Mar 31, 2016
To
The Members of Rohit Ferro-Tech Ltd.
Report on the Standalone Financial Statements
We have audited the accompanying Standalone Financial Statements of M/s. ROHIT FERRO-TECH LIMITED ("the Company"), which comprises the Balance Sheet as at 31st March 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year ended on that date, and a summary of significant accounting policies and other explanatory information.
Management''s Responsibility for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the matter stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance and cash flow of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records relevant to the preparation and presentation of the Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these 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.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Standalone Financial Statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Standalone Financial Statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error. In making those risk assessments; the auditor considers internal control relevant to the Company''s preparation of the Standalone Financial Statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the Standalone Financial Statements.
Opinion
In our opinion, and to the best of our information and according to the explanations given to us, the said accounts give the information required by the 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 Balance Sheet, of the state of affairs of the Company as at March 31, 2016;
(b) In the case of Statement of Profit and Loss, of the Loss of the Company for the year ended on that date; and
(c) In the case of Cash Flow statement, of the cash flows of the Company for the year ended on that date.
Emphasis of Matter
1. We draw your attention to Note No. 44 of the Standalone Financial Statements which indicate that as at 31st March, 2016, the accumulated losses amounting to Rs. 80,405 lacs has eroded the entire net worth of the Company, indicating the existence of a material uncertainty about the Companyâs ability to continue as a going concern. These Financial Statements have been prepared on a going concern basis for the reasons stated in the said note.
2. As referred in Note No. 32 of the Standalone Financial Statements, the balance of sundry debtors, advances, creditors etc. includes balances remaining outstanding for a substantial period. The balances are subject to confirmations and reconciliation. The reported financials might have consequential impact which remains unascertained.
Our report is not qualified in this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order,2016 (''the order'')issued by the Central Government of India in terms of sub-section (11) of the Section 143 of the Act, we give in the "Annexure A", a statement on the matters specified in the paragraphs 3 and 4 of the order, to the extent applicable.
2. As required by section 143(3) of the Act, we report, to the extent applicable that:
a. We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
c. The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this Report are in agreement with the books of account;
d. In our opinion, the Standalone Financial Statements comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013; read with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of written representations received from the directors as on March 31, 2016, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2016, from being appointed as a director in terms of Section 164(2) of the Act.
f. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B";and
g. With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on the financial position in the Standalone Financial Statements- Refer Note 30(1)(d) to its Standalone Financial Statements.
ii. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.
iii. During the year Company has transferred an amount of Rs. 2.20 Lacs to Investor Education and Protection Fund pertaining to unclaimed dividend for the year 2007-08.
The Annexure A referred to in paragraph 1 under the heading âReport on Other Legal & Regulatory Requirements'' of our report of even date to the Standalone Financial Statements of the Company for the year ended March 31, 2016, we report that:
(i) (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed assets.
(b) The fixed assets has been physically verified by the management during the year and no material discrepancies were noticed on such verification, having regard to the size of the Company and the same have been properly dealt with in the Books of Accounts.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
(ii) The inventory has been physically verified by the management during the year at reasonable intervals and the discrepancies noticed on verification between the physical stocks and the book records were not material having regard to the size of the operations of the Company and the same have been properly dealt with in the books of account.
(iii) Except loan to subsidiary, the Company has not granted any loans, secured or unsecured, to companies, firms or other parties listed in the register maintained under Section 189 of the Companies Act, 2013. The maximum amount outstanding during the year and the year-end balance of the loan to subsidiary amounted to '' 1426.69 lacs. Therefore, the reporting under Paragraph 3 (iii) of the said Order is not applicable to the Company.
(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, as applicable.
(v) The Company has not accepted any deposits from the public and consequently, the directives issued by Reserve Bank of India and provisions of Section 73 to Section 76 or any other relevant provisions of the Companies Act 2013 and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable to the Company.
(vi) We have broadly reviewed the books of account maintained by the Company in respect of manufacture of Ferro Alloys & Minerals and Iron & steel pursuant to the Rules made by the Central Government for the maintenance of cost records under Section 148(1) of the Companies Act, 2013, and we are of the opinion that prima facie, the records have been maintained. We have however not made a detailed examination for the records with a view to determining whether they are accurate and complete.
(vii) (a) According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has generally been delayed in depositing undisputed statutory dues including Provident Fund, Income Tax, Sales Tax, Service Tax, Duty of Customs, Value Added Tax, Cess and other statutory dues during the year with appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2016 for a period of more than six months from the date on when they become payable except the following:
SL. No. |
Nature of Dues |
Amount Involved (Rs. in Lacs) |
1. |
Income Tax Deducted at Source |
1.68 |
2. |
Sales Tax Deducted at Source |
39.86 |
4. |
VAT/CST |
19.23 |
5. |
Excise Duty |
389.10 |
6. |
Labour Cess |
3.53 |
7. |
Custom Duty |
3.90 |
TOTAL |
670.06 |
(b) According to the information and explanations given to us, there are no dues of Income Tax, Sales Tax, Value Added Tax, Service Tax, Customs Duty, Excise Duty and Cess which have not been deposited with the appropriate authorities on account of any dispute except the following cases:
Name of Statute |
Nature of Dues |
Amount (Rs.in Lacs) |
Period to which the amount relates |
Forum where dispute is pending |
|||
Central Excise Act, 1944 |
Excise Duty |
409.59 |
Feb 2005-Jun 2009 |
Commissioner of CE, CUS & ST, BBSR-I Mr. P.K. Dash |
|||
51.81 |
April 2007 to March 2008 |
Additional Commissioner of CE, CUS & ST, BBSR-I Mr. Ashok Mahida |
|||||
2.03 |
April 2008 to March 2009 |
Assistant Commissioner of CE, CUS & ST, Balasore, Mr. G.K. Pati |
|||||
8.25 |
April 2009 to March 2010 |
Additional Commissioner of CE, CUS & ST, BBSR-I Mr. Ashok Mahida |
|||||
108.80 |
Sept 2012 to Aug 2014 |
Commissioner of CE, CUS & ST, BBSR-II Bhubaneswar, Mr. Deep Sekhar |
|||||
26.21 |
Sept 2010-July 2013 |
Additional Commissioner (Prev.) of CE, CUS & ST, BBSR-II Bhubaneswar Mr. U.B. Singh |
|||||
2.81 |
2004-2005 |
Commissioner of Central Excise |
|||||
0.10 |
2005-2007 |
||||||
84.86 |
Jan 2008 to March 2008 |
CESTAT, Kolkata |
|||||
27.17 |
April 2006-Dec 2008 |
Commissioner of Central Excise |
|||||
4.22 |
Oct 2009-July 2010 |
||||||
4.31 |
2006-2009 |
||||||
14.56 |
2006-2007 |
||||||
125.00 |
- |
||||||
1.80 |
Oct 2009 to March 2010 |
Development Commissioner of Falta Special Economic Zone |
|||||
21.88 |
- |
Commissioner of Excise |
|||||
150.06 |
2015-2016 |
Durgapur Commissionerate |
|||||
184.74 |
2015-2016 |
Commissioner of Excise |
|||||
88.22 |
2013-2014 |
Commissioner of Excise |
|||||
Service tax |
28.41 |
Oct 2007 to 2011-2012 |
Commissioner of Central Excise Appeal - II |
||||
Diff. Duty |
17.67 |
Apr 2013 to Oct 2013 |
Additional Commissioner |
||||
37.54 |
Jan 2014 to Sept 2014 |
Additional Commissioner |
|||||
41.94 |
2008-2009 to 2012-2013 |
Additional Commissioner |
|||||
29.96 |
2008-2009 to 2012-2013 |
Central Excise and Service Tax Commissionerate |
|||||
1.35 |
ApriL 2013 to Dec 2013 |
Assistant Commissioner of Central Excise |
|||||
3.73 |
Oct 2014 to Nov 2014 |
||||||
15.83 |
Dec 2014 to May 2015 |
Durgapur Commissionerate |
|||||
15.83 |
Dec 2014 to May 2015 |
||||||
|
1.29 |
June 2015 To Feb 2016 |
Assistant Commissioner of Central Excise |
||||
CLEARING FORWARDING |
4.10 |
Aug 2014 to May 2015 |
|||||
Service tax Act, 1994 |
CENVAT |
3.41 |
2006-2007 |
Excise Service Tax Appellate Tribunal |
|||
Service tax |
8.89 |
Jan 2014 to July 2014 |
Additional Commissioner |
||||
78.86 |
- |
||||||
5.09 |
29.03.2014 to 12.06.2014 |
Assistant Commissioner of Service Tax Division, Halide Commissionerate |
|||||
4.41 |
2005-2006 |
CESTAT, Appeal-II |
|||||
The Central Sales Tax Act, 1956 and West Bengal VAT Act, 2005 |
Central Sales Tax and Value Added Tax |
89.19 |
2006-2007 |
Sr.Joint Commissioner of Commercial Taxes |
|||
215.26 |
2007-2008 |
||||||
219.45 |
2007-2008 |
||||||
144.42 |
2008-2009 |
||||||
33.39 |
2011-2012 |
||||||
12.45 |
2012-2013 |
||||||
144.50 |
2008-2009 |
Member of the West Bengal Taxes, Appellate Board, Kolkata |
|||||
1,509.04 |
2009-2010 |
Additional Commissioner of Commercial Taxes, |
|||||
1,252.61 |
2010-2011 |
Joint Commissioner of Commercial Taxes |
|||||
Orissa VAT Act, 2004 |
Orissa CST |
10.14 |
2007-2008 and 20082009 |
Joint Commissioner of Commercial Taxes |
|||
Orissa VAT |
363.49 |
April 2005-Oct 2007 |
Additional Commissioner |
||||
11.95 |
2008-2009 |
Joint Commissioner of Commercial Taxes |
|||||
62.21 |
2007-2008 |
||||||
29.38 |
2009-2010 |
Additional Commissioner of Sales Tax |
|||||
VAT Refund Claim |
287.99 |
Mar 2007 |
High Court |
||||
1018 |
Sep 2008 |
||||||
1,257.50 |
01-03-2010 to 31-03-2010 |
Deputy Commissioner of Central Taxes (Jaipur) |
|||||
Orissa CST Act |
CST |
6.77 |
2009-2010 |
Additional Commissioner of Sales Tax |
|||
Foreign Trade Policy |
CST |
1.8 |
Oct 2009-March 2010 |
Development Commissioner of Falta Special Economic Zone |
|||
Orissa Entry Tax Act |
Entry Tax |
0.7 |
2008-2009 |
Joint Commissioner of Commercial Taxes |
|||
37.35 |
2007-2008 |
Joint Commissioner of Commercial Taxes |
|||||
12.32 |
April 2005-Oct 2007 |
Deputy Commissioner of Central Taxes |
|||||
1.05 |
2009-2010 |
Additional Commissioner of Sales Tax |
|||||
Entry Tax Refund |
103.97 |
2008-2009 |
High Court |
||||
Central Excise, Anti Evasion Unit |
Cenvat and Interest |
12.88 |
23.12.2009 to 03.02.2010 |
Commissioner of Excise |
|||
Employee Provident Fund Organisation of India |
Provident Fund |
0.08 |
April 1996-March 2014 |
Assistant/Regional Provident Fund Commissioner of EPFO |
|||
Interest/Damages |
1.8 |
April 1996-April 2014 |
|||||
There were no other dues of duty which have not been deposited as at March 31, 2016 on account of dispute.
(viii) Based upon the audit procedures performed and according to the records of the Company examined by us and the information and explanation given to us, the Company has defaulted in payment of borrowings to banks as follows:
Particulars |
Amount of default as at the balance sheet date (Rs. in Lacs) |
Period of default |
Nature of loan |
Allahabad Bank |
606.77 |
Quarter Ending December, 2015 & March, 2016 |
RUPEE TERM LOAN |
Canara Bank |
196.32 |
||
State Bank Of Hyderabad |
499.60 |
||
State Bank Of India |
2,218.38 |
||
State Bank Of Travancore |
533.40 |
||
United Bank Of India |
819.40 |
||
Exim Bank |
587.87 |
||
Total |
5,461.74 |
|
|
Allahabad Bank |
94.31 |
Quarter Ending December, 2015 & March, 2016 |
WORKING CAPITAL TERM LOAN |
Andhra Bank |
87.96 |
||
Bank Of Baroda |
283.71 |
||
Central Bank Of India |
15.09 |
||
Punjab National Bank |
312.63 |
||
State Bank Of Hyderabad |
383.51 |
||
State Bank Of India |
1,133.52 |
||
State Bank Of Travancore |
384.37 |
||
United Bank Of India |
1,024.92 |
||
Uco Bank |
201.19 |
||
Total |
3,921.20 |
|
|
Allahabad Bank |
338.53 |
Quarter Ending December, 2015 & March, 2016 |
FUNDED INTEREST TERM LOAN |
Andhra Bank |
70.92 |
||
Bank Of Baroda |
158.13 |
||
Canara Bank |
88.77 |
||
Central Bank Of India |
48.90 |
||
Exim Bank |
322.98 |
||
Punjab National Bank |
276.56 |
||
State Bank Of Hyderabad |
423.60 |
||
State Bank Of India |
1,722.40 |
||
State Bank Of Travancore |
413.58 |
||
United Bank Of India |
935.51 |
||
Uco Bank |
124.62 |
||
Total |
4,924.50 |
|
|
Grand Total |
14,307.45 |
|
|
The Company does not have any loans or borrowings from government and has not issued any debentures.
(ix) Based upon the audit procedures performed and the information and explanations given by the management, the Company has not raised moneys during the year by way of initial public issue/ follow-on offer (including debt instruments) and term loans.
(x) Based upon the audit procedures performed and the information and explanations given by the management, we report that no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the year.
(xi) Based upon the audit procedures performed and the information and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act, 2013.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Therefore, the reporting under Paragraph 3 (xii) of the Order is not applicable to the Company.
(xiii) In our opinion and according to the information and explanations given to us, all transactions with the related parties are in compliance with Section 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Standalone Financial Statements as required by the applicable accounting standards.
(xiv) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) Based upon the audit procedures performed and the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the reporting under Paragraph 3 (xv) of the Order is not applicable to the Company and hence not commented upon.
(xvi) In our opinion, the Company is not required to be registered under section 45 IA of the Reserve Bank of India Act, 1934.
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the Internal Financial Controls over financial reporting of M/s. ROHIT FERRO-TECH LIMITED ("the Company") as of March 31, 2016, in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.
Management''s Responsibility for Internal Financial Controls
The Company''s management is responsible for establishing and maintaining Internal Financial Controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (''ICAI''). These responsibilities include the design, implementation and maintenance of adequate Internal Financial Controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company''s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors'' Responsibility
Our responsibility is to express an opinion on the Company''s Internal Financial Controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing issued by ICAI and prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of Internal Financial Controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate Internal Financial Controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal Financial Controls system over financial reporting and their operating effectiveness. Our audit of Internal Financial Controls over financial reporting included obtaining an understanding of Internal Financial Controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company''s Internal Financial Controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company''s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Financial Statements for external purposes in accordance with generally accepted accounting principles. A company''s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company''s assets that could have a material effect on the Financial Statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of Internal Financial Controls over financial reporting, including the possibility of collusion or improper management 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, 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.
For R. Kothari & Company
Chartered Accountants
FRN: 307069E
Manoj Kumar Sethia
Place : Kolkata Partner
Date : 30th May, 2016 Membership No.: 064308
Mar 31, 2015
We have audited the accompanying Standalone Financial Statements of M/S
ROHIT FERRO-TECH LIMITED ("the Company"), which comprise the Balance
Sheet as at 31st March 2015, the Statement of Profit and Loss and the
Cash Flow Statement for the year ended on that date, and a summary of
significant accounting policies and other explanatory information.
Management's Responsibility for the Standalone Financial Statements
The Company's management is responsible for the matters stated in
Section 134(5) of Companies Act, 2013 ('' the Act'') with respect to
the preparation of these Standalone Financial Statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles,
generally accepted in India, including the Accounting Standards
specified under section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal fi nancial
controls, that are operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the Financial Statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these Standalone
Financial Statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards, and matters which are required to be included
in the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specif ed under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's
preparation of the financial statements that give a true and fair view
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
whether the company has in place an adequate internal financial control
system over financial reporting and the operating effectiveness of such
controls. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the company's management, as well as evaluating the
overall presentation of the Standalone 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.
(a) In the case of Balance Sheet of the state of affairs of the Company
as at 31st March 2015;
(b) In the case of Statement of Profit and Loss, of the Loss of the
Company for the year ended on that date; and
(c) In the case of Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Emphasis of Matter
We draw attention to the Note no 42 of the statement which indicates
that as at March 31st 2015, the accumulated losses amounting to Rs.
32,138.32 Lacs. has substantially eroded net worth of the company,
indicating the existence of a material uncertainty about the company's
ability to continue as a going concern. These financial results have
been prepared on a going concern basis for the reasons stated in the
said note.
Our report is not qualified in respect of this matter.
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 the Section 143 of the Act, we give in the Annexure
a statement on the matters specif ed in the paragraphs 3 and 4 of the
Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purposes of our audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid Standalone Financial Statements
comply with the Accounting Standards specif ed under Section 133 of the
Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of written representations received from the directors
as on 31st March ,2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March 2015, from being
appointed as a director in terms of Section 164(2) of the Act; and
(f) With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on the
financial position in the financial statements - Refer Note - 30 (1)(d)
to its financial statements ;
ii. The Company did not have any long term contracts including
derivative contracts for which there were any material foreseeable
losses
iii. During the year company has transferred to Investors Education and
Protection Fund ' 1.69 Lacs. pertaining to unclaimed dividend for the
year 2007.
Annexure to the Independent Auditors' Report
Annexure referred to in paragraph 1 under the heading of "Report on
Other Legal and Regulatory Requirements" of even date to the members of
M/S ROHIT FERRO-TECH LIMITED on the accounts of the Company for the
year ended 31st March 2015. On the basis of such checks as we
considered appropriate and accordingly to the information and
explanations given to us during the course of our audit, we report that
:
(i) (a) The Company is maintaining proper records showing full
particulars, including quantitative details and situation, of
fixed assets.
(b) The Fixed Assets of the Company have been physically verified by
the management during the year and in our opinion, the frequency of
such verifi cation is reasonable. No material discrepancies were
noticed on such verif cation.
(ii) (a) The inventory, except goods-in-transit has been physically
verifi ed by the management during the year. In respect of inventory
lying with the third parties, these have substantially been confirmed by
them. In our opinion, the frequency of such verifi cation is reasonable.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verifi cation of stocks
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company is maintaining proper records of inventory.
The discrepancies noticed on verification between the physical stocks
and the book records were not material having regard to the size of the
operations of the Company and the same have been properly dealt with in
the books of accounts.
(iii) (a) Except loan to subsidiary, the Company has not granted any
loan, secured or unsecured, to companies, fi rms or other parties listed
in the register maintained under Section 189 of the Companies Act, 2013.
The maximum amount outstanding during the year and the year end balance
of the loan to the subsidiary amounted to Rs. 1,269.81 Lacs. Therefore,
the provisions of Clause (iii)(b), (c) and (d) of the said Order are not
applicable to the Company.
(iv) In our opinion, and according to the information and explanations
given to us, there is an adequate Internal Con- trol System
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventories and purchases of fixed
assets and for the sale of goods and services. Further, on the basis of
our examination of the books and records of the Company, and according
to the information and explanations given to us, we have neither come
across, nor have been informed of, any continuing failure to correct
major weaknesses in aforesaid internal control system.
(v) The Company has not accepted any deposits from the public and
consequently, the directives issued by Reserve Bank of India and
provisions of Section 73 to Section 76 of the Companies Act, 2013 and
the rules framed there under are not applicable.
(vi) We have broadly reviewed the books of account maintained by the
Company pursuant to the Rules made by the Central Government for the
maintenance of cost records under Section 148(1) of the Companies Act,
2013, and we are of the opinion that prima facie, the records have been
maintained. We have not however made a detailed examination for the
records with a view to determining whether they are accurate and
complete.
(vii) (a) According to the information and explanations given to us and
on the basis of our examination of the books of account, the Company has
generally been regular in depositing undisputed statutory dues
including, Income Tax, and other statutory dues during the year with
appropriate authorities.
According to the information's and explanations given to us, no
undisputed amount payable in respect of Provident Fund, Income Tax,
Sales Tax, Wealth Tax, Duty of Customs, Value Added Tax, Cess and other
statutory dues were in arrears as at 31st March, 2015 for a period of 6
months from the date they became payable which are as follows:
Name of the Statue Nature of Dues Amount in
Rs. Lacs
Finance Act, 1994 Cess Service Tax- GTA 0.35
Labour Act Welfare cess 0.63
0.25
Cess on Excise Duty
Central Excise Act, 1944 0.50
Excise Duty 24.95
TOTAL 26.68
(b) According to the information and explanations given to us, there
are no dues of Income Tax, Wealth Tax, Sales Tax, Value Added Tax,
Service Tax, Customs Duty, Excise Duty and Cess which have not been
deposited with the appropriate authorities on account of any dispute
except the following cases which are as follows:
Name of Statute Nature of Dues Period
of dispute
2007-2008
2005-2009
Jan 2008 -
Mar 2008
2005- 2006
2006- 2007
2004- 2005
Excise Duty April 2007-
Sept 2009
Oct 2009-
July 2010
2006-2009
2005-2007
Central Excise Act, 1944 2006-2007
Service Tax 2007-2012
Jan 2014-
July 2014
Service Tax/ April 2013-
Excise Duty Oct 2013
2008-2009 to
2012-2013
Jan 2014-
Diff. Duty Sept 2014
2008-2009 to
2012-2013
Service Tax April 2013-
/Excise Duty Oct 2013
Service Tax Act, 1994 CENVAT 2006-2007
Orissa CST 2007-2008,
2008-2009
April 2005-
Oct 2007
2008- 2009
Orissa VAT
Orissa VAT Act, 2004 2007-2008
2009-2010
March, 2007
VAT Refund Claim High Court
Sept, 2008
Orissa CST Act CST 2009-2010
Foreign Trade Policy Central Sales Oct 2009 -
Tax March 2010
2006-2007, 2007-
2008 & 2008
The Central Sales Central Sales -2009
Tax Act,1956 Tax and Value 2009-2010
and West Bengal Added Tax
VAT Act, 2005
2010-2011
2008- 2009
2007-2008
Entry Tax April 2005 -
Orissa Entry Oct 2007
Tax Act, 1999
2009- 2010
Entry Tax Refund 2008-2009
Central Excise, Cenvat and Interest Dec 2009-
Anti-Evasion Unit Feb 2010
Provident Fund April 1996 -
Employees Provident Fund March 2014
Organization of India Interest/ Damages April 1996
-April 2014
Name of Statute Amount Forum where dispute
(Rs. in Lacs) is pending
51.81 Additional Commissioner
(Appeal)
409.59 Appellate Tribunal,
Bhubaneswar
84.86 CESTAT, Kolkata
8.82
1.95
2.81
27 Commissioner of Central
Excise (Appeals) - IV
4.22
4.31
0.10 Sr. Commissioner of
Central Excise, Kolkata
Central Excise Act, 1944 14.56 Additional Commissioner,
Bolpur
28.41 Commissioner of Central
Excise Appeal - II
8.89
17.67
41.94
37.54 Additional Commissioner
41.94
17.67
Service Tax Act, 1994 3.41 Excise Service Tax
Appellate Tribunal
10.14 Joint Commissioner of
Commercial Taxes
(Odisha, Jajpur)
363.49 Additional Commissioner
(Revision)
11.95 Joint Commissioner of
Commercial Taxes
(Odisha Jajpur)
Orissa VAT Act, 2004 62.21 Joint Commissioner of
Sales Taxes
(Odisha, Jajpur)
29.38 Additional Commissioner
of Sales Tax
(Appeal)
287.99
1018.00
6.77 Additional Commissioner
of Sales Tax (Appeal)
Orissa CST Act
1.80 Development
Commissioner of Falta
Special Economic Zone
Foreign Trade Policy
The Central Sales 448.95 Member of West Bengal
Tax Act,1956 Taxes
and West Bengal Appellate Board, Kolkata
VAT Act, 2005 1509.04 Additional Commissioner
of Commercial Taxes
1252.61 Joint Commissioner of
Commercial Taxes
0.70 Joint Commissioner of
Commercial
37.35 Taxes (Odisha, Jajpur)
12.32 Deputy Commissioner of
Central Taxes, Jajpur
Orissa Entry
Tax Act, 1999
1.05 Additional Commissioner
of Sales Tax (Appeal)
103.97 High court / Additional
Commissioner, Cuttack
Central Excise, 12.88 Central Excise, Anti-
Anti-Evasion Unit Evasion Unit,
Haldia Commissionerate
0.08
Employees Provident Fund Assistant/Regional
Organization of India 1.80 Provident Fund
Commissioner of EPFO
(c) During the year the Company has transferred to Investors Education
and Protection Fund Rs. 1.69 Lacs pertain- ing to unclaimed dividend
for the year 2007.
(viii) The accumulated losses of the Company at the end of the
financial year are not less than fifty percent of its net worth and the
Company has incurred cash losses during the financial year covered by
our audit and in the imme- diately preceding financial year.
(ix) Based on our audit procedures and on the information and
explanations given by the management, we are of the opinion that the
Company has not defaulted in repayment of dues to the financial
institutions or banks.
(x) The Company has given guarantee for loans taken by its wholly owned
subsidiary from banks and financial insti- tutions during the year. We
are of the opinion that the terms and conditions of guarantee given are
not considered prejudicial to the interest of the Company.
(xi) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purpose for which
they were obtained.
(xii) Based upon the audit procedures performed for the purpose of
reporting, however true and fair view of the fi- nancial statements and
as per the information and explanations provided by the management, we
report that no fraud on or by the Company has been noticed or reported
during the years.
For R. Kothari & Company
Chartered Accountants
FRN:307069E
Manoj Kumar Sethia
Place : Kolkata Partner
Date : 30th May, 2015 Membership No.: 064308
Mar 31, 2014
We have audited the accompanying financial statements of Rohit
Ferro-Tech Limited (''the Company'') which comprise the Balance Sheet as
at 31 March 2014, and the Statement of Profit and 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
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards notified un- der the Companies Act, 1956 ("the
Act") read with the General Circular 15/2013 dated 13 September 2013 of
the Ministry of Corporate Affairs in respect of Section 133 of the
Companies Act, 2013. This responsibility includes the design, implemen-
tation and maintenance of internal control relevant to the preparation
and presentation of the financial statements that give a true and fair
view and are free from material misstatement, whether due to fraud or
error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial results
based on our audit. We conducted our audit in accord- ance with the
auditing standards generally accepted in India. Those standards require
that we plan and perform the audit to obtain reasonable assurance about
whether the financial results are free of material misstatements.
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 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 accounting policies used and the reasonableness of the accounting
estimates made by management, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion. Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India.
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2014;
(ii) in the case of the Statement of Profit and Loss, of the loss for
the year ended on that date; and
(iii) in case of the 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 (Auditor''s Report) Order, 2003 ("the
Order"), as amended, issued by the Central Government of India in terms
of sub-section (4A) of section 227 of the Act, and on the basis of such
checks as we considered appropriate, and according to the information
and explanations given to us, we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the Order to the extent
applicable to the Company.
Independent Auditors'' Report
2. As required by section 227(3) of the Act, we report that :
a. we have obtained all the information and explanations which to the
best of our knowledge and belief were nec- essary for the purpose of
our audit;
b. in our opinion proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c. the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this Report are in agree- ment with the books
of account;
d. in our opinion, the Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement comply with the Ac- counting Standards referred to
in subsection (3C) of section 211 of the Companies Act, 1956 read with
the Gener- al Circular 15/2013 dated 13 September 2013 of the Ministry
of Corporate Affairs in respect of section 133 of the Companies Act,
2013; and
e. on the basis of written representations received from the directors
as on 31 March 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31 March 2014, from being
appointed as a direc- tor in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
Annexure to the Auditors'' Report
(Annexure referred to in our report of even date to the members of
Rohit Ferro-Tech Limited on the financial statements for the year ended
31st March, 2014)
i) (a) The Company has maintained proper records to show full
particulars, including quantitative details and situa- tion of its
fixed assets.
(b) We are informed that fixed assets of significant value have been
physically verified by the management at rea- sonable intervals, in a
phased programme and no material discrepancies were noticed in respect
of the assets verified.
(c) The Company has not disposed off any substantial/major part of
Fixed Assets during the year.
(ii) (a) As explained to us, inventories have been physically verified
by the management during the year at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion, the Company has maintained proper records of
inventories and the discrepancies noticed on physical verification as
compared to book records were not material.
(iii) (a) Except loan to subsidiary, the Company has not granted any
loans, secured or unsecured, to companies, firms or parties covered in
the register maintained under Section 301 of the Companies Act, 1956.
The maximum amount outstanding during the year and the year-end balance
of the loan to the subsidiary amounted to Rs. 11.50 crores.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions on
which the loan has been granted as aforesaid are prima facie not
prejudicial to the interest of the Company.
(c) In case of loan granted, the terms do not stipulate repayment
schedule. Accordingly, paragraph 4(iii)(c) of the Order is not
applicable to the Company.
(d) There is no overdue amount of more than Rs. 1 lakh in respect of
the above loan.
(e) The Company has taken interest free Unsecured Loans from four
companies covered in the register maintained under section 301 of the
Companies Act, 1956. The maximum amount involved during the year and
the year-end balance of the said loans amounted to Rs. 46.54 crores.
(f) In our opinion and according to the information and explanations
given to us, the terms and conditions of loans taken as aforesaid are
prima facie not prejudicial to the interest of the Company.
(g) In respect of the above loans, there are no stipulations as to
repayment thereof.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and nature of its business,
for the purchase of inventory and fixed assets and for the sale of
goods. Further, on the basis of our examination of the books and
records of the Company, we have neither come across nor have we been
informed of any continuing failure to correct major weaknesses in the
aforesaid internal control system.
(v) (a) To the best of our knowledge and belief and according to the
information and explanations given to us, we are of the opinion that
the particulars of the contracts or arrangements that need to be
entered in the register main- tained under Section 301 of the Companies
Act, 1956, have been so entered.
(b) In our opinion, the transactions made in pursuance of such
contracts or arrangements and exceeding the value of five lakh rupees
in respect of any party during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
(vi) The Company has not accepted any deposit during the year from the
public within the meaning of the provisions of Sections 58A and 58AA of
the Companies Act, 1956 and the rules framed there under.
(vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii) We have broadly reviewed the books of account and records
maintained by the Company pursuant to the Order made by the Central
Government for maintenance of cost records u/s 209(1)(d) of Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. The contents of
these accounts and records have not been examined by us.
(ix) (a) According to the records of the Company examined by us, the
Company is generally regular in depositing un-
disputed statutory dues including Provident Fund, Income-tax,
Sales-tax, Vat, Service Tax, Custom Duty, Excise Duty, Cess and any
other statutory dues. According to the information and explanations
given to us, there are no undisputed outstanding statutory dues as at
31st March, 2014 for a period exceeding six months from the date they
became payable except for Central Sales Tax Rs. 3,04,063, Sales Tax
Deducted at Source Rs. 33,68,717 and Differ- ential Excise Duty payable
Rs. 16,63,399.
(b) On the basis of our examination of records and according to
explanations given to us, there are no dues as on 31st March, 2014 of
Sales Tax, Vat, Income Tax, Customs Duty, Service Tax, Provident Fund,
Employees'' State Insurance, Excise Duty and Cess which have not been
deposited on account of any dispute except for the following :
Name of Statute Nature of Dues Amount in
Odisha VAT Act, 2004 Odisha VAT 5,27,442
Odisha VAT Act, 2004 Odisha VAT 3,23,48,781
Odisha VAT Act, 2004 Odisha VAT 10,14,184
Odisha VAT Act, 2004 Odisha VAT 11,95,403
Odisha Entry Tax Act,1999 Entry Tax 12,32,156
Central Sales Tax Act,
1956 and West Central Sales Tax and Value 4,48,94,908
Bengal VAT Act, 2005 Added Tax
Central Sales Tax Act,
1956 and West Central Sales Tax and Value 15,09,03,861
Bengal VAT Act, 2005 Added Tax
Central Sales Tax Act,
1956 and West Central Sales Tax and Value 43,33,412
Bengal VAT Act, 2005 Added Tax
Central Excise Act, 1944 Excise Duty 84,85,850
Central Excise Act, 1944 Excise Duty 49,27,146
Central Excise Act, 1944 Excise Duty 10,000
Central Excise Act, 1944 Excise Duty 14,56,177
Central Excise Act, 1944 Excise Duty 51,80,698
Central Excise Act, 1944 Excise Duty 4,09,58,756
Foreign Trade (D&R) Act,
1992 Central Sales Tax 1,80,251
Reimbursement
Employees Provident Fund Provident Fund 83,522
Organisation of India
Employees State Insurance
Act,1948 Employees'' State Insurance 25,512
Finance Act, 1994 Input Service Credit not 28,40,821
allowed
Finance Act, 1994 Input Service Credit not 3,40,996
allowed
Name of Statute Forum where dispute is pending
Odisha VAT Act, 2004 Division Bench, Appellate Tribunal
Odisha VAT Act, 2004 Additional Commissioner (Revision)
Odisha VAT Act, 2004 Additional Commissioner (Appeal)
Odisha VAT Act, 2004 Commissioner (Appeal)
Odisha Entry Tax Act,1999 Additional Commisioner (Revision)
Central Sales Tax Act,1956 Member of West Bengal Taxes Appellate
and West Board, Kolkata
Bengal VAT Act, 2005
Central Sales Tax Act, 1956 Additional Commissioner of Commercial
and West Taxes,
Bengal VAT Act, 2005
Central Sales Tax Act,1956 Sr Joint Commissioner of Commercial
and West Taxes,
Bengal VAT Act, 2005
Central Excise Act, 1944 CESTAT, Kolkata
Central Excise Act, 1944 Commissioner of Central Excise
(Appeals)-IV, Kolkata
Central Excise Act, 1944 Sr. Commissioner of Central Excise,
Kolkata
Central Excise Act, 1944 Additional Commissioner of Central
Excise, Kolkata
Central Excise Act, 1944 Commissioner (Appeal), Bhubaneshwar
Central Excise Act, 1944 Appellate Tribunal, Bhubaneshwar
Foreign Trade (D&R) Development Commissioner of Falta
Act, 1992 Special Economic Zone
Employees Provident Fund Assistant/Regional Provident Fund
Organisation of India Commissioner of EPFO
Employees State Insurance Assistant Director of Employee''s
Act,1948 State Insurance Corporation,
West Bengal Kolkata
Finance Act, 1994 Additional Commissioner, Service Tax
Commissionerate
Finance Act, 1994 Commissioner of Central Excise
(Appeals)- IV
(x) The Company does not have accumulated losses at the end of the
financial year under report. It has, however, incurred cash losses in
the financial year under report but has not incurred any cash losses in
the immediately preceding financial year.
(xi) Based on the records examined by us and as per the information and
explanations given to us, the Company has during the year defaulted in
repayment of dues to the banks. However, the Company''s proposal for
restructuring of credit facilities has been approved by the Corporate
Debt Restructuring- Empowered Group and there is no default as at
Balance Sheet date on implementation of CDR Package.
(xii) As explained to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
(xiii) Clause (xiii) of the Order is not applicable, as the Company is
not a chit fund company or nidhi/mutual benefit fund/ society.
(xiv) In respect of shares, securities, debentures and mutual fund
units dealt or traded by the Company and held as investments, proper
records have been maintained of the transactions and contracts and
timely entries have been made therein. All the investments have been
held by the Company in its own name.
(xv) According to the information and explanations given to us, the
Company has given Corporate Guarantee to secure financial assistance to
SKP Overseas Pte. Ltd, a wholly owned subsidiary, which is not prima
facie considered prejudicial to the interest of the Company.
(xvi) On the basis of review of utilisation of funds pertaining to term
loans on an overall basis and related information as made available to
us, we are of the opinion that the Company has applied the term loans
for the purpose for which they were obtained during the year.
(xvii) In our opinion, and according to the information and
explanations given to us, the funds raised on 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 to companies/firms/parties covered in the register
maintained u/s 301 of the Companies Act, 1956.
(xix) No debentures have been issued by the Company and hence the
question of creating security or charge in respect thereof does not
arise.
(xx) The Company has not raised any money by public issue during the
year.
(xxi) 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 S. Jaykishan
Chartered Accountants
FRN : 309005E
CA B. K. Newatia
Partner
Kolkata, 30th May, 2014 Membership No : 050251
Mar 31, 2013
Report on the Financial Statements
We have audited the accompanying financial statements of Rohit
Ferro-Tech Limited (''the Company'') which comprise the Balance Sheet as
at 31st March, 2013, the Statementof Profit and Loss and the Cash
FlowStatementfortheyearthen ended, and a summary of significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial
statements that give a true and fair view of the financial position,
financial performance and cash flows of the Company in accordance with
the Accounting Standards referred to insub-section (3C) of Section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements that
give a true and fair view and are free from material misstatement,
whether due to fraud or error.
Auditor''s Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements, read together with
the Notes thereon and attached thereto, 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 :
i. in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
ii. in the case of the Statement of Profit and Loss, of the profit for
the year ended on that date; and
iii. in the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Emphasis of Matter
Without qualifying our opinion, attention is invited to Note 39 to the
financial statements whereby the Company has presented profits after
tax before the Exceptional item instead of making disclosure as per the
current format in Part-ll of Schedule VI (Revised) of the Companies
Act, 1956 and the Current tax figure is net ofRs.863.33 Lacs, beingthe
tax effect on the Exceptional Item.
Report on Other Legal & Other Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order"), as amended, issued by the Central Government of India in terms
of sub-section (4A) of Section 227 of the Act, and on the basis of such
checks as we considered appropriate, and according to the information
and explanations given to us, we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the Order to the extent
applicable to the Company.
2. As required by Section 227(3) of the Act, we report that:
a. we have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary forthe purpose of
ouraudit;
b. in our opinion, proper books of account, as required by law have
been kept by the Company so far as appears from our examination of
those books;
c. the Balance Sheet, Statement of Profit and Loss and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
d. inouropinion the Balance Sheet, Statementof Profit and Lossand Cash
Flow Statementcomply with the Accounting Standards referred to in
sub-section (3C) of Section 211 of the Companies Act, 1956; and
e. on the basis of written representations received from the Directors
and taken on record by the Board of Directors, none of the Directors is
disqualified as on 31st March, 2013, from being appointed as a Director
in terms of clause (g) of sub-section (1) of Section 274 of the
Companies Act, 1956.
Annexure to the Independent Auditors'' Report
(Annexure referred to in our report of even date to the shareholders of
Rohit Ferro -Tech Limited on the financial statements for the year
ended 31st March, 2013)
(i) (a) The Company has maintained proper records to show full
particulars, including quantitative details and situation of its fixed
assets.
(b) We are informed thatfixed assets of significant value have been
physically verified by the management at reasonable intervals, in a
phased programme and no material discrepancies were noticed in respect
of the assets verified.
(c) The Company has not disposed off any substantial/major part of
Fixed Assets during the year.
(ii) (a) As explained to us, inventories have been physically verified
by the management during the year at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion, the Company has maintained proper records of
inventories and the discrepancies noticed on physical verification as
compared to book records were not material.
(iii) (a) Except loan to subsidiary, the Company has not granted any
loans, secured or unsecured, to companies, firms or parties covered in
the register maintained under Section 301 of the Companies Act, 1956.
The maximum amount outstanding during the year and the year-end balance
of the loan to the subsidiary amounted to Rs. 9.82 Crores.
(b) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions on
which the loan has been granted as aforesaid are prima facie not
prejudicial to the interest of the Company.
(c) lncase of loangranted,the termsdonotstipulatere payment schedule.
Accordingly ,paragraph4(iii)(c)of the Order is not applicable to the
Company.
(d) There is no overdue amount of more than Rs. 1 Lac in respect of the
above loan.
(e) The Company has taken interest free Unsecured Loans from six
companies covered in the register maintained under Section 301 of the
Companies Act, 1956. The maximum amount involved during the year and
the year-end balance of the said loans were Rs. 60.18 Crores and NIL
respectively.
(f) In our opinion and according to the information and explanations
given to us, the terms and conditions of loans taken as aforesaid are
prima facie not prejudicial to the interest of the Company.
(g) In respect of the above loans, there are no stipulations as to
repayment thereof.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and nature of its business,
for the purchase of inventory and fixed assets and forthe sale of
goods. Further, on the basis of our examination of the books and
records of the Company, we have neither come across nor have we been
informed of any continuing failure to correct major weaknesses in the
aforesaid internal control system.
(v) (a) To the best of our knowledge and belief and according to the
information and explanations given to us, we are of the opinion that
the particulars of the contracts or arrangements that need to be
entered in the register maintained under Section 301 of the Companies
Act, 1956, have been so entered.
(b) In our opinion, the transactions made in pursuance of such
contracts or arrangements and exceeding the value of five lakh rupees
in respect of any party during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
(vi) The Company has not accepted any deposit during the year from the
public within the meaning of the provisions of Sections 58A and 58AA of
the Companies Act, 1956, and the rules framed there under.
(vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii) We have broadly reviewed the books of account and records
maintained by the Company pursuant to the Order made by the Central
Government for maintenance of cost records u/s 209(l)(d) of Companies
Act, 1956 and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. The contents of
these accounts and records have not been examined by us.
(ix) (a) According to the records of the Company examined by us, the
Company is generally regular in depositing undisputed statutory dues
including Provident Fund, Income Tax, Sales Tax, VAT, Service Tax,
Custom Duty, Excise Duty, Cess and any other statutory dues. According
to the information and explanations given to us, there are no
undisputed outstanding statutory dues as at 31st March, 2013 for a
period exceeding six months from the date they became payable except
for Welfare Cess - Rs. 49,907 and VAT - Rs. 53,544.
(x) The Company has neither accumulated losses at the end of the
financial year nor has it incurred cash losses in the financial year
under report or in the immediately preceding financial year.
(xi) According to information and explanation given to us, the Company
has not defaulted in repayment of dues to any
bankorfinancialinstitution.
(xii) As explained to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
(xiii) Clause (xiii) of the Order is not applicable, as the Company is
not a chit fund Company or Nidhi/Mutual Benefit Fund/Society.
(xiv) In respect of shares, securities, debentures and mutual fund
units dealt or traded by the Company and held as investments, proper
records have been maintained of the transactions and contracts and
timely entries have been made therein. All the investments have been
held by the Company in its own name.
(xv) According to the information and explanations given to us, the
Company has given Corporate Guarantee to secure financial assistance to
SKP Overseas Pte. Ltd, a wholly owned subsidiary, which is not prima
facie considered prejudicial to the interest of the Company.
(xvi) On the basis of review of utilisation of funds pertaining to term
loans on an overall basis and related information as made available to
us, we are of the opinion that the Company has applied the term loans
for the purpose for which they were obtained during the year.
(xvii) In our opinion, and according to the information and
explanations given to us, the funds raised on short-term basis have not
been used for long-term investment.
(xviii)The Company has made fresh Preferential Allotment of shares
during the year to Companies covered in the register maintained u/s 301
of the Companies Act, 1956 and such allotment is not prima facie
prejudicial to the interest of the Company.
(xix) No debentures have been issued by the Company and hence the
question of creating security or charge in respect thereof does not
arise.
(xx) The Company has raised funds by way of Preferential Allotment and
according to the information and explanations given to us, the proceeds
of the same have been utilised for the objects of the issue.
(xxi) Accordingtothe information and explanations given to us, no fraud
on orby the Company has been noticed orreported during the year
For S.Jaykishan
Chartered Accountants FRN:309005E
CAB.K.Newatia
Partner
Kolkata, 30th May, 2013 Membership No : 050251
Mar 31, 2012
1. We have audited the attached Balance Sheet of ROHIT FERRO-TECH
LIMITED as at 31st March, 2012 and also the Statement of Profit & Loss
and the Cash Flow Statement for the year ended as on that date, annexed
thereto. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003 (as
amended) issued by the Central Government in terms of sub -section (4A)
of Section 227 of the Companies Act, 1956 and on the basis of such
checks as we considered appropriate, and according to the information
and explanations given to us, we enclose in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the said Order to the
extent applicable to the Company.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
a) We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
b) In our opinion, proper books of account, as required by law have
been kept by the Company so far as appears from our examination of
those books;
c) The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
d) In our opinion, the Balance Sheet, Statement of Profit & Loss and
Cash Flow Statement dealt with by this report comply with the
Accounting Standards referred to in sub-section (3C) of Section 211 of
the Companies Act, 1956;
e) On the basis of the written representations received from the
Directors and taken on record by the Board of Directors, none of the
Directors is disqualified as on 31 st March, 2012 from being appointed
as a Director in terms of clause (g) of sub-section (1) of Section 274
of the Companies Act, 1956;
f) In our opinion and to the best of our information and according to
the explanations given to us, the said financial statements, read
together with the Notes thereon and attached thereto, give the
information required by the Companies Act, 1956 in the manner so
required and give a true and fair view in conformity with the
accounting principles generally accepted in India:
i. in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012,
ii. in the case of the Statement of Profit & Loss, of the profit of
the Company for the year ended on that date, and
iii in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
(Annexure referred to in paragraph (3) of our report of even date to
the shareholders of Rohit Ferro-Tech Limited on the financial
statements for the year ended 31st March, 2012)
(i) (a) The Company has maintained proper records to show full
particulars, including quantitative details and Situation of its fixed
assets.
(b) We are informed that fixed assets of Significant value have been
physically verified by the management at reasonable intervals, in a
phased programme and no material discrepancies were noticed in respect
of the assets verified.
(c) The Company has not disposed off any substantial/major part of
Fixed Assets during the year.
(ii) (a) As explained to us, inventories have been physically verified
by the management during the year at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion, the Company has maintained proper records of
inventories and the discrepancies noticed on physical verification as
compared to book records were not material.
(iii) (a) The Company has not granted any loans, secured or unsecured,
to companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act, 1956.
(b) Since the Company has not granted any loans as aforesaid,
sub-clauses (b), (c) & (d) of this clause are not applicable.
(e) The Company has taken Unsecured Loans from nine companies covered
in the register maintained under Section 301 of the Companies Act,
1956. The maximum amount involved during the year and the year-end
balance of the said loans were Rs. 97.19 Crores and Rs. 23.09 Crores
respectively.
(f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
loans taken as aforesaid are prima face not prejudicial to the interest
of the Company.
(g) In respect of the above loans, there are no stipulations as to
repayment thereof.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and nature of its business,
for the purchase of inventory and fixed assets and for the sale of
goods. Further, on the basis of our examination of the books and
records of the Company, we have neither come across nor have we been
informed of any continuing failure to correct major weaknesses in the
aforesaid internal control system.
(v) (a) To the best of our knowledge and belief and according to the
information and explanations given to us, we are of the opinion that
the particulars of the contracts or arrangements that need to be
entered in the register maintained under Section 301 of the Companies
Act, 1956, have been so entered.
(b) In our opinion, the transactions made in pursuance of such
contracts or arrangements and exceeding the value of five lakh rupees
in respect of any party during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
(vi) The Company has not accepted any deposit during the year from the
public within the meaning of the provisions of Sections 58A and 58AA of
the Companies Act, 1956, and the rules framed there under.
(vii)ln our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii)We have broadly reviewed the books of accounts and records
maintained by the Company pursuant to the Order made by the Central
Government for maintenance of cost records under Section 209(1 )(d) of
Companies Act, 1956 and are of the opinion that prima face the
prescribed accounts and records have been made and maintained. The
contents of these accounts and records have not been examined by us.
(ix) (a) According to the records of the Company examined by us, the
Company is generally regular in depositing undisputed statutory dues
including Provident Fund, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and any other statutory dues.
According to the information and explanations given to us, there are no
undisputed outstanding statutory dues as at 31st March, 2012 for a
period exceeding six months from the date they became payable.
(b) On the basis of our examination of records and according to
explanations given to us, there are no dues as on 31st March, 2012 of
Sales Tax, Income Tax, Customs Duty, Wealth Tax, Service Tax, Excise
Duty and Cess which have not been deposited on account of any dispute
except for the following :
Name of Statute Nature of Dues Amount in Rs.
Odisha VAT Act, 2004 Odisha VAT 527,442/-
Odisha VAT Act, 2004 Odisha CST 304,063/-
Odisha VAT Act, 2004 Odisha CST 1,905,524/-
Odisha Entry Tax
Act, 1999 Entry Tax 70,357/-
The Central Sales
Tax Act, 1956 Central Sales
Tax and Value 41,738,424/-
and West Bengal
VAT Act, 2005 Added Tax
The Central Sales
Tax Act, 1956 Central Sales
Tax and Value 8,919,061/-
and West Bengal
VAT Act, 2005 Added Tax
Central Excise
Act, 1944 Excise Duty 13,297,659/-
Central Excise Act,1944 Excise Duty 10,000/-
Central Excise
Act, 1944 Excise Duty 3,083,857/-
Odisha Central
Excise Department Excise Duty 40,958,756/-
Service Tax Act, 1994 CENVAT 340,996/-
Income Tax Act, 1961 Income Tax 2,168,300/-
Employees* State
Insurance Employees' State
Insurance 1,024,947/-
Act,1948
Name of Statute Forum where dispute is pending
Odisha VAT Act, 2004 Division Bench, Appellate Tribunal
Odisha VAT Act, 2004 Deputy Commissioner of Commercial Taxes
Odisha VAT Act, 2004 Commissioner (Appeal)
Odisha Entry Tax Act,1999 joint Commissioner of Commercial Taxes
(Jajpur, Odisha)
The Central Sales Tax
Act, 1956 Sr. Jo,nt Commissioner of Commercial Taxes
And West Bengal VAT
Act,2005
The Central Sales Tax
Act, 1956 Member of West Bengal Taxes Appellate
Board,
And West Bengal VAT
Act,2005 Kolkata
Central Excise Act, 1944 Commissioner of Central Excise
(Appeals)-IV
Central Excise Act, 1944 Sr. Commissioner of Central Excise
Central Excise Act, 1944 Customs & Central Excise
Settlement Commission
Odisha Central Excise
Department Appellate Tribunal, Bhubaneshwar
Service Tax Act, 1994 Commissioner of Central Excise
(Appeals)-IV
Income Tax Act, 1961 Income Tax Appellate Tribunal
Employees' State Insurance Deputy Director of ESI Department
Act, 1948
(x) The Company has neither accumulated losses at the end of the
financial year nor has it incurred cash losses in the financial year
under report or in the immediately preceding financial year.
(xi) The Company has not defaulted in repayment of dues to any bank or
financial institution, except in respect of repayment of Rs. 21.37 lacs
due since February, 2012 out of bridge loan taken from WBIDC Ltd.
against interest subsidy. However, the Company has applied for linking
the repayments with receipt of subsidy amount.
(xii)As explained to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debenturesandothersecunt.es.
(xiii)Clause (xiii) of the Order is not applicable, as the Company is
not a chit fund Company or nidhi/mutual benefit fund/society.
(xiv)ln respect of shares, securities, debentures and mutual fund units
dealt or traded by the Company and held as investments, proper records
have been maintained of the transactions and contracts and timely
entries have been made therein. All the investments have been held by
the Company in its own name.
(xv)According to the information and explanations given to us, the
Company has given a Corporate Guarantee to secure financial assistance
to SKP Overseas Pte. Ltd, a wholly owned subsidiary, which is not prima
face considered prejudicial to the interest of the Company.
(xvi)On the basis of review of utilisation of funds pertaining to term
loans on an overall basis and related information as made available to
us, we are of the opinion that the Company has applied the term loans
for the purpose for which they were obtained during the year.
(xvii)ln our opinion, and according to the information and explanations
given to us, the funds raised on short-term basis have not been used
for long-term investment.
(xviii)The Company has made fresh Preferential Allotment of shares
during the year to companies covered in the register maintained under
Section 301 of the Companies Act, 1956 and such allotment ,s not prima
face prejudicial to the interest of the Company.
(xix)No debentures have been issued by the Company and hence the
question of creating security or charge in respect thereof does not
arise.
(xx)The Company has raised funds by way of Preferential Allotment and
according to the information and explanations given to us, the proceeds
of the same have been utilized for the objects of the issue.
(xxi)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 S. Jaykishan
Chartered Accountants
FRN : 309005E
(B.K. Newatia)
Place : Kolkata Partner
Dated : The 30th day of May, 2012 M. No. 050251
Mar 31, 2011
1. We have audited the attached Balance Sheet of ROHIT FERRO-TECH
LIMITED as at 31st March, 2011 and also the Profit & Loss Account and
the Cash Flow Statement for the year ended on that date, annexed
thereto. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003 (as
amended) issued by the Central Government in terms of sub-section (4A)
of Section 227 of the Companies Act, 1956 and on the basis of such
checks as we considered appropriate, and according to the information
and explanations given to us, we enclose in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the said Order to the
extent applicable to the Company.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that :
a) We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
b) In our opinion, proper books of account, as required by law have
been kept by the Company so far as appears from our examination of
those books;
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
e) On the basis of the written representations received from the
directors and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2011 from being appointed
as a director in terms of clause (g) of sub-section (1) of section 274
of the Companies Act, 1956;
f) In our opinion and to the best of our information and according to
the explanations given to us, the said statements of accounts, read
with the Accounting Policies & Notes thereon, give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India :
i. in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2011,
ii. in the case of the Profit & Loss Account, of the profit of the
Company for the year ended on that date, and
iii. in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Annexure to the Auditors' Report
(Annexure referred to in paragraph (3) of our report of even date to
the shareholders of Rohit Ferro-Tech Limited on the financial
statements for the year ended 31st March, 2011)
i) a) The Company has maintained proper records to show full
particulars, including quantitative details and situation of its fixed
assets.
b) We are informed that fixed assets of significant value have been
physically verified by the management at reasonable intervals, in a
phased programme and no material discrepancies were noticed in respect
of the assets verified.
c) The Company has not made any disposal of fixed assets during the
year.
ii) a) As explained to us, inventories have been physically verified by
the management during the year at reasonable intervals.
b) In our opinion, the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
c) In our opinion, the Company has maintained proper records of
inventories and the discrepancies noticed on physical verification as
compared to book records were not material.
iii) a) The Company has not granted any loans, secured or unsecured, to
companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act,1956.
b) Since the Company has not granted any loans as aforesaid,
sub-clauses (b), (c) & (d) of this clause are not applicable.
c) The Company has taken Unsecured Loans from seven companies covered
in the register maintained under Section 301 of the Companies Act,
1956. The maximum amount involved during the year and the year-end
balance of the said loans were Rs. 56.86 Crores and Rs. 24.99 Crores
respectively.
d) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
loans taken as aforesaid are prima facie not prejudicial to the
interest of the Company.
e) In respect of the above loans, there are no stipulations as to
repayment thereof.
iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and nature of its business,
for the purchase of inventory and fixed assets and for the sale of
goods. Further, on the basis of our examination of the books and
records of the Company, we have neither come across nor have we been
informed of any continuing failure to correct major weaknesses in the
aforesaid internal control system.
v) a) To the best of our knowledge and belief and according to the
information and explanations given to us, we are of the opinion that
the particulars of the contracts or arrangements that need to be
entered in the register maintained under Section 301 of the Companies
Act, 1956, have been so entered.
b) In our opinion, the transactions made in pursuance of such contracts
or arrangements and exceeding the value of five lakh rupees in respect
of any party during the year have been made at prices which are
reasonable having regard to prevailing market prices at the relevant
time.
vi) The Company has not accepted any deposit during the year from the
public within the meaning of the provisions of Sections 58A and 58AA of
the Companies Act, 1956, and the rules framed there under.
vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
viii) The maintenance of cost records under Section 209(1)(d) of the
Companies Act,1956, has not been prescribed by the Central Government
in respect of the products of the Company.
ix) a) According to the records of the Company examined by us, the
Company is generally regular in depositing undisputed statutory dues
including Provident Fund, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and any other statutory dues.
According to the information and explanations given to us, there are no
undisputed outstanding statutory dues as at 31st March, 2011 for a
period exceeding six months from the date they became payable.
b) On the basis of our examination of records and according to
explanations given to us, there are no dues as on 31st March, 2011 of
Sales Tax, Income Tax, Customs Duty, Wealth Tax, Service Tax, Excise
Duty and Cess which have not been deposited on account of any dispute
except for the following :
Name of Statute Nature of Dues Amount in Rs. Forum where dispute
is pending
Orissa VAT Act,
2004 Orissa VAT 861,559 Appellate Tribunal
Orissa Entry
Tax Act,1999 Entry Tax 193,997 Joint Commissioner
of Commercial
Taxes (Jajpur,
Orissa)
The Central Sales
Tax Act,1956 and Central Sales
Tax and 27,914,387 Sr. Joint
Commissioner of
Commercial
West Bengal VAT
Act, 2005 Value Added Tax Taxes
The Central Sales
Tax Act,1956 and Central Sales
Tax and 4,647,500 Taxation Tribunal,
Extra-Ordinary
West Bengal VAT
Act, 2005 Value Added Tax Jurisdiction
Central Excise
Act, 1944 Excise Duty 10,455,592 Commissioner of
Central Excise
(Appeals) - IV
Central Excise
Act, 1944 Excise Duty 10,084,665 Commissioner of
Central Excise
Central Excise
Act, 1944 Excise Duty 3,495,888 Joint Commissioner
of Central Excise,
Bolpur
Central Excise
Act, 1944 Excise Duty 40,958,756 Customs, Excise &
Service Tax
Appellate Tribunal
Income Tax
Act, 1961 Income Tax 13,780,479 Commissioner of
Income Tax
(Appeals) - I ,
Kolkata
Workmens'
Compensation
Act, 1923 Workmens'
Compensation 498,936 Workmens'
Compensation Court
x) The Company has neither accumulated losses at the end of the
financial year nor has it incurred cash losses in the financial year
under report or in the immediately preceding financial year.
xi) According to the records of the Company examined by us and the
information and explanations given to us, the Company has not defaulted
in repayment of dues to financial institutions or banks.
xii) As explained to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
xiii) Clause (xiii) of the Order is not applicable, as the Company is
not a chit fund company or nidhi/mutual benefit fund/society.
xiv) In respect of shares, securities, debentures and mutual fund units
dealt or traded by the Company and held as investments, proper records
have been maintained of the transactions and contracts and timely
entries have been made therein. All the investments have been held by
the Company in its own name.
xv) According to the information and explanations given to us, the
Company has given a Corporate Guarantee to secure financial assistance
to SKP Overseas Pte. Ltd, a wholly owned subsidiary, which is not prima
facie considered prejudicial to the interest of the Company.
xvi) On the basis of review of utilisation of funds pertaining to term
loans on a overall basis and related information as made available to
us, we are of the opinion that the Company has applied the term loans
for the purpose for which they were obtained during the year.
xvii) In our opinion, and according to the information and explanations
given to us, the funds raised on short-term basis have not been used
for long-term investment.
xviii)The Company has not made any preferential allotment of shares to
companies, firms or other parties covered in the Register maintained
under Section 301 of the Companies Act, 1956.
(xix) No debentures have been issued by the Company and hence the
question of creating security or charge in respect thereof does not
arise.
(xx) The Company has raised money by way of Rights Issue during the
year. We have verified the end use of the proceeds thereof, as
disclosed in Note No. B-7 of Schedule - 22 to the accounts.
(xxi) 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 S. Jaykishan
Chartered Accountants
FRN : 309005E
B. K. Newatia
Place : Kolkata Partner
Date : 20th May, 2011 Membership No. 050251
Mar 31, 2010
1. We have audited the attached Balance Sheet of ROHIT FERRO-TECH
LIMITED as at 31st March, 2010 and also the Profit & Loss Account and
the Cash Flow Statement for the year ended on that date, annexed
thereto. These financial statements are the responsibility of the
Companys management. Our responsibility is to express an opinion on
these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 (as
amended) issued by the Central Government in terms of sub-section (4A)
of Section 227 of the Companies Act, 1956 and on the basis of such
checks as we considered appropriate and according to the information
and explanations given to us, we enclose in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the said Order to the
extent applicable to the Company.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
a) We have obtained all the information and explanations which, to the
best of our knowledge and belief, were necessary for the purposes of
our audit;
b) In our opinion, proper books of account, as required by law have
been kept by the Company so far as appears from our examination of
those books;
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956;
e) On the basis of the written representations received from the
directors and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2010 from being appointed
as a Director in terms of clause (g) of sub-section (1) of Section 274
of the Companies Act, 1956;
f) In our opinion and to the best of our information and according to
the explanations given to us, the said statements of accounts, read
with the Accounting policies & notes thereon, give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010
(ii) in the case of the Profit & Loss Account, of the profit of the
Company for the year ended on that date, and
(iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Annexure to the Auditors Report
(Annexure referred to in paragraph (3) of our report of even date to
the shareholders of Rohit Ferro-Tech Limited on the financial
statements for the year ended 31st March, 2010)
(i) (a) The Company has maintained proper records to show full
particulars, including quantitative details and situation of its fixed
assets.
(b) We are informed that fixed assets of significant value have been
physically verified by the management at reasonable intervals, in a
phased programme and no material discrepancies were noticed in respect
of the assets verified.
(c) The Company has not made any disposal of fixed assets during the
year.
(ii) (a) As explained to us, inventories have been physically verified
by the management during the year at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and the nature of its business.
(c) In our opinion, the Company has maintained proper records of
inventories and the discrepancies noticed on physical verification as
compared to book records were not material.
(iii) (a) The Company has not granted any loans, secured or unsecured,
to companies, firms or other parties covered in the register maintained
under Section 301 of the Companies Act, 1956.
(b) Since the Company has not granted any loans as aforesaid,
sub-clauses (b), (c) & (d) of this clause are not applicable.
(c) The Company has taken Unsecured Loan from five companies covered in
the register maintained under Section 301 of the Companies Act, 1956.
The maximum amount involved during the year and the year-end balance of
the said loans were Rs. 581,180,628/- and Rs. 170,500,000/-
respectively.
(d) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
loans taken as aforesaid are prima facie not prejudicial to the
interest of the Company.
(e) In respect of the above loan, there are no stipulations as to
repayment thereof.
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and nature of its business,
for the purchase of inventory and fixed assets and for the sale of
goods. Further, on the basis of our examination of the books and
records of the Company, we have neither come across nor have we been
informed of any continuing failure to correct major weaknesses in the
aforesaid internal control system.
(v) (a) To the best of our knowledge and belief and according to the
information and explanations given to us, we are of the opinion that
the particulars of the contracts or arrangements that need to be
entered in the register maintained under Section 301 of the Companies
Act, 1956 have been so entered.
(b) In our opinion, the transactions made in pursuance of such
contracts or arrangements and exceeding the value of five lakh rupees
in respect of any party during the year have been made at prices which
are reasonable having regard to prevailing market prices at the
relevant time.
(vi) The Company has not accepted any deposit during the year from the
public within the meaning of the provisions of Sections 58A and 58AA of
the Companies Act, 1956 and the rules framed there under.
(vii) In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
(viii)The maintenance of cost records under Section 209(l)(d) of the
Companies Act,1956 has not been prescribed by the Central Government in
respect of the products of the Company.
(ix) (a) According to the records of the Company examined by us, the
Company is generally regular in depositing undisputed statutory dues
including Provident Fund, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and any other statutory dues.
According to the information and explanations given to us, there are no
undisputed outstanding statutory dues as at 31st March, 2010 for a
period exceeding six months from the date they became payable.
(b) On the basis of our examination of records and according to
explanations given to us, there are no dues as on 31st March, 2010 of
Sales Tax, Income Tax, Customs Duty, Wealth Tax, Service Tax, Excise
Duty and Cess which have not been deposited on account of any dispute
except for the following:
Name of Statute Nature of Dues Amount in Rs.
Orissa VAT Act, 2004 Orissa VAT 861,559/-
The Central Sales Tax
Act, 1956 Central Sales Tax 887,736/-
Orissa Entry Tax Act,
1999 Entry Tax 594,010/-
The Central Sales Tax
Act, 1956 Central Sales Tax 4,647,500/-
Central Excise Act, 1944 Excise Duty 594,517/-
Central Excise Act, 1944 Excise Duty 11,305,040/-
Central Excise Act, 1944 Excise Duty 3,395,888/-
The Central Sales Tax
Act, 1956 Central Sales Tax 1,912,431/-
and West Bengal VAT Act,
2005 and Value Added Tax
Name of Statute Forum where dispute is pending
Orissa VAT Act, 2004 Joint Commissioner of Commercial Taxes (Jajpur,
Orissa)
The Central Sales Tax Joint Commissioner of Commercial Taxes (Jajpur,
Act,1956 Orissa)
Orissa Entry Tax Act, Joint Commissioner of Commercial Taxes (Jajpur,
1999 Orissa)
The Central Sales Tax
Act, 1956 Appelate Tribunal
Central Excise Act, Office of Assistant Commissioner of Central
1994 Excise, Durgapur
Central Excise Act, Office of the Commissioner of Central Excise,
1994 Bolpur
Central Excise Act, Joint Commissioner of Central Excise, Bolpur
1994
The Central Sales Tax
Act, 1956 Joint Commissioner of Commercial Taxes, Bow
and Wast Bengal VAT Bazar.
Act, 2005
(x) The Company has neither accumulated losses at the end of the
financial year nor has it incurred cash losses in the financial year
under report or in the immediately preceding financial year.
(xi) According to the records of the Company examined by us and the
information and explanations given to us, the Company has not defaulted
in repayment of dues to financial institutions or banks.
(xii) As explained to us, the Company has not granted any loans and
advances on the basis of security by way of pledge of shares,
debentures and other securities.
(xiii) Clause (xiii) of the Order is not applicable, as the Company is
not a chit fund company or nidhi/mutual benefit fund/society.
(xiv) In respect of shares, securities, debentures and mutual fund
units dealt or traded by the Company and held as investments, proper
records have been maintained of the transactions and contracts and
timely entries have been made therein. All the investments have been
held by the Company in its own name.
(xv) According to the information and explanations given to us, the
Company has given a Corporate Guarantee to secure financial assistance
to SKP Overseas Pte Ltd, a wholly owned subsidiary, which is not prima
facie considered prejudicial to the interest of the Company.
(xvi) On the basis of review of utilisation of funds pertaining to term
loans on a overall basis and related information as made available to
us, we are of the opinion that the Company has applied the term loans
for the purpose for which they were obtained during the year.
(xvii) In our opinion, and according to the information and
explanations given to us, the funds raised on short-term basis have not
been used for long- term investment.
(xviii)The Company has not made any fresh allotment of shares during
the year to parties and companies covered in the register maintained
under Section 301 of the Companies Act, 1956.
(xix) No debentures have been issued by the Company and hence the
question of creating security or charge in respect thereof does not
arise.
(xx) The Company has not raised any money by way of public issue during
the year.
(xxi) 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 S.JAYKISHAN
Chartered Accountants
V. Newatia
Partner
Place : Kolkata Membership No. 062636
Dated : The 12th day of May, 2010 FRN. 309005E
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