial control over financial reporting 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.
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets were physically verified by the Management during the year in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verification.
(c) The Company does not have any immovable properties of freehold or leasehold land. According to the information and explanations given to us and the records examined by us and based on the examination of the registered agreement for sale provided to us, we report that the title deed of the office premises is held in the name of the Company as at the balance sheet date.
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) During the year, the Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the Register maintained under Section 189 of the Act.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 186 of the Act in respect of making investments. The Company has not granted any loans or provided guarantees or security in connection with any loan and therefore the relevant provisions of section 185 and 186 of the Act are not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year in terms of the provisions of sections 73 to 76 or any other relevant provisions of the Act.
(vi) The maintenance of cost records has not been specified by the Central Government under section 148(1) of the Act.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employeesâ State Insurance, Income-tax, Sales Tax, Service Tax, Goods and Service tax (GST), Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income-tax, Sales Tax, Service Tax, GST, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues in arrears as at 31st March, 2018 for a period of more than six months from the date they became payable.
(c) Details of dues of Value Added Taxes and Central Sales Taxes which have not been deposited as on 31st March, 2018 on account of disputes are given below:
Name of the Statute |
Nature of Dues |
Forum where Dispute is pending |
Financial Year to which amount relates |
Amount unpaid (Rs.) |
Goa Value Added Tax Act, 2005 |
V.A.T Interest |
Commercial Tax Officer |
2012-13 |
740,593 409,533 |
Central Sales Tax Act, 1956 |
C.S.T. Interest |
Commercial Tax Officer |
2012-13 |
698,180 291,315 |
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans to banks. The Company has not taken any loans or borrowings from financial institutions and government and has not issued any debentures.
(ix) During the year, the Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of the Order is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid managerial remuneration in excess of the limits and approvals mandated under section 197 read with Schedule V of the Companies Act, 2013 to the following managerial personnel.
Managerial Position |
Excess amount of remuneration paid/ provided (Rs.) |
Financial year ending |
Treatment of the excess remuneration in the respective year financial statements |
Steps taken by the Company for securing refund |
Chief Executive Officer and Managing Director |
Rs.1,798,733 |
31st March 2018 |
Remuneration reversed and shown as recoverable from the Managing director. |
The company has recovered the excess remuneration on 3rd May 2018. |
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and 188 of the Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv)During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of the Order is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or persons connected with him and hence provisions of section 192 of the Act are not applicable. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No. 117366W/W - 100018)
Rakesh Sharma
Place : Mumbai Partner
Date :29th May, 2018 (Membership no: 102042)
Mar 31, 2016
TO THE MEMBERS OF D-LINK (INDIA) LIMITED
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of D-Link (India) Limited (âthe Company"), which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under Section 133 of the Act, as applicable. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under and the Order under section 143 (11) of the Act.
We conducted our audit of the standalone financial statements 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 standalone financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143 (3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards prescribed under Section 133 of the Act, as applicable.
e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Aâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.
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 28 to the 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.
2. As required by the Companies (Auditorâs Report) Order 2016 (''the order"), issued by the Central Government in terms of Section 143 (11) of the Act, we give in âAnnexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.
We have audited the internal financial controls over financial reporting of D-Link (India) Limited (âthe Company") as of 31st March, 2016 in conjunction with our audit of the standalone 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 Act.
Auditorâs 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) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls 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 become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, 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 31st March, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
(Referred to in paragraph 2 under âReport on Other Legal and Regulatory
Requirementsâ Section of our report of even date)
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets were physically verified by the Management during the year in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verification.
(c) The Company does not have any immovable properties of freehold or leasehold land. According to the information and explanations given to us and the records examined by us and based on the examination of the registered agreement for sale provided to us, we report that the title deed of the office premises is held in the name of the Company as at the balance sheet date.
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) During the year, the Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the Register maintained under Section 189 of the Act.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 186 of the Act in respect of making investments. The Company has not granted any loans or provided guarantees or security in connection with any loan and therefore the relevant provisions of section 185 and 186 of the Act are not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year in terms of the provisions of sections 73 to 76 or any other relevant provisions of the Act.
(vi) The maintenance of cost records has not been specified by the Central Government under section 148(1) of the Act.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employeesâ State Insurance, Income-tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employeesâ State Insurance, Income-tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues in arrears as at 31st March, 2016 for a period of more than six months from the date they became payable.
(c) Details of dues of Duty of Excise, Value Added Taxes and Central Sales Taxes which have not been deposited as on 31st March, 2016 on account of disputes are given below:
Name of the Statute |
Nature of Dues |
Forum where Dispute is pending |
Financial Year to which amount relates |
Amount unpaid (Rs.) |
Goa Value Added Tax Act, 2005 |
V.A.T ''I Penalty > Interest |
Commercial Tax Officer |
2009-10 |
2,469,395 100,000 1,035,116 |
Central Sales Tax Act, 1956 |
C.S.T. |
Commercial Tax Officer |
2009-10 |
6,830,944 |
Goa Value Added Tax Act, 2005 |
V.A.T ''''I Interest V |
Commercial Tax Officer |
2010-11 |
306,915 183,495 |
Central Sales Tax Act, 1956 |
C.S.T. 1 Interest J |
Commercial Tax Officer |
2010-11 |
2,177,094 547,247 |
Goa Value Added Tax Act, 2005 |
V.A.T ''I Interest > |
Commercial Tax Officer |
2011-12 |
1,753,314 797,783 |
Goa Value Added Tax Act, 2005 |
V.A.T ''I Interest f |
Commercial Tax Officer |
2012-13 |
740,593 409,533 |
Central Sales Tax Act, 1956 |
C.S.T. "1 Interest J |
Commercial Tax Officer |
2012-13 |
698,180 291,315 |
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans to banks. The Company has not taken any loans or borrowings from financial institutions and government and has not issued any debentures.
(ix) During the year, the Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of the Order is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and 188 of the Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of the Order is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or persons connected with him and hence provisions of section 192 of the Act are not applicable.
(xvi) The Company is not required to be registered under section 45-I of the Reserve Bank of India Act, 1934.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No. 117366W/W - 100018)
Place: Mumbai Rakesh Sharma
Date : 30th May, 2016 Partner
(Membership no: 102042)
Mar 31, 2015
We have audited the accompanying standalone financial statements of
D-Link (India) Limited (the Company), which comprise the Balance Sheet
as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
1. Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 (the Act) with respect to
the preparation of these standalone financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
2. Auditor's Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
financial statements.
3. Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone financial statements
give the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 31st March, 2015, and its profit and its cash flows for the year
ended on that date.
4. 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 Section
143(11) 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
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, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account;
d) In our opinion, the aforesaid standalone financial statements comply
with the Accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014;
e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act;
f) With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - Refer Note 26 to the
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 to the Auditors' Report
Re: D-Link (India) Limited
(Referred to in paragraph 4(1) of our report of even date)
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of the fixed assets.
(b) Some of the fixed assets were physically verified by the Management
during the year in accordance with a regular programme of verification
which, in our opinion, provides for physical verification of all the
fixed assets at reasonable intervals. According to the information and
explanations given to us, no material discrepancies were noticed on
such verification.
(ii) In respect of its inventory:
(a) As explained to us, the inventories were 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 were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories. The discrepancies noticed on verification between the
physical stocks and the book records were not material having regard to
the size of the operations of the Company.
(iii) According to the information and explanations given to us the
Company had granted an unsecured loans to its Subsidiary, which is a
party listed in the Register maintained under Section 189 of the
Companies Act, 2013. In respect of such loan:
(a) The receipt of principal amount and interest have been as per
stipulations.
(b) The loan has been repaid during the year.
(iv) In our opinion and according to the information and explanations
given to us, there is an 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 and during the course of our audit we have not observed any
continuing failure to correct major weaknesses in such internal control
system.
(v) According to the information and explanations given to us, the
Company has not accepted any deposit from the public during the year.
(vi) According to the information and explanations given to us the
Companies (Cost Records and Audit) Rules, 2014, prescribed by the
Central Government under Section 148 (1) of the Companies Act, 2013 are
not applicable to the Company.
(vii) According to the information and explanations given to us, and
the books and records examined by us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
dues, including Provident Fund, Employees' State Insurance, Income-tax,
Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise,
Value Added Tax, Cess and other material statutory dues applicable to
it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident
Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax,
Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess and
other material statutory dues in arrears as at 31st March, 2015 for a
period of more than six months from the date they became payable.
(c) Details of dues of Value Added Taxes and Central Sales Taxes which
have not been deposited as on 31st March, 2015 on account of disputes
are given below:
Name of the Statute Nature of dues Forum where
dispute is
pending
Goa Value Added Tax Act, 2005 V.A.T. Commercial Tax
Penalty Officer
Interest
Central Sales Tax Act, 1956 C.S.T. Commercial Tax
Officer
Goa Value Added Tax Act, 2005 V.A.T. Commercial Tax
Interest Officer
Central Sales Tax Act, 1956 C.S.T. 1 Commercial Tax
Interest Officer
Goa Value Added Tax Act, 2005 V.A.T. Commercial Tax
Interest Officer
Name of the Statute Financial Year Amount
to which amount (Rs.)
relates
Goa Value Added Tax Act, 2005 2009-10 2,469,395
100,000
1,035,116
Central Sales Tax Act, 1956 2009-10 6,830,944
Goa Value Added Tax Act, 2005 2010-11 306,915
183,495
Central Sales Tax Act, 1956 2010-11 2,177,094
547,247
Goa Value Added Tax Act, 2005 2011-12 1,753,314
797,783
(d) There are no amounts that are due to be transferred to the Investor
Education and Protection Fund in accordance with the relevant
provisions of the Companies Act, 1956 (1 of 1956) and Rules made
thereunder.
(viii) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the year and the
immediately preceding financial year.
(ix) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to
banks. The Company has not issued any debentures.
(x) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xi) In our opinion and according to the information and explanations
given to us, the Company does not obtained any term loan.
(xii) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no material fraud
on the Company has been noticed or reported during the year.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No. 117366W/W - 100018)
A. B. Jani
Mumbai Partner
Dated: 19th May, 2015 (Membership no: 46488)
Mar 31, 2014
We have audited the accompanying financial statements of D-Link (India)
Limited (the Company), which comprise the Balance Sheet as at 31st
March, 2014, the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards notified under the Companies
Act, 1956 (the Act) (which continue to be applicable in respect of
Section 133 of the Companies Act, 2013 in terms of General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate
Affairs) and in accordance with the accounting principles generally
accepted in India. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company''s internal control. An audit also includes
evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the 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:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2014;
(b) in the case of the Statement of Profit and Loss, of the profit of
the Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date. Report on Other Legal and
Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 (the
Order) issued by the Central Government in terms of Section 227(4A) of
the Act, we give in the Annexure a statement on the matters specified
in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
notified under the Act (which continue to be applicable in respect of
Section 133 of the Companies Act, 2013 in terms of General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate
Affairs).
(e) On the basis of the written representations received from the
directors as on 31st March, 2014 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2014
from being appointed as a director in terms of Section 274(1)(g) of the
Act.
Annexure to the Independent Auditors Report
Re: D-Link (India) Limited
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements'' section of our report of even date)
(i.) Having regard to the nature of the Company''s business/activities,
clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor''s
Report) Order, 2003 are not applicable.
(ii.) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets;
(b) The Company has a program of verification of fixed assets to cover
all the items in a phased manner over a period of 3 years which, in our
opinion, is reasonable having regard to the size of the Company and the
nature of its assets. However during the current year no physical
verification of assets has been done by the management.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii.) In respect of its inventories:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable;
(b) 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) The Company is maintaining proper records of inventories and no
material discrepancies were noticed on physical verification.
(iv.) The Company has not granted or taken any loans, to/ from
companies, firms or other parties covered in the Register maintained
under section 301 of the Companies Act, 1956. Consequently, the
requirements of clauses (iii) (a) to (iii) (g) of paragraph 4 of the
Order are not applicable to the Company.
(v.) In our opinion and according to the information and explanations
given to us, there is an 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 sale of goods and
services. During the course of our audit, we have not observed any
major weakness in such internal control system.
(vi.) In our opinion and according to the information and explanations
given to us, there are no contracts or arrangements referred to in
Section 301 of the Companies Act, 1956 particulars of which need to be
entered in the Register maintained under that section. Consequently,
the question of commenting on reasonableness of prices in respect of
the transactions exceeding Rs.500,000/- in respect of each party does
not arise.
(vii.) The Company has not accepted deposits from the public.
(viii.) In our opinion, the internal audit function carried out during
the year, by a firm of Chartered Accountants appointed by the
Management have been commensurate with the size of the Company and the
nature of its business.
(ix.) According to the information and explanations given to us, the
Companies (Cost Accounting Records) Rules, 2011 prescribed by the
Central Government under Section 209(1)(d) of the Companies Act, 1956
are not applicable to the Company.
(x.) According to the information and explanations given to us in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues including Provident Fund, Investor Education and
Protection Fund, Employees'' State Insurance, Income-tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other
material statutory dues, where applicable, with the appropriate
authorities;
(b) There were no undisputed amounts payable in respect of Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues in arrears as
at 31st March, 2014 for a period of more than six months from the date
they became payable.
(c) Details of dues of Value Added Taxes and Central Sales Taxes which
have not been deposited as on 31st March, 2014 on account of disputes
are given below:
Name of the
Statute Nature of
dues Forum where Financial Year Amount
dispute is
pending to which amount
relates (Rs.)
Goa Value
Added V.A.T 2,469,395
Tax Act,
2005 Penalty Commercial
Tax Officer 2009-10 100,000
Interest 1,035,116
Central
Sales
Tax Act,
1956 C.S.T Commercial
Tax Officer 2009-10
6,830,944
(xi.) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the financial
year covered by our audit and in the immediately preceding financial
year.
(xii.) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks.
(xiii.) In our opinion and according to the information and
explanations 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.
(xiv.) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xv.) In our opinion and according to the information and explanations
given to us, the Company has not obtained any term loan during the year
and hence the question of commenting on application thereof does not
arise.
(xvi.) According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, funds
raised on short term basis have, prima facie, not been used during the
year for long term investment.
( xvii.) According to the information and explanations given to us, the
Company has not made preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the
Companies Act, 1956.
(xviii.) The Company has not issued debentures, hence the question of
creating security or charge in respect thereof does not arise.
(xix.) During the year, the Company has not raised money by public
issue.
(xx.) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
was noticed or reported during the year.
For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No.
117366W/W - 100018)
Mumbai A. B. Jani
Dated: 19 May, 2014 Partner
(Membership no: 46488)
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of D-Link (India)
Limited (the Company), which comprise the Balance Sheet as at 31st
March, 2013, the Statement of Profit and Loss, and the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in Section 211(3C)
of the Companies Act, 1956 (the Act) and in accordance with the
accounting principles generally accepted in India. This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement. An audit involves performing procedures to
obtain audit evidence about the amounts and the disclosures in the
financial statements. The procedures selected depend on the auditor''s
judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor considers the
internal control relevant to the Company''s preparation and fair
presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the Company''s
internal control. An audit also includes evaluating the appropriateness
of the accounting policies used and the reasonableness of the
accounting estimates made by the Management, as well as evaluating the
overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the 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:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
(b) in the case of the Statement of Profit and Loss, of the profit of
the Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date. Report on Other Legal and
Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003(the
Order) issued by the Central Government in terms of Section 227(4A) of
the Act, we give in the Annexure a statement on the matters specified
in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account;
(d) In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in Section 211(3C) of the Act.
(e) On the basis of written representations received from the directors
as on 31st March, 2013 and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March, 2013 from being
appointed as a director in terms of Section 274(1)(g) of the Act.
Re: D-Link (India) Limited
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements'' section of our report of even date)
(i) Having regard to the nature of the Company''s business/activities,
clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditor''s
Report) Order, 2003 are not applicable.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets;
(b) All the fixed assets have not been physically verified by the
Management during the year but there is a regular programme of
verification which, in our opinion, is reasonable having regard to the
size of the Company and the nature of its assets. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventories:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable;
(b) 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) The Company is maintaining proper records of inventories and no
material discrepancies were noticed on physical verification.
(iv) The Company has not granted or taken any loans, to/ from
companies, firms or other parties covered in the Register maintained
under section 301 of the Companies Act, 1956. Consequently, the
requirements of clauses (iii) (a) to (iii) (g) of paragraph 4 of the
Order are not applicable to the Company.
(v) In our opinion and according to the information and explanations
given to us, there is an 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 sale of goods and
services. During the course of our audit, we have not observed any
major weakness in such internal control system.
(vi) In our opinion and according to the information and explanations
given to us, there are no contracts or arrangements referred to in
Section 301 of the Companies Act, 1956 particulars of which need to be
entered in the Register maintained under that section. Consequently,
the question of commenting on reasonableness of prices in respect of
the transactions exceeding Rs. 500,000/- in respect of each party does
not arise.
(vii) The Company has not accepted deposits from the public.
(viii) In our opinion, the internal audit function carried out during
the year, by a firm of Chartered Accountants appointed by the
Management have been commensurate with the size of the Company and the
nature of its business.
(ix) According to the information and explanations given to us, the
Companies (Cost Accounting Records) Rules, 2011 prescribed by the
Central Government under Section 209(1)(d) of the Companies Act, 1956
are not applicable to the Company.
(x) According to the information and explanations given to us in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues including Provident Fund, Investor Education and
Protection Fund, Employees'' State Insurance, Income-tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other
material statutory dues, where applicable, with the appropriate
authorities;
(b) There were no undisputed amounts payable in respect of Provident
Fund, Investor Education and Protection Fund, Employees'' State
Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues in arrears as
at 31st March, 2013 for a period of more than six months from the date
they became payable.
(xi) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the financial
year covered by our audit and in the immediately preceding financial
year.
(xii) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks.
(xiii) In our opinion and according to the information and explanations
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.
(xiv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xv) In our opinion and according to the information and explanations
given to us, the Company has not obtained any term loan during the year
and hence the question of commenting on application thereof does not
arise.
(xvi) According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, funds
raised on short term basis have, prima facie, not been used during the
year for long term investment.
(xvii) According to the information and explanations given to us, the
Company has not made preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the
Companies Act, 1956.
(xviii) The Company has not issued debentures, hence the question of
creating security or charge in respect thereof does not arise.
(xix) During the year, the Company has not raised money by public
issue.
(xx) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
was noticed or reported during the year.
For Deloitte Haskins & Sells
Chartered Accountants
(Registration no: 117366W)
A. B. Jani
Mumbai Partner
Dated: 1st May, 2013 (Membership no: 46488)
Mar 31, 2012
1. We have audited the attached Balance Sheet of D-Link (India)
Limited ("the Company"), as at 31st March, 2012, the Statement of
Profit and Loss and the Cash-Flow Statement for the year ended on that
date, both 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 the 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 misstatements. An audit
includes examining, on a test basis, evidence supporting the amounts
and the disclosures in the financial statements. An audit also includes
assessing the accounting principles used and the 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.
3. As required by the Companies (Auditor's Report) Order, 2003,
(CARO) issued by the Central Government in terms of section 227 (4A) of
the Companies Act, 1956, we enclose in the Annexure 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 in paragraph 3
above, we report as follows:
(a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) The Balance Sheet, the Statement of Profit and Loss and the
Cash-Flow Statement dealt with by this report are in agreement with the
books of account;
(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss
and the Cash-Flow statement dealt with by this report comply with the
Accounting Standards referred to in section 211(3C) of the Companies
Act, 1956;
(e) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts, read with the
significant accounting policies and notes thereon, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
(ii) in the case of the Statement of Profit and Loss, of the profit of
the Company for the year ended on that date; and
(iii) in the case of the Cash-flow statement, of the cash-flows of the
Company for the year ended on that date.
5. On the basis of written representations received from the
Directors, as on 31st March, 2012 taken on record by the Board of
Directors, none of the Directors is disqualified as on 31st March, 2012
from being appointed as a Director in terms of Section 274(1)(g) of the
Companies Act, 1956.
I Annexure to the Auditors' Report
Re: D-Link (India) Limited
(Referred to in paragraph 3 of our report of even date)
(i.) Having regard to the nature of the Company's business /
activities, clauses (xiii) and (xiv) of paragraph 4 of the Companies
(Auditor's Report) Order, 2003 are not applicable.
(ii.) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets;
(b) All the assets have not been physically verified by the Management
during the year but there is a regular programme of verification which,
in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. According to the information and
explanation given to us, no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii.) In respect of its inventory:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable;
(b) 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) The Company is maintaining proper records of inventories and no
material discrepancies were noticed on physical verification.
(iv.) The Company has not granted or taken any loans, to / from
companies, firms or other parties covered in the Register maintained
under section 301 of the Companies Act, 1956. Consequently, the
requirements of clauses (iii) (a) to (iii) (g) of paragraph 4 of the
Order are not applicable to the Company.
(v.) In our opinion and according to the information and explanations
given to us, there is an 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 sale of goods /
services. During the course of our audit, we have not observed any
continuing failure, to correct major weakness in such internal control
system.
(vi.) In our opinion and according to the information and explanations
given to us, there are no contracts or arrangements referred to in
Section 301 of the Companies Act, 1956 particulars of which need to be
entered in the Register maintained under that section. Consequently,
the question of commenting on reasonableness of prices in respect of
the transactions exceeding Rs. 500,000/- in respect of each party does
not arise.
(vii.) The Company has not accepted deposits from the public.
(viii.) In our opinion, the internal audit function carried out during
the year, by a firm of Chartered Accountants appointed by the
management have been commensurate with the size of the Company and the
nature of its business.
(ix.) According to the information and explanations given to us, the
Companies (Cost Accounting Records) Rules, 2011 prescribed by the
Central Government under Section 209(1)(d) of the Companies Act, 1956
are not applicable to the Company.
(x.) According to the information and explanations given to us in
respect of statutory dues:
a) The Company has generally been regular in depositing undisputed
statutory dues including provident fund, Investor education and
protection fund, employees' state insurance, income-tax, sales-tax,
wealth-tax, service tax, customs duty, excise duty, cess and other
material statutory dues, where applicable, with the appropriate
authorities;
b) Details of undisputed amounts payable in respect of Income-tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory
dues in arrears as at 31st March, 2012 for a period of more than six
months from the date they became payable are given below:-
Name of the Statue Nature of dues Financial Year Amount (Rs.)
to which amount
relates
West Bengal State
Tax on Professions,
Trades, Professional Tax
2009-2010 14,125
Callings and
Employment's Act,
1979
Gujarat Panchayats,
Municipalities, Professional Tax 2009-2010 1,400
Municipal
Corporations and
State Tax on
Professions,
Traders, Callings
And Employment's
Act, 1976
Tamil Nadu Tax on
Professions, Trades
Callings and Professional Tax 2009-2010 1,140
Employment's
Act, 1992
c) There are no cases of non-deposit with the appropriate authorities
of disputed dues of income tax / sales tax / wealth tax / service tax /
custom duty / excise duty / cess.
(xi.) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the year under
report and in the immediately preceding financial year.
(xii.) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks.
(xiii.) In our opinion and according to the information and
explanations 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.
(xiv.) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xv.) In our opinion and according to the information and explanations
given to us, the Company has not obtained any term loan during the year
and hence the question of commenting on application thereof does not
arise.
(xvi.) According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, funds
raised on short term basis have not been used during the year for long
term investment
(xvii.) According to the information and explanations given to us, the
Company has not made preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the
Companies Act, 1956.
(xviii.) The Company has not issued debentures; hence the question of
creating security or charge in respect thereof does not arise.
(xix.) During the year, the Company has not raised money by public
issue.
(xx.) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
was noticed or reported during the year.
For Deloitte Haskins & Sells
Chartered Accountants
Registration no. 117366W
Mumbai A. B. Jani
Dated: 3rd May, 2012 Partner
Membership no. 46488
Mar 31, 2011
1. We have audited the attached Balance Sheet of D-Link (India)
Limited ("the Company"), as at 31st March, 2011, the Profit and Loss
Account and the Cash-Flow Statement for the year ended on that date,
both annexed thereto. These financial statements are the responsibility
of the Companys Management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the 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 misstatements. An audit
includes examining, on a test basis, evidence supporting the amounts
and the disclosures in the financial statements. An audit also includes
assessing the accounting principles used and the 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.
3. As required by the Companies (Auditors Report) Order, 2003, (CARO)
issued by the Central Government in terms of section 227 (4A) of the
Companies Act, 1956, we enclose in the Annexure 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 in paragraph 3
above, we report as follows:
(a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) The Balance Sheet, the Profit and Loss Account and the Cash-Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash-Flow statement dealt with by this report comply with the
Accounting Standards referred to in section 211(3C) of the Companies
Act, 1956;
(e) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts, read with the
significant accounting policies and notes thereon, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011;
(ii) in the case of the Profit and Loss account, of the profit of the
Company for the year ended on that date; and
(iii) in the case of the Cash-flow statement, of the cash-flows of the
Company for the year ended on that date.
5. On the basis of written representations received from the
Directors, as on 31st March, 2011 taken on record by the Board of
Directors, none of the Directors is disqualified as on 31st March, 2011
from being appointed as a director in terms of Section 274(1)(g) of the
Companies Act, 1956;
Annexure to the Auditors Report Re: D-Link (India) Limited
(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Companys business/activities,
clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditors
Report) Order, 2003 are not applicable.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets;
(b) All the assets have not been physically verified by the Management
during the year but there is a regular programme of verification which,
in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. Material discrepancies noticed on such
verification have been properly dealt with in the books of accounts
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
( iii.) In respect of its inventory:
(a) The inventories have been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable;
(b) 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) The Company has maintained proper records of inventories and no
material discrepancies were noticed on physical verification.
( iv.) The Company has not granted or taken any loans, to/ from
companies, firms or other parties covered in the Register maintained
under section 301 of the Companies Act, 1956. Consequently, the
requirements of clauses (iii) (a) to (iii) (g) of paragraph 4 of the
Order are not applicable to the Company. ( v.) In our opinion and
according to the information and explanations given to us, there is an
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 sale of goods/services.
During the course of our audit, we have not observed any continuing
failure, to correct major weakness in such internal control system.
( vi.) In our opinion and according to the information and explanations
given to us, there are no contracts or arrangements referred to in
Section 301 of the Companies Act, 1956 particulars of which need to be
entered in the Register maintained under that section. Consequently,
the question of commenting on reasonableness of prices in respect of
the transactions exceeding Rs. 500,000/- in respect of each party does
not arise.
( vii.) The Company has not accepted deposits from the public.
( viii.) In our opinion, the internal audit function carried out during
the year, by a firm of Chartered Accountants appointed by the
management have been commensurate with the size of the Company and the
nature of its business.
( ix.) According to the information and explanations given to us, the
Central Government has not prescribed maintenance of cost records under
section 209(1) (d) of the Companies Act, 1956 for any of the products
of the Company.
( x.) According to the information and explanations given to us in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
dues, including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income-tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and other material statutory dues
applicable to it with the appropriate authorities
(b) There were no undisputed amounts payable in respect of Income-tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory
dues in arrears as at 31st March, 2011 for a period of more than six
months from the date they became payable
(c) According to the information and explanations given to us, there
are no cases of non-deposit with the appropriate authorities of
disputed dues of income tax/sales tax/ wealth tax/ service tax/ custom
duty/ excise duty/ cess.
(xi.) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the year under
report and in the immediately preceding financial year.
(xii.) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks. (xiii.) In
our opinion and according to the information and explanations 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.
(xiv.) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
(xv.) In our opinion and according to the information and explanations
given to us, the Company has not obtained any term loan during the year
and hence the question of commenting on application thereof does not
arise.
(xvi.) According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, funds
raised on short term basis have not been used during the year for long
term investment
(xvii.) According to the information and explanations given to us, the
Company has not made preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the
Companies Act, 1956.
(xviii.) The Company has not issued debentures; hence the question of
creating security or charge in respect thereof does not arise.
(xix.) During the year, the Company has not raised money by public
issue.
(xx.) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the
Company, was noticed or reported during the year.
For Deloitte Haskins & Sells
Chartered Accountants
Registration no. 117366W
Mumbai A. B. Jani
Dated: 24th May, 2011 Partner
Membership no. 46488
Mar 31, 2010
1. We have audited the attached Balance sheet of D-Link (India)
Limited ("the Company) (formerly known as Smartlink Network Systems
Limited), as at 31st March, 2010, the Profit and Loss Account and the
Cash-Flow Statement for the year ended on that date, both annexed
thereto. These financial statements are the responsibility of the
Companys Management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with the 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 misstatements. An audit
includes examining, on a test basis, evidence supporting the amounts
and the disclosures in the financial statements. An audit also includes
assessing the accounting principles used and the 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.
3. As required by the Companies (Auditors Report) Order, 2003, (CARO)
issued by the Central Government in terms of section 227 (4A) of the
Companies Act, 1956, we enclose in the Annexure 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 in paragraph 3
above, we report as follows:
(a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(c) The Balance sheet, the Profit and Loss Account and the Cash-Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the Balance sheet, the Profit and Loss Account and
the Cash - Flow statement dealt with by this report comply with the
Accounting Standards referred to in section 211(3C) of the Companies
Act, 1956;
(e) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts, read with the
significant accounting policies and notes thereon, give the information
required by the Companies Act, 1956, in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i.) in the case of the Balance sheet, of the state of affairs of the
Company as at 31st March, 2010; (ii.) in the case of the Profit and
Loss account, of the profit for the year ended on that date; and (iii.)
in the case of the Cash-flow statement, of the cash-flows for the year
ended on that date.
5. On the basis of written representations received from the
Directors, as on 31st March, 2010 taken on record by the Board of
Directors, none of the Directors is disqualified as on 31st March, 2010
from being appointed as a director in terms of Section 274(l)(g) of the
Companies Act, 1956;
Annexure to the Auditors Report
Re: D-Link (India) Limited (formerly known as Smartlink Network Systems
Limited)
(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Companys business/activities,
clauses (xiii) and (xiv) of paragraph 4 of the Companies (Auditors
Report) Order, 2003 are not applicable.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets;
(b) All the assets have not been physically verified by the Management
during the year but there is a regular programme of verification which,
in our opinion, is reasonable having regard to the size of the Company
and the nature of its assets. No material discrepancies were noticed on
such verification;
(c) The Company has not disposed off a substantial part of fixed assets
during the year.
(iii) In respect of its inventory:
(a) The inventories have been physically verified during the year by
the manage- ment. In our opinion, the frequency of verification is
reasonable;
(b) 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) The Company is maintaining proper records of inventories and no
material discrepancies were noticed on physical verification.
(iv) The Company has not granted or taken any loans, to/from companies,
firms or other parties covered in the Register maintained under
section 301 of the Companies Act, 1956. Consequently the requirements
of clauses (iii)(a) to (iii)(g) of paragraph 4 of the Order are not
applicable to the Company.
(v) In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commen-
surate with the size of the Company and the nature of its business for
the purchase of inventory and fixed assets and for sale of
goods/services. During the course of our audit, we have not observed
any continuing failure, to correct major weakness in such internal
control system.
(vi) In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
(a) The particulars of contracts or arrange- ments referred to Section
301 that needed to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time.
(vii) The Company has not accepted deposits from the public.
(viii) In our opinion, the internal audit function carried out during
the year, by a firm of Chartered Accountants appointed by the
management have been commensurate with the size of the Company and the
nature of its business.
(ix) According to the information and explanations given to us, the
Central Government has not prescribed maintenance of cost records under
section 209(1) (d) of the Companies Act, 1956 for any of the products
of the Company.
(x) (a) In our opinion and according to the information and
explanations given to us, the Company has generally been regular in
depositing undisputed statutory dues including provident fund, Investor
edu- cation and protection fund, employees state insurance,
income-tax, sales-tax, wealth-tax, service tax, customs duty, excise
duty, cess and other material statutory dues, where applicable, with
the appropriate authorities;
(b) According to the information and explanations given to us, there
are no cases of non-deposit with the appropriate authorities of
disputed dues of income tax/sales tax/ wealth tax/ service tax/ custom
duty/excise duty/cess.
(xi) The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses during the year under
report and in the immediately preceding financial year.
(xii) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks. The Company
does not have borrowings from any financial institution and has not
issued debentures.
(xiii) In our opinion and according to the information and explanations
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.
(xiv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks orfinancial institutions.
(xv.) In our opinion and according to the information and explanations
given to us, the Company has not obtained any term loan during the year
and hence the question of commenting on application thereof does not
arise.
(xvi) According to the information and explanations given to us and on
an overall examination of the Balance sheet of the Company, funds
raised on short term basis have, prima facie, not been used during the
year for long term investment
(xvii) According to the information and explanations given to us, the
Company has not made preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the
Companies Act, 1956.
(xviii) The Company has not issued debentures; hence the question of
creating security or charge in respect thereof does not arise.
(xix) During the year, the Company has not raised money by public
issue.
(xx) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the
Company, was noticed or reported during the year.
For Deloitte Haskins & Sells
Chartered Accountants
Registration no. 117366W
A. B. Jani
Partner
Membership no. 46488
Mumbai
Dated: 28th May 2010
Mar 31, 2009
1. We have audited the attached Balance sheet of Smartlink Network
Systems Limited, as at 31st March, 2009, the Profit and Loss account
and the Cash Flow Statement for the period from 26th May, 2008 to 31st
March, 2009 annexed thereto. These financial statements are the
responsibility of the Companys management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India.Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order, 2003, issued
by the Central Government in terms of section 227 (4A) of the Companies
Act, 1956, we enclose in the Annexure 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 purposes of our
audit;
ii. 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 the
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 account;
iv. 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;
v. on the basis of written representations received from the directors,
as on 31st March, 2009 and taken on record by the Board of Directors,
we report that none of the directors is disqualified as on 31st March,
2009 from being appointed as a 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 the significant
accounting policies and notes thereon, give the information required by
the Companies Act, 1956, in the manner so required and give a true and
fair view in conformity with the accounting principles generally
accepted in India:
a) in the case of the Balance sheet, of the state of affairs of the
Company as at 31 st March, 2009;
b) in the case of the Profit and Loss account, of the profit for the
period from 26th May, 2008 to 31st March, 2009; and
c) in the case of the Cash-flow statement, of the cash-flows for the
period from 26th May, 2008 to 31 st March, 2009.
Annexure to the Auditors Report
Re: Smartlink Network Systems Limited
"(Referred to in paragraph 3 of our report of even date)"
(i) The nature of the Companys activities during the year is such that
the requirements of clauses (xiii) and (xiv) of paragraph 4 of the
Order are not applicable.
(ii) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets;
(b) All the assets have not been physically verified by the management
during the year but there is a regular programme of verification which,
in our opinion, is reasonable having regard to the size of the company
and the nature of its assets. No material discrepancies were noticed on
such verification;
(c) The Company has not disposed off a substantial part of fixed assets
during the period.
(iii) (a) The inventories have been physically verified during the
period by the management. In our opinion, the frequency of verification
is reasonable;
(b) 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) The Company is maintaining proper records of inventories and no
material discrepancies were noticed on physical verification.
(iv) The Company has not granted or taken any loans, to/ from
companies, firms or other parties covered in the Register maintained
under section 301 of the Companies Act, 1956. Consequently, the
requirements of clauses (iii) (a) to (iii) (g) of paragraph 4 of the
Order are not applicable to the Company.
(v) In our opinion and according to the information and explanations
given to us, there is an 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 sale of goods/services.
During the course of our audit, we have not observed any continuing
failure, to correct major weakness in such internal control system.
(vi) (a) According to the information and explanations given to us, we
are of the opinion that the transactions 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, the transactions made in pursuance of contracts or
arrangements entered in the register maintained under section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakhs in
respect of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
(vii) The Company has not accepted deposits from the public.
(viii) In our opinion, the Company has an internal audit system
commensurate with the size of the Company and nature of its business.
(ix) According to the information and explanations given to us, the
Central Government has not prescribed maintenance of cost records under
section 209 (1) (d) of the Companies Act, 1956 for any of the products
of the Company.
(x) (a) In our opinion and according to the information and
explanations given to us, the Company has generally been regular in
depositing undisputed statutory dues including provident fund. Investor
education and protection fund, employees state insurance, income-tax,
sales-tax, wealth-tax, service tax, customs duty, excise duty, cess and
other material statutory dues, where applicable, with the appropriate
authorities;
(b) According to the information and explanations given to us, there
are no cases of non-deposit with the appropriate authorities of
disputed dues of income tax/sales tax/ wealth tax/ service tax/ custom
duty/excise duty/cess.
(xi) The Company has no accumulated losses at the end of the financial
period and it has not incurred cash losses in the financial period
under report. This being the first financial period of the Company, the
question of reporting on the immediately preceding financial year does
notarise.
(xii) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to banks. The Company
does not have borrowings from any financial institution and has not
issued debentures.
(xiii) According to the information and explanations 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.
(xiv) According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banksorfinancial institutions.
(xv) According to the information and explanations given to us, the
Company has not obtained any term loan during the year and hence the
question of commenting on application thereof does not arise.
(xvi) According to the information and explanations given to us and on
an overall examination of the Balance sheet of the Company, funds
raised on short term basis have, prima facie, not been used during the
yearfor long term investment.
(xvii) According to the information and explanations given to us, 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.
(xviii) The Company has not issued debentures, hence the question of
creating security or charge in respect thereof does not arise.
(xix) During the year, the Company has not raised money by public
issue.
(xx) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
was noticed or reported during thefinancial year.
For Deloitte Haskins & Sells
Chartered Accountants
A.B.Jani
Mumbai Partner
Dated: June 27,2009 Membership no.46488
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