Mar 31, 2015
We have audited the accompanying financial statements of SPICE ISLANDS
APPARELS LIMITED, which comprise the balance sheet as at 31 March 2015,
and the statement of profit and loss and cash flow statement for the
year then ended, and a summary of significant accounting policies and
other explanatory information.
Management's responsibility for the financial statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation and presentation of these financial statements that
give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of 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; design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditor's responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder. We conducted our
audit in accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company's preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances ,but not for the
purpose of expressing an opinion on whether the Company has in place an
adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by the Company's
management and Board of Directors, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India of the state of affairs of the Company as
at 31st March 2015, its profits and its cash flows for the year ended
on that date.
Report on other legal and regulatory requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by section 143(3) of the Act, we further report that:
(a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
purpose of our audit.
(b) In our opinion proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us.
(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 and with the returns received from branches not visited by us.
(d) In our opinion, the aforesaid financial statement comply with the
Accounting Standards specified under Section 133 of the Act, read with
Rule 7 of the Companies(Accounts) Rules,2014.
(e) On the basis of the written representations received from the
directors, as on 31 March 2015 and taken on record by Board of
Directors, none of the directors is disqualified as on 31 March 2015
from being appointed as a director in terms of section 164(2) of the
Act.
(f) In our opinion and to the best of our information and according to
the explanations given to us, we report as under with respect to other
matters to be included in the Auditor's Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules,2014.
i. The Company does not have any pending litigations which would
impact its financial position.
ii. The Company did not have any long-term contracts including
derivative contracts; as such the question of commenting on any
material foreseeable losses thereon does notarise.
iii. There has not been an occasion in case of the Company during the
year under report to transfer any sums to the Investor Education and
Protection Fund. The question of delay in transferring such sums does
notarise.
The annexure referred to in paragraph 1 under the heading "Report on
other legal and regulatory requirements" of our report of even date to
the members of Spice Islands Apparels Limited for the year ended 31st
March, 2015
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) As explained to us, all the fixed assets have been physically
verified by the management at reasonable intervals during the year. No
material discrepancies were noticed on such verification.
ii.
(a) The management has conducted physical verification of inventory
during the year. In our opinion the frequency of verification is
reasonable.
(b) The procedures of physical verification of inventory followed by
the management were reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company has maintained proper records of inventory and the
discrepancies noticed on physical verification of inventory as compared
to book records were not material and have been properly dealt with in
the books of account.
ill. In our opinion and according to the information and explanations
given to us, the Company has not granted any loans, secured or
unsecured to companies, firms or other parties covered in the register
maintained under section 189 of the Companies Act, 2013. Accordingly,
the provisions of clause (iii) of the Order are not applicable.
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 the nature of its
business, for the purchase of fixed assets and for the sale of goods
and services. During the course of our audit, we have not observed any
major weaknesses in internal controls. The company has not accepted any
deposits from the public U/s 73 to 76 of the Companies Act, 2013.
v. As informed to us, the Central Government has not prescribed
maintenance of cost records under sub-section (1) of Section 148 of the
Act.
vi.
(a) Undisputed statutory dues including provident fund, employees'
state insurance, income-tax, sales-tax, wealth tax, service tax, duty
of customs, duty of excise, value added tax, cess and any other
statutory dues applicable to it have generally been regularly deposited
with the appropriate authorities. No undisputed amounts payable in
respect thereof were outstanding at the year- end for a period of more
than six months from the date they became payable;
(b) According to the information and explanations given to us, there
are no amounts in respect of Provident Fund, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise duty and Cess that have
not been deposited with appropriate authorities on account of any
dispute other than those mentioned in Annexure 1 to this report.
(c) There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
vii. The Company has no accumulated losses. The Company has not
incurred cash losses in the financial year under report and in the
immediately preceding financial year.
viii. ln our opinion and according to the information and explanations
given to us, the company has not defaulted in the repayment of dues to
banks, financial institutions and debenture holders.
ix. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions. Accordingly, clause (x) of the Order is not
applicable.
x. The Company has nottaken any term loan during the year. Accordingly,
clause (xi) of the Order is not applicable.
xi. During the course of our examination of the books of account
carried out in accordance with the generally accepted auditing
practices in India and according to the information and explanations
given to us, we have neither come across any instance of fraud on or by
the Company, noticed or reported during the year, nor have we been
informed of any such instance by the Management.
for M/sT D JAIN AND DISAKARIA
Chartered Accountants
Firm registration no: 002491S
DHANPALI SAKARIA
Partner
M NO:213666
Place: Bangalore
Date: 29.5.2015
Mar 31, 2014
Independent auditors'' report to the members of SPICE ISLANDS APPARELS
LIMITED Report on the financial statements
We have audited the accompanying financial statements of SPICE ISLANDS
APPARELS LIMITED, which comprise the balance sheet as at 31 March 2014,
and the statement of profit and loss and cash flow statement for the
year then ended, and a summary of significant accounting policies and
other explanatory information.
Management''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 in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements those
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, but not for the
purpose of expressing and opinion on effectiveness of entity''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
explanation given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
(a) in the case of the balance sheet, of the state of affairs of the
company as at 31 March 2014;
(b) in the case of the statement of profit and loss, of the profit for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date.
Report on other legal and regulatory requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit.
(b) In our opinion proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books and proper returns adequate for the purposes of our audit have
been received from the branches not visited by us.
(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 and with the returns received from branches not visited by us.
(d) In our opinion, the balance Sheet, statement of profit and loss and
cash flow statement comply with the accounting standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956.
(e) the basis of written representation received from the directors, as
on 31 March 2014 and taken on record by Board of Directors, we report
that none of the directors is disqualified as on 31 March 2014 from
being appointed as a director in terms of clause (g) of sub-section (1)
of section 274 of the Companies Act, 1956.
Independent auditors'' report to the members of SPICE ISLANDS APPARELS
LIMITED
The annexure referred to in paragraph 1 under the heading "Report on
other legal and regulatory requirements" of the auditor''s report of
even date
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, all the fixed assets have been physically
verified by the management at reasonable intervals during the year. No
material discrepancies were noticed on such verification.
(c) Substantial part of fixed assets has not been disposed off during
the year, which will affect its status as going concern.
2. (a) The management has conducted physical verification of inventory
during the year. In our opinion the frequency of verification is
reasonable.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification of inventory as compared
to book records were not material and have been properly dealt with in
the books of account.
3. The Company has neither granted nor taken any loans, secured or
unsecured to/from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Consequently, clauses 4(iii)(a) to 4(iii)(g) of the Order are not
applicable to the company.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business, for the purchase of inventory and fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any major weaknesses in internal controls.
5. (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of Rs. 500,000 have been entered
into during the financial year at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public and
consequently, the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA or any other relevant provisions of
the Act and the rules framed there under are not applicable to the
Company.
7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the rules prescribed by the Central Government for
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956; and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have however
not, made a detailed examination of these records with a view to
determine whether they are accurate and complete.
9. (a) According to the information and explanations given to us and
on the basis of our examination of books of account, the Company has
been generally regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs
duty, Excise duty, Cess and any other material statutory dues during
the year with the appropriate authorities.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund, Employees''
State Insurance, Sales Tax, Income Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty, Cess and other material statutory dues were
in arrears as at 31 March 2014 for a period of more than six months
from the date they became payable.
(c) According to the information and explanations given to us, there
are no amounts in respect of Provident Fund, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise duty and Cess that have
not been deposited with appropriate authorities on account of any
dispute other than those mentioned in Annexure 1 to this report.
10. The Company has no accumulated losses. The Company has not
incurred cash losses in the financial year under report however, there
were cash losses in the immediately preceding financial year.
11. The Company has not defaulted in repayment of dues to its bankers
or to any financial institution. The Company did not have any
outstanding debentures during the year.
12. The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, clause 4(xii) of the Order is not applicable.
13. The Company is not a chit fund, nidhi or mutual benefit
fund/society. Accordingly, clause 4(xiii) of the Order is not
applicable.
14. In respect of dealing or trading in shares, securities, debentures
and other investments, in our opinion and according to the information
and explanations given to us, proper records of the transactions and
contracts have been maintained and timely entries have been made
therein. The shares, securities, debentures and other investments are
held by the Company in its own name.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions. Accordingly, clause 4(xv) of the Order is
not applicable.
16. The Company has not taken any term loan during the year.
Accordingly, clause 4(xvi) of the Order is not applicable.
17. According to the information and explanations given to us, and on
an overall examination of the Balance Sheet and Cash Flow statement of
the Company, funds raised by the Company on short-term basis have not
been used to finance Long Term Investment.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act during the year. Accordingly, clause (xviii) of the
Order is not applicable.
19. The Company has not issued any debentures. Hence the requirements
of clause (xix) of paragraph 4 of the Order are not applicable to the
Company.
20. The Company has not raised any money by way of public issue during
the year.
21. During the course of our examination of the books of account
carried out in accordance with the generally accepted auditing
practices in India and according to the information and explanations
given to us, we have neither come across any instance of fraud on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the Management.
Annexure 1 as referred to in para 9(c) of annexure to the auditor''s
report:
Name of the Nature Amount in Period to Forum where
Nature of of the ( Rs. ) which Amount dispute is
Statute dues relates pending
Apparel Non Rs.7,26,310 F Y 1998-99 High court,
Export fulfillment Bombay
promotion of export
council obligation
Income Demand u/s Rs. 82,16,360 A Y 2010-11 Commissioner
tax Act, 156 against of Income
1961 order u/s tax- Appeals
143(3) - 7,Mumbai
Income Demand u/s Rs. 2,01,212 A Y 2007-08 Commissioner
tax Act, 156 against of Income
1961 order tax -
u/s 271(1) Appeals - 7,
(c) Mumbai
Income Demand u/s Rs. 12,97,334 A Y 2009-10 Commissioner
tax Act, 156 against of Income
1961 order u/s tax -
148 Appeals - 7,
Mumbai
For M/s T D JAIN AND D I SAKARIA
Chartered Accountants
Firm registration no: 002491S
DHANPAL I SAKARIA
Partner
M NO: 213666
Place: Bangalore
Date : 28 May 2014
Mar 31, 2013
Report on the financial statements
We have audited the accompanying financial statements of M/s SPICE
ISLANDS APPARELS LIMITED, which comprise the balance sheet as at 31st
March 2013, and the statement of profit and loss and cash flow
statement for the year then ended, and a summary of significant
accounting policies and other explanatory information.
Management''s responsibility forthe 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 in sub-section (3C) of section 211
of the Companies Act, 1956 ("the Act"). This responsibility includes
the design, implementation and maintenance of internal control relevant
to the preparation and presentation of the financial statements that
give a true and fair view and a re free from materia I 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 a re free
from materia I 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 thefinancial 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
explanation given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
(a) in the case of the balance sheet, of the state of affairs of the
company as at 31st March 2013;
(b) in the case of the statement of profit and loss, of the loss for
the year ended on that date; and
(c) in the case of the cash flow statement, of the cash flows for the
year ended on that date. Report on other legal and regulatory
requirements
1. As required by the Companies (Auditor''s Report) Order, 2003 ("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit.
(b) In our opinion proper books of account as required by law have been
kept by the company so far as appears from our examination of those
books and proper returns adequate forthe purposes of our audit have
been received from the branches visited by us.
(c) The balance sheet, statement of profit and loss and cash flow
statement dealt with by this report are in agreement with the books of
account.
(d) In our opinion, the balance Sheet, statement of profit and loss and
cash flow statement comply with the accounting standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956.
(e) On the basis of written representation received from the directors,
as on 31st March 2013 and taken on record by Board of Directors, we
report that 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.
The annexure referred to in paragraph 1 under the heading "Report on
other legal and regulatory requirements" of the auditor''s report of
even date SPICE ISLANDS APPARELS LIMITED
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, all the fixed assets have been physically
verified by the management at reasonable intervals duringtheyear. No
material discrepancies were noticed on such verification.
(c) Substantial part of fixed assets has not been disposed off during
the year, which will affect its status as going concern.
2. (a) The management has conducted physical verification of inventory
during the year. In our opinion the frequency of verification is
reasonable.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification of inventory as compared
to book records were not material and have been properly dealt with in
the books of account.
3. The Company has neither granted nor taken any loans, secured or
unsecured to/from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Consequently, clauses 4(iii)(a) to 4(iii)(g) of the Order are not
applicable to the company.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business, for the purchase of inventory and fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any major weaknesses in internal controls.
5. (a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained under section 301 have
been so entered.
(b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements and exceeding the value of ?.500,000 have been entered
into during the financial year at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public and
consequently, the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA or any other relevant provisions of
the Act and the rules framed there under are not applicable to the
Company.
7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
8. We have broadly reviewed the books of accounts maintained by the
company pursuant to the rules prescribed by the Central Government for
maintenance of cost records under section 209(l)(d) of the Companies
Act, 1956; and are of the opinion that prima facie the prescribed
accounts and records have been made and maintained. We have however
not, made a detailed examination of these records with a view to
determine whetherthey are accurate and complete.
9. (a) According to the information and explanations given to us and
on the basis of our examination of books of account, the Company has
been generally regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs
duty, Excise duty, Cess and any other material statutory dues during
the year with the appropriate authorities.
(b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund, Employees''
State Insurance, Sales Tax, Income Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty, Cess and other material statutory dues were
in arrears as at 31st March 2013 for a period of more than six months
from the date they became payable.
(c) According to the information and explanations given to us, there
are no amounts in respect of Provident Fund, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise duty and Cess that have
not been deposited with appropriate authorities on account of any
dispute other than those mentioned in Annexu re 1 to this report.
10. The Company has no accumulated losses. The Company has incurred
cash losses in the financial year under report; however there were no
cash losses in the immediately preceding financial year.
11. The Company has not defaulted in repayment of dues to its bankers
or to any financial institution. The Company did not have any
outstanding debentures during the year.
12. The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, clause 4(xii) of the Order is not applicable.
13. The Company is not a chit fund, nidhi or mutual benefit
fund/society.,Accordingly, clause 4(xiii) of the Order is not
applicable.
14. In respect of dealing or trading in shares, securities, debentures
and other investments, in our opinion and according to the information
and explanations given to us, proper records of the transactions and
contracts have been maintained and timely entries have been made
therein. The shares, securities, debentures and other investments are
held by the Company in its own name.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions. Accordingly, clause 4(xv) of the Order is
not applicable.
16. The Company has not taken any term loan during the year.
Accordingly, clause 4(xvi) of the Order is not applicable.
17. According to the information and explanations given to us, and on
an overall examination of the Balance Sheet and Cash Flow statement of
the Company, funds raised by the Company on short-term basis have not
been used to finance Long Term Investment.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act during the year. Accordingly, clause (xviii)ofthe Order
is not applicable.
19. The Company has not issued any debentures. Hence the requirements
of clause (xix) of paragraph 4 of the Order are not applicable to the
Company.
20. The Company has not raised any money by way of public issue during
the year.
21. During the course of our examination of the books of account
carried out in accordance with the generally accepted auditing
practices in India and according to the information and explanations
given to us, we have neither come across any instance of fraud on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the Management.
for M/s T D JAIN AND D I SAKARIA
Chartered Accountants
Firm registration no: 002491S
DHANPAL I SAKARIA
Place: Bangalore Partner
Date : 28 May 2013 M NO: 213666
Mar 31, 2012
We have audited the attached Balance Sheet of Spice Islands Apparels
Limited as at 31 st March 2012 and also the Profit and 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.
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 misstatements. 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.
As required by the Companies (Auditor's Report) Order, 2003 as amended
by the Companies (Auditor's Report) (Amendment) order, 2004, issued by
the Central Government of India in terms of section 227 (4A) 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 set out in the annexure a statement on the matters specified in
paragraphs 4 and 5 of the said order. Further to our comments in the
annexure referred to above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(ii) In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
(iii) The Balance Sheet, Profit and Loss Account and Cash Flow
Statement dealt with by this report are in agreement with the books of
accounts;
(iv) In our opinion, the Balance Sheet, Profit and Loss Account and
Cash Flow Statement dealt with by this report comply with the
accounting standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956;
(v) On the basis of written representations received from the
directors, as on 31 March 2012 and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
31st March 2012 from being appointed as a director in terms of clause
(g) of sub- section (1) of section 274 of the Companies Act, 1956;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, they said accounts together with the notes
thereon, give the information required by the Companies Act, 1956 in
the manner so required and give a true and fair view in conformity with
the accounting principles generally accepted in India:
(a) Inthecase of Balance Sheet, ofthestateofaffairsofthecompanyasat31
March 2012;
(b) in the case of the Profit and Loss Account, of the profit for the
year ended on that date and
(c) in the case of the Cash Flow Statement, of the cash flows of the
company for the year ended on that date.
Annexure referred to in paragraph 3 of our report of even date on the
accounts of Spice Islands Apparels Limited for the year ended 31 March
2012:
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, all the fixed assets have been physically
verified by the management at reasonable intervals during the year. No
material discrepancies were noticed on such verification.
(c) Substantial part of fixed assets has not been disposed off during
the year, which will affect its status as going concern.
2. (a) The management has conducted physical verification of inventory
during the year. In our opinion the frequency of verification is
reasonable.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification of inventory as compared
to book records were not material and have been properly dealt with in
the books of account.
3. The Company has neither granted nor taken any loans, secured or
unsecured to/from companies, firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
Consequently, clauses 4(iii)(a) to 4(iii)(g) of the Order are not
applicable to the company.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business, for the purchase of inventory and fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any major weaknesses in internal controls.
5. In our opinion, and according to the information and explanations
given by the management, we are of the opinion that contracts and
arrangements referred to in section 301 of the Act have been entered in
the register required to be maintained under that section and such
transactions have been made at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public and
consequently, the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA or any other relevant provisions of
the Act and the rules framed there under are not applicable to the
Company.
7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
8. As informed to us, the Central Government has not prescribed
maintenance of cost records under section 209(1 )(d) of the Companies
Act, 1956.
9. a) According to the information and explanations given to us and on
the basis of our examination of books of account, the Company has been
generally regular in depositing undisputed statutory dues including
Provident Fund, Investor Education and Protection Fund, Employees' State
Insurance, Income Tax, Sales Tax, Wealth Tax, Customs duty, Excise
duty, Cess and any other material statutory dues during the year with
the appropriate authorities.
b) According to the information and explanations given to us, no
undisputed amounts payable in respect of Provident Fund,
Employees' State Insurance, Sales Tax, Income Tax, Wealth Tax, Service
Tax, Customs Duty, Excise Duty, Cess and other material statutory dues
were in arrears as at 31 March 2012 for a period of more than six
months from the date they became payable.
c) According to the information and explanations given to us, there are
no amounts in respect of Provident Fund, Income Tax, Sales Tax, Wealth
Tax, Service Tax, Customs Duty, Excise duty and Cess that have not been
deposited with appropriate authorities on account of any dispute other
than those mentioned in Annexure 1 to this report.
10. The Company has no accumulated losses. The Company has not incurred
cash losses in the financial year under report and in the immediately
preceding financial year.
11. The Company has not defaulted in repayment of dues to its bankers
or to any financial institution. The Company did not have any
outstanding debentures during the year.
12. The Company has not granted any loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, clause 4(xii)of the Order is not applicable.
13. The Company is not a chit fund, nidhi or mutual benefit
fund/society. Accordingly, clause 4(xiii) of the Order is not
applicable.
14. In respect of dealing or trading in shares, securities, debentures
and other investments, in our opinion and according to the information
and explanations given to us, proper records of the transactions and
contracts have been maintained and timely entries have been made
therein. The shares, securities, debentures and other investments are
held by the Company in its own name.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions. Accordingly, clause 4(xv) of the Order is
not applicable.
16. The Company has not taken any term loan during the year.
Accordingly, clause 4(xvi) of the Order is not applicable.
17. According to the information and explanations given to us, and on
an overall examination of the Balance Sheet and Cash Flow statement of
the Company, funds raised by the Company on short-term basis have not
been used to finance Long-term Investment.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act during the year. Accordingly, clause (xviii) of the
Order is not applicable.
19. The Company has not issued any debentures. Hence the requirements
of clause (xix) of paragraph 4 of the Order are not applicable to the
Company.
20. The Company has not raised any money by way of public issue during
the year.
21. During the course of our examination of the books of account
carried out in accordance with the generally accepted auditing
practices in India and according to the information and explanations
given to us, we have neither come across any instance of fraud on or by
the Company, noticed or reported during the year, nor have we been
informed of such case by the Management.
FOR T D JAIN AND D I SAKARIA
Chartered Accountants
Dhanpal I Sakaria
Place: Bangalore Partner
Date: 30th May 2012 M. No. 213666
Mar 31, 2010
We have audited the attached Balance Sheet of SPICE ISLANDS APPARELS
LIMITED as at 31st March 2010 and also the Profit and 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.
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 misstatements. 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.
As required by the Companies (Auditors Report) Order, 2003 as amended
by the Companies (Auditors Report) (Amendment) order, 2004, issued by
the Central Government of India in terms of section 227 (4A) 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 set out in the annexure a statement on the matters specified in
paragraphs 4 and 5 of the said order.
Further to our comments in the annexure referred to above, we report
that:
i. We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
ii. In our opinion, proper books of account as required by law have
been kept by the Company so far as appears from our examination of
those books;
iii. The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of accounts;
iv. In our opinion, the Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the accounting
standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
v. On the basis of written representations received from the directors,
as on 31 st March, 2010 and taken on record by the Board of Directors,
we report that 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;
vi. In our opinion and to the best of our information and according to
the explanations given to us, the said accounts together with the notes
thereon, give the information required by the Companies Act, 1956 in
the manner so required and give a true and fair view in conformity with
the accounting principles generally accepted in India:
a) in the case of Balance Sheet, of the state of affairs of the company
as at 31 March 2010;
b) in the case of the Profit and Loss Account, of the profit for the
year ended on that date, and
c) in the case of the Cash Flow Statement, of the cash flows 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 on the
accounts of Spice Islands Apparels Limited for the year ended 31 March
2010.
1. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
assets.
(b) As explained to us, all the fixed assets have been physically
verified by the management at reasonable intervals during the year. No
material discrepancies were noticed on such verification. ,
(c) Substantial part of the Fixed Assets have not been disposed off
during the year, which will affect its status as going concern.
2. (a) The management has conducted physical verification of inventory
during the year. In our opinion the frequency of verification is
reasonable.
(b) The procedures of physical verification of inventory followed by
the management are reasonable and adequate in relation to the size of
the Company and the nature of its business.
(c) The Company is maintaining proper records of inventory and the
discrepancies noticed on physical verification of inventory as compared
to book records were not material and have been properly dealt with in
the books of account.
3. (a) As per records of the Company, it has not granted interest-free
unsecured loan to companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act 1956. The
Company has however granted interest-free unsecured advance to its
subsidiary Company. The maximum amount involved during the year was Rs.
5,69,999/- and the year-end balance was Rs NIL.
(b) Based on the information received and the explanations given, the
terms and conditions of the loan are prima facie not prejudicial to the
interest of the Company.
(c) As informed to us, there is no overdue amount as at 31 March 2010.
(d) As per records of the Company, it has not taken any loans, secured
or unsecured from companies, firms or other parties covered in the
register maintained under section 301 of the Companies Act 1956.
Accordingly Sub-Clauses (f) and (g) of clause 4(iii) of the order is
not applicable.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business, for the purchase of inventory and fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any major weaknesses in internal controls.
5. In our opinion, and according to the information and explanations
given by the management, we are of the opinion that contracts and
arrangements referred to in section 301 of the Act have been entered in
the register required to be maintained under that section and such
transactions have been made at prices which are reasonable having
regard to the prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public and
consequently, the directives issued by the Reserve Bank of India and
the provisions of Section 58A, 58AA or any other relevant provsions of
the Act and the rules framed there under are not applicable to the
Company.
7. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
8. As informed to us, the Central Government has not prescribed
maintenance of cost records under section 209(1 )(d) of the Companies
Act, 1956.
9. (a) According to the information and explanations given to us and
on the basis of our examination of books of account, the Company has
been generally regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Customs
duty, Excise duty, Cess and any other material statutory dues during
the year with the appropriate authorities.
(b) According to information & explanations given to us ,no undisputed
amounts payable in respect of Provident Fund, Employees State
Insurance, Sales Tax, Income Tax, Wealth Tax, Service Tax, Customs
Duty, Excise Duty, Cess and other material statutory dues were in
arrears as at 31 March 2010 for a period of more than six months from
the date they became payable.
(c) According to information & explanations given to us , there are no
amounts in respect of Provident Fund, Income Tax, Sales Tax, Wealth
Tax, Service Tax, Customs Duty, Excise Duty and Cess that have not been
deposited with appropriate authorities on account of any dispute other
than those mentioned in Annexure 1 to this report.
10. The Company has no accumulated losses. The Company has not
incurred cash losses in the financial year under report and in the
immediately preceding financial year.
11. The Company has not defaulted in repayment of dues to its bankers
or to any financial institution. The Company did not have any
outstanding debentures during the year.
12. The Company has not granted any loans and advance on the basis of
security by way of pledge of shares, debentures and other securities.
Accordingly, clause 4 (xii) of the Order is not applicable.
13. The Company is not a chit fund, nidhi or mutual benefit fund /
society. Accordingly, clause 4 (xiii) of the Order is not applicable.
14. In respect of dealing or trading in shares, securities, debentures
and other investments, in our opinion and according to the information
and explanations given to us, proper records of the transactions and
contracts have been maintained and timely entries have been made
therein. The shares, securities, debentures and other investments are
held by the Company in its own name.
15. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions. Accordingly, clause 4 (xv) of the Order is
not applicable.
16. The Company has not taken any term loan during the year.
Accordingly, clause 4(xiv) of the Order is not applicable.
17. According to the information and explanations given to us, and on
an overall examination of the Balance Sheet and Cash Flow statement of
the Company, funds raised by the Company on short-term basis have not
been used to finance Long Term Investment.
18. The Company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act during the year. Accordingly, clause 4 (xviii) of the
Order is not applicable.
19. The Company has not issued any debentures. Hence the requirements
of clause (xix) of paragraph 4 of the Order are not applicable to the
Company.
20. The Company has not raised any money by way of public issue during
the year.
20. During the course of our examination of the books of account
carried out in accordance with the generally accepted auditing practies
in India and according to the information and explanations given to us,
we have neither come across any instance of fraud on or by the Company,
noticed or reported during the year, nor have we beep informed of such
case by the Management.
Annexure 1 as referred to in para 9(c) of annexure to the auditors
report :
Name of the Statute Nature of dues Amount (Rs.) Period to which
Apparel Export Non Fulfillment Rs. 7,26,3107- F.Y. 1998-99
ofExport
Obligation
Promotion Council
Name of the Statute Forum where
dispute is pending
Apparel Export High Court, Bombay
Promotion Council
For OSTAWAL & JAIN
CHARTERED ACCOUNTANTS
PLACE : BANGALORE Dhanpal I. Sakaria
DATE : 21st MAY, 2010 PARTNER
Membership No. 213666