Mar 31, 2023
Kothari Products Limited
REPORTON THE AUDITOFTHE STANDALONE FINANCIAL STATEMENTS
Opinion
We have audited the accompanying Standalone Financial Statements of Kothari Products Limited ("the Company"), which comprise the Standalone Balance Sheet as at March 31,2023, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year then ended, and notes to Standalone Financial Statements including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the Standalone Financial Statements").
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 Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards("lnd AS") prescribed under section 1 33 of the Act read with the Companies (Indian Accounting Standards) Rules, 201 5, as amended and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2023 and its profit (including other comprehensive income), the changes in equity and its cash flows for the year ended on that date.
Basisfor Opinion
We conducted our audit of the Standalone Financial Statement in accordance with the Standards on Auditing ("SAs") specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules framed thereunder, and we have fulfil led our other ethical responsibilities in accordance with these requirements and the ICAI''s Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion onthe Standalone Financial Statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone Financial Statements of the current period. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and informing our opinion thereon, and we do not provide a separate opinion on these matters.
We have determined that there are no key audit matters to communicate in our report.
Information Other than the Standalone Financial Statements and Auditor''s Report thereon
The Company''s Management and Board of Directors are responsible for the preparation of the other information. The other information comprises the information included in Annual Report, but does not include the Standalone Financial Statements, Consolidated Financial Statements and our Auditor''s report thereon. The Annual Report is expected to be made available to us afterthe date of this report.
Our opinion on the Standalone Financial Statements does not coverthe other information and we do not express any form of assurance conclusionthereon.
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude thatthere is a material misstatement therein, we are required to communicate the matter to Those Charged With Governance and take necessary actions as applicable under the relevant laws and regulations. Management''s and Those Charged with Governance Responsibilities for the Standalone Financial Statements
The Company''s Management and Board of Directors are responsible for the matters stated in section 1 34(5) of the Act with respect to the preparation of the Standalone Financial Statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity, cash flows of the Company in accordance with the accounting principles gene rally accepted in India, including I nd AS and relevant provisions of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevantto the preparation and presentation ofthe Standalone Financial
Statements that give a true and fair view and a re free from material misstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, the Company''s Management and Board of Directors are responsible for assessing the Company''s abilityto continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so,The Board of Directors are also responsible for overseeing the Company''s financial reporting process.
Auditor''s Responsibilities forthe Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor''s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can a rise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
⢠Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higherthanforone resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
⢠Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate interna I financial controls system with reference to Standalone Financial Statements in place and the operating effectiveness of such controls.
⢠Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.
⢠Conclude on the appropriateness of Management and Board of Director''s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company''s abilityto continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor''s report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor''s report. Flowever, future events or conditions may cause the Company to cease to continue as a going concern.
⢠Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s report unless law or regulation precludes public disclosure aboutthe matter or when, in extremely rare circumstances, we determinethat a mattershould not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements:
1. As required by the Companies (Auditor''s Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of section 1 43(11) of the Act, we give in the "Annexure A", a statement on the matters specified in the paragraph 3 and 4 of the said Order.
2. As required by section 143(3)oftheAct,we reportthat:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessaryforthe purposes of ouraudit;
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 ofthose books;
c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (Including OtherComprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows 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 relevant rules issued thereunder and relevant provisions of the Act;
e) On the basis of the written representations received from the directors as on March 31,2023 taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2023 from being appointed as a director in terms ofsection 1 64(2) ofthe Act;
f) With respect to the adequacy ofthe internal financial controls with reference to Standalone Financial Statements ofthe Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B", Our report expresses an unmodified opinion on the adequacy and operating effectiveness ofthe Company''s internal financial controls with reference to Standalone Financial Statements;
g) With respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 1 97(1 6) ofthe Act, as amended:
In our opinion and to the best of our information and accordingtothe explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions ofsection 1 97 ofthe Act; and
h) 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, as amended, in our opinion and to the best of our information and according to the explanationsgivento us:
i. The Company has disclosed details of pending litigations, however, it does not have adverse impact on its financial position. Refer note 44 to Standalone Financial Statements;
ii. The Company does not have any long term contracts including derivative contracts requiring a provision for materialforeseable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund bythe Company;
iv. (a) The Management has represented that no funds have been advanced or loaned or invested (either from
borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Company ("Ultimate Beneficiaries") or provide any guara ntee,security orthe like on behalf ofthe Ultimate Beneficiaries;
(b) The Management has represented that no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Funding Party ("Ultimate Beneficiaries") or provide any guarantee,securityorthe like on behalf ofthe Ultimate Beneficiaries; and
(c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing hascometo our noticethat has caused usto believethatthe representations undersubclause (i) and (ii) of rule 1 1 (e),as provided under (a) and (b) above, contain any material misstatement.
v. The Company has neither declared nor paid any dividend during the year.
vi. Proviso to rule 3(1) ofthe Companies (Accounts) Rules, 2014 for maintaining books of accounts using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company with effect from April 1,2023, and accordingly, reporting under rule 11 (g) ofthe Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended March 31,2023.
For G. M. Kapadia & Co.
Chartered Accountants Firm Registration No.104767W
AtulShah
Partner
Place; Mumbai Membership No.039569
Date: 23rd May, 2023 UDIN: 23039569BGURJN8126
Mar 31, 2016
To,
The Members,
Kothari Products Limited
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of KOTHARI PRODUCTS LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Standalone Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of the standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act, as applicable.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorsâ Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under and the Order under section 143 (11) of the Act.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the 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 Auditorsâ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profit and its cash flows for the year ended on that date.
Report on Other legal and Regulatory Requirements
1. As required by Section 143 (3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards prescribed under section 133 of the Act, as applicable.
e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 64(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Aâ.
g) With respect to the other matters to be included in the Auditorsâ 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 does not have any pending litigations which would impact its financial position.
ii. The Company did not have any long-term contracts, including derivative contracts, for which there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
2. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ) issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure Bâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
(Referred to in paragraph 1 (f) under âReport on Other Legal and Regulatory Requirementsâ of our report of even date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of Kothari Products Limited (âthe Companyâ) as of 31st March, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the âGuidance Noteâ) issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorsâ Responsibility
Our responsibility is to express an opinion on the Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the Auditorsâ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 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.
(Referred to in paragraph 2 under âReport on Other Legal and Regulatory Requirementsâ 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 Company has a program of verification of fixed assets to cover all the items in a phased manner at reasonable intervals which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain fixed assets were physically verified by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.
(c) According to information and explanations given to us and the records examined by us, we report that , the title deeds, comprising all the immovable properties are held in the name of the Company as at the balance sheet date.
(ii) (a) The inventories have been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable.
(b) The procedures of physical verification of stocks followed by the management is reasonable and adequate in relation to the size of the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the discrepancies noticed on physical verification, which were not material, have been properly dealt with in the books of accounts.
(iii) (a) The Company has given unsecured loans to its subsidiary companies and associate companies covered in the register maintained under Section 189 of the Companies Act, 2013. Total yearend balance of unsecured loan from its four subsidiary companies and two associate companies were Rs. 16820 lacs.
(b) In our opinion and according to the information and explanations given to us, the rate of interest ( other than interest free loans to its two subsidiary companies) and other terms & conditions of the loan given by Company, are not prima facie prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no repayment schedule. The amount of interest is also payable on demand.
(d) There is no overdue amount of principal or interest.
(e) The Company has taken unsecured loans from one of its directors and year ended outstanding has been Rs.50 lacs except this the company has taken no loans or advances from companies, firms or other parties covered in the register maintained under section 189 of the Act.
(f) The rate of interest and other terms and conditions are not prejudicial to the interest of the company.
(g) The principal and interest are payable on demand and there is no repayment schedule.
(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 grant of loans, making investments and providing guarantees and securities.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and hence reporting under clause (v) of the CARO is not applicable.
(vi) Having regard to the nature of the Companyâs business / activities, reporting under clause (vi) of the CARO 2016 is not applicable.
(vii) (a) The Company is regular in depositing undisputed statutory dues including Provident Fund, Investor Education and
Protection Fund, Employeesâ State Insurance, Income tax, Sales tax / Value Added Tax, Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income tax, Wealth tax, Service tax, Sales tax / Value Added Tax, Custom duty and Cess as at 31st March, 2016 which were outstanding for a period of more than six months from the date they became payable.
(b) According to the information & explanations given to us, there is no disputed amount payable in respect of Income tax, Wealth tax, Service tax, Sales tax / Value Added Tax, Custom duty and Cess as at 31st March, 2016.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to financial institutions, banks and government and dues to debenture holders.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) and has not taken any term loan during the year.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act,2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 188 and 177 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors, directors of its subsidiary companies or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
For MEHROTRA & MEHROTRA,
Chartered Accountants,
Firm Registration No. 00226C
(Vivek Kumar)
Place: Kanpur PARTNER
Date : 20th May, 2016 Membership No. 408227
Mar 31, 2015
We have audited the accompanying financial statements of KOTHARI
PRODUCTS LIMITED ("the Company") which comprise the Balance Sheet
as at 31st March, 2015, the Statement of Profit & Loss and the Cash
Flow Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's management is responsible for the preparation of these
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
Accounting Standards referred to in Section 133 of the Companies Act,
2013 (the Act") read with Rule 7 of the Companies (Accounts) Rule,
2014. 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 misstatements, 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 Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and 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, 2015;
(b) in the case of Statement of Profit & Loss, of the Profit of the
Company for the year ended on that date; and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
Report on Other legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order, 2015
("the Order") issued by the Central Government of India in terms of
sub-section (11) of Section 143 of the Companies Act, 2013, we give in
the Annexure a statement on the matters specified in paragraphs 3 and 4
of the Order.
2. As required by Section 143(3) of the Act, we report that:
(a) we have obtained all information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our
audit.
(b) in our opinion, proper books of accounts as required by law have
been kept by the Company, so far as appears from our examination of
those books.
(c) The Balance sheet, the Statement of Profit & Loss and the Cash Flow
Statement dealt with by this Report are in agreement with the books of
accounts.
(d) in our opinion, Balance Sheet, Statement of Profit & Loss and Cash
Flow Statement comply with the Accounting Standards referred to in
Section 133 of the Act read with Rule 7 of the Companies (Accounts)
Rule, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 and taken on records 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 sub-section (2) of
Section 164 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 is maintaining proper records showing full particulars,
including quantitative details and situation of its fixed assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verified by the management at
reasonable intervals during the year and no material discrepancies were
noticed on such verification.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern.
(ii) In respect of Inventories:
(a) The inventories have been physically verified during the year by
the management, except for stocks lying with third parties, which have,
however, been confirmed by them. In our opinion, the frequency of
verification is reasonable.
(b) The procedures of physical verification of stocks followed by the
management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification, which were not
material, have been properly dealt with in the books of account.
(iii) In respect of Loans & Advances:
(a) The Company has given unsecured loans to its six subsidiary
companies, two associate Companies and one enterprise over which Key
Managerial Personnel are able to exercise significant influence. Total
year end balances of unsecured loans given to subsidiary companies,
associate companies and enterprise over which Key Managerial Personnel
are able to exercise significant influence were Rs.22899 lacs.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest (other than interest free loans to
its four wholly owned subsidiary Companies) and other terms &
conditions of the loan given by the Company, are not prima facie
prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The amount of interest is also payable on demand.
(d) There is no overdue amount of principal or interest.
(e) The Company has taken unsecured loans from one of its directors and
year ended outstanding has been Rs.183 lacs except this the company has
taken no loans or advances from companies, firms or other parties
covered in the register maintained under section 189 of the Act.
(f) The rate of interest and other terms and conditions are not
prejudicial to the interest of the company.
(g) The principal and interest are payable on demand and there is no
repayment schedule.
(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 stocks and fixed assets, for the sale of goods and
services. During the course of our audit, we have not observed any
continuing failure to correct major weaknesses in internal control
system.
(v) The Company has not accepted any deposits from the public.
Therefore, reporting under clause 3(v) of the Companies (Auditors'
Report) Order, 2015 is not applicable to the Company.
(vi) The maintenance of cost records as prescribed by the Central
Government under sub-section (1) of section 148 of the Act are not
applicable to the Company.
(vii) In respect of statutory dues:
(a) The Company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues
with the appropriate authorities. According to the information and
explanations given to us, there are no undisputed amounts payable in
respect of Income-tax, Wealth-tax, Service-tax, Sales-tax / Value Added
Tax, Custom duty and Cess as at 31st March, 2015 which were outstanding
for a period of more than six months from the date they became payable.
(b) According to the information & explanations given to us, there is
no disputed amount payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2015.
(viii) Company does not have any accumulated losses and it has not
incurred cash losses during the financial year and immediately
preceding financial year.
(ix) As per information and explanations given by the management, in
our opinion the Company has not defaulted in repayment of loan taken
from financial institutions or banks.
(x) The Company has given guarantees for loans taken from banks and
financial institutions by its subsidiary companies, associate companies
and other company. According to the information and explanations given
to us, we are of the opinion that the terms and conditions thereof are
not prima facie prejudicial to the interest of the Company.
(xi) The Company has not taken any term loan during the year.
(xii) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the year.
For MEHROTRA & MEHROTRA,
Firm Registration No.000226C
CHARTERED ACCOUNTANTS,
(Vivek Kumar)
Place: Kanpur PARTNER
Date : 27th May, 2015 Membership No. 408227
Mar 31, 2014
We have audited the accompanying financial statements of KOTHARI
PRODUCTS LIMITED ("the Company") which comprise the Balance Sheet as at
31st March, 2014, the Statement of Profit & Loss and the Cash Flow
Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s management is responsible for the preparation of these
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
Accounting Standards referred to in Section 211(3C) of the Companies
Act, 1956 (the Act") read with the General Circular 15/2013 dated 13th
September, 2013 of the Ministry of Corporate Affairs in respect of
Section 133 of the Companies Act, 2013. This responsibility includes
the design, implementation and maintenance 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 misstatements,
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 Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and 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 suffcient 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 Statement of Profit & Loss, of the Profit of the
Company for the year ended on that date; and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
Report on Other legal and Regulatory Requirements
1. As required by the Companies (Auditors'' Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of the Companies Act, 1956, 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 information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our
audit.
(b) in our opinion, proper books of accounts as required by law have
been kept by the Company, so far as appears from our examination of
those books.
(c) The Balance sheet, the Statement of Profit & Loss, and the Cash Flow
Statement dealt with by this Report are in agreement with the books of
accounts.
PRODUCTS LIMITED
(d) in our opinion, Balance Sheet, Statement of Profit & Loss and Cash
Flow Statement comply with the Accounting Standards referred to in
sub-section (3C) of Section 211 of the Act read with the General
Circular 15/2013 dated 13th September, 2013 of the Ministry of
Corporate Affairs in respect of Section 133 of the Companies Act, 2013.
(e) On the basis of the written representations received from the
directors as on 31st March, 2014 and taken on records by the Board of
Directors, none of the directors is disqualifed as on 31st March, 2014,
from being appointed as a director in terms of clause (g) of
sub-section (1) of Section 274 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 is maintaining proper records showing full particulars,
including quantitative details and situation of its fixed assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verifed by the management at
reasonable intervals during the year and no material discrepancies were
noticed on such verifcation.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern. (ii) In respect of
Inventories:
(a) The inventories have been physically verifed during the year by the
management, except for stocks lying with third parties, which have ,
however, been confirmed by them. In our opinion, the frequency of
verifcation is reasonable.
(b) The procedures of physical verifcation of stocks followed by the
management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verifcation, which were not material,
have been properly dealt with in the books of account.
(iii) In respect of Loans & Advances:
(a) The Company has given unsecured loans to its six subsidiary
companies and four associate Companies and total year end balances were
13635 lacs.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest (other than interest free loans to
its four wholly owned subsidiary Companies) and other terms &
conditions of the loan given by the Company, are not prima facie
prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The amount of interest is also payable on demand.
(d) There is no overdue amount of principal or interest.
(e) The Company has taken unsecured loans from one of its directors and
year ended outstanding has been Rs. 24 lacs except this the company has
taken no loans or advances from companies, firms or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
(f) The rate of interest and other terms and conditions are not
prejudicial to the interest of the company.
(g) The principal and interest are payable on demand and there is no
repayment schedule.
(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 stocks and fixed assets, for the sale of goods and services.
During the course of our audit, we have not observed any continuing
failure to correct major weaknesses in internal control system.
(v) (a) To the best of our knowledge and according to the information
and explanations given to us, the contracts or arrangements that need
to be entered into a register in pursuance of section 301 of the
Companies Act, 1956 have been so entered;
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts /
arrangements entered in the Register maintained under section 301 of
the Act and exceeding the value of Rs. 5 lacs in respect of each party
during the year have been made at prices which appear reasonable,
having regard to the prevailing market prices at the relevant time;
(vi) The Company has not accepted any deposits from the public.
Therefore, reporting under clause 4(vi) of the Companies (Auditors''
Report) Order, 2003 is not applicable to the Company.
(vii) The Company has integrated Internal Control cum audit system
which involves reasonable internal audit which is considered by us to
be commensurate with size and nature of its business.
(viii) The maintenance of cost records as prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 are not applicable to the Company.
KUTT1AHI
PRODUCTS LIMITED
(ix) In respect of statutory dues:
(a) The Company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues
with the appropriate authorities. According to the information and
explanations given to us, there are no undisputed amounts payable in
respect of Income-tax, Wealth-tax, Service-tax, Sales-tax / Value Added
Tax, Custom duty and Cess as at 31st March, 2014 which were outstanding
for a period of more than six months from the date they became payable.
(b) According to the information & explanations given to us, there is
no disputed amount payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2014.
(x) The Company does not have any accumulated losses and it has not
incurred cash losses during the financial year and immediately preceding
financial year.
(xi) As per information and explanations given by the management, in
our opinion the Company has not defaulted in repayment of loan taken
from financial institutions or banks.
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
(xiii) The Company is not a Chit Fund or a Nidhi / Mutual benefit Fund /
Society. Therefore, the reporting under Clause 4(xiii) of the Companies
(Auditors'' Report) Order, 2003 are not applicable to the Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
reporting under clause 4(xiv) of the Companies (Auditors'' Report)
Order, 2003 are not applicable to the Company.
(xv) The Company has given guarantees for loans taken from banks and
financial institutions by one of its subsidiary companies and two of its
associate companies. According to the information and explanations
given to us, we are of the opinion that the terms and conditions
thereof are not prima facie prejudicial to the interest of the Company.
(xvi) The Company has not taken any term loan during the year.
(xvii) As per information and explanations given to us, funds raised
for short term basis have not been used for long term investment.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by public issue during the
year.
(xxi) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the year.
For MEHROTRA & MEHROTRA,
Firm Registration No.000226C
CHARTERED ACCOUNTANTS,
(Ishan Goel)
Place: Kanpur PARTNER
Date : 22nd May, 2014 Membership No. 424241
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of KOTHARI
PRODUCTS LIMITED ("the Company") which comprise the Balance Sheet
as at 31st March, 2013, the Statement of Profit & Loss and the Cash
Flow Statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s management is responsible for the preparation of these
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
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 ar e free from material misstatements, 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 accorda nce
with Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The
procedures selected depend on the auditors'' 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 tha t 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 statem ents 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 Statement of Profit & Loss, of the Profit of the
Company for the year ended on that date; and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
Report on Other legal and Regulatory Requirements
1. As required by the Companies (Auditors'' Report) Order, 2003
("the Order") issued by the Central Government of India in terms of
sub-section (4A) of Section 227 of the Companies Act, 1956, 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 information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our
audit.
(b) in our opinion, proper books of accounts as required by law have
been kept by the Company, so far as appears from our examination of
those books.
(c) The Balance sheet, the Statement of Profit & Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of accounts.
(d) in our opinion, Balance Sheet, Statement of Profit & Loss and Cash
Flow Statement report comply with the Accounting Standards referred to
in sub-section (3C) of Section 211 of the Act.
(e) On the basis of the written representations received from the
directors as on 31st March, 2013 and taken on records 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 clause (g) of
sub-section (1) of Section 274 of the Act.
ANNEXURE TO THE INDEPENDENT AUDITORS'' REPORT
(i) In respect of its fixed assets:
(a) The Company is maintaining proper records showing full particulars,
including quantitative details and situation of its fixed assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verified by the management at
reasonable intervals during the year and no material discrepancies were
noticed on such verification.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern.
(ii) In respect of Inventories:
(a) The inventories have been physically verified during the year by
the management, except for stocks lying with third parties, which have
, however, been confirmed by them. In our opinion, the frequency of
verification is reasonable.
(b) The procedures of physical verification of stocks followed by the
management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification, which were not
material, have been properly dealt with in the books of account.
(iii) In respect of Loans & Advances:
(a) The Company has given unsecured loans to its seven subsidiary
companies and two associate Companies and total year end balances were
23754 lacs.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest (other than interest free loans to
its four wholly owned subsidiary Companies) and other terms &
conditions of the loan given by the Company, are not prima facie
prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The amount of interest is also payable on demand
(d) There is no overdue amount of principal or interest.
(e) The Company has taken unsecured loans from one of its directors and
year ended outstanding has been Rs.748 lacs except this the company has
taken no loans or advances from companies, fiEms or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
(f) The rate of interest and other terms and conditions are not
prejudicial to the interest of the company.
(g) The principal and interest are payable on demand and there is no
repayment schedule.
(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 stocks and fixed assets, for the sale of goods and
services. During the course of our audit, we have not observed any
continuing failure to correct major weaknesses in internal control
system.
(v) (a) To the best of our knowledge and according to the information
and explanations given to us, the contracts or arrangements that need
to be entered into a register in pursuance of section 301 of the
Companies Act, 1956 have been so entered;
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts /
arrangements entered in the Register maintained under section 301 of
the Act and exceeding the value of Rs. 5 lacs in respect of each party
during the year have been made at prices which appear reasonable,
having regard to the prevailing market prices at the relevant time;
(vi) The Company has not accepted any deposits from the public.
Therefore, reporting under clause 4(vi) of the Companies (Auditors''
Report) Order, 2003 is not applicable to the Company.
(vii) The Company has integrated Internal Control cum audit system
which involves reasonable internal audit which is considered by us to
be commensurate with size and nature of its business.
(viii) The maintenance of cost records as prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 are not applicable to the Company.
(ix) In respect of statutory dues:
(a) The Company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues
with the appropriate authorities. According to the information and
explanations given to us, there are no undisputed amounts payable in
respect of Income-tax, Wealth-tax, Service-tax, Sales-tax / Value Added
Tax, Custom duty and Cess as at 31st March, 2013 which were outstanding
for a period of more than six months from the date they became payable.
(b) According to the information & explanations given to us, there is
no disputed amount payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2013.
(x) The Company does not have any accumulated losses and it has not
incurred cash losses during the financial year during the year and
immediately preceding financial year.
(xi) As per information and explanations given by the management, in
our opinion the Company has not defaulted in repayment of loan taken
from financial institution or banks.
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
(xiii) The Company is not a Chit Fund or a Nidhi / Mutual BenefiE Fund
/ Society. Therefore, the reporting under Clause 4(xiii) of the
Companies (Auditors'' Report) Order, 2003 are not applicable to the
Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
reporting under clause 4(xiv) of the Companies (Auditors'' Report)
Order, 2003 are not applicable to the Company.
(xv) The Company has given guarantees for loans taken from banks and
financial institutions by one of its subsidiary companies and two of
its associate companies. According to the information and explanations
given to us, we are of the opinion that the terms and conditions
thereof are not prima facie prejudicial to the interest of the Company.
(xvi) The Company has not taken any term loan during the year.
(xvii) As per information and explanations given to us, funds raised
for short term basis have not been used for long term investment.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by public issue during the
year.
(xxi) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the year.
For MEHROTRA & MEHROTRA,
Firm Registration No.000226C
CHARTERED ACCOUNTANTS,
(A. N. Rastogi)
Place: Kanpur PARTNER
23rd May, 2013 Membership No. 070168
Mar 31, 2012
1. We have audited the attached Balance Sheet of Kothari Products
Limited as at 31st March, 2012, Statement of Profit & Loss for the year
ended on that date and the Cash Flow Statement for the year ended on
that date annexed hereto, which are in agreement with the books of
accounts. 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 from material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors' Report) Order, 2003 issued
by the Central Government of India in terms of sub- section (4A) of
Section 227 of the Companies Act, 1956 and on the basis of such checks
of the books and records of the Company as we considered appropriate
and the information and explanations given to us during the course of
our audit, we report that, in our opinion:-
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verified by the management during the
year and no material discrepancies were noticed on such verification.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern.
(ii) (a) The inventories have been physically verified during the year
by the management, except for stocks lying with third parties, which
have , however, been confirmed by them. In our opinion, the frequency
of verification is reasonable.
(b) The procedures of physical verification of stocks followed by the
management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification, which were not
material, have been properly dealt with in the books of account.
(iii) (a) The Company has given unsecured loans to its seven subsidiary
companies and two associate Companies and total year end balances were
15534 lacs.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest (other than interest free loans to
its five wholly owned subsidiary Companies) and other terms &
conditions of the loan given by the Company, are not prima facie
prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The amount of interest is also payable on demand
(d) There are no overdue amount of principal or interest.
(e) The Company has not taken any loans, secured or unsecured from
companies, firms or other parties covered in the register maintained
under section 301 of the Companies Act, 1956 and therefore reporting
under clause (f) and (g) is not required.
(iv) There is an adequate internal control system commensurate with the
size of the Company and the nature of its business, for the purchase of
stocks and fixed assets, for the sale of goods and services. During the
course of our audit, we have not observed any continuing failure to
correct major weaknesses in internal control system.
(v) (a) To the best of our knowledge and according to the information
and explanations given to us, the contracts or arrangements that need
to be entered into a register in pursuance of section 301 of the
Companies Act, 1956 have been so entered;
(b) Each of these transactions has been made at prices which are
reasonable having regard to the prevailing market prices at the
relevant time;
(vi) The Company has not accepted any deposits from the public.
Therefore, reporting under clause 4(vi) of the Companies (Auditors'
Report) Order, 2003 is not applicable to the Company.
(vii) The Company has integrated Internal Control cum audit system
which involves reasonable internal audit which is considered by us to
be commensurate with size and nature of its business.
(viii) The maintenance of cost records as prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 are not applicable to the Company.
(ix) (a) The Company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues
with the appropriate authorities.
(b) According to the information and explanations given to us, there
are no undisputed amounts payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2012 which were outstanding for a period of more than six
months from the date they became payable.
(c) According to the information & explanations given to us, there is
no disputed amount payable in respect of Income- tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2012.
(x) The Company does not have any accumulated losses and it has not
incurred cash losses during the financial year and immediately
preceding financial year.
(xi) As per information and explanations given by the management, in
our opinion the Company has not defaulted in repayment of loan taken
from financial institution or banks.
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
(xiii) The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/ Society. Therefore, the reporting under Clause 4(xiii) of the
Companies (Auditors' Report) Order, 2003 are not applicable to the
Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
reporting under clause 4(xiv) of the Companies (Auditors' Report)
Order, 2003 are not applicable to the Company.
(xv) The Company has given guarantees for loans taken by one of its
subsidiary Companies and one of its associate Companies from banks and
financial institutions. According to the information and explanations
given to us, we are of the opinion that the terms and conditions
thereof are not prima facie prejudicial to the interest of the Company.
(xvi) The Company has not taken any term loan during the year.
(xvii)As per information and explanations given to us, funds raised for
short term basis have not been used for long term investment.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by public issue during the
year.
(xxi) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the year.
4. Further to above, we report that:-
(i) we have obtained all information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our
audit.
(ii) in our opinion, proper books of accounts have been kept by the
Company as required by the law, so far as appears from our examination
of those books.
(iii) in our opinion, Balance Sheet, the Statements 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.
(iv) based on the written representations received from the directors
as on 31st March, 2012 and taken on records by the Board of Directors,
we report that none of the directors is disqualified from being
appointed as a director in terms of clause (g) of sub-section (1) of
Section 274 of the Companies Act, 1956.
(v) in our opinion and to the best of our information and explanations
given to us, the said accounts read with Significant Accounting
Policies and Notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and fair
view :-
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012.
(b) in the case of Statement of Profit & Loss, of the Profit of the
Company for the year ended on that date. and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
For MEHROTRA & MEHROTRA
Firm Regn No. 000226C
CHARTERED ACCOUNTANTS
PLACE : Kanpur (ANURAG TANDON)
DATE : 29th May, 2012 PARTNER
Membership No. 078862
Mar 31, 2011
1. We have audited the attached Balance Sheet of Kothari Products
Limited as at 31st March, 2011, Profit & Loss Account for the year
ended on that date and the Cash Flow Statement for the year ended on
that date annexed hereto, which are in agreement with the books of
accounts. 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 from material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors' Report) Order, 2003 issued
by the Central Government of India in terms of subsection (4A) of
Section 227 of the Companies Act, 1956 and on the basis of such checks
of the books and records of the Company as we considered appropriate
and the information and explanations given to us during the course of
our audit, we report that, in our opinion:-(i) (a) The Company is
maintaining proper records showing full particulars, including
quantitative details and situation of fixed assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verified by the management during the
year and no material discrepancies were noticed on such verification.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern.
(ii) (a) The inventories have been physically verified during the year
by the management, except for stocks lying with third parties, which
have , however, been confirmed by them. In our opinion, the frequency
of verification is reasonable.
(b) The procedures of physical verification of stocks followed by the
management is reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification, which were not
material, have been properly dealt with in the books of account.
(iii) (a) The Company has given loans to its six subsidiary companies
and two associate Companies. In respect of these loans the maximum
amount outstanding during the year were Rs.20431 Lacs and year end
balances were 15470 Lacs.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest (other than interest free loans to
its five wholly owned subsidiary Companies) and other terms &
conditions of the loan given by the company, are not prima facie
prejudicial to the interest of the Company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The interest is payable on demand.
(d) In respect of the said loans, the same are repayable on demand and
therefore the question of overdue amounts does not arise. In respect of
interest, wherever applicable, there are no overdue amounts.
(e) The Company has taken interest free unsecured loan from one of its
directors amounting to Rs.1890 Lacs. Except this the Company has not
taken any loans, secured or unsecured from Companies, firms or other
parties covered in the register maintained under section 301 of the
Companies Act, 1956.
(f) The rate of interest and other terms and conditions of the loan
taken are prima facie not prejudicial to the interest of the Company.
(g) There is no stipulation as to the repayment of the loan. There has
been no overdue interest.
(iv) There is an adequate internal control system commensurate with the
size of the company and the nature of its business, for the purchase of
stocks and fixed assets, for the sale of goods and services. During the
course of our audit, we have not observed any continuing failure to
correct major weaknesses in internal control system.
(v) (a) To the best of our knowledge and according to the information
and explanations given to us, the contracts or arrangements that need
to be entered into a register in pursuance of section 301 of the
Companies Act, 1956 have been so entered;
(b) Each of these transactions has been made at prices which are
reasonable having regard to the prevailing market prices at the
relevant time;
(vi) The Company has not accepted any deposits from the public.
Therefore, reporting under clause 4(vi) of the Companies (Auditors'
Report) Order, 2003 is not applicable to the Company.
(vii) The Company has integrated Internal Control cum audit system
which involves reasonable internal audit which is considered by us to
be commensurate with size and nature of its business.
(viii) The Company has not done any manufacturing activity during the
year. Therefore, the maintenance of cost records as prescribed by the
Central Government under clause (d) of sub-section (1) of section 209
of the Companies Act, 1956 are not applicable to the Company.
(ix) (a) The Company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Cess and any other statutory dues
with the appropriate authorities.
(b) According to the information and explanations given to us, there
are no undisputed amounts payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2011 which were outstanding for a period of more than six
months from the date they became payable.
(c) According to the information & explanations given to us, there is
no disputed amount payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty and Cess as at
31st March, 2011
(x) The Company does not have any accumulated losses and it has not
incurred cash losses during the financial year and immediately
preceding financial year.
(xi) As per information and explanations given by the management, in
our opinion the Company has not defaulted in repayment of loan taken
from financial institution or banks.
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
(xiii) The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/ Society. Therefore, the reporting under Clause 4(xiii) of the
Companies (Auditors' Report) Order, 2003 are not applicable to the
Company.
(xiv) In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
reporting under clause 4(xiv) of the Companies (Auditors' Report)
Order, 2003 are not applicable to the company.
(xv) The Company has given guarantees for loans taken by other body
corporate from banks and financial institutions or other wise.
According to the information and explanations given to us, we are of
the opinion that the terms and conditions thereof are not prima facie
prejudicial to the interest of the Company.
(xvi) The Company has not taken any term loans during the year.
(xvii)As per information and explanations given to us, funds raised for
short term basis have not been used for long term investment.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by public issues during the
year.
(xxi) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the Company
has been noticed or reported during the year.
4. Further to above, we report that:-i. we have obtained all
information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our audit.
ii. in our opinion, proper books of accounts have been kept by the
Company as required by the law, so far as appears from our examination
of those books.
iii. in our opinion, Balance Sheet; the Profit & 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.
iv. based on the written representations received from the directors as
on 31st March, 2011 and taken on records by the Board of Directors, we
report that none of the directors is disqualified from being appointed
as a director in terms of clause (g) of sub-section (1) of Section 274
of the Companies Act, 1956.
v. in our opinion and to the best of our information and explanations
given to us, the said accounts read with Significant Accounting
Policies and Notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and fair
view :-(a) in the case of the Balance Sheet, of the state of affairs of
the Company as at 31st March, 2011.
(b) in the case of Profit & Loss Account, of the Profit of the Company
for the year ended on that date. and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
For MEHROTRA & MEHROTRA
CHARTERED ACCOUNTANTS
PLACE :KANPUR (ANURAG TANDON)
DATE :30th May, 2011 PARTNER
Membership No. 078862
Mar 31, 2010
1. We have audited the attached Balance Sheet of Kothari Products
Limited as at 31st March, 2010, Profit & Loss Account for the year
ended on that date and the Cash Flow Statement for the year ended on
that date annexed hereto, which are in agreement with the books of
accounts. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with 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 from material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis
for our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 issued
by the Central Government of India in terms of sub-section (4A) of
Section 227 of the Companies Act, 1956 and on the basis of such checks
of the books and records of the Company as we considered appropriate
and the information and explanations given to us during the course of
our audit, we report that, in our opinion:- (i) (a) The company is
maintaining proper records showing full particulars, including
quantitative details and situation of fixed assets.
(b) According to the information and explanations given to us, these
fixed assets have been physically verified by the management during the
year and no material discrepancies were noticed on such verification.
(c) The disposal of fixed assets has been done in the normal course of
business and it has not affected the going concern.
(ii) (a) The stock of finished goods, semi-finished goods, raw
material, stores & perfumes and traded items have been physically
verified by the management at the end of the year. In our opinion, the
frequency of verification is reasonable.
(b) The procedures of physical verification of stocks followed by the
management is reasonable and adequate in relation to the size of the
company and the nature of its business.
(c) The company is maintaining proper records of inventory and the
discrepancies noticed on physical verification, which were not
material, have been properly dealt with in the books of account.
(iii) (a) The Company has given loans to its five wholly owned
subsidiary companies. In respect of these loans the maximum amount
outstanding during the year ware Rs.6997.45 lac and year end balances
were 5118.95 lac.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms & conditions of the
loan given by the company , are not prima facie prejudicial to the
interest of the company.
(c) The principal amounts are repayable on demand and there is no
repayment schedule. The interest is payable on demand.
(d) In respect of the said loans. The same are repayable on demand and
therefore the question of overdue amounts does not arise. In respect of
interest, wherever applicable, there are no overdue amounts.
(e) The Company has not taken any loans, secured or unsecured from
companies, firm or other parties covered in the register maintained
under section 301 of the Companies Act, 1956.
(f) Not Applicable to the Company.
(g) Not Applicable to the Company.
(iv) There is an adequate internal control system commensurate with the
size of the company and the nature of its business, for the purchase of
stocks and fixed assets, for the sale of goods and services. During the
course of our audit, we have not observed any continuing failure to
correct major weaknesses in internal control system.
(v) (a) To the best of our knowledge and according to the information
and explanations given to us, the contracts or arrangements that need
to be entered into a register in pursuance of section 301 of the
Companies Act, 1956 have been so entered;
(b) Each of these transactions has been made at prices which are
reasonable having regard to the prevailing market prices at the
relevant time;
(vi) The company has not accepted any deposits from the public.
Therefore, reporting under clause 4(vi) of the Companies (Auditors
Report) Order, 2003 is not applicable to the company.
(vii) The company has integrated Internal Control cum audit system
which involves reasonable internal audit which is considered by us to
be commensurate with size and nature of its business.
(viii) The maintenance of cost records has not been prescribed by the
Central Government under clause (d) of sub-section (1) of section 209
of the Companies Act, 1956 for the products manufactured by the
Company.
(ix) (a) The company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income-tax, Sales tax / Value Added Tax,
Wealth Tax, Service tax, Custom Duty, Excise Duty, Cess and any other
statutory dues with the appropriate authorities.
(b) According to the information and explanations given to us, there
are no undisputed amounts payable in respect of Income-tax, Wealth-tax,
Service-tax, Sales-tax / Value Added Tax, Custom duty, Excise Duty and
Cess as at 31st March, 2010 which were outstanding for a period of more
than six months from the date they became payable.
(c) According to the information & explanations given to us, details of
dues of Income-tax which have not been deposited on account of any
dispute are given below :
STATUTE FINANCIAL YEAR TO WHICH FORUM WHERE MATTER AMT. IN
THE MATTER PERTAINS IS PENDING
Rs. 000
Income Tax 1989-90, 1990-91, 1991-92,
1992-93, 1993-94, 1994-95, High Court 103117
1996-97, 2000-01, 2004-05
Block Period ended
18.11.1999
(x) The Company does not have any accumulated losses and it has not
incurred cash losses during the financial year during the year and
immediately preceding financial year.
(xi) The Company does not have any dues payable to a financial
institution or bank.
(xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
(xiii) The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/ Society. Therefore, the reporting under Clause 4(xiii) of the
Companies (Auditors Report) Order, 2003 are not applicable to the
Company.
(xiv) In our opinion, the company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly the
reporting under clause 4(xiv) of the Companies (Auditors Report)
Order, 2003 are not applicable to the company.
(xv) The company has given guarantees for loans taken by other from
banks and financial institutions or otherwise. According to the
information and explanations given to us, we are of the opinion that
the terms and conditions thereof are not prima facie prejudicial to the
interest of the company
(xvi) The Company has not taken any term loans during the year.
(xvii) As per information and explanations given to us, neither
short-term funds nor long-term funds have been raised during the year.
(xviii) The Company has not made any preferential allotment of shares
during the year.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by public issues during the
year.
(xxi) To the best of our knowledge and belief and according to the
information and explanations given to us, no fraud on or by the company
has been noticed or reported during the year.
4. Further to above, we report that :- i. we have obtained all
information and explanations which to the best of our knowledge and
belief were necessary for the purpose of our
audit. ii. in our opinion, proper books of accounts have been kept by
the Company as required by the law, so far as appears from our
examination
of those books. iii. in our opinion, Balance Sheet; the Profit & 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. iv. based on the written representations
received from the directors as on 31st March, 2010 and taken on records
by the Board of Directors,
we report that none of the directors is disqualified from being
appointed as a director in terms of clause (g) of sub-section (1) of
Section
274 of the Companies Act, 1956. v. in our opinion and to the best of
our information and explanations given to us, the said accounts read
with Significant Accounting
Policies and Notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and
fair view :- (a) in the case of the Balance Sheet, of the state of
affairs of the Company as at 31st March, 2010.
(b) in the case of Profit & Loss Account, of the Profit of the Company
for the year ended on that date. and
(c) in the case of Cash Flow Statement, of the Cash Flows for the year
ended on that date.
For MEHROTRA & MEHROTRA
CHARTERED ACCOUNTANTS
PLACE :KANPUR (ANURAG TANDON)
DATE :29th May, 2010 PARTNER
Membership No. 078862
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