Mar 31, 2018
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
1. We have audited the accompanying standalone financial statements of K G DENIM LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2018, 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 FINANCIAL STATEMENTS
2. 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 financial statements to give a true and fair view of the financial position, financial performance (including other comprehensive income), cash flows and changes in equity of the Company in accordance with the Accounting principles generally accepted in India, including the Indian Accounting Standards specified in the Companies (Indian Accounting Standards) Rules, 2015 (as amended) under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
AUDITORSâ RESPONSIBILITY
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.
4. We have taken into account the provisions of the Act and the Rules made thereunder including 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.
5. We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under Section 143 (10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements 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.
6. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the standalone 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 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 financial statements.
7. 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
8. 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, 2018, and its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
OTHER MATTER
9. The financial information of the Company for the year ended March 31, 2017 and the transition date opening balance sheet as at April 1, 2016 included in these financial statements, are based on the previously issued statutory financial statements for the years ended March 31, 2017 and March 31, 2016 prepared in accordance with the Companies (Accounting standards) Rules, 2006 (as amended) which were audited and reported by Gopalaiyer and Subramanian (FRN 000960S), vide their unmodified audit report dated 23rd May 2017 and 26th May 2016 respectively, whose report has been relied upon by us for the purpose of our audit of the standalone financial statements. Our Opinion is not modified in respect of this matter. The adjustments to those financial statements for the differences in accounting principles adopted by the Company on transition to the Ind AS have been audited by us.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
10. As required by âthe Companies (Auditorâs Report) Order, 2016, issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act (âthe Orderâ), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
11. 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 (including other comprehensive income), the Cash Flow Statement and the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d. In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act.
e. On the basis of the written representations received from the directors 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 A.
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 knowledge and belief and according to the information and explanations given to us:
(i) The Company has disclosed the impact, if any, of pending litigations as at March 31, 2018 on its financial position in its standalone financials.
(ii) The Company did not have any long-term contracts including derivatives 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 during the year ended March 31, 2018.
(iv) The disclosure requirements regarding specified bank notes held and transacted during the period from 8th November, 2016 to 30th December, 2016 has not been made since the requirement does not pertain to the year ended 31st March, 2018.
ANNEXURE A TO INDEPENDENT AUDITORSâ REPORT
Referred to in paragraph 11(f) of the Independent Auditorsâ Report of even date to the members of K G Denim Limited on the standalone financial statements for the year ended March 31, 2018.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act
1. We have audited the internal financial controls over financial reporting of K G Denim Limited (âthe Companyâ) as of March 31, 2018 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
2. 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 (ICAI). 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.
Auditorsâ Responsibility
3. Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing deemed to be prescribed under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. 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.
4. 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.
5. 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
6. 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
7. 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
8. In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2018, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
ANNEXURE B TO THE INDEPENDENT AUDITORSâ REPORT
Referred to in paragraph 10 of the Independent Auditorsâ Report of even date to the members of K G Denim Limited on the standalone financial statements for the year ended March 31, 2018.
i. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets are physically verified by the Management according to a phased programme designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of the fixed assets has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
ii. The physical verification of inventory excluding stocks with third parties have been conducted at reasonable intervals by the Management during the year. In respect of inventory lying with third parties, these have substantially been confirmed by them. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been appropriately dealt with in the books of accounts.
iii. The Company has not granted unsecured loans to companies, firms, LLPs 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 185 and 186 of the Companies Act, 2013 in respect of investments made and the guarantees provided by it.
v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.
vi. The Company has maintained the cost records prescribed by the Central Government under Section 148(1) of the Act, however, we have not made detailed examination of such records.
vii. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing the undisputed statutory dues in respect of sales tax, VAT, provident fund, employeesâ state insurance, income tax, service tax, duty of customs, duty of excise, cess and other material statutory dues, as applicable, with the appropriate authorities.
(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of income tax, sales tax and VAT which have not been deposited on account of any dispute. The particulars of dues of service tax, duty of customs and duty of excise as at March 31, 2018 which have not been deposited on account of a dispute, are as follows:
Name of Statute |
Nature of Dues |
Amount (Rs. Lakhs) |
Period to which the amount relates |
Forum where the dispute is pending |
Central Excise Act |
Excise Duty |
5.32 |
FY 2009-10 |
Customs Excise and Service |
1.00 |
FY 2010-11 |
Tax Appellate Tribunal, |
||
10.79 |
FY 2013-14 |
Chennai. Out of this, |
||
demand of Rs.112.61 lakhs |
||||
was stayed by CESTAT, |
||||
Customs Act |
Custom Duty |
7.49 |
FY 2006-07 |
Chennai. |
0.33 |
FY 2008-09 |
|||
112.61 |
FY 2013-14 |
|||
Income Tax Act |
Income Tax |
1.18 |
FY 2014-15 |
CIT Appeals |
0.91 |
FY 2013-14 |
CIT Appeals |
viii. According to the information and explanation given to us, we are of the opinion that the Company has not defaulted in repayment of loans or borrowings to any financial institution or bank or Government or dues to debenture holders as at the balance sheet date.
ix. According to the information and explanation given to us, we are of the opinion that the term loans have been applied for the purposes for which they were obtained.
x. According to the information and explanation given to us, we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.
xi. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
xii. As the Company is not a Nidhi Company and therefore Clause 3(xii) of the Order is not applicable to the Company.
xiii. According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Accordingly Clause 3(xiv) of the Order is not applicable to the Company.
xv. The Company has not entered into any non cash transactions with its directors or persons connected with him, Accordingly Clause 3(xv) of the Order is not applicable to the Company.
xvi. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934, Accordingly Clause 3(xv'') of the Order is not applicable to the Company.
For MOHAN & VENKATARAMAN
Chartered Accountants
Firm Regn. No.007321S
V KARTHIKEYAN
COIMBATORE Partner
25.05.2018 Membership No.208828
Mar 31, 2016
TO THE MEMBERS OF K G DENIM LIMITED REPORT ON THE STANDALONE FINANCIAL STATEMENTS
1. We have audited the accompanying standalone financial statements of K G DENIM LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2016, 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.
MANAGEMENTâS RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS
2. 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 financial statements to 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 of 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.
AUDITORSâ RESPONSIBILITY
3. Our responsibility is to express an opinion on these standalone financial statements based on our audit.
4. We have taken into account the provisions of the Act and the Rules made there under including the accounting standards and matters which are required to be included in the audit report.
5. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Those Standards and pronouncements 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.
6. 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.
7. 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
8. 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
9. As required by âthe Companies (Auditorâs Report) Order, 2016â, issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act (hereinafter referred to as the âOrderâ), and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.
10. 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, 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 Annexure A.
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 knowledge and belief and according to the information and explanations given to us:
(i) The Company has disclosed the impact, if any, of pending litigations as at March 31, 2016 on its financial position in its standalone financials refer to Note No.28(1)(a) to financial statement.
(ii) The Company did not have any pending litigations which would impact its financial position.
(iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
ANNEXURE A TO INDEPENDENT AUDITORSâ REPORT
Referred to in paragraph 10(f) of the Independent Auditorsâ Report of even date to the members of K G Denim Limited on the standalone financial statements for the year ended March 31, 2016.
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act
1. We have audited the internal financial controls over financial reporting of K G Denim Limited (âthe Companyâ) as of March 31, 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
2. 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 (ICAI). 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.
Auditorsâ Responsibility
3. Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing deemed to be prescribed under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. 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.
4. 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.
5. 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
6. 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
7. 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
8. In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 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.
ANNEXURE B TO THE INDEPENDENT AUDITORSâ REPORT
Referred to in paragraph 9 of the Independent Auditorsâ Report of even date to the members of K G Denim Limited on the standalone financial statements for the year ended March 31, 2016.
In terms of information and implementation sought by us and given by the Company and the books and records examined by us in the normal course of audit and to the best of our knowledge and belief, we report the following :
I . (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
(b) The fixed assets are physically verified by the Management according to a phased programme designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of the fixed assets has been physically verified by the Management during the year and no material discrepancies have been noticed on such verification.
(c) The title deeds of immovable properties, as disclosed in Note No.11 on fixed assets to the financial statements, are held in the name of the Company.
ii. The physical verification of inventory excluding stocks with third parties has been conducted at reasonable intervals by the Management during the year. In respect of inventory lying with third parties, these have substantially been confirmed by them. The discrepancies noticed on physical verification of inventory as compared to book records were not material and have been appropriately dealt with in the books of accounts.
iii. The Company has not granted unsecured loans to companies, firms, LLPs or other parties covered in the register maintained under Section 189 of the Act.
iv. The Company has complied with the provisions of Section 185 and 186 of the Companies Act, 2013 in respect of investments made and the guarantees provided by it.
v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.
vi. Pursuant to the rules made by the Central Government of India, the Company is required to maintain cost records as specified under Section 148(1) of the Act in respect of its products. We have broadly reviewed the same, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.
vii. (a) The Company is generally regular in depositing the undisputed statutory dues in respect of sales tax, VAT, provident
fund, employeesâ state insurance, income tax, service tax, duty of customs, duty of excise, cess and other material statutory dues, as applicable, with the appropriate authorities.
(b) There are no dues of income tax, sales tax and VAT which have not been deposited on account of any dispute. The particulars of dues of service tax, duty of customs and duty of excise as at March 31, 2016 which have not been deposited on account of a dispute, are as follows:
Name of Statute |
Nature of Dues |
Amount (Rs. Lakhs) |
Period to which the amount relates |
Forum where the dispute is pending |
Central Excise Act |
Excise Duty |
5.32 |
FY 2009-10 |
Customs Excise and Service |
1.00 |
FY 2010-11 |
Tax Appellate Tribunal, |
||
3.34 |
FY 2011-12 |
Chennai. Out of this, |
||
10.79 |
FY 2013-14 |
demand of Rs.448.69 lakhs |
||
was stayed by CESTAT, |
||||
Customs Act |
Custom Duty |
7.49 |
FY 2006-07 |
Chennai. |
336.08 |
FY 2008-09 |
|||
112.61 |
FY 2013-14 |
viii. Based on our audit procedures, we are of the opinion that the Company has not defaulted in repayment of loans or borrowings to any financial institution or bank or Government or dues to debenture holders as at the balance sheet date.
ix. Based on our audit procedures, we are of the opinion that the term loans have been applied for the purposes for which they were obtained.
x. Based on the audit procedures performed, we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.
xi. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.
xii. As the Company is not a Nidhi Company and therefore Clause 3(xii) of the Order is not applicable to the Company.
xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed in the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Therefore Clause 3(xiv) of the Order is not applicable to the Company.
xv. The Company has not entered into any non cash transactions with its directors or persons connected with him, Therefore Clause 3(xv) of the Order is not applicable to the Company.
xvi. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934, Therefore Clause 3(xvi) of the Order is not applicable to the Company.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN Partner
Coimbatore Membership No.27497
26.05.2016 Firm Regn. No.000960S
Mar 31, 2015
We have audited the accompanying standalone financial statements of K G
DENIM LIMITED, 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.
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 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 Companies
(Accounts) Rules, 2014. This responsibility also includes the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding of the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
AUDITORS' RESPONSIBILITY
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material 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. 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.
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/loss and its cash flows for the
year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government in terms of sub-section (11)
of Section 143 of the Act, we give in Annexure I a statement on matters
specified in paragraphs 3 and 4 of the said order.
2. As required by Section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit;
b. In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
c. The Balance Sheet, the 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.30(i)(a) 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 I TO THE INDEPENDENT AUDITORS' REPORT
(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory
Requirements' section of our report of even date)
I. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) The fixed assets have been physically verified by the management
according to a phased programme designed to cover all the items over a
period of three years, which in our opinion, is reasonable having regard
to the size of the Company and nature of its assets. Pursuant to the
programme, a portion of the fixed assets has been physically verified by
the management during the year, discrepancies noticed on such physical
verification were not material and have been properly dealt with in
books of accounts.
II . (a) As explained to us, inventories have been physically
verified by the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. The Company has not granted any loans secured or unsecured to
parties covered in the Register maintained under Section 189 of the
Companies Act, 2013.
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. Further, on the basis of our examination of the books and
records of the Company, and according to the information and
explanations given to us, we have neither come across, nor have been
informed of, any continuing failure to correct major weaknesses in the
aforesaid internal control system.
V. The Company has not accepted any deposits from the public within
the meaning of Sections 73 and 74 of the Act and the rules framed there
under to the extent notified.
VI . We have broadly reviewed the books of account maintained by the
Company in respect of products where, pursuant to the rules made by the
Central Government of India, the maintenance of cost records has been
specified under sub-section (1) of Section 148 of the Act, and are of
the opinion that, prima facie, the prescribed accounts and records have
been made and maintained. We have not, however, made a detailed
examination of the records with a view to determine whether they are
accurate or complete.
VII . (a) According to the information and explanations given to us
and records examined by us, the Company is 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
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2015
for a period of more than six months from the date they became payable.
(b) According to the information and explanations given to us and the
records of the Company examined by us, the particulars of dues of duty
of customs and duty of excise as at 31st March 2015 which have not been
deposited on account of a dispute, are as follows :
Name of Statute Nature of Amount Period to which
Dues (Rs. Lakhs) the amount
relates
Central Excise Act Excise Duty 5.32 FY 2009-10
1.00 FY 2010-11
3.34 FY 2011-12
10.79 FY 2013-14
Customs Act Custom Duty 7.49 FY 2006-07
336.08 FY 2008-09
112.61 FY 2013-14
Name of Statute Forum where the
dispute is pending
Central Excise Act Customs Excise and Service
Tax Appellate Tribunal,
Chennai. Out of this,
demand of Rs.448.69 lakhs
was stayed by CESTAT,
Customs Act Chennai.
VIII. The Company does not have any accumulated losses as at 31st
March 2015. The Company has not incurred any cash loss during the
financial year covered by our audit and the immediately preceding
financial year.
IX. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to banks.
X. In our opinion, and according to the information and explanations
given to us, the terms and conditions of the guarantees given by the
Company for loans taken by others from banks or financial institutions
during the year are not prejudicial to the interest of the Company.
XI . In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XI I . During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
material fraud on or by the Company, noticed or reported during the
year, nor have we been informed of any such case by the Management.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Coimbatore Membership No.27497
23.05.2015 Firm Regn. No.000960S
Mar 31, 2014
We have audited the accompanying financial statements of K G DENIM
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 referred to in Section 211
(3C) of the Companies Act, 1956 ("the Act"). This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
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
referred to in Section 211 (3C) of the Act.
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
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements'' 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 have been physically verified by the management
according to a phased programme designed to cover all the items over a
period of three years, which in our opinion, is reasonable having
regard to the size of the Company and nature of its assets. Pursuant to
the programme, a portion of the fixed assets has been physically
verified by the management during the year, discrepancies noticed on
such physical verification were not material and have been properly
dealt with in books of accounts.
(c) There were no disposal of substantial part of fixed assets during
the year and hence the going concern status of the Company is not
affected.
II. IN RESPECT OF ITS INVENTORIES
(a) As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. IN RESPECT OF LOANS, SECURED OR UNSECURED, GRANTED OR TAKEN BY THE
COMPANY
The Company has neither taken any loans secured or unsecured, nor has
granted any loans secured or unsecured to parties covered in the
Register maintained under Section 301 of the Companies Act, 1956 and
hence sub-clauses (a) to (g) of Clause (iii) are not applicable.
IV. In our opinion and according to the explanations and information
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit no major weakness has been noticed in
the internal control system.
V. IN RESPECT OF TRANSACTIONS COVERED UNDER SECTION 301 OF THE
COMPANIES ACT, 1956
(a) In our opinion and according to the information and explanations
given to us the transactions made in pursuance of contracts or
arrangements, that need to be entered into the Register maintained
under Section 301 of the Companies Act, 1956 have been so entered in
the register maintained for the purpose.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered into the Register maintained under Section 301 of
the Act 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 the prevailing market prices at the relevant time.
VI. During the year the Company has not accepted any deposits from the
public and hence the provisions of Section 58A and 58AA of the
Companies Act, 1956 and the Companies [Acceptances of Deposit Rules,
1975] and other relevant provisions of the Companies Act, 1956 are not
applicable.
VII. In our opinion, the Company''s present internal audit system is
commensurate with its size and nature of business.
VIII. We have broadly reviewed the books of accounts maintained by the
Company pursuant to the Order made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
IX. IN RESPECT OF STATUTORY DUES:-
(a) According to the information and explanations given to us and
records examined by us, the Company is 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
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2014
for a period of more than six months from the date they became payable.
(b) The following amounts have not been deposited on account of
dispute.
Name of Statute Nature of Amount under Forum Where dispute
Dues dispute not is pending
yet deposited
as on 31.3.2014
(Rs.lakhs)
The Central Excise Customs, 2.63 Commissioner of
Act, 1944 Excise Central Excise
& Service Appeals, Salem
Tax
The Customs Act, 978.62 Customs Excise and
1962 Service Tax
Appellate Tribunal,
Chennai. Out of
this, demand of
Rs.583.49 lakhs was
stayed by CESTAT,
Chennai.
X . The Company does not have any accumulated losses as at 31st March
2014. The Company has not incurred any cash loss during the financial
year covered by our audit and the immediately preceding financial year.
XI. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks or
debentureholders.
XII. During the year, the Company has not granted loans and advances on
the basis of the security by way of pledge of shares, debentures and
other securities.
XIII. In our opinion the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, clause (xiii) of the Companies
(Auditors Report) (Amendment) Order 2004 is not applicable to the
Company.
XIV. In our opinion and according to the information and explanations
given to us, proper records have been maintained by the Company in
respect of dealing in securities and other investments and timely
entries have been made therein in respect of transactions and
contracts. The securities and other investments have been held by the
Company in its own name. The Company has not undertaken any trading in
shares and debentures.
XV. According to the information and explanations given to us and the
representation made by the management, the Company has given guarantee
for loans taken by its subsidiary, Trigger Apparels Limited from Bank
for Rs.651 lakhs and its associate, KG Fabriks Limited from bank for
Rs.300.00 lakhs. However, the terms and conditions of the guarantee are
not prima facie prejudicial to the interest of the Company.
XVI. In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XVII. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that the company has utilized the funds raised on short
term basis for long term investments to the extent of Rs.1790.97 lakhs.
XVIII. 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.
XIX. The Company has not raised any debentures during the financial
year and hence creation of security in respect of debentures does not
arise.
XX. The Company has not raised any money through a public issue during
the year.
XXI . Based upon the audit procedures performed and information and
explanations given by the management, we report that no fraud on or by
the Company has been noticed or reported during the year.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Coimbatore Membership No.27497
24.05.2014 Firm Regn. No.000960S
Mar 31, 2013
REPORT ON THE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of K G DENIM
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.
MANAGEMENTÂS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The CompanyÂs 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"). 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.
AUDITORSÂ 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 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 control relevant to the
CompanyÂs 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 CompanyÂs 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 (AuditorÂs 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
referred to in Section 211(3C) of the Act.
e. On the basis of the written representations received from the
directors as on 31st March, 2013 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.
ANNEXURE TO THE INDEPENDENT AUDITORSÂ REPORT
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements 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 have been physically verified by the management
according to a phased programme designed to cover all the items over a
period of three years, which in our opinion, is reasonable having
regard to the size of the Company and nature of its assets. Pursuant to
the programme, a portion of the fixed assets has been physically
verified by the management during the year, discrepancies noticed on
such physical verification were not material and have been properly
dealt with in books of accounts.
(c) There were no disposal of substantial part of fixed assets during
the year and hence the going concern status of the Company is not
affected.
II. IN RESPECT OF ITS INVENTORIES
(a) As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. IN RESPECT OF LOANS, SECURED OR UNSECURED, GRANTED OR TAKEN BY
THE COMPANY
The Company has neither taken any loans secured or unsecured, nor has
granted any loans secured or unsecured to parties covered in the
Register maintained under Section 301 of the Companies Act, 1956 and
hence sub-clauses (a) to (g) of Clause (iii) are not applicable.
IV. In our opinion and according to the explanations and information
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit no major weakness has been noticed in
the internal control system.
V. IN RESPECT OF TRANSACTIONS COVERED UNDER SECTION 301 OF THE
COMPANIES ACT, 1956
(a) In our opinion and according to the information and explanations
given to us the transactions made in pursuance of contracts or
arrangements, that need to be entered into the Register maintained
under Section 301 of the Companies Act, 1956 have been so entered in
the register maintained for the purpose.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered into the Register maintained under Section 301 of
the Act 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 the prevailing market prices at the relevant time.
VI. During the year the Company has not accepted any deposits from the
public and hence the provisions of Section 58A and 58AA of the
Companies Act, 1956 and the Companies [Acceptances of Deposit Rules,
1975] and other relevant provisions of the Companies Act, 1956 are not
applicable.
VII. In our opinion, the CompanyÂs present internal audit system is
commensurate with its size and nature of business.
VIII. We have broadly reviewed the books of accounts maintained by the
Company pursuant to the Order made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
IX. IN RESPECT OF STATUTORY DUES:-
(a) According to the information and explanations given to us and
records examined by us, the Company is 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
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2013
for a period of more than six months from the date they became payable.
(b) The following amounts have not been deposited on account of
dispute.
Name of Statute Nature of Amount under dispute Forum Where dispute is
pending
Dues not yet deposited
as on 31.3.2013 (Rs.lakhs)
The Central Excise Act Excise duty 10.79 Commissioner of Central Excise
Appeals, Salem
The Central Excise Act / Excise duty / 620.26 CESTAT, Chennai. Out of
this, demand of Rs.583.49
The Customs Act Customs duty lakhs was stayed by CESTAT, Chennai.
X. The Company does not have any accumulated losses as at 31st March
2013. The Company has not incurred any cash loss during the financial
year covered by our audit and the immediately preceding financial year.
XI. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks or
debentureholders.
XII. During the year, the Company has not granted loans and advances
on the basis of the security by way of pledge of shares, debentures and
other securities.
XIII. In our opinion the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, clause (xiii) of the Companies
(Auditors Report) (Amendment) Order 2004 is not applicable to the
Company.
XIV. In our opinion and according to the information and explanations
given to us, proper records have been maintained by the Company in
respect of dealing in securities and other investments and timely
entries have been made therein in respect of transactions and
contracts. The securities and other investments have been held by the
Company in its own name. The Company has not undertaken any trading in
shares and debentures.
XV. According to the information and explanations given to us and the
representation made by the management, the Company has given guarantee
for loans taken by its subsidiary, Trigger Apparels Limited from Bank
for Rs.651 lakhs and its associate, KG Fabriks Limited from bank for
Rs.300.00 lakhs. However, the terms and conditions of the guarantee are
not prima facie prejudicial to the interest of the Company.
XVI. In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XVII. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that the company has utilized the funds raised on short
term basis for long term investments to the extent of Rs.820.83 lakhs.
XVIII. 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.
XIX. The Company has not raised any debentures during the financial
year and hence creation of security in respect of debentures does not
arise.
XX. The Company has not raised any money through a public issue during
the year.
XXI. Based upon the audit procedures performed and information and
explanations given by the management, we report that no fraud on or by
the Company has been noticed or reported during the year.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Coimbatore Membership No.27497
29.05.2013 Firm Regn. No.000960S
Mar 31, 2012
1 We have audited the attached Balance Sheet of K G DENIM LIMITED as on
31st March 2012 and also the Statement of Profit & Loss for the year
ended on that date annexed thereto and the Cash Flow Statement for the
year ended on that date. 1 hese 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 v,,*.n auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable insurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3 As required by the Companies (Auditor's Report) (Amendment) Order,
2003 issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of the Companies Act, 1956, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said Order.
4 Further to our comments in the Annexure referred to above, 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, Statement of Profit & Loss and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) In our opinion, the Balance Sheet, Statement of Profit & Loss and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of Section 211 of
the Companies Act, 1956.
(e) On the basis of written representations received from the directors
as on 31st March 2012 and taken on record by the Board of Directors, we
report that none of the director is disqualified as on 31st March 2012
from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
5 In our opinion, and to the best of our information and according to
the explanations given to us, the said accounts 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 Balance Sheet, of the state of affairs of the
Company as at 31st March 2012;
(b) In the case of Statement of Profit & Loss, the PROFIT for the year
ended on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH (3) 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 have been physically verified by the management
according to a phased programmer designed to cover all the items over a
period of three years, which in our opinion, is reasonable having
regard to the size of the Company and nature of its assets. Pursuant to
the programme, a portion of the fixed assets has been physically
verified by the management during the year discrepancies noticed on
such physical verification were not material and have been properly
dealt with in books of accounts.
(c) There were no disposal of substantial part of fixed assets during
the year and hence the going concern status of the Company is not
affected.
II. IN RESPECT OF ITS INVENTORIES
(a) As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. IN RESPECT OF LOANS, SECURED OR UNSECURED, GRANTED OR TAKEN BY THE
COMPANY
The Company has neither taken any loans secured or unsecured, nor has
granted any loans secured or unsecured to parties covered in the
Register maintained under Section 301 of the Companies Act, 1956 and
hence sub-clauses (a) to (g) of Clause (iii) are not applicable.
IV. In our opinion and according to the explanations and information
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit no major weakness has been noticed in
the internal control system.
V. IN RESPECT OF TRANSACTIONS COVERED UNDER SECTION 301 OF THE
COMPANIES ACT, 1956
(a) In our opinion and according to the information and explanations
given to us the transactions made in pursuance of contracts or
arrangements, that need to be entered into the Register maintained
under Section 301 of the Companies Act, 1956 have been so entered in
the register maintained for the purpose.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered into the Register maintained under Section 301 of
the Act 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 the prevailing market prices at the relevant time.
VI. During the year the Company has not accepted any deposits from the
public and hence the provisions of Section 58A and 58AA of the
Companies Act, 1956 and the Companies [Acceptances of Deposit Rules,
1975] and other relevant provisions of the Companies Act, 1956 are not
applicable.
VII. In our opinion, the Company's present internal audit system is
commensurate with its size and nature of business.
VIII. We have broadly reviewed the books of accounts maintained by the
Company pursuant to the Order made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the piesaibed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
IX. IN RESPECT OF STATUTORY DUES:-
(a) According to the information and explanations given to us and
records examined by us, the Company is 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
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2012
for a period of more than six months from the date they became payable.
(b) The following amounts have not been deposited on account of
dispute.
Name of
Statute Nature of Amount under
dispute Forum Where dispute is
pending
Dues not yet
deposited
as on
31.3.2012
(Rs. lakhs)
The
Central
Excise
Act Excise duty 24.90 Commissioner of Central Excise
Appeals, Salem and
Asst. Commissioner,
Mettupalayam
The
Central
Excise
Act Excise duty 616.92 CESTAT, Chennai. Out of this,
demand of Rs.335.75
lakhs was stayed by CESTAT,
Chennai.
X. The Company does not have any accumulated losses as at 31st March
2012. The Company has not incurred any cash loss during the financial
year covered by our audit and the immediately preceding financial year.
XI. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks or
debentureholders.
XII. During the year, the Company has not granted loans and advances on
the basis of the security by way of pledge of shares, debentures and
other securities.
XIII. In our opinion the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, clause (xiii) of the Companies
(Auditors Report) (Amendment) Order 2004 is not applicable to the
Company.
XIV. In our opinion and according to the information and explanations
given to us, proper records have been maintained by the Company in
respect of dealing in securities and other investments and timely
entries have been made therein in respect of transactions and
contracts. The securities and other investments have been held by the
Company in its own name. The Company has not undertaken any trading in
shares and debentures.
XV. According to the information and explanations given to us and the
representation made by the management, the Company has given guarantee
for loans taken by its subsidiary, Trigger Apparels Limited from Bank
for Rs.651 lakhs and its associate, KG Fabriks Limited from bank for
Rs.300.00 lakhs. However, the terms and conditions of the guarantee are
not prima facie prejudicial to the interest of the Company.
XVI. In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XVII. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that there are no funds raised on short term basis that
have been used for long term investment.
XVIII. 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.
XIX. The Company has not raised any debentures during the financial
year and hence creation of security in respect of debentures does not
arise.
XX. The Company has not raised any money through a public issue during
the year.
XXI. Based upon the audit procedures performed and information and
explanations given by the management, we report that no fraud on or by
the Company has been noticed or reported during the year.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Coimbatore Membership No.27497
07.06.2012 Firm Regn. No.000960S
Mar 31, 2011
1 We have audited the attached Balance Sheet of K G DENIM LIMITED as on
31st March 2011 and also the Profit & Loss Account for the year ended
on that date annexed thereto and the Cash Flow Statement for the year
ended on that date. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2 We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3 As required by the Companies (Auditor's Report) (Amendment) Order,
2003 issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of the Companies Act, 1956, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said Order.
4 Further to our comments in the Annexure referred to above, 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, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956.
(e) On the basis of written representations received from the directors
as on 31st March 2011 and taken on record by the Board of Directors, we
report that none of the director is disqualified as on 31st March 2011
from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
5 In our opinion, and to the best of our information and according to
the explanations given to us, the said accounts 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 Balance Sheet, of the state of affairs of the
Company as at 31st March 2011;
(b) In the case of Profit & Loss Account, the PROFIT for the year ended
on that date; and
(c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH (3) 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 have been physically verified by the management
according to a phased programme designed to cover all the items over a
period of three years, which in our opinion, is reasonable having
regard to the size of the Company and nature of its assets. Pursuant to
the programme, a portion of the fixed assets has been physically
verified by the management during the year discrepancies noticed on
such physical verification were not material and have been properly
dealt with in books of accounts.
(c) There were no disposal of substantial part of fixed assets during
the year and hence the going concern status of the Company is not
affected.
II. IN RESPECT OF ITS INVENTORIES
(a) As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. IN RESPECT OF LOANS, SECURED OR UNSECURED, GRANTED OR TAKEN BY
THE COMPANY
The Company has neither taken any loans secured or unsecured, nor has
granted any loans secured or unsecured to parties covered in the
Register maintained under Section 301 of the Companies Act, 1956 and
hence sub-clauses (a) to (g) of Clause (iii) are not applicable.
IV. In our opinion and according to the explanations and information
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit no major weakness has been noticed in
the internal control system.
V. IN RESPECT OF TRANSACTIONS COVERED UNDER SECTION 301 OF THE
COMPANIES ACT, 1956
(a) In our opinion and according to the information and explanations
given to us the transactions made in pursuance of contracts or
arrangements, that need to be entered into the Register maintained
under Section 301 of the Companies Act, 1956 have been so entered in
the register maintained for the purpose.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered into the Register maintained under Section 301 of
the Act 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 the prevailing market prices at the relevant time.
VI. During the year the Company has not accepted any deposits from the
public and hence the provisions of Section 58A and 58AA of the
Companies Act, 1956 and the Companies [Acceptances of Deposit Rules,
1975] and other relevant provisions of the Companies Act, 1956 are not
applicable.
VII. In our opinion, the Company's present internal audit system is
commensurate with its size and nature of business.
VIII. We have broadly reviewed the books of accounts maintained by the
Company pursuant to the Order made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
IX. IN RESPECT OF STATUTORY DUES:-
(a) According to the information and explanations given to us and
records examined by us, the Company is 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
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2011
for a period of more than six months from the date they became payable.
(b) The following amounts have not been deposited on account of
dispute.
Name of Statute Nature of Amount under dispute
dues not yet deposited
as on 31.3.2011
(Rs.lakhs)
The Central Excise Act Excise duty 14.13
The Central Excise Act Excise duty 369.18
The Central Excise Act Excise duty 247.74
Central Sales Tax Act Central Sales Tax 5.73
Name of Statute Forum Where dispute is pending
The Central Excise Act Commissioner of Central Excise Appeals, Salem
The Central Excise Act Out of this demand of Rs.335.75 lakhs was
stayed by CESTAT, Chennai
The Central Excise Act Revisionary Authority, New Delhi
Central Sales Tax Act Appellate Deputy Commissioner(CT), Coimbatore
X. The Company does not have any accumulated losses as at 31st March
2011. The Company has not incurred any cash loss during the financial
year covered by our audit and the immediately preceding financial year.
XI. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks or
debentureholders.
XII. During the year, the Company has not granted loans and advances
on the basis of the security by way of pledge of shares, debentures and
other securities.
XIII. In our opinion the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, clause (xiii) of the Companies
(Auditors Report) (Amendment) Order 2004 is not applicable to the
Company.
XIV. In our opinion and according to the information and explanations
given to us, proper records have been maintained by the Company in
respect of dealing in securities and other investments and timely
entries have been made therein in respect of transactions and
contracts. The securities and other investments have been held by the
Company in its own name. The Company has not undertaken any trading in
shares and debentures.
XV. According to the information and explanations given to us and the
representation made by the management, the Company has given guarantee
for loans taken by its subsidiary, Trigger Apparels Limited from Bank
for Rs.601.46 lakhs and its associate, KG Fabriks Limited from bank for
Rs.300.00 lakhs. However, the terms and conditions of the guarantee are
not prima facie prejudicial to the interest of the Company.
XVI. In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XVII. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that there are no funds raised on short term basis that
have been used for long term investment.
XVIII. 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.
XIX. The Company has not raised any debentures during the financial
year and hence creation of security in respect of debentures does not
arise.
XX. The Company has not raised any money through a public issue during
the year.
XXI. Based upon the audit procedures performed and information and
explanations given by the management, we report that no fraud on or by
the Company has been noticed or reported during the year.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Membership No.27497
Firm Regn. No.000960S
Coimbatore
27.05.2011
Mar 31, 2010
1 We have audited the attached Balance Sheet of K G DENIM LIMITED as on
31st March 2010 and also the Profit & Loss Account for the year ended
on that date annexed thereto and the cash flow statement for the year
ended on that date. These financial statements are the responsibility
of the CompanyÃs management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2 We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3 As required by the Companies (AuditorÃs Report) (Amendment) Order,
2003 issued by the Central Government of India in terms of sub-section
(4A) of Section 227 of the Companies Act, 1956, we enclose in the
Annexure a statement on the matters specified in paragraphs 4 and 5 of
the said Order.
4 Further to our comments in the Annexure referred to above, 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, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956.
(e) On the basis of written representations received from the directors
as on 31st March 2010 and taken on record by the Board of Directors, we
report that none of the director is disqualified as on 31st March 2010
from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956;
5 In our opinion, and to the best of our information and according to
the explanations given to us, the said accounts 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 Balance Sheet, of the state of affairs of the
Company as at 31st March 2010;
(b) In the case of Profit & Loss Account, the PROFIT for the year ended
on that date; and
(c) In the case of the cash flow statement, of the cash flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH (3) 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 have been physically verified by the management
according to a phased programme designed to cover all the items over a
period of three years, which in our opinion, is reasonable having
regard to the size of the Company and nature of its assets. Pursuant to
the programme, a portion of the fixed assets has been physically
verified by the management during the year discrepancies noticed on
such physical verification were not material and have been properly
dealt with in books of accounts.
(c) There were no disposal of substantial part of fixed assets during
the year and hence the going concern of the Company is not affected.
II. IN RESPECT OF ITS INVENTORIES
(a) As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventory
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us there were no material discrepancies noticed on
physical verification of inventories as compared to book records.
III. IN RESPECT OF LOANS, SECURED OR UNSECURED, GRANTED OR TAKEN BY
THE COMPANY
The Company has neither taken any loans secured or unsecured, nor has
granted any loans secured or unsecured to parties covered in the
register maintained under Section 301 of the Companies Act, 1956 and
hence sub-clauses (a) to (g) of Clause (iii) are not applicable.
IV. In our opinion and according to the explanations and information
given to us, there is adequate internal control system commensurate
with the size of the Company and the nature of business for the
purchase of inventory and fixed assets and for the sale of goods.
During the course of our audit no major weakness has been noticed in
the internal control system.
V. IN RESPECT OF TRANSACTIONS COVERED UNDER SECTION 301 OF THE
COMPANIES ACT, 1956
(a) In our opinion and according to the information and explanations
given to us the transactions made in pursuance of contracts or
arrangements, that need to be entered into the register maintained
under Section 301 of the Companies Act, 1956 have been so entered in
the register maintained for the purpose.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts or
arrangements entered into the register maintained under Section 301 of
the Act 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 the prevailing market prices at the relevant time.
VI. During the year the Company has not accepted any deposits from the
public and hence the provisions of Section 58A and 58AA of the
Companies Act, 1956 and the Companies [Acceptances of Deposit Rules
1975] and other relevant provisions of the Companies Act, 1956 are not
applicable.
VII. In our opinion, the CompanyÃs present internal audit system is
commensurate with its size and nature of business.
VIII. We have broadly reviewed the books of accounts maintained by the
Company pursuant to the Order made by the Central Government for the
maintenance of cost records under Section 209(1) (d) of the Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have not,
however, made a detailed examination of the same.
IX. IN RESPECT OF STATUTORY DUES:-
(a) According to the information and explanations given to us and
records examined by us, the Company is regular in depositing undisputed
statutory dues including provident fund, investor education and
protection fund, employeesà state insurance, income tax, sales tax,
wealth tax, service tax, customs duty, excise duty, cess and other
statutory dues with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2010
for a period of more than six months from the date they became payable.
(b) The following amounts have not been deposited on account of
dispute.
Name of Statute Nature of Amount under dispute Forum Where
Dues not yet deposited dispute is pending
as on 31.3.2010
(Rs.lakhs)
The Central
Excise Act Excise duty 35.40 Commissioner of
Central Excise
Appeals, Salem
The Central
Excise Act Excise duty 344.77 Out of this demand
of Rs.335.75 lakhs
was stayed by
CESTAT, Chennai
X. The Company does not have any accumulated losses as at 31st March
2010. The Company has not incurred any cash loss during the financial
year covered by our audit. However, the Company has incurred cash loss
during the immediately preceding financial year.
XI. Based on our audit procedures and according to the information and
explanations given to us, we are of the opinion that the Company has
not defaulted in repayment of dues to financial institutions, banks or
debentureholders.
XII. During the year, the Company has not granted loans and advances
on the basis of the security by way of pledge of shares, debentures and
other securities.
XIII. In our opinion the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore, clause (xiii) of the Companies
(Auditors Report) (Amendment) Order 2004 is not applicable to the
Company.
XIV. In our opinion and according to the information and explanations
given to us, proper records have been maintained by the Company in
respect of dealing in securities and other investments and timely
entries have been made therein in respect of transactions and
contracts. The securities and other investments have been held by the
Company in its own name. The Company has not undertaken any trading in
shares and debentures.
XV. According to the information and explanations given to us and the
representation made by the management, the Company has given guarantee
for loans taken by its subsidiary, Trigger Apparels Limited from Bank
for Rs.602.46 lakhs and its associate, KG Fabriks Limited from bank for
Rs.300.00 lakhs. However, the terms and conditions of the guarantee are
not prima facie prejudicial to the interest of the Company.
XVI. In our opinion, and according to the information and explanations
given to us, on an overall basis, the term loans have been applied for
the purposes for which they were obtained.
XVII. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, we are of
the opinion that the company has utilized the funds raised on short
term basis for long term investments to the extent of Rs.162.27 lakhs.
XVIII. 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.
XIX. The Company has not raised any debentures during the financial
year and hence creation of security in respect of debentures does not
arise.
XX. The Company has not raised any money through a public issue during
the year.
XXI. Based upon the audit procedures performed and information and
explanations given by the management, we report that no fraud on or by
the Company has been noticed or reported during the year.
For GOPALAIYER AND SUBRAMANIAN
Chartered Accountants
CA. R MAHADEVAN
Partner
Coimbatore Membership No.27497
26.05.2010 Firm Regn. No.000960S
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