Mar 31, 2018
INDEPENDENT AUDITORâS REPORT
To The Members of TAYO Rolls Limited
Report on the Standalone IndAS finial Statements
We have audited the accompanying standalone Ind AS financial statements of TAYO ROLLS LIMITED ("the Company"), which comprise the Balance Sheet as at March 31. 2018. the Statement of Profit and Loss (inducing other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information (herein after referred to as âStandalone IndAS Financial Statements").
Management''s Responsibility for the Standalone IndAS Financial Statements
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act 2013 ("the Act") with respect to the preparation of these standalone Ind AS Financial statements that give a true and fair view of the financial position, finial performance inducing other comprehensive Income, cash flows and changes in equity of the Company in accordance with Ihe accounting principles generally accepted in India, including the Indian Accounting Standard (IndAS) specified under Section 133 of the Act read with Rules issued thereunder. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities: selection and application of appropriate accounting policies: making judgments and estimates that are reasonable and prudent: and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records. relevant to the preparation and presentation of the standalone Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error
Auditorsâ Responsibility
Our responsibility is to express an opinion on these standalone IndAS 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 IndAS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone Ind AS financial statements. The procedures selected depend on the auditor''s judgment, in during the assessment of the risks of material misstatement of the standalone Ind AS Financial statements, whether due to fraud or error In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the standalone IndAS Financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also induces evaluating the appropriateness of the accounting polices used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the standalone Ind AS 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 IndAS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us. the aforesaid standalone Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting pimples generally accepted in India, including the IndAS of the Financial position of the Company as at March 31, 2018, and its loss, total comprehensive loss . its cash flows and the changes in equity for the year ended on that date
Emphasis of Matter
We draw attention to note no. 2.2 in the financial statements wherein it is indicated that, the Company has accumulated losses and its net worth has been fully eroded. The Company has incurred a net loss during the current and previous years and the Company''s current liabilities exceeded its current assets as at the balance sheet date. These conditions, along with other matters set forth in note 2.2, indicate the existence of a material uncertainty that may cast significant doubt about the Company''s ability to continue as a going concern. Accordingly, the financial statements of the Company have been prepared on other than going concern basis for reason the reasons stated in the said note The assets have been stated at the lower of their historic cost and estimated net realizable values and the liabilities have been stated at the values at which they are expected to be discharged
Our opinion is not modified in respect of this matter Report on Other Legal and Regulatory Requirement
1. As required by the Companies (Auditor''s Report) Order. 2016 (âthe orderâ) issued bythe Central Government of India h terms of Subsection (11) of Section 143 of the Act. we give in the âAnnexure. a statement on the matters specified in paragraphs 3 and 4 of the order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit
(b) In our opinion. proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
(c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of the changes in equity dealt with by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under Section 133of the Act. read with relevant rule issued thereunder;
(e) The going concern matter described in "Emphasis of Matter'' paragraph above, in our opinion, may have an adverse effect on the functioning of the Company
(f) On the basis of the written representations received from the directors as on March 31, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on March 31.2018 from being appointed as a director in terms of Section 164 (2) of the Act;
(g) 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
(h) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014. as amended, in our opinion and to the best of our information and according to the explanations given to us:
i The Company has disclosed the impact of pending litigations on its financial position in its financial statements -Refer note 33.1 (a)of the standalone Ind AS financial statements.
ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses- Refer note 34.2 of the standalone IndAS financial statements.
iii. There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the Company- Refer note 34.3of the standalone IndAS financial statements.
(i) In respect of its fixed assets (property, plant and equipment):
a) The Company has maintained proper records showing full particulars, in duding quantitative details and situation of fixed assets
b) The fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals
According to the information and explanations given to us no material discrepandes were noticed on such verification.
c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed / transfer deed / conveyance deed provided to us. we report that, the title deeds, comprising all the immovable properties of freehold buildings, are held in the name of the Company as at the balance sheet date.
The Company does not have any immovable properties of freehold land and leasehold land and buildings that have been taken on lease and disposed as fixed assets in the IndAS financial statements
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnership or other parties covered in the Register maintained under Section 189of the Companies Act. 2013.
(iv) The Company has not granted any loans, made investments or provided guarantees and hence reporting under clause (iv)of the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year. In respect of unclaimed deposits, the Company has complied with the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.
As informed to us, no order has been passed by the Company law Board and National Company Law Tribunal or Reserve Bank of India or any other tribunal against the company for any violation of deposit rules as referred above.
(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules. 2014, as amended prescribed by the Central Government under sub-section (1 )of Section 148of the Companies Act. 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete
(vii) According to the information and explanations given to us, in respect of statutory dues:
a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Income tax. Sales Tax, Service Tax. Goods and Service Tax. Customs Duty. Excise Duty. Value Added Tax, cess and other material statutory dues applicable to it to the appropriate authorities.
We are informed that the Company has applied for an exemption from the operation of the provisions of Employees'' State Insurance Act, 1948 forth financial year2017-18. which approval is awaited from the relevant authorities.
b) There were no undisputed amounts payable in respect of Provident Fund. Income-tax, Sales Tax, Service Tax, Goods and Service Tax, Customs Duty, Excise Duty, \talue Added Tax. cess and other material statutory dues in arrears as at 31 March, 2018 for a period of more than six months from the date they became payable.
We are informed that the Company has applied for an exemption from the operation of the provisions of Employees'' State Insurance Act, 1948 for the financial year2017-18, which approval is awaited from the relevant authorities.
c) Details of dues of Income Tax. Excise Duty and Value Added Tax which have not been deposited as on 31 March2018on account of disputes are given below
Name of the Statute |
Nature of Dues |
Forum where Dispute is Pending |
Period to which Amount Relates |
Amount Unpaid (Rs. In lacs) |
Income Tax Act, 1961 |
Income Tax |
Commissioner (Appeals) |
2006-07, 2007 -08 and 2011 -12 |
186.90 |
Income Tax Act, 1961 |
Income Tax |
High Court |
2001-02 |
46.21 |
Total |
233.11 |
|||
Central Excise and Service Tax Act 1944 |
Excise Duty |
Assistant Commissioner (Appeals) |
2008 -09, 2012 -13, and 2015 -16 to 2016-17 |
22.20 |
Central Excise and Service Tax Act 1944 |
Excise Duty |
Commissioner (Appeals) |
2003 -04 to 2007 -08 and 2010 -11 |
290.94 |
Total |
313.14 |
|||
Jharkhand Sales Tax Act. 2005 |
JVAT |
Jharkhand Commercial Taxes Tribunal |
2010-11 |
34 05 |
Jharkhand Sales Tax Act. 2005 |
JVAT |
Joint Commissioner (Appeals) |
2011 -12 to 2013 -14 |
241.55 |
Total |
275.60 |
(viii) The company has not defaulted in repayment of loans or borrowing to a financial institution, bank, government or dues to debenture holders.
(ix) The Company has not raise any money by way of initial public offer or further public offer(including debt instruments)and term loans during the year Accordingly, paragraph 3 (ix) of the Order is not applicable.
(x) No fraud by the company or any material fraud on the Company by its officers or employees has been noticed or reported during the year .
(xi) The Company has not paid any managerial remuneration during the current financial year Accordingly. paragraph 3 (xi) of the Order is not applicable
(xii) The Company is nota Nidhi Company. Accordingly, paragraph 3 (xii)of the Order is not applicable.
(xiii) All transactions with the related parties are incompliance with section 77 and 188 of Companies Act. 2013 and the details have been disclosed in the Financial Statements etc.. as required by the applicable accounting standards:
(xiv) The company has made preferential allotment during the year under review: 2013.
In respect of the above issue, we further report that
a) the requirements of Section 42 of the Companies Act, 2013, as applicable, have been complied with: and
b) the amounts raised have been applied by the Company during the year for the purposes for which the funds were raised, others an temporary deployment pending application
During the year, the Company has not made any preferential allotment or private placement of fully or partly convertible debentures.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, there are no personal expenses which have been charged to the revenue account and the Company has not entered into non-cash transactions with directors or persons connected with him.
(xvi) The company is not required to be registered under section 45-IAof the Reserve Bank of India Act, 1934
Annexure to the Independent Auditors'' Report to the Members of TAYO Rolls Limited referred to in paragraph 2 (g) of Report on Other Legal and Regulatory Requirements in our Report of even date
Report on the Internal Financial Controls 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 TAYO Rolls Limited as of March 31. 2018 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
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'' 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 Finial Reporting (the "Guidance Note ") and the Standards on Auditing to the extent applicable to an audit of internal financial controls, 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 Companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use. or disposition of the companyâs assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls overfinancial 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 overfinancial reporting were operating effectively as at March 31, 2018. based on "the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India".
FOR AMK & ASSOCIATES
Bhupendra Kumar Bhutia
Chartered Accountants
PARTNER
Firm Reg. No. 327817E
Membership No. 059363
Mar 31, 2017
Report on the Ind AS Financial Statements
We have audited the accompanying Ind AS financial statements of TAYO ROLLS LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31 March, 2017, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Ind AS Financial Statements
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these Ind AS financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these Ind AS financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit of the Ind AS financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the Ind AS financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the Ind AS financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the Ind AS 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 Ind AS financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the Ind AS financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Ind AS financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March, 2017, and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date.
Emphasis of Matter
We draw attention to note 2.2 in the financial statements wherein it is indicated that, the Company has accumulated losses and its net worth has been fully eroded. The Company has incurred a net loss during the current and previous years and the Company''s current liabilities exceeded its current assets as at the balance sheet date. These conditions, along with other matters set forth in note 2.2, indicate the existence of a material uncertainty that may cast significant doubt about the Company''s ability to continue as a going concern. Accordingly, the financial statements of the Company have been prepared on other than going concern basis for the reasons stated in the said note. The assets have been stated at the lower of their historic cost and estimated net realizable values and the liabilities have been stated at the values at which they are expected to be discharged.
Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, we report, that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards prescribed under section 133 of the Act.
e) The going concern matter described in âEmphasis of Matter'' paragraph above, in our opinion, may have an adverse effect on the functioning of the Company.
f) On the basis of the written representations received from the directors as on 31 March, 2017 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2017 from being appointed as a director in terms of Section 164(2) of the Act.
g) 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 âAâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.
h) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its Ind AS financial statements. (Refer note 34.1 a) to the Ind AS financial statements).
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses (Refer note 36.2 to the Ind AS financial statements).
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. (Refer note 36.3 to the Ind AS financial statements).
iv. The Company has provided requisite disclosures in the Ind AS financial statements as regards its holding and dealings in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the 8 November, 2016 of the Ministry of Finance, during the period from 8 November 2016 to 30 December 2016. Based on audit procedures performed and representations provided to us by the management we report that the disclosures are in accordance with the books of account maintained by the Company and as produced to us by the Management. However, as stated in note 9.2 to the Ind AS financial statements, management has represented to us that amounts aggregating to Rs. 42,500 have been received from transactions which are not permitted. (Refer note 9.1 to the Ind AS financial statements).
2. As required by the Companies (Auditor''s Report) Order, 2016 (âthe Order/ CARO 2016â) issued by the Central Government in terms of Section 143(11) of the Act, we give in ANNEXURE âBâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
(Referred to in paragraph 2 under âReport on Other Legal and Regulatory Requirements'' section of our report of even date)
(i) In respect of its fixed assets (property, plant and equipment) :
a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.
c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed / transfer deed / conveyance deed provided to us, we report that, the title deeds, comprising all the immovable properties of freehold buildings, are held in the name of the Company as at the balance sheet date.
The Company does not have any immovable properties of freehold land and leasehold land and buildings that have been taken on lease and disclosed as fixed assets in the Ind AS financial statements.
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnership or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or provided guarantees and hence reporting under clause (iv) of the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year. In respect of unclaimed deposits, the Company has complied with the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.
(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
(vii) According to the information and explanations given to us, in respect of statutory dues:
a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Income tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other material statutory dues applicable to it to the appropriate authorities.
We are informed that the Company has applied for an exemption from the operation of the provisions of Employeesâ State Insurance Act, 1948 for the financial year 2016-17, which approval is awaited from the relevant authorities.
b) There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, cess and other material statutory dues in arrears as at 31 March, 2017 for a period of more than six months from the date they became payable.
We are informed that the Company has applied for an exemption from the operation of the provisions of Employeesâ State Insurance Act, 1948 for the financial year 2016-17, which approval is awaited from the relevant authorities.
c) Details of dues of Income Tax, Excise Duty and Value Added Tax which have not been deposited as on 31 March 2017 on account of disputes are given below:
Name of Statute |
Nature of Dues |
Forum where Dispute is Pending |
Period to which Amount Relates |
Amount Unpaid (Rs. in lacs) |
Income Tax Act, 1961 |
Income Tax |
Commissioner (Appeals) |
2006-07, 2007-08 |
225.42 and 2010-11 |
Income Tax Act, 1961 |
Income Tax |
High Court |
2001-02 |
46.21 |
|
|
Total |
|
271.63 |
Central Excise and Service Tax Act, 1944 |
Excise Duty |
Assistant Commissioner (Appeals) |
2007-08 to 2008-09 |
6.87 |
Central Excise and Service Tax Act, 1944 |
Excise Duty |
Commissioner (Appeals) |
2003-04 to 2011-12 |
398.73 |
|
|
Total |
|
405.60 |
Jharkhand Sales Tax Act, 2005 |
|
Jharkhand Commercial Taxes Tribunal |
2010-11 |
34.05 |
Jharkhand Sales Tax Act, 2005 |
JVAT |
Joint Commissioner (Appeals) |
2010-11 to 2012-13 |
191.55 |
|
|
Total |
|
225.60 |
* Net of Rs. 10.00 lacs paid under protest
There are no dues of Sales Tax, Service Tax and Customs Duty as on 31 March, 2017 on account of disputes.
For Deloitte Haskins & Sells
Chartered Accountants
(Firmâs Registration No.302009E)
Alka Chadha
Partner
(Membership No.93474)
Place: Kolkata
Date: 22 May, 2017
Mar 31, 2016
INDEPENDENT AUDITORâS REPORT To THE MEMBERS OF TAYO ROLLS LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of TAYO ROLLS LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31 March, 2016, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the Financial Statements
The Companyâs Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (âthe Actâ) with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act, as applicable.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditorâs Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under and the Order under section 143 (11) of the Act.
We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Companyâs preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companyâs Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
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 31 March, 2016, and its loss and its cash flows for the year ended on that date.
Emphasis of Matters
We draw attention to Note 1(b)A(1)(ii) in the financial statements wherein it is indicated that, the Company has accumulated losses and its net worth has been fully eroded. The Company has incurred a net loss during the current and previous years and the Companyâs current liabilities exceeded its current assets as at the balance sheet date. These conditions, along with other matters set forth in Note 1(b)A(1)(ii), indicate the existence of a material uncertainty that may cast significant doubt about the Companyâs ability to continue as a going concern. Accordingly, the financial statements of the Company have not been prepared on a going concern basis for the reasons stated in the said Note. The assets have been stated at the lower of their historic cost and estimated net realizable values and the liabilities have been stated at the values at which they are expected to be discharged.
Our opinion is not modified in respect of this matter.
1. As required by Section 143 (3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards prescribed under section 133 of the Act, as applicable.
e) The going concern matter described in âEmphasis of Mattersâ paragraph above, in our opinion, may have an adverse effect on the functioning of the Company.
f) On the basis of the written representations received from the directors as on 31 March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in âAnnexure Aâ. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companyâs internal financial controls over financial reporting.
h) With respect to the other matters to be included in the Auditorâs Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer note 15.1A.
ii. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses - Refer note 22.
iii. There were no amounts which were required to be transferred, to the Investor Education and Protection Fund by the Company - Refer note 23.
2. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ/âCARO 2016â) issued by the Central Government in terms of Section 143(11) of the Act, we give in âAnnexure Bâ a statement on the matters specified in paragraphs 3 and 4 of the Order.
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (âthe Actâ)
We have audited the internal financial controls over financial reporting of TAYO ROLLS LIMITED (âthe Companyâ) as of 31 March, 2016 in conjunction with our audit of the financial statements of the Company for the year ended on that date.
Managementâs Responsibility for Internal Financial Controls
The Companyâs management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companyâs policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.
Auditorâs Responsibility
Our responsibility is to express an opinion on the 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 âGuidance Noteâ) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A 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, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
(i) In respect of its fixed assets:
a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets.
b) Some of the fixed assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.
c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed / transfer deed / conveyance deed provided to us, we report that, the title deeds, comprising all the immovable properties of leasehold land and freehold buildings, are held in the name of the Company as at the balance sheet date, except the following:
Particulars of the land |
Amount (Rs. lacs) |
Remarks |
Leasehold land located at Gamaharia, Jharkhand |
1.75 |
The Company is yet to execute a lease deed in respect of the said land. The Company had made an application to the Bihar Government for exemption of land from the Urban Land (Ceiling and Regulation) Act, 1976, which decision is awaited |
The Company does not have immovable properties of freehold land and leasehold buildings
(ii) As explained to us, the inventories were physically verified during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verification.
(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnership or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013.
(iv) The Company has not granted any loans, made investments or provided guarantees and hence reporting under clause(iv) of the CARO 2016 is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year. In respect of unclaimed deposits, the Company has complied with the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.
(vi) The maintenance of cost records has been specified by the Central Government under section 148(1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
(vii) According to the information and explanations given to us, in respect of statutory dues:
a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Income-tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material statutory dues applicable to it to the appropriate authorities.
We are informed that the provisions of âEmployeesâ State Insurance Act, 1948 are not applicable to the Company.
b) There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Sales Tax, Service tax, Excise Duty, Value Added Tax, Cess and other material statutory dues in arrears as at 31 March, 2016 for a period of more than six months from the date they became payable.
We are informed that the provisions of âEmployeesâ State Insurance Act, 1948 are not applicable to the Company.
c) Details of dues of Income-tax, Sales Tax, Excise Duty and Value Added Tax which have not been deposited as on 31 March 2016 on account of disputes are given below:
Name of Statute |
Nature of Dues |
Forum where Dispute is pending |
Period to which the amount Relates |
Amount Involved (Rs. In Lacs) |
Amount Unpaid (Rs. In Lacs) |
Income Tax Act |
Income Tax |
Commissioner, (Appeals) -Jamshedpur, Jharkhand |
2006-07, 2007-08 and 2010-11 |
232.75 |
225.42 |
Income Tax Act |
Income Tax |
Income Tax Appellate Tribunal |
2002-03 |
21.55 |
21.55 |
Income Tax Act |
Income Tax |
High Court - Ranchi, Jharkhand |
2001-02 |
46.21 |
46.21 |
Central Excise and Service Tax Act |
Excise Duty |
Assistant Commissioner, (Appeals) - Jamshedpur, Jharkhand |
2007-08 to 2008-09 |
6.87 |
6.87 |
Central Excise and Service Tax ActI |
Excise Duty |
Commissioner (Appeals) - Jamshedpur, Jharkhand |
2003-04 to 2011-12 |
290.95 |
290.95 |
Jharkhand Sales Tax Act, 2005 |
JVAT |
Tribunal |
2010-11 |
34.05 |
34.05 |
Jharkhand Sales Tax Act, 2005 |
JVAT |
Joint Commissioner, Appeals) Jamshedpur, Jharkhand |
2010-11 to 2012-13 |
95.55 |
95.55 |
There are no dues of Service tax and Customs duty as on 31 March, 2016 on account of disputes.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to banks. The Company has not taken loans from financial institutions and government or issued any debentures.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of the CARO 2016 is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) In our opinion and according to the information and explanations given to us, the Company has paid / provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 is not applicable.
(xiii) In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us, the Company has made preferential allotment of shares during the year under review.
In respect of the above issue, we further report that:
a) the requirements of Section 42 of the Companies Act, 2013, as applicable, have been complied with; and
b) the amounts raised have been applied by the Company during the year for the purposes for which the funds were raised.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or directors of its holding or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
For Deloitte Haskins & Sells
Chartered Accountants
(Firm''s Registration No. 302009E)
Alka Chadha
Gurgaon Partner
26 May 2016 (Membership No. 93474)
Mar 31, 2015
We have audited the accompanying financial statements of TAYO ROLLS
LIMITED ("the Company"), which comprise the Balance Sheet as at
31st March, 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of 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 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; and design,
implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring 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 conducting our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit in accordance with the Standards on Auditing
specified under section 143 (10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give true
and fair view in order to design audit procedures that are appropriate
in the circumstances, but not for the purpose of expressing an opinion
on whether the Company has in place an adequate internal financial
controls system over financial reporting and the operating
effectiveness of such control. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness
of the accounting estimates made by the Company's Directors, as well as
evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the financial
statement.
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, and its loss and its cash flows for the year ended
on that date.
Emphasis of Matter
We draw attention to sub-note 1(b) under Note 1(b) to the financial
statements which indicates that the Company has accumulated losses and
its net worth has been substantially eroded, the Company has incurred
net cash loss during the current and previous year(s) and, the
Company's current liabilities exceeded its current assets as at the
balance sheet date. These conditions indicate the existence of a
material uncertainty that may cast significant doubt about the
Company's ability to continue as a going concern. However, the
financial statements of the Company have been prepared on a going
concern basis for the reasons stated in the said Note.
Our opinion is not modified in respect of this matter.
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 Companies Act, 2015, we give in
the Annexure a statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.
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
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the Balance Sheet, the aforesaid financial
statements comply with the Accounting Standards specified under section
133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014.
(e) The going concern matter described under the Emphasis of Matters
paragraph above, in our opinion, may have an adverse effect on the
functioning of the Company.
(f) On the basis of the written representations received from the
directors as on March 31,2015, and taken on record by the Board of
Directors, none of the directors is disqualified as on March 31,2015,
from being appointed as a director in terms of section 164(2) of the
Act.
(g) With respect to other matters to be included in the Auditors'
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 explanation given to us:
i. The Company has disclosed the impact of the pending litigations on
its financial position in its financial statements - Refer Note 15.1to
the financial statements;
ii. The Company did not have any long term contracts including
derivative contracts for which there were any material foreseeable
losses.
iii. There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Company.
ANNEXURE TO THE AUDITORS' REPORT (Referred to in paragraph 1 under
'Report on Other Legal and Regulatory Requirements' section of our
report of even date)
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) Some of the fixed assets were physically verified during the year
by the Management in accordance with a plan of verification, which in
our opinion provides for physical verification of all the fixed assets
at reasonable intervals. According to the information and explanations
given to us no material discrepancies were noticed on such
verification.
(ii) In respect of its inventories:
(a) As explained to us, the inventories were physically verified during
the year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the Management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iii) 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
(iv) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are of special nature and suitable alternative sources are
not readily available for obtaining comparable quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business with regard to purchases of
inventory and fixed assets and the sale of goods and services. During
the course of our audit, we have not observed any major weakness in
such internal control system.
(v) According to the information and explanations given to us,the
Company has not accepted any deposit from the public during the year.
(vi) We have broadly reviewed the cost records maintained as prescribed
by the Central Government under Section 148(1) of the Companies Act,
2013 and are of the opinion that, prima facie, the prescribed cost
records have been made and maintained. We have, however, not made a
detailed examination of the cost records with a view to determine
whether they are accurate or complete.
(vii) According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues, including Provident Fund, Investor Education and
Protection Fund, Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty, Cess and other material statutory dues
applicable to it with the appropriate authorities. There were no
undisputed amounts payable in respect of Provident Fund, Investor
Education and Protection Fund, Income-tax, Sales Tax, Wealth Tax,
Service Tax,Customs Duty, Excise Duty, Cess and other material
statutory dues in arrears as at 31st March, 2015 for a period of more
than six months from the date they became payable.
(b) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty and Cess which have not been deposited as on
31st March , 2015 on account of disputes are given below:
Name of Nature of Forum where
Statute Dues Dispute is pending
Income Tax Act Income Tax Commissioner- Appeals
CESTAT High Court
Central Excise Excise Duty Assistant
and Service Tax Commissioner Act Appeals
Commissioner Appeals
Jharkhand JVAT Deputy
Sales Tax Act Commissioner Commercial
Taxes
Name of Statute Period to which Amount
the amount relates Involved (Rs. In Lakhs)
Income Tax Act 2007-08, 2008-09 138.60
and 2011-12
2002-04, 100.16
2005-06
2002- 03 46.21
Central Excise
and Service Tax Act 2007-08 to 6.87
2008-09
2003- 04 290.95
to 2011-12
Jharkhand Sales
Tax Act 2010-11 34.05
(c) The amount required to be transferred to investor education and
protection fund in accordance with the relevant provisions of the
Companies Act, 1956 (1 of 1956) and rules made thereunder has been
transferred to such fund within time.
(viii) The accumulated losses of the Company at the end of the
financial year are not less than fifty per cent of its net worth. The
Company has incurred cash losses during the financial year covered by
our audit and in the immediately preceding financial year.
(ix) The Company has not defaulted in repayment of dues to bank.
However, there has been delay of one day on two occasions in repayment
of interest amounting to Rs. 58.12 Lakhs.
(x) The Company has not given any guarantee for loans taken by others
from bank or financial institutions.
(xi) In our opinion and according to the information and explanations
given to us, the term loans have been applied by the Company during the
year for the purposes for which they were obtained.
(xii) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no material fraud
on the Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Firm Registration No. 302009E)
(Abhijit Bandyopadhyay)
(Partner)
Kolkata (Membership No. 054785)
April 21,2015
Mar 31, 2014
We have audited the accompanying financial statements of TAYO ROLLS
LIMITED ("the Company"), which comprise the Balance Sheet as at
31stMarch, 2014, the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards notified under the Companies
Act, 1956 ("the Act")(which continue to be applicable in respect of
Section 133 of the Companies Act, 2013 in terms of General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate
Affairs) and in accordance with the accounting principles generally
accepted in India. This responsibility includes the design,
implementation and maintenance of internal control relevant to the
preparation and presentation of the financial statements that give a
true and fair view and are free from material misstatement, whether due
to fraud or error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Company''s internal control. An audit also includes
evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Management, as
well as evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31stMarch, 2014;
(b) in the case of the Statement of Profit and Loss, of the loss of the
Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003("the
Order") issued by the Central Government in terms of Section 227(4A) of
the Act, we give in the Annexure a statement on the matters specified
in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
notified under the Act (which continue to be applicable in respect of
Section 133 of the Companies Act, 2013 in terms of General Circular
15/2013 dated 13th September, 2013 of the Ministry of Corporate
Affairs).
(e) On the basis of the written representations received from the
directors as on 31st March, 2014 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2014
from being appointed as a director in terms of Section 274(1)(g) of the
Act.
ANNEXURE TO THE AUDITORS'' REPORT
(Referred to in paragraph 1 under ''Report on Other Legal and Regulatory
Requirements'' section of our report of even date)
(i) Having regard to the nature of the Company''s business / activities
/ results during the year, clauses (xii), (xiii), (xiv), (xv), (xviii),
(xix) and (xx) are not applicable to the Company.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) Some of the fixed assets were physically verified during the year
by the Management in accordance with a programme of verification, which
in our opinion provides for physical verification of all the fixed
assets at reasonable intervals. According to the information and
explanations given to us no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventories:
(a) As explained to us, the inventories were physically verified during
the year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the Management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iv) 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.
(v) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are of special nature and suitable alternative sources are
not readily available for obtaining comparable quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business with regard to purchases of
inventory and fixed assets and the sale of goods and services. During
the course of our audit, we have not observed any major weakness in
such internal control system.
(vi) In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time, other than certain purchases which are of
a special nature for which comparable quotations are not available and
in respect of which we are, therefore, unable to comment.
(vii) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of Sections
58A, 58AA or any other relevant provisions of the Companies Act, 1956
and the Companies (Acceptance of Deposits) Rules, 1975 with regard to
the deposits accepted from the public. According to the information and
explanations given to us, no order has been passed by the Company Law
Board or the National Company Law Tribunal or the Reserve Bank of India
or any Court or any other Tribunal.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
(ix) We have broadly reviewed the cost records maintained by the
Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209(1)(d) of the
Companies Act, 1956 and are of the opinion that, prima facie, the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(x) According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues, including Provident Fund, Investor Education and
Protection Fund, Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty, Cess and other material statutory dues
applicable to it with the appropriate authorities. With respect to
Employees'' State Insurance Act, 1948, we are informed that the company
is in the process of obtaining exemption from the relevant authorities.
(b) There were no undisputed amounts payable in respect of Provident
Fund, Investor Education and Protection Fund, Income- tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other
material statutory dues in arrears as at 31- March, 2014 for a period
of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty and Cess which have not been deposited as on
31st March , 2014 on account of disputes are given below:
Name of Statute Nature of Forum where Period to Amount
Dues Dispute is which the Involved
pending amount (Rs.In
relates -Lakhs)
Income Tax Act Income Tax Commissioner- 2007-08, 138.60
Appeals 2008-09
CESTAT and 2011-12
High Court 2002-2004, 100.16
2005-2006
2002-2003 46.21
Central Excise Excise Duty Assistant 2007-2008 to 6.87
and Service Commissioner 2008-2009
Tax Act - Appeals
Commissioner 2003-2004 to 290.95
Appeals 2011-2012
(xi) The accumulated losses of the Company at the end of the financial
year are not less than fifty per cent of its net worth. The Company has
incurred cash losses during the financial year covered by our audit and
in the immediately preceding financial year.
(xii) The Company did not have any outstanding debentures or dues to
the financial institutions during the year. Delays in repayment of dues
to banks are given below:
Name of the Bank Nature of Amount Due Date Payment Date
dues (Rs.lakhs)
IDBI Bank Limited Interest 25.62 30.04.2013 02.05.2013
IDBI Bank Limited Interest 0.41 30.04.2013 03.05.2013
IDBI Bank Limited Interest 20.00 30.04.2013 09.05.2013
IDBI Bank Limited Interest 15.65 30.04.2013 10.05.2013
IDBI Bank Limited Interest 56.28 31.05.2013 01.06.2013
IDBI Bank Limited Interest 64.97 30.06.2013 02.07.2013
IDBI Bank Limited Principal 398.13 01.07.2013 02.07.2013
IDBI Bank Limited Interest 57.84 31.07.2013 02.08.2013
IDBI Bank Limited Interest 8.08 31.07.2013 03.08.2013
IDBI Bank Limited Interest 1.79 31.08.2013 02.09.2013
IDBI Bank Limited Interest 56.15 31.08.2013 05.09.2013
IDBI Bank Limited Interest 50.01 30.09.2013 01.10.2013
IDBI Bank Limited Interest 8.57 31.10.2013 08.11.2013
IDBI Bank Limited Interest 25.62 31.10.2013 12.11.2013
IDBI Bank Limited Interest 19.36 31.10.2013 13.11.2013
IDBI Bank Limited Interest 43.43 30.11.2013 02.12.2013
IDBI Bank Limited Interest 15.97 30.11.2013 03.12.2013
IDBI Bank Limited Interest 48.89 31.12.2013 01.01.2014
IDBI Bank Limited Interest 49.51 31.01.2014 03.02.2014
IDBI Bank Limited Interest 21.76 28.02.2014 04.03.2014
IDBI Bank Limited Interest 29.51 28.02.2014 06.03.2014
Name of the Bank Delays in days
IDBI Bank Limited 2
IDBI Bank Limited 3
IDBI Bank Limited 9
IDBI Bank Limited 10
IDBI Bank Limited 1
IDBI Bank Limited 2
IDBI Bank Limited 1
IDBI Bank Limited 23
IDBI Bank Limited 2
IDBI Bank Limited 5
IDBI Bank Limited 1
IDBI Bank Limited 8
IDBI Bank Limited 12
IDBI Bank Limited 13
IDBI Bank Limited 2
IDBI Bank Limited 3
IDBI Bank Limited 1
IDBI Bank Limited 3
IDBI Bank Limited 4
IDBI Bank Limited 6
(xiii) In our opinion and according to the information and explanations
given to us, the term loans have been applied by the Company during the
year for the purposes for which they were obtained.
(xiv) In our opinion and according to the information and explanations
given to us and on an overall examination of the Balance Sheet of the
Company, we report that funds raised on short term basis have, prima
facie, not been used during the year for long term investments.
(xv) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no material fraud
on the Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Firm Registration No. 302009E)
(Abhijit Bandyopadhyay)
(Partner)
Kolkata, 24 April, 2014 (Membership No. 054785)
Mar 31, 2013
We have audited the accompanying financial statements of TAYO ROLLS
LIMITED ("the Company"), which comprise the Balance Sheet as at
31st March, 2013, the Statement of Profit and Loss and the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards referred to in Section 211
(3C) of the Companies Act, 1956 ("the Act"). This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditors'' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal control relevant to the
Company''s preparation and fair presentation of the financial
statements in order to design audit procedures that are appropriate in
the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company''s internal control. An audit also
includes evaluating the appropriateness of the accounting policies used
and the reasonableness of the accounting estimates made by the
Management, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid financial statements give the
information required by the Act in the manner so required and give a
true and fair view in conformity with the accounting principles
generally accepted in India:
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2013;
(b) in the case of the Statement of Profit and Loss, of the loss of the
Company for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2003
("the Order") issued by the Central Government in terms of Section
227(4A) of the Act, we give in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit.
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books.
(c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with the Accounting Standards
referred to in Section 211(3C) of the Act.
(e) On the basis of the written representations received from the
directors as on 31stMarch, 2013 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2013
from being appointed as a director in terms of Section 274(1) (g) of
the Act.
Annexure to the Auditors'' Report
(Referred to in paragraph 1 under ''Report on Other Legal and
Regulatory Requirements'' section of our report of even date)
(i) Having regard to the nature of the Company''s business/ activities
/ results during the year, clauses (xii), (xiii), (xiv), (xv), (xviii),
(xix) and (xx) are not applicable to the Company.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of fixed assets.
(b) Some of the fixed assets were physically verified during the year
by the Management in accordance with a programme of verification, which
in our opinion provides for physical verification of all the fixed
assets at reasonable intervals. According to the information and
explanations given to us no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventories:
(a) As explained to us, the inventories were physically verified during
the year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the Management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iv) 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.
(v) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are of special nature and suitable alternative sources are
not readily available for obtaining comparable quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business with regard to purchases of
inventory and fixed assets and the sale of goods and services. During
the course of our audit, we have not observed any major weakness in
such internal control system.
(vi) In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time, other than certain purchases which are of
a special nature for which comparable quotations are not available and
in respect of which we are, therefore, unable to comment.
(vii) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of Sections
58A, 58AA or any other relevant provisions of the Companies Act, 1956
and the Companies (Acceptance of Deposits) Rules, 1975 with regard to
the deposits accepted from the public. According to the information
and explanations given to us, no order has been passed by the Company
Law Board or the National Company Law Tribunal or the Reserve Bank of
India or any Court or any other Tribunal.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
(ix) We have broadly reviewed the cost records maintained by the
Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209(1)(d) of the
Companies Act, 1956 and are of the opinion that, prima facie, the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(x) According to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
statutory dues, including Provident Fund, Investor Education and
Protection Fund, Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty, Cess and other material statutory dues
applicable to it with the appropriate authorities. With respect to
Employees'' State Insurance Act, 1948, we are informed that the
company is in the process of obtaining exemption from the relevant
authorities.
(b) There were no undisputed amounts payable in respect of Provident
Fund, Investor Education and Protection Fund, Income-tax, Sales Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other
material statutory dues in arrears as at 31st March, 2013 for a period
of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax,
Customs Duty, Excise Duty and Cess which have not been deposited as on
31st March , 2013 on account of disputes are given below:
Name Nature of Forum where Period to Amount
of Dues Dispute is which the involved
Statute pending amount (Rs. in
relates lakhs)
Income Income Tax Commissioner- 2001-2002 256.41
Tax Act Appeals to 2006-2007
Tribunal 2005-2006 33.30
High Court 1987-1988 9.74
2001-2002 46.21
Central Central Tribunal 2005-2006 12.96
Sales Sales Tax
Tax Act Joint 2006-2007 56.76
Commissioner to
of Commercial 2007-2008
Taxes-Appeals
Jharkhand Jharkhand Tribunal 2005-2006 1.46
Sales Tax Sales Tax
Act Commissioner 2005-2006 7.25
of Commercial
Taxes
Joint 2006-2007 78.33
Commissioner to
of Commercial 2007-2008
Taxes-Appeals
Central Excise Tribunal 2003-2004 30.83
Excise
and Duty to
Service 2008-2009
Tax Act
Commissioner- 2008-2009 1.96
Appeals
(xi) The accumulated losses of the Company at the end of the financial
year are not less than fifty per cent of its net worth. The Company has
incurred cash losses during the financial year covered by our audit and
in the immediately preceding financial year.
(xii) The Company did not have any outstanding debentures or dues to
the financial institutions during the year. Delays in repayment of dues
to banks are given below:
Name of Nature Amount Due Date
the Bank of dues (Rs lakhs)
IDBI Bank Principal 21.82 01.04.2012
Limited Amount
IDBI Bank Interest 39.22 30.04.2012
Limited
IDBI Bank Interest 29.75 30.04.2012
Limited
IDBI Bank Interest 70.69 30.11.2012
Limited
IDBI Bank Interest 73.70 31.01.2013
Limited
Name of the Bank Repayment Delays
Date in days
IDBI Bank Limited 03.04.2012 2
IDBI Bank Limited 06.05.2012 6
IDBI Bank Limited 07.05.2012 7
IDBI Bank Limited 02.12.2012 2
IDBI Bank Limited 01.02.2013 1
(xiii) In our opinion and according to the information and explanations
given to us, the term loans have been applied by the Company during the
year for the purposes for which they were obtained, other than
temporary deployment pending application.
(xiv) In our opinion and according to the information and explanations
given to us and on an overall examination of the Balance Sheet, we
report that amounts aggregating to Rs. 5711.48 lakhs raised on short-
term basis have been used during the year for financing long term
investments by the Company.
(xv) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no material fraud
on the Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Registration No. 302009E)
(Abhijit Bandyopadhyay)
Jamshedpur (Partner)
25th April, 2013 (Membership No. 054785)
Mar 31, 2012
1. We have audited the attached Balance Sheet of TAYO ROLLS LIMITED
("the Company") as at March 31, 2012, the Profit and Loss Account and
the Cash Flow Statement of the Company for the year ended on that date,
both annexed thereto. These financial statements are the
responsibility of the Company's Management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the Management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditor's Report) Order, 2003
(CARO) issued by the Central Government in terms of Section 227 (4A) of
the Companies Act, 1956, we enclose in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report as follows:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company, so far as it appears from our examination of
those books;
(c) the Balance Sheet, the Profit and Loss Account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) in our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report are in compliance
with the Accounting Standards referred to in Section 211 (3C) of the
Companies Act, 1956;
(e) in our opinion and to the best of our information and according to
the explanations given to us, the said accounts 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 March 31, 2012;
(ii) in the case of the Profit and Loss Account, of the loss of the
Company for the year ended on that date and
(iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
5. On the basis of the written representations received from the
Directors as on March 31, 2012, taken on record by the Board of
Directors, none of the Directors is disqualified as on March 31, 2012
from being appointed as a Director in terms of Section 274 (1)(g) of
the Companies Act, 1956;
Annexure to the Auditors' Report
(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Company's
business/activities/results, clauses 4 (xii), (xiii), (xiv), (xv),
(xviii), (xix) and (xx) of CARO are not applicable.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of the fixed assets.
(b) Some of the fixed assets were physically verified during the year
by the Management in accordance with a regular programme of
verification which, in our opinion, provides for physical verification
of all the fixed assets at reasonable intervals. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventory:
(a) As explained to us, inventories were physically verified during the
year by the Management at reasonable intervals.
(b) In our opinion, and according to the information and explanations
given to us, the procedures for physical verification of inventories
followed by the management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iv) According to the information and explanations given to us, the
Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties listed in the Register
maintained under Section 301 of the Companies Act, 1956.
(v) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are of special nature and suitable alternative sources are
not readily available for obtaining comparable quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business with regard to 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 weakness
in such internal control system.
(vi) In respect of contracts or arrangements entered in the register
maintained in pursuance of Section 301 of the Companies Act 1956, to
the best of our knowledge and belief, and according to the information
and explanations given to us,
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the register, maintained under the
said section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time except in respect of certain purchases for
which comparable quotations are not available and in respect of which
we are unable to comment.
(vii) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of Sections
58A and 58AA or any other relevant provisions of the Companies Act,
1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard
to the deposits accepted from the public. According to the information
and explanations given to us, no order has been passed by the Company
Law Board or the National Company Law Tribunal or the Reserve Bank of
India or any Court or any other Tribunal.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
(ix) We have broadly reviewed the cost records maintained by the
Company pursuant to the Companies (Cost Accounting Records) Rules, 2011
prescribed by the Central Government under Section 209(1)(d) of the
Companies Act, 1956 and are of the opinion that prima facie the
prescribed cost records have been maintained. We have, however, not
made a detailed examination of the cost records with a view to
determine whether they are accurate or complete.
(x) In our opinion and according to the information and explanations
given to us in respect of statutory dues:
a. the Company has generally been regular in depositing undisputed
statutory dues, including Provident Fund, Investor Education and
Protection Fund, Employees' State Insurance, Income-tax, Sales-tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other
material statutory dues applicable to it with the appropriate
authorities during the year.
b. there were no undisputed amounts payable in respect of Income Tax,
Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and
other material statutory dues in arrears, as at March 31, 2012 for a
period of more than six months from the date they became payable.
c. details of dues of Income Tax, Sales Tax, Wealth Tax, Service Tax,
Custom Duty, Excise Duty and Cess which have not been deposited as on
March 31, 2012 on account of disputes are given below:
Statute Nature of Forum where Period to Amount
Dues Dispute is which the involved
pending amount (Rs. in
relates lakhs)
Income Income Tax Commissioner- 2001-2002 256.41
Tax Act Appeals to
2006-2007
Tribunal 2005-2006 33.30
High Court 1987-1988 9.74
2001-2002 46.21
Central Central Tribunal 2005-2006 12.96
Sales Sales Tax
Tax Act Joint 2006-2007 56.76
Commissioner to
of Commercial 2007-2008
Taxes-Appeals
Jharkhand Jharkhand Tribunal 2005-2006 1.46
Sales Tax Sales Tax
Act Commissioner 2005-2006 7.25
of Commercial
Taxes
Joint 2006-2007 78.33
Commissioner to
of Commercial 2007-2008
Taxes-Appeals
Central Excise Tribunal 2003-2004 30.83
Excise and Duty to
Service 2008-2009
Tax Act
Commissioner- 2008-2009 1.96
Appeals
(xi) The accumulated losses of the company at the end of the financial
year are less than fifty per cent of its net worth. The Company has
incurred cash losses in the current financial year and in the
immediately preceding financial year.
(xii) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in the repayment of dues to
banks. The Company did not have any outstanding debentures or dues to
the financial institutions during the year.
(xiii) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained, other than temporary deployment pending
application.
(xiv) In our opinion and according to the information and explanations
given to us and on an overall examination of the Balance Sheet, we
report that funds raised on short term basis have not been used during
the year for long term investments.
(xv) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no fraud on the
Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Registration No.302009E)
Abhijit Bandyopadhyay
Jamshedpur Partner
23rd April, 2012 Membership No. 054785)
Mar 31, 2011
1. We have audited the attached Balance Sheet of TAYO ROLLS LIMITED
("the Company") as at March 31, 2011, the Profit and Loss Account and
the Cash Flow Statement of the Company for the year ended on that date,
both annexed thereto. These financial statements are the
responsibility of the Companys Management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the Management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (Auditors Report) Order, 2003 (CARO)
issued by the Central Government in terms of Section 227 (4A) of the
Companies Act, 1956, we enclose in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report as follows:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company, so far as it appears from our examination of
those books;
(c) the Balance Sheet, the Profit and Loss Account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) in our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report are in compliance
with the Accounting Standards referred to in Section 211 (3C) of the
Companies Act, 1956;
(e) in our opinion and to the best of our information and according to
the explanations given to us, the said accounts 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 March 31, 2011;
(ii) in the case of the Profit and Loss Account, of the loss of the
Company for the year ended on that date and
(iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
5. On the basis of the written representations received from the
Directors as on March 31, 2011, taken on record by the Board of
Directors, none of the Directors is disqualified as on March 31,2011
from being appointed as a Director in terms of Section 274 (l)(g) of
the Companies Act, 1956;
Annexure to the Auditors Report
(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Companys
business/activities/results, clauses 4 (viii), (xii), (xiii), (xiv),
(xv), (xviii), (xix) and (xx) of CARO are not applicable.
(ii) In respect of its fixed assets-.
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of the fixed assets.
(b) Some of the fixed assets were physically verified during the year
by the Management in accordance with a regular programme of
verification which, in our opinion, provides for physical verification
of all the fixed assets at reasonable intervals. According to the
information and explanations given to us, no material discrepancies
were noticed on such verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventory:
(a) As explained to us, inventories were physically verified during the
year by the Management at reasonable intervals.
(b) In our opinion, and according to the information and explanations
given to us, the procedures for physical verification of inventories
followed by the management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion, and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iv) According to the information and explanations given to us, the
Company has neither granted nor taken any loans, secured or unsecured,
to/from companies, firms or other parties listed in the Register
maintained under Section 301 of the Companies Act, 1956.
(v) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are of special nature and suitable alternative sources are
not readily available for obtaining comparable quotations, there is an
adequate internal control system commensurate with the size of the
Company and the nature of its business with regard to 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 weakness
in such internal control system.
(vi) In respect of contracts or arrangements entered in the register
maintained in pursuance of Section 301 of the Companies Act 1956, to
the best of our knowledge and belief, and according to the information
and explanations given to us,
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the register, maintained under the
said section have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time except in respect of certain purchases for
which comparable quotations are not available and in respect of which
we are unable to comment.
(vii) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of Sections
58A and 58AA or any other relevant provisions of the Companies Act,
1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard
to the deposits accepted from the public. According to the information
and explanations given to us, no order has been passed by the Company
Law Board or the National Company Law Tribunal or the Reserve Bank of
India or any Court or any other Tribunal.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
(ix) In our opinion and according to the information and explanations
given to us in respect of statutory dues:
(a) the Company has generally been regular in depositing undisputed
statutory dues, including Provident Fund, Investor Education and
Protection Fund, Employees State Insurance, Income-tax, Sales-tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other
material statutory dues applicable to it with the appropriate
authorities during the year.
(b) there were no undisputed amounts payable in respect of Income Tax,
Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and
other material statutory dues in arrears, as at March 31, 2011 for a
period of more than six months from the date they became payable.
(c) Details of dues of Income Tax, Sales Tax, Wealth Tax, Service Tax,
Custom Duty, Excise Duty and Cess which have not been deposited as on
March 31, 2011 on account of disputes are given below:
Statute Nature of Forum where Period to Amount
Dues Dispute is which the involved
pending amount (Rs. in
relates lakhs)
Income Income Tax Commissioner- 2005-2006 58.47
Tax Act Appeals to
2006-2007
Central Central Deputy 2004-2005 15.44
Sales Sales Tax Commissioner
Tax Act of Commercial
Taxes-Appeals
Tribunal 2005-2006 12.96
Joint 2006-2007 23
Commissioner
of Commercial
Taxes-Appeals
Jharkhand Jharkhand Deputy 2004-2005 33.26
Sales Tax Sales Tax Commissioner
Act of Commercial
Taxes-Appeals
Tribunal 2005-2006 1.46
Joint 2006-2007 148.35
Commissioner
of Commercial
Taxes-Appeals
Central Excise Commissioner- 2003-2004 25.92
Excise and Duty Appeals to
Service 2007-2008
Tax Act Assistant 2007-2008 5.90
Commissioner- to
Appeals 2008-2009
(x) The accumulated losses of the company at the end of the financial
year are less than fifty per cent of its net worth. The Company has
incurred cash losses in the financial year. In the immediately pre-
ceding financial year the Company had not incurred cash losses.
(xi) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in the repayment of dues to
banks. The Company did not have any outstanding de- bentures or dues
to the financial institutions dur- ing the year.
(xii) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained, other than temporary deployment pend- ing
application.
(xiii) In our opinion and according to the information and explanations
given to us and on an overall examination of the Balance Sheet, we
report that amounts aggregating to Rs. 8802 lakhs raised on short-term
basis have been used during the year for financing long term
investments in fixed assets acquisition by the Company.
(xiv) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no material fraud
on the Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Registration No. 302009E)
Abhijit Bandyopadhyay
Kolkata Partner
25th April, 2011 (Membership No. 054785)
Mar 31, 2010
1. We have audited the attached Balance Sheet of TAYO ROLLS LIMITED
("the Company") as at 31st March, 2010, the Profit and Loss Account and
the Cash Flow Statement of the Company for the year ended on that date,
both annexed thereto. These financial statements are the
responsibility of the Companys Management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatements. An audit
includes examining, on a test basis, evidence supporting the amounts
and the disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the Management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
3. As required by the Companies (AuditorÃs Report) Order, 2003 (CARO)
issued by the Central Government in terms of Section 227(4A) of the
Companies Act, 1956, we enclose in the Annexure a statement on the
matters specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report as follows:
(a) we have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
(b) in our opinion, proper books of account as required by law have
been kept by the Company so far as it appears from our examination of
those books;
(c) the Balance Sheet, the Profit and Loss Account and the Cash Flow
Statement dealt with by this report are in agreement with the books of
account;
(d) in our opinion, the Balance Sheet, the Profit and Loss Account and
the Cash Flow Statement dealt with by this report are in compliance
with the Accounting Standards referred to in Section 211(3C) of the
Companies Act, 1956;
(e) in our opinion and to the best of our information and according to
the explanations given to us, the said accounts give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
(i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2010;
(ii) in the case of the Profit and Loss Account, of the loss of the
Company for the year ended on that date and;
(iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
5. On the basis of the written representations received from the
Directors as on 31st March, 2010 taken on record by the Board of
Directors, none of the Directors is disqualified as on 31st March, 2010
from being appointed as a director in terms of Section 274(1)(g) of the
Companies Act, 1956.
Annexure to the Auditors Report
(Referred to in paragraph 3 of our report of even date)
(i) Having regard to the nature of the Companys business/activities/
result, clauses 4(viii), (xii), (xiii), (xiv), (xv), (xviii) and (xix)
of CARO are not applicable.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars,
including quantitative details and situation of the fixed assets.
(b) The fixed assets were physically verified during the year by the
Management in accordance with a regular programme of verification
which, in our opinion, provides for physical verification of all the
fixed assets at reasonable intervals. According to the information and
explanation given to us, no material discrepancies were noticed on such
verification.
(c) The fixed assets disposed off during the year, in our opinion, do
not constitute a substantial part of the fixed assets of the Company
and such disposal has, in our opinion, not affected the going concern
status of the Company.
(iii) In respect of its inventories:
(a) As explained to us, the inventories were physically verified during
the year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanation
given to us, the procedures of physical verification of inventories
followed by the Management were reasonable and adequate in relation to
the size of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of its
inventories and no material discrepancies were noticed on physical
verification.
(iv) The Company has neither granted nor taken any loans, secured or
unsecured, to/from companies, firms or other parties listed in the
Register maintained under Section 301 of the Companies Act, 1956.
(v) In our opinion and according to the information and explanations
given to us, having regard to the explanations that some of the items
purchased are
of special nature and suitable alternative sources are not readily
available for obtaining comparable quotations, there is an adequate
internal control system commensurate with the size of the Company and
the nature of its business with regard to purchases of inventory and
fixed assets and the sale of goods and services. During the course of
our audit, we have not observed any major weakness in such internal
control system.
(vi) In respect of contracts or arrangements entered in the Register
maintained in pursuance of Section 301 of the Companies Act, 1956, to
the best of our knowledge and belief and according to the information
and explanations given to us:
(a) The particulars of contracts or arrangements referred to in Section
301 that needed to be entered in the Register maintained under the said
Section have been so entered.
(b) Where each of such transaction is in excess of Rs.5 lakhs in
respect of any party, the transactions have been made at prices which
are prima facie reasonable having regard to the prevailing market
prices at the relevant time except in respect of certain purchases for
which comparable quotations are not available and in respect of which
we are unable to comment.
(vii) In our opinion and according to the information and explanations
given to us, the Company has complied with the provisions of Sections
58A and 58AA or any other relevant provisions of the Companies Act,
1956 and the Companies (Acceptance of Deposits) Rules, 1975 with regard
to the deposits accepted from the public. According to the information
and explanations given to us, no order has been passed by the Company
Law Board or the National Company Law Tribunal or the Reserve Bank of
India or any Court or any other Tribunal.
(viii) In our opinion, the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
(ix) According to the information and explanations given to us in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed
dues, including Provident Fund, Investor Education and
Protection Fund, Employeesà State Insurance, Income-tax, Sales Tax,
Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other
material statutory dues applicable to it with the appropriate
authorities.
(b) There were no undisputed amounts payable in respect of Income-tax,
Wealth Tax, Custom Duty, Excise Duty, Cess and other material statutory
dues in arrears as at 31st March, 2010 for a period of more than six
months from the date they became payable.
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax,
Custom Duty, Excise Duty and Cess which have not been deposited as on
31st March, 2010 on account of disputes are given below:
Statute Nature of Forum where Period to Amount
Dues Dispute is which the involved
pending amount (Rs. in
relates lakhs)
Income Income Tax High Court 2000-2001 3176
Tax Act
Commissioner- 2005-2006 58.47
Appeals to
2006-2007
Central Central Joint 2005-2006 373.96
Sales Sales Tax Commissioner to
Tax Act of Commercial 2006-2007
Taxes-Appeals
Jharkhand Jharkhand Joint 2005-2006 96.84
Sales Tax Sales Tax Commissioner
Act of Commercial
Taxes-Appeals
Central Excise Commissioner- 2007-2008 4.92
Excise and Duty Appeals to
Service 2008-2009
Tax Act
(x) The Company does not have accumulated losses as at 31st March, 2010
exceeding fifty percent of its net worth and the Company has not
incurred cash losses in the financial year covered by our audit. In the
immediately preceding financial year the Company had incurred cash
losses.
(xi) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in the repayment of dues to
banks. The Company did not have any outstanding debentures or dues to
financial institutions during the year.
(xii) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for
which they were obtained, other than temporary deployment pending
application.
(xiii) In our opinion and according to the information and explanations
given to us and on an overall examination of the Balance Sheet, we
report that Rs. 3,172.54 lakhs raised on short-term basis have been
used for financing long-term investments in fixed assets acquisition by
the Company.
(xiv) The Management has disclosed the end use of money raised by
public issues and we have verified the same.
(xv) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no fraud on the
Company has been noticed or reported during the year.
For Deloitte Haskins & Sells
Chartered Accountants
(Registration No. 302009E)
Abhijit Bandyopadhyay
Jamshedpur
Partner
April 27, 2010 Membership No.: 054785