| We have audited the accompanying financial statements of M/s. Trans
Medicare Ltd, which comprise the Balance Sheet as at March 31, 2015,
the Statement of Profit and Loss and Cash Flow Statement for the year
ended on that date and a summary of significant accounting policies and
other explanatory information.
Management's Responsibility for the Financial Statement
The management and Board of Directors of the company are 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
includes maintenance of adequate accounting records in accordance with
the provision of the Act for safeguarding of the assets of the Company
and for preventing and detecting the 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 control,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We have taken into account the
provisions of the Act, the accounting and auditing standards and
matters which are required to be included in the audit report under the
provisions of the Act and the Rules made thereunder. We conducted our
audit in accordance with the Standards on Auditing specified under
section 143(10) of the Act. Those Standards require that we comply with
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor's judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's
preparation of the financial statements, that give true and fair view in
order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on
whether the company has in place an adequate internal financial controls
system over financial reporting and the operating effectiveness of such
controls.
An audit also includes evaluating the appropriateness of accounting
policies used and the reasonableness of the accounting estimates made
by Company's management and Board of Directors, as well as evaluating
the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Basis for Qualified Opinion
(1) Reference is invited to Note 5 of the financial statements, The
Company has not provided the interest on secured loans taken from the
Maharashtra State Financial Corporation for the year ended 31st March
2015 and for the previous financial years, since the company is
pursuing the matter for one time settlement.
"Under accounting principles generally accepted in India, the company
should have made a provision for interest expense. We are unable to
quantify the provision for interest as we are not provided with the
rate of interest and the period for which interest provision is not
made. Had the company made a provision for the same, the current year
profit would have been lower by the provision interest amount".
(2) Reference is invited to Note 8 of the financial statements, the
Company has the trade investment in one of its associated company
'Trans Gel Industries Limited'. The investee company is continuously
making losses since the last few years. Net book value of investments
is negative as per the last audited balance sheet as on 31.03.2014.
"We are unable to ascertain the amount of impairment for this asset due
to lack of sufficient information in relation to realisable value of
this investment. Had the Company made a provision for the same, the
profit for the period would have been lower by the provision for
impairment amount."
Qualified Opinion
In our opinion and to the best of our information and according to the
explanations given to us, except for the possible effects of the
matters described in the Basis for Qualified Opinion paragraph, the
financial statements give the information required by the Act in the
manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India.
a) In the case of the Balance Sheet, of the state of affairs of the
Company as at March 31, 2015;
b) In the case of the Statement of Profit and Loss, of the loss for the
year ended on that date; and
c) In the case of the Cash Flow Statement, of the cash flows for the
year ended on that date.
Report on Other Legal and Regulatory Requirements:
1. As required by the Companies (Auditor's Report) Order, 2015 (as
amended) ("the Order") issued by the Central Government of India in
terms of sub-section (11) of section 143 of the Act, we give in the
Annexure a statement on the matters specified in paragraphs 3 of the
Order to the extent applicable.
2 As required by section 143(3) of the Act, we further report that:
a) We have sought and obtained all the information and explanations
which to the best of our knowledge and belief were necessary for the
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 and Loss, and 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
applicable accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014;
e) On the basis of written representations received from the directors
as on March 31, 2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2015, from being
appointed as a director in terms of Section 164(2) of the Act;
f) In our opinion and to the best of our information and according to
the explanations given to us, we report as under with respect to other
matters to be included in the Auditor's Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014:
(i) The Company does not have pending litigations which would impact
its financial position.
(ii) The Company did not have any long-term contracts including
derivative contracts; as such the question of commenting on any
material foreseeable losses thereon does not arise.
(iii) There have been no occasions in case of the company during the
year under report to transfer any sums to the Investor Education and
Protection Fund.
ANNEXURE TO AUDITORS' REPORT
Referred to in paragraph (1) under the heading "Report on other Legal
and Regulatory Requirements" of our report of even date on the
financial statements for the year ended March 31st 2015 of TRANS
MEDICARE LIMITED
On the basis of such checks as we considered appropriate and according
to the information and explanations given to us during the course of our
audit, we report that:
(i) (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
asset;
(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. In accordance with this programme, certain
fixed assets were verified during the year and no material discrepancies
were noticed on such verification. In our opinion, this periodicity of
physical verification is reasonable having regards to the size of the
company and the nature of its assets;
(ii) (a) In the absence of inventory, it is not required to report as
per paragraph 3 Clause (ii) of the said order.
(iii) As informed, the company has not granted any loans, secured or
unsecured to companies, firms or other parties covered in the register
maintained under section 189 of the Companies Act.
(iv) In our opinion and according to the information and explanations
given to us, there is adequate internal control system commensurate
with the size of the company and the nature of its business, for the
purchase of fixed assets and for the sale of services. Further, on the
basis of our examination of the books and records of the company and
according to the information and explanations given to us, no major
weakness has been noticed or reported.
(v) In our opinion and according to the information and explanation
given to us, the company has not accepted any deposits from the public
covered under section 73 to 76 of the Companies Act, 2013.
(vi) The company is not required to maintain the cost records as
specified by the Central Government under sub-section (1) of section
148 of the Companies Act, 2013.
(vii) (a) According to the information and explanations given to us and
on the basis of our examination of the records of the company, amounts
deducted/accrued in the books of account in respect of undisputed
statutory dues including Provident Fund, Income Tax, Sales Tax, Wealth
Tax, Service Tax, Duty of Customs, Value added tax, cess and other
material statutory dues have not been regularly deposited during the
year by the company with the appropriate authorities.
According to the information and explanations given to us, the
following are the undisputed amounts payable in respect of Provident
Fund, Income T ax, Wealth T ax, Service T ax, Sales
Tax, Duty of Customs, Excise Duty, Value added tax and Other material
statutory dues were in arrears as at March 31, 2015 for a period of
more than six months from the date they became payable.
Sl.No. Nature of the dues Amount (Rs)
17 TDS 54,539/-
(b) According to the information and explanations given to us, the
following are no disputed dues relating to Wealth tax, Duty of Customs
and Cess which have not been deposited with the appropriate authorities
on account of any dispute.
(c) According to the information and explanations given to us there are
no amounts which were required to be transferred to the Investor
Education and Protection Fund in accordance with the relevant
provisions of the Companies Act, 2013and rules there under.
(viii) The Company has accumulated losses at the end of the financial
year exceeding 50% of its net worth and has incurred cash losses in the
financial year and has incurred cash losses in the immediately
preceding financial year.
(ix) In our opinion and according to the information and explanations
given to us, the Company has defaulted in repayment of its dues to the
financial institution including interest and principal as on 31st March
2015.
SI. Name of the bank/institution Amount (Rs.) Due since
No.
IT MAHARASHTRA STATE FINANCIAL 13,27,01,361/ Since 1992
CORPORATION -
(x) According to the information and explanations given to us, the
company has given the following guarantees for loans taken by others
from banks, and financial institutions
SI. Name of the Date of Name of the Amount Status
No. Associated guarantee lender of loan
company
(borrower)
Nandini Industries 24-12-2013 SBI 89.50crore
1 India Pvt Ltd s NPA
Techtrans 38.52crore
Construction 18-06-2013 SBI s NPA
2 India Pvt Ltd
refer note no.15 of notes to accounts.
(xi) In our opinion, the term loans have been applied for the purpose
for which they were raised.
(xii) According to the information and explanations given to us, no
material fraud on or by the company has been noticed or reported during
the course of our audit.
For B. Srinivasa Rao & Co.,
Chartered Accountants
Firm Reg. No:008763S
sd/-
CA B. SRINIVASA RAO)
PARTNER
M.No:205449
Place : Hyderabad
Date : 30/05/2015
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