Mar 31, 2018
report on the ind As Financial Statements
We have audited the accompanying Ind AS financial statements of Umang Dairies Limited (âthe Companyâ), which comprise the Balance Sheet as at March 31, 2018, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information.
managementâs responsibility for the Ind-AS 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 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 accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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. 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 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 auditorâs 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 Companyâs 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 Companyâs Directors, as well as evaluating the overall presentation of the 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 Ind AS financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the 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 March 31, 2018, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Report on Other Legal and Regulatory Requirements
As required by Section 143 (3) of the Act, we report that:
1. As required by the Companies (Auditorâs Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure-A statements on the matters specified in the paragraphs 3 and 4 of the Order, to the extent applicable.
2. (a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as 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 Ind-AS financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 and the Companies (Indian Accounting Standards) Rules, 2015, as amended.
(e) On the basis of written representations received from the directors as on 31st March 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in âAnnexure Bâ; and
(g) With respect to the other matters to be included in the Auditorsâ Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
a) The Company has disclosed the impact of pending litigations on its financial position in its financial statements - Refer Note No. 31 of the Financial Statements.
b) The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses.
c) There has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fund by the Company.
other matter
The comparative financial information of the Company for the year ended March 31, 2017 and the transition date opening balance sheet as at April 1, 2016 included in these Ind AS financial statements, are based on the previously issued financial statements prepared in accordance with the Accounting Standards referred in section 133 of the Companies Act, 2013 audited by the predecessor auditor whose report for the year ended March 31, 2017 and March 31, 2016 dated 26th May, 2017 and 12th May, 2016 respectively expressed an unmodified opinion on those financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS, which have been audited by us.
annexure referred to in paragraph-1 of our report of even date on the other LEGAL AND regulatory REQuiREMENTS (RE:uMANG DIARIES LIMITED)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets except in case of certain assets where the same is in process of updation.
(b) The Company has a regular programme of physical verification of its fixed assets by which fixed assets are verified in a phased manner over a period of three years except assets lying with third parties. In accordance with this programme, fixed assets were verified during the year. The discrepancies noticed on such physical verification were not material.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.
(ii) The management has conducted physical verification of inventories except stock lying with third parties during the year at reasonable interval and no material discrepancies were noticed on such physical verification.
(iii) The Company has not granted any loan to companies, firms, limited liability partnership or other parties covered in the register maintained under section 189 of the Companiesâ Act, 2013. Therefore, the provisions of clause 3(iii) of the Order are not applicable.
(iv) The Company has no transaction with respect to loan, investment, guarantee and security covered under section 185 and 186 of the Companies Act, 2013.Therefore, the provisions of clause 3(iv) of the Order are not applicable.
(v) The Company has not accepted any deposits covered under section 76 of the Companies Act, 2013 during the year. Therefore, the provisions of clause 3(v) of the Order are not applicable.
(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013 in respect of the Companyâs products to which the said rules are applicable and are of the opinion that prima facie, the prescribed records have been made and maintained. We have, however, not made a detailed examination of the said records with a view to determine whether they are accurate or complete.
(vii) (a) According to the records of the Company, the Company is regular in depositing amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Employeeâs State Insurance, Income-tax, Sales-tax, Service Tax, Duty of customs, Duty of excise, Value Added Tax, Cess and other material statutory dues with the appropriate authorities. There was no undisputed outstanding statutory dues as at the yearend for a period of more than six months from the date they became payable except Mandi Tax of Rs. 6.23 Lakhs.
(b) According to the records of the Company there are no dues outstanding on account of Income-tax, Sales-tax, Value Added Tax, Service Tax, Duty of customs, Duty of excise and Cess on account of any dispute except the followings:
name of statue |
nature of dues |
amount (Rs. in Lakhs) |
period |
Forum where dispute is pending |
Sales Tax Demand/ Penalty/ Interest |
1.78 |
1994-95 / 1998-2000 |
Sales tax Tribunal |
|
Sales-tax Act |
40.65 |
1995-2007 |
Appellate Authorities |
|
3.00 |
1995-96 |
High Court |
||
41.74 |
2010-2015 |
Appellate Authorities |
||
Income Tax Act, 1961 |
Disallowances of Income Tax |
901.45 |
2011-12 to 2013-14 |
CIT Appeals |
(viii) The Company has not defaulted in repayment of dues to bank. The company did not have any borrowing from any financial institution or Government and dues to debenture holders.
(ix) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments). Further in our opinion and explanations given to us, term loans were applied for the purpose for which loans were raised.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given to us, no fraud by the Company or no fraud on the Company by its officers and employees has been noticed or reported during the year.
(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.
(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable.
(xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards.
(xiv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with directors. Therefore, the provisions of clause 3(xv) of the Order are not applicable.
(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934.
We have audited the internal financial controls over financial reporting of Umang Dairies Limited (âthe Companyâ) as of 31 March, 2018 in conjunction with our audit of the Ind-AS 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 (âICAIâ). 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 Companyâs internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the âGuidance Noteâ) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditorâs judgment, including the assessment of the risks of material misstatement of the Ind-AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companyâs internal financial controls system over financial reporting.
meaning of Internal Financial controls over Financial Reporting
A companyâs internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Ind-AS financial statements for external purposes in accordance with generally accepted accounting principles. A Companyâs internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind-AS financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Companyare being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companyâs assets that could have a material effect on the Ind-AS financial statements.
Inherent Limitations of Internal Financial controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 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 Singhi & co.
chartered Accountants
Firmâs Reg No. 302049E
B. K. Sipani
Place: New delhi Partner
date: 3rd may, 2018 membership No.088926
Mar 31, 2016
Report on the Financial Statements
We have audited the accompanying standalone financial statements of UMANG DAIRIES LIMITED (âthe Companyâ), which comprise the Balance Sheet as at 31st March, 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
Managementâs Responsibility for the 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 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 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 standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the standalone financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2016 (âthe Orderâ) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us during the course of audit, we give in the Annexure âA'' statement on the matters specified in the 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 standalone 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 specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,2014.
(e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act.
(f) As required by section 143(3)(i) of the Company Act, 2013, and based on the checking of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, our report on the Internal Financial Controls over Financial Reporting is as per Annexure âB''.
(g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements - refer Note no. 2.24 to the financial statements.
ii. The Company has made provision, as required under the applicable law or Accounting Standards, for material foreseeable losses, if any, on long term contracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.
Annexure referred to in paragraph 1 under the heading âReport on Other Legal and Regulatory Requirementsâ of our report of even date on the standalone financial statements of Umang Dairies Limited for the year ended 31st March 2016.
1. (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets except in case of certain assets where the same is in process of updation.
(b) As explained to us, the fixed assets have been physically verified by the management according to a phased Programme designed to cover all the items over a period of three years (except assets lying with third parties read with Note no 2.32) which in our opinion is reasonable having regard to the size of the Company and the nature of its fixed assets. The discrepancies noticed on such physical verification were not material.
(c) As per the records and according to the information and explanations given to us, title deeds of immovable properties are held in the name of the Company.
2. The inventories of the Company (except stock lying with third parties and in transit) have been physically verified by the management at reasonable intervals. In our opinion the discrepancies noticed on such physical verification of inventory as compared to book records were not material.
3. The Company has not granted any loan secured or unsecured to any companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Companies Act, 2013. Accordingly, we are not offering any comment on the provisions of Clause 3(iii) (a), (b) & (c) of the Order.
4. According to the information, explanations and representations provided by the management and based upon audit procedures performed, the company has not given any loans, guarantees and security and has not made any investment under the provisions of the Section 185 and 186 of the Companies Act, 2013.
5. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of Section 73 to 76 of the Act and rules framed there under and the directives issued by Reserve bank of India or any other relevant provisions of the Act. We have been informed that no order has been passed by the Company Law Board or National Company law Tribunal or Reserve Bank of India or any Court or other tribunal in this regard.
6. We have broadly reviewed the books of accounts required to be maintained by the company pursuant to the rules made by the Central Government for the maintenance of cost records under Section 148(1) of the Companies Act in respect of the Company''s product to which the said rules are made applicable and are of the opinion that, prima facie, the prescribed records have been made and maintained. We have, however, not made a detailed examination of the said records with a view to determine whether they are accurate or complete.
7. (a) According to the records of the Company and information and explanations given to us, the Company is generally regular in depositing undisputed statutory dues including provident fund, employees'' state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax and cess and other material statutory dues with the appropriate authorities to the extent applicable and there were no undisputed statutory dues payable for a period of more than six months from the date they became payable as at 31st March, 2016 except Sales Tax of Rs. 2,33,677/- and Mandi Tax of Rs. 6,23,000/-.
(b) According to the records and information & explanations given to us, there are no dues in respect of, Service Tax or Duty of Customs or Duty of Excise or Value Added Tax that have not been deposited with the appropriate authorities to the extent applicable on account of any dispute and the dues in respect of Income tax, Sales tax and that have not been deposited with the appropriate authorities on account of dispute and the forum where the dispute is pending are given below:-
Name of Statute |
Nature of the dues |
Amount (Rs. in Lacs) |
Period |
Forum where dispute is pending |
Sales Tax Act |
Sales Tax Demand/ Penalty/ |
1.78 |
1994-95/ 1998 2000 |
Sales Tax Tribunal |
|
Interest |
40.65 |
1995 2007 |
Appellate Authorities |
|
|
3.00 |
1995-96 |
High Court |
|
|
31.50 |
2010 2015 |
Appellate Authorities |
|
|
49.78 |
2013 2016 |
|
Income Tax Act |
Income Tax |
354.23 463.93 |
2011-12 2012-13 |
CIT(Appeal) CIT(Appeal) |
8. In our opinion, on the basis of audit procedure and according to the information and explanations given to us by the management, we are of the opinion that the Company has not defaulted in repayment of loans or borrowing to banks. The company does not have any dues to financial institutions, government or debenture holders. - Read with foot note (b) of Note No. 2.3.
9. In our opinion, on the basis of information and explanations given to us, during the year the company did not raised any money by way of initial public offer or further public offer (including debt instruments) and term loans were applied for the purpose for which these loans were obtained.
10. Based on the audit procedure performed and on the basis of information and explanations provided by the management, no fraud by the Company and no fraud on the Company by its officers or employees has been noticed or reported during the course of the audit nor we have been informed about any such instance.
11. On the basis of records and information and explanations made available, managerial remuneration which has been paid or provided is in accordance with the requisite approvals mandated under Section 197 read with Schedule V to the Companies Act.
12. In our opinion and according to information & explanation given to us, the Company is not a nidhi company. Accordingly, paragraph 3(xii) of the order is not applicable.
13. As per the information and explanations and records made available by the management of the Company and audit procedure performed, for the related parties transactions entered during the year, the Company has complied with the provisions of Section 177 and 188 of the Companies Act, 2013 where applicable. As explained and as per records/details made available, related parties transactions are disclosed as required by the applicable Accounting Standards.
14. According to the information, explanations and records made available, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year.
15. On the basis of records made available and according to information and explanations given to us, the Company has not entered into non-cash transactions with the directors or persons connected with him. Accordingly, we are not offering our comments with respect to compliance of Section 192 of the Companies Act, 2013.
16. The Company is not required to be registered under 45-IA of the Reserve Bank of India Act 1934.
For LODHA & CO.,
Chartered Accountants
Firm''s Registration No. 301051E
N. K. LODHA
Partner
(Membership No. 85155)
Place: New Delhi
Date: 12th May, 2016
Mar 31, 2015
We have audited the accompanying financial statements of UMANG DAIRIES
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 the 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 the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
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 financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company's preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal
financial controls system over financial reporting and the operating
effectiveness of such controls. An audit also includes evaluating the
appropriateness of 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
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 31st March, 2015, and its profit and its cash flows for the year
ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, and on the basis of such
checks of the books and records of the Company as we considered
appropriate and according to the information and explanations given to
us during the course of audit, we give in the Annexure a statement on
the matters specified in the 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, 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 specified under Section 133 of the Act, read with
Rule 7 of the Companies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
Act.
(f) With respect to the other matters to be included in the Auditor's
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its
financial position in its financial statements - refer Note no. 2.25 to
the financial statements.
ii. The Company has made provision, as required under the applicable
law or Accounting Standards, for material foreseeable losses, if any,
on long term contracts including derivative contracts.
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 AUDITOR'S REPORT
Annexure referred to in paragraph 1 under the heading "Report on Other
Legal and Regulatory Requirements" of our report of even date for the
year ended 31st March 2015.
1. (a) The Company has maintained proper records showing
full particulars including quantitative details and situation of fixed
assets except in case of certain assets where the same is in process of
updation.
(b) As explained to us, the fixed assets have been physically verified
by the management according to a phased programme designed to cover all
the items over a period of three years (except assets lying with third
parties read with Note no 2.33) which in our opinion is reasonable
having regard to the size of the Company and the nature of its fixed
assets. The discrepancies noticed on such physical verification were
not material.
2. (a) The inventories of the Company (except stock lying
with third parties and in transit) has been physically verified by the
management at reasonable intervals.
(b) In our opinion the procedures of physical verification of
inventories followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) In our opinion and according to information and explanations given
to us, the Company is maintaining proper records of inventory (in
respect of stock in process, records are updated on physical
verification of stock on periodical basis). The discrepancies noticed
on such physical verification of inventory as compared to book records
were not material.
3. The Company has not granted any loan secured or unsecured to any
companies, firms or other parties covered in the register maintained
under Section 189 of the Companies Act, 2013. Accordingly, the
provisions of Clause 3(iii) (a) & (b) of the Order are not applicable.
4. In our opinion and according to the information and explanations
given to us, having regards to the explanations , that some of the
items purchased/sold/services rendered are of special nature and
suitable alternative sources do not exist for obtaining comparable
quotations or where user department has shown specific preference,
where, as explained, rates were determined considering the quality,
volume, nature of the items and market conditions prevailing at that
time, there are internal control systems commensurate with the size of
the Company and the nature of its business with regard to the purchase
of inventory, fixed assets, services and forthe sale of goods/fixed
assets and services where steps have been initiated to strengthen
system further(read with note no.2.33). Based on the audit procedure
performed and on the basis of information and explanations provided by
the management, during the course of audit, we have not observed any
continuing failure to correct major weaknesses in internal control
system nor being identified by the management.
5. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of Section 73 to 76 of the Act and rules framed
thereunder and the directives issued by Reserve bank of India or any
other relevant provisions of the Act. We have been informed that no
order has been passed by the Company Law Board or National Company law
Tribunal or Reserve Bank of India or any Court or other tribunal in
this regard.
6. We have broadly reviewed the books of accounts required to be
maintained by the company pursuant to the rules made by the Central
Government for the maintenance of cost records under Section 148(1) of
the Companies Act in respect of the Company's product to which the said
rules are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however,
not made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
7. (a) According to the records of the Company and
information and explanations given to us, the Company is generally
regular in depositing undisputed statutory dues including provident
fund, employees' state insurance, income-tax, sales-tax, wealth tax,
service tax, duty of customs, duty of excise, value added tax and cess
and other material statutory dues with the appropriate authorities to
the extent applicable and there were no undisputed statutory dues
payable for a period of more than six months from the date they became
payable as at 31 st March, 2015 except Sales Tax of Rs. 2,33,677/- and
Mandi Tax of Rs. 6,23,000/-.
(b) According to the records and information & explanations given to
us, there are no dues in respect of Wealth Tax, Service Tax, Duty of
Customs, Duty of Excise or Value Added Tax that have not been deposited
with the appropriate authorities to the extent applicable on account of
any dispute and the dues in respect of Income tax, Sales tax and Cess
that have not been deposited with the appropriate authorities on
account of dispute and the forum where the dispute is pending are given
below:-
Name of Nature of Amount Period Forum
Statute the dues (Rs. in where
Lacs) dispute is
pending
Sales Tax Sales Tax 1.78 1994-95/ Sales Tax
Act Demand/ 1998- Tribunal
Penalty/ 2000
Interest 40.65 1995- Appellate
2007 Authorities
3.00 1995-96 High Court
32.57 2010- Appellate
2015 Authorities
UP Krishi Market Fees 162.89 1998-99/ Tribunal
Utpadan including 2005-06
Development
Mandi Cess
Samiti
Adhiniyam'
1964
UP Milk
Act Cess on Milk 69.25 1994-96 High Court
Income
Tax Income Tax 495.28 2011-12 CIT(Appeal) Act
(c) According to the records of the Company and information and
explanations given to us, there were no amount due to be transferred to
Investor Education and Protection Fund in accordance with the relevant
provisions of the Companies Act and Rules made there under.
8. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year & in the immediately preceding financial year.
9. In our opinion, on the basis of audit procedure and
according to the information and explanations given to us by the
management, we are of the opinion that the Company has not defaulted in
repayment of dues to banks. The company does not have any dues to
financial institutions or debenture holders. - Read with foot note (b)
of Note No. 2.3.
10. According to the information and explanations given to us,
corporate guarantee has been issued by the company for loan taken by
others {Refer Note No 2.25 (c)} from banks, the terms and conditions
whereof are not, prima facie, prejudicial to the interest of the
company.
11. In our opinion, on the basis of information and explanations given
to us, term loans were applied for the purpose for which these loans
were obtained.
12. Based on the audit procedure performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed about any such instance.
For LODHA & CO.
Chartered Accountants
Firm Registration No. - 301051E
N. K. Lodha
Partner
(Membership No. 85155)
Place : New Delhi
Date : 13th May 2015
Mar 31, 2014
1. Report on the financial statements We have audited the accompanying
financial statements of UMANG DAIRIES LTD., which comprise the balance
sheet as at 31st March 2014, and the statement of the 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.
2. Management''s responsibility for the financial statements
Management is responsible for the preparation of these financial
statements that give a true and the 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 accounting standards referred to in sub section (3C) of
section 211 of the Companies Act, 1956(the Act) read with the General
Circular 15/2013 dated 13th September 2013 of the Ministry of Corporate
Affairs in respect of section 133 of the Companies Act, 2013. This
responsibility includes the design, implementation and maintenance of
internal control relevant to the preparation and presentation of the
financial statements that give a true and fair view and free from
material misstatement, whether due to fraud or error.
3. Auditor''s responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by Institute of Chartered
Accountant of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain the
reasonable assurance about whether the financial statements are free
from material misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including assessment of
risks of material misstatement of the financial statements, whether due
to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on the effectiveness of the company''s
internal control. An audit also includes evaluating the appropriateness
of accounting policies used and the reasonableness of the accounting
estimates made by 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 audit opinion.
Opinion
In our opinion and best to our information and according to the
explanations given to us, the financial statements read together with
notes thereon give the information required by 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 the affairs of the
company as at 31st March 2014,
b. In case of the statement of the profit and loss, of the profit for
the year ended on that date, and
c. In case of the cash flow statement, of the cash flows for the year
ended on that date.
Report on other legal and the regulatory requirements:
1. As required by the Companies (Auditor''s Report) Order, 2003(the
Order) issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give the Annexure a
statement on the, manners specified in the 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 appears from our examination of
those books.
c. The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement referred to in this report are in agreement with the books of
account.
d. In our opinion, the Balance Sheet, Statement of Profit & Loss and
Cash Flow Statement referred to in this report comply with the
Accounting Standards referred to in sub-section (3C) of section 211 of
Companies Act, 1956, read with the General Circular 15/2013 dated 13th
September 2013 of the Ministry of Corporate Affairs in respect of
section 133 of the Companies Act, 2013.
e. On the basis of the written representations received from the
Directors and taken on records by the Board of Directors, we report
that none of the directors of the Company is disqualified as on 31st
March 2014 from being appointed as a Director of the Company in terms
of clause (g) of sub-section (1) of section 274 of the Companies Act,
1956.
ANNEXURE TO THE AUDITORS'' REPORT
(Referred to in paragraph 1 of our Report of even date of Umang Dairies
Limited for the year ended 31st March 2014)
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets except in case of certain assets where the same is in the
process of updation.
(b) As explained to us, the fixed assets have been physically verified
by the Management according to a phased programme designed to cover all
the items over a period of three years (except assets lying with third
parties read with Note No 2.33) which in our opinion is reasonable
having regard to the size of the Company and the nature of its Fixed
Assets. The discrepancies noticed on such physical verification were
not material.
(c) As per the records and information and explanations given to us,
Fixed Assets disposed off during the year were not substantial.
ii. (a) The inventory of the company (except stocks lying with third
parties and in transit), has been physically verified by the Management
at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) On the basis of our examination of the records of the Company, we
are of the opinion that the Company is maintaining proper records of
inventory. (In respect of stock in process, records are updated on
physical verification of stock on periodical basis). The discrepancies
noticed on such physical verification of inventory as compared to book
records were not material.
iii. The company has neither granted nor taken any loans, secured or
unsecured to and from companies, firms or other parties as covered in
the register maintained u/s 301 of the Act. Accordingly, the
provisions of clause 4(iii) (b) to (d), (f) & (g) of the order are not
applicable.
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/ sold/services rendered are of special nature and suitable
alternative sources do not exist for obtaining comparable quotations or
where user departments has shown specific preference, where, as
explained, rates were determined considering the quality, volume,
nature of the items and market conditions prevailing at that time,
there are internal control system commensurate with the size of the
company and nature of its business with regard to the purchase of
Inventory, fixed Assets , services and for the sale of goods/fixed
assets and services where steps have been initiated to strengthen
system further (read with note no 2.33). Based on the audit procedure
performed and information & explanation provided by the management
during the course of our audit, we have not observed and continuing
failure to correct major weakness in internal control system nor been
identified by the management.
v. According to the information and explanations provided by the
management and based upon audit procedures performed, there are no
contracts or arrangements that need to be entered in the register
required to be maintained under Section 301 of the Act. Accordingly
provisions of clause 4(v)(b) of the order are not applicable.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of section 58A, 58AA and rules framed there under
and the directives issued by Reserve Bank of India and other relevant
provision of the Act. We have been informed that no order has been
passed by the Company Law Board or National Company law Tribunal or the
Reserve bank of India or any Court or any other Tribunal in this
regard.
vii. In our opinion, the Company has an internal audit system
commensurate with the size of the company and nature of its business.
viii. We have broadly reviewed the books of accounts required to be
maintained by the company pursuant to the rules made by the Central
Government for the maintenance of cost records under Section 209(1)(d)
of the Act in respect of the Company''s product to which the said rules
are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however, not
made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
ix. (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees State Insurance, Investor Education and
Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
duty, Excise Duty, Cess and other material Statutory dues to the extent
applicable with the appropriate authorities and there are no undisputed
statutory dues payable for a period of more than six months from the
date they became payable as at 31st March, 2014 except Sales Tax of Rs.
2,33,677/-and Mandi tax Rs.6,23,000/-.
(b) According to the records and information and explanations given to
us, there are no dues in respect of Income Tax, Service Tax, Custom
Duty, Wealth Tax and Excise Duty that have not been deposited with the
appropriate authorities on account of any dispute and the dues in
respect of Sales Tax and Cess that have not been deposited with the
appropriate authorities on account of dispute and the Forum where the
dispute is pending are given below:
Name of Statute Nature Amount
of the dues (Rs. in Lac)
Sales Tax Act Sales Tax Demand
/Penalty/Interest 1.78
40.65
3.00
UP Krishi Utpadan Market Fees 162.89
Mandi Samiti including
Adhiniyam''1964 Development Cess
UP Milk Act Cess on Milk 69.25
Name of Statute Period Forum where
dispute is
pending
Sales Tax Act 1994-1995/ Sales Tax
1998-2000 Tribunal
1995-2007 Appellate
Authorities
1995-1996 High Court
UP Krishi Utpadan 1998-1999/ Tribunal
Mandi Samiti 2005-2006
Adhiniyam''1964
UP Milk Act 1994-1996 High Court
x. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
xi. In our opinion, on the basis of audit procedures and according to
the information and explanations given to us by the management, we are
of opinion that the Company has not defaulted in re-payment of dues to
Banks or Financial Institutions or Debenture Holders.
xii. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund /
Society, therefore, the provision of clause 4 (xiii) of the said order
are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments. Accordingly, the provision of clause 4 (xiv) of
the companies (Auditors Report) Order, 2003 (as amended) are not
applicable to the company.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. In our opinion, on the basis of information and explanations given
to us, the term loan was applied for the purpose for which the loan was
obtained.
xvii. On the basis of information and explanations given to us and on
an overall examination of financial statements, we are of the opinion
that, prima facie, no funds raised on short term basis have been used
for long term investment.
xviii. According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to any
parties or companies covered in the register maintained under Section
301 of the Act during the year.
xix. Based on the examination of the documents and records made
available and information and explanations given to us, the Company has
not issued any debentures during the year and there is no outstanding
debentures as at the close of the year.
xx. The Company has not raised any money through public issue during
the year. Therefore, the provisions of clause 4 (xx) of the Order, 2003
is not applicable.
xxi. Based on the audit procedures performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed about any such instance.
For LODHA & CO.
Chartered Accountants
Firm Registration No. - 301051E
N. K. Lodha
Partner
(Membership No. 85155)
Place : New Delhi
Date : 13th May 2014
Mar 31, 2013
1. Report on the financial statements
We have audited the accompanying financial statements of UMANG DAIRIES
LTD., which comprise the balance sheet as at 31st March 2013, and the
statement of the 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.
2. Management''s responsibilitv for the financial statements
Management is responsible for the preparation of these financial
statements that give a true and the 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 accounting standards referred to in sub section (3C) of
section 211 of the Companies Act, 1956("the Act"). This
responsibility includes the design, implementation and maintenance of
internal control relevant to the preparation and presentation of the
financial statements that give a true and fair view and free from
material misstatement, whether due to fraud or error.
3. Auditor''s responsibilitv
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 Institute of Chartered
Accountant of India. Those standards require that we comply with the
ethical requirements and plan and perform the audit to obtain the
reasonable assurance about whether the financial statements are free
from material misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor''s judgment, including assessment of
risks of material misstatement of the financial statements, whether due
to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the company''s preparation and
fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances. An audit also
includes evaluating the appropriateness of accounting policies used and
the reasonableness of the accounting estimates made by 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 audit opinion.
4. Emphasis of Matter
Attention is drawn to note no. 2.34 regarding balances of debtors, cans
(fixed assets) lying with the third parties and current liabilities
(including advances from customers) and secured loans as stated in the
said note are in the process of confirmation/reconciliation.
Opinion
In our opinion and best to our information and according to the
explanations given to us, the financial statements read together with
notes thereon give the information required by 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 the affairs of
the company as at 31st March 2013,
b. In case of the statement of the profit and loss, of the profit for
the year ended on that date, and
c. In case of the cash flow statement, of the cash flows for the year
ended on that date.
Report on other legal and the regulatorv requirements:
1. As required by the Companies (Auditor''s Report) Order,
2003("the Order") issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Act, we give the
Annexure a statement on the, manners specified in the 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 appears from our examination of
those books.
c. The Balance Sheet, Statement of Profit & Loss and Cash Flow
Statement referred to in this report are in agreement with the books of
account.
d. In our opinion, the Balance Sheet, Statement of Profit & Loss and
Cash Flow Statement referred to in this report comply with the
Accounting Standards referred to in sub-section (3C) of section 211 of
Companies Act, 1956;
e. On the basis of the written representations received from the
Directors and taken on records by the Board of Directors, we report
that none of the directors of the Company is disqualified as on 31 st
March 2013 from being appointed as a Director of the Company in terms
of clause (g) of sub-section (l)ofsection 274 of the Companies Act,
1956.
ANNEXURE TO THE AUDITORS'' REPORT
(Referred to in paragraph 1 of our Report of even date of Umang Dairies
Limited for the year ended 31st March 2013)
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets except in case of certain assets the same is in process of
updation of records.
(b) As explained to us, the fixed assets have been physically verified
by the Management according to a phased programme designed to cover all
the items over a period of three years (except assets lying with third
parties read with Note No. 2.34) which in our opinion is reasonable
having regard to the size of the Company and the nature of its Fixed
Assets. The discrepancies noticed on such physical verification were
not material.
(c) As per the records and information and explanations given to us,
Fixed Assets disposed off during the year were not substantial.
ii. (a) The inventory of the company (except stocks lying with third
parties and in transit), has been physically verified by the Management
at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) On the basis of our examination of the records of the Company, we
are of the opinion that the Company is maintaining proper records of
inventory. (In respect of stock in process records are updated on
physical verification of stock on periodical basis). The discrepancies
noticed on such physical verification of inventory as compared to book
records were not material.
iii. The company has neither granted nor taken any loans, secured or
unsecured to and from companies, firms or other parties as covered in
the register maintained u/s 301 of the Act. Accordingly, the
provisions of clause 4(iii) (b) to (d), (f) & (g) of the order are not
applicable.
iv. In our opinion and according to the information and explanations
given to us, having regard to the explanation that some of the items
purchased / sold / services rendered are of special nature and suitable
alternative sources do not exist for obtaining comparable quotation or
where user department has shown specific preference, where, as
explained, rates were determined considering the quality, volume,
nature of the items and market conditions prevailing at that time,
there are internal control system commensurate with size of the company
and nature of its business with regard to the purchase of inventory,
fixed assets, services and for the sale of goods/ fixed assets and
services where steps have been initiated to strengthen system further
(read with note no. 2.34). Based on the audit procedure performed and
information & explanation provided by the management, during the course
of our audit, we have not observed any continuing failure to correct
major weaknesses in internal control system nor been identified by the
management.
v. According to the information and explanations provided by the
management and based upon audit procedures performed, there are no
contracts or arrangements that need to be entered in the register
required to be maintained under Section 301 of the Act. Accordingly
provisions of clause 4(v)(b) of the order are not applicable.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of section 58A, 58AA and rules framed there under
and the directives issued by Reserve Bank of India and other relevant
provision of the Act. We have been informed that no order has been
passed by the Company Law Board or National Company law Tribunal or the
Reserve bank of India or any Court or any other Tribunal in this
regard.
vii. In our opinion, the Company has an internal audit system
commensurate with the size of the company and nature of its business.
viii. We have broadly reviewed the books of accounts required to be
maintained by the company pursuant to the rules made by the Central
Government forthe maintenance of cost records under Section 209(1)
(d) of the Act in respect of the Company''s product to which the said
rules are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however, not
made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
ix. (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees State Insurance, Investor
Education and Protection Fund, Income Tax, Sales Tax, Wealth Tax,
Service Tax, Custom duty, Excise Duty, Cess and other material
Statutory dues to the extent applicable with the appropriate
authorities and there are no undisputed statutory dues payable for a
period of more than six months from the date they became payable as at
31st March, 2013 except Sales Tax of Rs. 2,33,677/-and Mandi tax
Rs.6,23,000/-.
(b) According to the records and information and explanations given to
us, there are no dues in respect of Income Tax, Service Tax, Custom
Duty, Wealth Tax and Excise Duty that have not been deposited with the
appropriate authorities on account of any dispute and the dues in
respect of Sales Tax and Cess that have not been deposited with the
appropriate authorities on account of dispute and the Forum where the
dispute is pending are given below:
Name of Statute Nature Amount Period Fornmwhere
of the dues (R&riLac) dispute is
pending
Sales Tax Act Sales Tax
Demand
/Penalty
/Interest 1.78 1994-1995/ Sales Tax
1998-2000 Tribunal
41.80 1995-2007 Appellate
Authorities
3.00 1995-1996 High Court
UP Krishi
Utpadan Market Fees 162.89 1998-1999/ Tribunal
Mandi Samiti including 2005-2006
Adhiniyam''1964 Development
Cess
UP Milk Act Cess on Milk 69.25 1994-1996 High Court
x. The Company does not have accumulated losses at the end of the
financial year and has not incurred cash losses in the current
financial year and in the immediately preceding financial year.
xi. In our opinion, on the basis of audit procedures and according to
the information and explanations given to us by the management, we are
of the opinion that the Company has not defaulted in re-payment of dues
to Banks or Financial Institutions or Debenture Holders.
xii. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/ Society, therefore, the provision of clause 4 (xiii) of the said
order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments. Accordingly, the provisions of clause 4
(xiv) of the Companies (Auditors Report) Order, 2003 (as amended) are
not applicable to the Company.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. On the basis of information and explanations given to us, the
Company has not availed any term loans during the year.
xvii. On the basis of information and explanations given to us and on
an overall examination of financial statements, we are of the opinion
that, prima facie, no funds raised on shortterm basis have been used
for long term investment.
xviii. According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to any
parties or companies covered in the register maintained under Section
301 of the Act during the year.
xix. Based on the examination of the documents and records made
available and information and explanations given to us, the Company has
not issued any debentures during the year and there is no outstanding
debenture as at the close of the year.
xx. The Company has not raised money through public issue during the
year. Therefore, the provisions of clause 4 (xx) of the Companies
(Auditors Report) Order, 2003 (as amended) are not applicable to the
Company.
xxi. Based on the audit procedures performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed by the management about any such
instance.
For LODHA & CO.
Chartered Accountants
N. K. Lodha
Partner
(Membership No. 85155)
Firm Registration No. 301051E
Place : New Delhi
Date :4th May 2013
Mar 31, 2012
We have audited the attached Balance Sheet of UMANG DAIRIES LIMITED, as
at 31st March 2012, the Profit and Loss Statement and also the Cash
Flow Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with 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 disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
1 As required by the Companies (Auditor's Report) Order, 2003 (as
amended) ("the order") issued by the Central Government of India in
terms of sub- section (4A) of section 227 of the Companies Act, 1956
(the Act) and on the basis of such checks of the books and records of
the company as we considered appropriate and according to the
information and explanations given to us during the course of audit, we
enclose in the Annexure, a statement on the matters specified in the
paragraphs 4 and 5 of the said Order.
2 Further to our comments in the Annexure referred to in Paragraph 1
above, we report that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) The Balance Sheet, Profit and Loss Statement and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit & Loss Statement and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
e) As per the information and explanations given to us, none of the
Directors of the company is disqualified as on 31st March 2012 from
being appointed as a director of the company under clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956. However, all
Directors of the Company are disqualified to be appointed as Director
in any other public Company;
In our opinion and to the best of our information and according to the
explanations given to us, the said accounts read together with Note No.
2.37 and other notes thereon, give the information required by the
Companies Act, 1956 in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India:
i. in the case of Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
ii. in the case of the Profit and Loss Statement, of the profit for
the year ended on that date; and
iii. in the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Referred to in paragraph 1 of our Report of even date of Umang Dairies
Limited for the year ended 31st March 2012)
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, the fixed assets have been physically verified
by the Management according to a phased programme designed to cover all
the items over a period of three years (except assets lying with third
parties read with Note No. 2.37) which in our opinion is reasonable
having regard to the size of the Company and the nature of its Fixed
Assets. The discrepancies noticed on such physical verification were
not material.
(c) As per the records and information and explanations given to us,
Fixed Assets disposed off during the year were not substantial.
ii. (a) The inventory of the company (except stocks lying with third
parties and in transit), has been physically verified by the Management
at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) On the basis of our examination of the records of the Company, we
are of the opinion that the Company is maintaining proper records of
inventory. (In respect of stock in process records are updated on
physical verification of stock on periodical basis). The discrepancies
noticed on such physical verification of inventory as compared to book
records were not material.
iii. The company has neither granted nor taken any loans, secured or
unsecured to and from companies, firms or other parties as covered in
the register maintained u/s 301 of the Act. Accordingly, the provisions
of clause 4(iii) (b) to (d), (f) & (g) of the order are not applicable.
iv. In our opinion and according to the information and explanations
given to us, there is internal control system commensurate with the
size of the Company and the nature of its business (read with Note No.
2.28 and 2.37) for purchases of inventory, fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in internal
control system.
v. According to the information and explanations provided by the
management and based upon audit procedures performed, there are no
contracts or arrangements that need to be entered in the register
required to be maintained under Section 301 of the Act. Accordingly
provisions of clause 4(v)(b) of the order are not applicable.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of section 58A, 58AA and rules framed thereunder and
the directives issued by Reserve Bank of India and other relevant
provision of the Act. We have been informed that no order has been
passed by the Company Law Board or National Company law Tribunal or the
Reserve bank of India or any Court or any other Tribunal in this
regard.
vii. In our opinion, the Company has an internal audit system
commensurate with the size of the company and nature of its business.
viii. We have broadly reviewed the books of accounts required to be
maintained by the company pursuant to the rules made by the Central
Government for the maintenance of cost records under Section 209(1)
(d) of the Act in respect of the Company's product to which the said
rules are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however, not
made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
ix. (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees State Insurance, Investor Education and
Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
duty, Excise Duty, Cess and other material Statutory dues to the extent
applicable with the appropriate authorities and there are no undisputed
statutory dues payable for a period of more than six months from the
date they became payable as at 31st March, 2012Z except Sales Tax of
Rs. 2,33,677/- and Mandi tax Rs.6,23,000/-.
(b) According to the records and information and explanations given to
us, there are no dues in respect of Income Tax, Service Tax, Custom
Duty, Wealth Tax and Excise Duty that have not been deposited with the
appropriate authorities on account of any dispute and the dues in
respect of Sales Tax and Cess that have not been deposited with the
appropriate authorities on account of dispute and the Forum where the
dispute is pending are given below:
Name of Statute Nature Amount period Forum where
of the dues (Rs. in
Lac) dispute is
pending
Sales Tax Act Sales Tax Demand
/Penalty Interest 1.78 1994-95 Sales Tax
1998-2000 Tribunal
41.80 1999-2007 Appellate
Authorities
3.00 1995-96 High Court
UP Krishi
Utpadan Market Fees 162.89 1998-99 Tribunal
Mandi Samiti including 2005-06
Adhiniyam'1964 Development
Cess
UP Milk Act Cess on Milk 69.25 1994-96 High Court
x. The Company's accumulated losses at the end of the financial year
are less than 50% of its net worth. The Company has not incurred cash
losses in the current financial year and in the immediately preceding
financial year.
xi. In our opinion, on the basis of audit procedures and according to
the information and explanations given to us, the Company has not
defaulted in re- payment of dues to Banks, Financial Institutions and
Debenture Holders in view of Rehabilitation Scheme sanctioned by BIFR.
xii. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/ Society, therefore, the provision of clause 4 (xiii) of the said
order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. On the basis of information and explanations given to us, the
Company has not availed any term loans during the year.
xvii. On the basis of information and explanations given to us and on
an overall examination of financial statements, we are of the opinion
that, prima facie, no funds raised on short term basis have been used
for long term investment.
xviii. According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to any
parties or companies covered in the register maintained under Section
301 of the Act during the year.
xix. Based on the examination of the documents and records made
available and information and explanations given to us, the Company has
not issued any debentures during the year.
xx. The Company has not raised money through public issue during the
year.
xxi. Based on the audit procedures performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed about any such instance.
For LODHA & CO.
Chartered Accountants
N. K. Lodha
Partner
(Membership No. 85155)
Firm Registration No. - 301051E
Date : 5th May 2012
Place : New Delhi
Mar 31, 2011
We have audited the attached Balance Sheet of UMANG DAIRIES LIMITED, as
at 31st March 2011, the Profit and Loss Account and also the Cash Flow
Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with 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 disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
1 As required by the Companies (Auditor's Report) Order, 2003 (as
amended) ( the order ) issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Companies Act, 1956
(the Act) and on the basis of such checks of the books and records of
the company as we considered appropriate and according to the
information and explanations given to us during the course of audit, we
enclose in the Annexure, a statement on the matters specified in the
paragraphs 4 and 5 of the said Order.
2 Further to our compients in the Annexure referred to in Paragraph 1
above, we report that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards referred to in sub-section (3C) of section 211 of the
Companies Act, 1956;
e) As per the information and explanations given to us, none of the
Directors of the company is disqualified
as on 31st March 2011 from being appointed as a director of the company
under clause (g) of sub-section (1) of Section 274 of the Companies
Act, 1956. However, all Directors of the Company are disqualified to be
appointed as Director in any other public Company;
f) Attention is invited to:
i. Note No. B7 of Schedule 16 regarding preparation of accounts on the
basis of Going Concern Concept despite negative networth.
ii. Note No. B13 of Schedule 16 regarding management perception about
recoverable amount of fixed assets of the company being more than
carrying amount as stated in said note.
g) Attention is further invited to Note no. Bib of Schedule 7 6
regarding certain balances of debtors, loans & advances and current
liabilities (including advance from customers) and secured loans are in
the process of confirmation/reconciliation as stated in said note
(impact unascertained).
We further report that the profit for the year, debit balance of profit
& loss account, balances of debtors, loans & advances, current
liabilities (including advances from customers) and secured loans are
without considering the impact of item mentioned in para 2(g) above,
the effect of which could not be determined.
Subject to the foregoing, in our opinion and to the best of our
information and according to the explanations given to us, the said
accounts read together with notes thereon, give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
i) In the case of Balance Sheet, of the state of affairs of the Company
as at 31st March, 2011;
ii) In the case of the Profit and Loss Account, of the profit for the
year ended on that date; and
iii) In the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS' REPORT
(Referred to in paragraph 1 of our Report of even date of Umang Dairies
Limited for the year ended 31st March 2011)
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, the fixed assets have been physically verified
by the Management according to a phased programme designed to cover all
the items over a period of three years which in our opinion is
reasonable having regard to the size of the Company and the nature of
its Fixed Assets. The discrepancies noticed on such physical
verification were not material.
(c) As per the records and information and explanations given to us,
Fixed Assets disposed off during the year were not substantial.
ii. (a) The inventory of the company (except stocks lying with third
parties and in transit), has been physically verified by the Management
at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) On the basis of our examination of the records of the Company, we
are of the opinion that the Company is maintaining proper records of
inventory. (In respect of stock in process records are updated on
physical verification of stock on periodical basis). The discrepancies
noticed on such physical verification of inventory as compared to book
records were not material.
iii. The company has neither granted nor taken any loans, secured or
unsecured to and from companies, firms or other parties as covered in
the register maintained u/s 301 of the Act. Accordingly, the provisions
of clause 4(iii) (b) to (d), (f) & (g) of the order are not applicable.
iv. In our opinion and according to the information and explanations
given to us, there is internal control system commensurate with the
size of the Company and the nature of its business (read with note No.
5 of Schedule 16B) for purchases of inventory, fixed assets and for the
sale of goods and services. During the course of our audit, we have not
observed any continuing failure to correct major weaknesses in internal
control system.
v. According to the information and explanations provided by the
management and based upon audit procedures performed, there are no
contracts or arrangements that need to be entered in the register
required to be maintained under Section 301 of the Act. Accordingly
provisions of clause 4(v)(b) of the order are not applicable.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of section 58A, 58AA and rules framed thereunder and
the directives issued by Reserve Bank of India and other relevant
provision of the Act. We have been informed that no order has been
passed by the Company Law Board or National Company law Tribunal or the
Reserve Bank of India or any Court or any other Tribunal in this
regard.
vii. In our opinion, the Company has an internal audit system
commensurate with the size of the company and nature of its business.
viii. We have broadly reviewed the books of accounts required to be
maintained by the company pursuant to the rules made by the Central
Government for the maintenance of cost records under Section 209(1 )(d)
of the Act in respect of the Company's product to which the said rules
are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however,
not made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
ix. (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees State Insurance, Investor Education and
Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
duty, Excise Duty, Cess and other material Statutory dues to the extent
applicable with the appropriate authorities and there are no undisputed
statutory dues payable for a period of more than six months from the
date they became payable as at 31 st March, 2011 except Sales Tax of
Rs. 2,33,677/-and Mandi tax Rs.6,23,000.
(b) According to the records and information and explanations given to
us, there are no dues in respect of Income Tax, Service Tax, Custom
Duty, Wealth Tax and Excise Duty that have not been deposited with the
appropriate authorities on account of any dispute and the dues in
respect of Sales Tax and Cess that have not been deposited with the
appropriate authorities on account of dispute and the Forum where the
dispute is pending are given below:
Name of Statute Nature Amount Period Forum where
of the dues (Rs. in Lacs) dispute is
pending
Sales Tax Act Sales Tax
Demand
/Penalty
Interest 1.78 1994-95 Sales Tax
1998-2000 Tribunal
83.95 1995-2007 Appellate
Authorities
3.00 1995-96 High Court
UP Krishi
Utpadan Market Fees 162.89 1998-99 Tribunal
Mandi Samiti including 2005-06
Adhiniyam'1964 Development
Cess
UP Milk Act Cess on Milk 69.25 1994-96 High Court
x. The Company's accumulated losses at the end of the financial year
are more than 50% of its net worth. The Company has not incurred cash
losses in the current financial year and has incurred cash losses in
the immediately preceding financial year (without considering impact of
rehabilitation scheme refer note no. BI of schedule 16).
xi. In our opinion, on the basis of audit procedures and according to
the information and explanations given to us, the Company has not
defaulted in re-payment of dues to Banks, Financial Institutions and
Debenture Holders in view of Rehabilitation Scheme as stated in note
no. B1 of Schedule 16.
xii. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. The Company is not a Chit Fund or a Nidhi / Mutual Benefit
Fund/Society, therefore, the provision of clause 4 (xiii) of the said
order are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company is not dealing in or trading in shares,
securities, debentures and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. On the basis of information and explanations given to us, the
Company has not availed any term loans during the year, refer note no.
B1 of Schedule 1 6.
xvii.On the basis of information and explanations given to us and on an
overall examination of financial statements, we are of the opinion
that, prima facie, no funds raised on short term basis have been used
for long term investment other than as stated at note no. B14 of
Schedule 16.
xviii.According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to any
parties or companies covered in the register maintained under Section
301 of the Act during the year.
xix. Based on the examination of the documents and records made
available and information and explanations given to us, the Company has
not issued any debentures during the year, this is to be read with note
no. B1 of Schedule 16.
xx. The Company has not raised money through public issue during the
year.
xxi. Based on the audit procedures performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed about any such instance.
For LODHA & CO.
Chartered Accountants
(N.K. LODHA)
Partner
Place: New Delhi (Membership No. 85155)
Date: 25th May 2011 Firm Registration No. - 301051E
Mar 31, 2010
We have audited the attached Balance Sheet of UMANG DAIRIES LIMITED, as
at 31st March 2010, the Profit and Loss Account and also the Cash Flow
Statement for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with 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 disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
our opinion.
1 As required by the Companies (Auditors Report) Order, 2003 (as
amended) ("the order") issued by the Central Government of India in
terms of sub-section (4A) of section 227 of the Companies Act, 1956
(the Act) and on the basis of such checks of the books and records of
the Company as we considered appropriate and according to the
information and explanations given to us during the course of audit, we
enclose in the Annexure, a statement on the matters specified in the
paragraphs 4 and 5 of the said Order.
2 Further to our comments in the Annexure referred to in Paragraph 1
above, we report that:
a) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
audit;
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as appears from our examination of those
books;
c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account;
d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this
report comply with the Accounting Standards referred to in sub-section
(3C) of section 211 of the Companies Act, 1956;
e) As per the information and explanations given to us, none of the
Directors of the Company is disqualified as on 31st March 2010 from
being appointed as a director of the Company under clause (g) of sub-
section (1) of Section 274 of the Companies Act, 1956. However, all
Directors of the Company are disqualified to be appointed as Director
in any other public Company;
f) Attention is invited to:
i. Note No. B7 of Schedule 16 regarding preparation of accounts on the
basis of "Going Concern Concept" despite negative networth.
ii. Note No. B13 of Schedule 16 regarding management perception about
recoverable amount of fixed assets of the Company being more than
carrying amount as stated in said note.
g) Attention is further invited to Note no. BI6 of Schedule 16
regarding certain balances of debtors, loans & advances and current
liabilities (including advance from customers) and secured loans are in
the process of confirmation/reconciliation as stated in said note
(impact unascertained).
Subject to the foregoing, in our opinion and to the best of our
information and according to the explanations given to us, the said
accounts read together with notes thereon, give the information
required by the Companies Act, 1956 in the manner so required and give
a true and fair view in conformity with the accounting principles
generally accepted in India:
i) in the case of 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 for the year
ended on that date; and
iii) in the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS REPORT
(Referred to in paragraph 1 of our Report of even date of Umang Dairies
Limited for the year ended 31st March 2010)
i. (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) As explained to us, the fixed assets have been physically verified
by the Management according to a phased programme designed to cover all
the items over a period of three years which in our opinion is
reasonable having regard to the size of the Company and the nature of
its Fixed Assets. The discrepancies noticed on such physical
verification were not material.
(c) As per the records and information and explanations given to us,
Fixed Assets disposed off during the year were not substantial.
ii. (a) The inventory of the Company (except stocks lying with third
parties and in transit), has been physically verified by the Management
at reasonable intervals.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the Company and nature of its business.
(c) On the basis of our examination of the records of the Company, we
are of the opinion that the Company is maintaining proper records of
inventory. (In respect of stock in process, records are updated on
physical verification of stock on periodical basis). The discrepancies
noticed on such physical verification of inventory as compared to book
records were not material.
iii. The Company has neither granted nor taken any loans, secured or
unsecured to and from companies, firms or other parties as covered in
the register maintained u/s 301 of the Act. Accordingly, the provisions
of clause 4(iii) (b) to (d), (f) & (g) of the order are not applicable.
iv. In our opinion and according to the information and explanations
given to us, there is internal control system commensurate with the
size of the Company and the nature of its business (read with note No.
5 of Schedule 16B) for purchases of inventory, fixed assets and for the
sale of goods and services. During the course of our audit,
we have not observed any continuing failure to correct major weaknesses
in internal control system.
v. According to the information and explanations provided by the
management and based upon audit procedures performed, there are no
contracts or arrangements that need to be entered in the register
required to be maintained under Section 301 of the Act. Accordingly
provisions of clause 4(v)(b) of the order are not applicable.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits from the public
within the meaning of section 58A, 58AA and rules framed thereunder and
the directives issued by Reserve Bank of India and other relevant
provision of the Act. We have been informed that no order has been
passed by the Company Law Board or National Company Law Tribunal or the
Reserve Bank of India or any Court or any other Tribunal in this
regard.
vii. In our opinion, the Company has an internal audit system
commensurate with the size of the Company and nature of its business.
viii. We have broadly reviewed the books of accounts required to be
maintained by the Company pursuant to the rules made by the Central
Government for the maintenance of cost records under Section 209(1 )(d)
of the Act in respect of the Companys product to which the said rules
are made applicable and are of the opinion that, prima facie, the
prescribed records have been made and maintained. We have, however,
not made a detailed examination of the said records with a view to
determine whether they are accurate or complete.
ix. (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees State Insurance, Investor Education and
Protection Fund, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
duty, Excise Duty, Cess and other material Statutory dues to the extent
applicable with the appropriate authorities and there are no undisputed
statutory dues payable for a period of more than six months from the
date they became payable as at 31s1 March, 2010 except Sales Tax of Rs.
2,33,677 and Mandi tax Rs. 6,23,000 .
(b) According to the records and information and explanations given to
us, there are no dues in respect of Income Tax, Service Tax, Custom
Duty, Wealth Tax
and Excise Duty that have not been deposited with the appropriate
authorities on account of any dispute and the dues in respect of Sales
Tax and Cess that have not been deposited with the appropriate
authorities on account of dispute and the Forum where the dispute is
pending are given below:
Name of Statute Nature of the Amount Period Forum where
dues (Rs.Aacs) dispute is
pending
Sales Tax Act Sales Tax Demand/ 1.78 1994-1995/ Sales Tax
Penalty Interest 1998-2000 Tribunal
83.95 1995-2007 Appellate
Authorities
3.00 1995-1996 High Court
UP Krishi Utpadan Market Fees 162.89 1998-1999/ Tribunal
Mandi Samiti including 2005-2006
Adhiniyam1964 Development Cess
UP Milk Act Cess on Milk 69.25 1994-1996 High Court
x. The Companys accumulated losses at the end of the financial year
are more than 50% of its net worth. The Company has incurred cash
losses in the current financial year (without considering impact of
Rehabilitation Scheme refer note no. B1 of schedule 16) and also in the
immediately preceding financial year.
xi. In our opinion, on the basis of audit procedures and according to
the information and explanations given to us, the Company has not
defaulted in re-payment of dues to Banks, Financial Institutions and
Debenture Holders in view of Rehabilitation Scheme as stated in note
no. B1 of Schedule 16.
xii. According to the information and explanations given to us, the
Company has not granted any loans and advances on the basis of security
by way of pledge of shares, debentures and other securities.
xiii. The Company is not a Chit Fund or a Nidhi / Mutual Benefit Fund
/Society, therefore, the provision of clause 4 (xiii) of the said order
are not applicable to the Company.
xiv. According to the information and explanations given to us, the
Company is not dealing in or trading in shares, securities, debentures
and other investments.
xv. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from
banks or financial institutions.
xvi. On the basis of information and explanations given to us, the
Company has not availed any term loans during
the year read with note no B1 of Schedule 16.
xvii. On the basis of information and explanations given to us and on
an overall examination of financial statements, we are of the opinion
that, prima facie, no funds raised on short term basis have been used
for long term investment other than as stated at note no. B14 of
Schedule 16.
xviii. According to the information and explanations given to us, the
Company has not made any preferential allotment of shares to any
parties or companies covered in the register maintained under Section
301 of the Act during the year.
xix. Based on the examination of the documents and records made
available and information and explanations given to us, the Company has
not issued any debentures during the year, this is to be read with note
no B1 of Schedule 16.
xx. The Company has not raised money through public issue during the
year.
xxi. Based on the audit procedures performed and on the basis of
information and explanations provided by the management, no fraud on or
by the Company has been noticed or reported during the course of our
audit nor we have been informed about any such instance.
For LODHA & CO.
Chartered Accountants
(N.K. LODHA)
Partner
Place : New Delhi Firm Registration No. - 301051E
Date : 28th May 2010 (Membership No. 85155)
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