| We have audited the accompanying financial statement of SM Energy
Teknik& Electronics Ltd. ("the Company") which comprises the Balance
Sheet as at March 31,2015, the statement of Profit and Loss and Cash
flow statement for the period then ended and a summary of significant
accounting policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act,2013 ("the Act") with respect to
the preparation of these financial statements that give a true and fair
view of the financial position, financial performance and cash flows of
the Company in accordance with the accounting principles generally
accepted in India, including the Accounting Standards specified under
section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rule,2014 (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, preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgements 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 require to be included in the Audit Report under the
provisions of the Act and 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 procedure to obtain audit evidence about
the amounts and disclosures in the financial statement. The procedures
selected depend on the auditors judgment, including the assessment of
the risks of material misstatement of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor
considers internal 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 control
system over financial reporting and the operating effectiveness of such
control . An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the Company's Director, as well as evaluating the
overall presentation of the financial statement.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the
explanations given to us, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view in conformity with the accounting principles generally accepted in
India.
(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 period ended on that date; and c In the case of the Cash Flow
statement, of the cash flows for the period ended on that date.
Emphasis of Matter
We draw attention to Note no. 2.17 of the Financial Statements
regarding the losses incurred by the Company resulting in liability
exceeding the assets of the Company and regarding the preparation of
financial statements on a going concern basis for reasons stated
therein. Our opinion is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2015 ("the
Order") issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the Order
to the extent applicable.
2. As required by section 143(3) of the Act, we report, to the extent
applicable, that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
audit.-
(b) In our opinion, proper books of account as required by law have
been kept by the Company so far as 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 Balance Sheet, Statement of Profit and Loss and
Cash Flow Statement comply with the Accounting Standards specified
under Section 133 of the Act read with Rules 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; and
(f) with respect to the other matter to be included in Auditor Report
in accordance with Rule 11 of the Companies ( Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanation given to us,
(i) The company has disclosed the impact of pending litigationon its
financial position in its financial statements- Refer Note no. 2.23.;
(ii) The Company did not have any long term contracts including
derivative contracts for which there were any material foreseeable
losses;
(iii) There were no amounts which were required to be transferred to
the Investor Education and Protection Fund by the Company.
ANNEXURE TO AUDITORS' REPORT
Referred to in Paragraph 1 under "Reports on Other Legal and Regulatory
Requirements" in the Independent Auditors' Report of even date to the
members of SM Energy Teknik& Electronics Limited, ('the Company') on
the Balance Sheet for the period ended as on March 31,2015 we report
that:
(i)(a) The Company has maintained proper records, showing full
particulars including quantitative details and situation of
its fixed assets.
(b) We are informed that most of the fixed assets have been physically
verified by the management during the period and that no material
discrepancies were noticed on such physical verification. In our
opinion, the frequency of such verification is reasonable having
regards to the size of the Company and nature of its assets.
(ii) The company does not have any inventory hence clause (ii) is not
applicable.
(iii) During the period the Company has not granted any
unsecured/secured loans to companies, firms or other parties covered
in the register maintained under section 189 of the Act. Therefore the
provisions of Clause 3(iii)(a) and (iii)(b) of the Order are not
applicable to the Company
(iv) In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regard to purchase of inventory and fixed assets and for
the sale of goods and services. During the course of our audit, No
major instance of continuing failure to correct any weakness in the
internal controls.
(v) The Company has not accepted any deposits from the public within
the meaning of Section 73, 74, 75 and 76 of the Act and the rules
framed there under to the extent notified.
(vi) We are informed that the Central Government has not prescribed
maintenance of cost records under sub-section (1) of Section 148 of the
Act for any of the products of the company.
(vii) (a) The Company is regular in depositing with appropriate
authorities undisputed statutory dues in respect of Provident
Fund, Employees' State Insurance, Income Tax, Sales Tax, Excise Duty,
Cess and any other statutory dues except the service tax.
According to the information and explanations given to us, no
undisputed amounts payable in respect of the aforesaid dues were
outstanding as at March 31,2015 for a period of more than six months
from the date of becoming payable except an amount of Rs. 289 thousand
towards Service Tax.
(b) As informed by the Management, the Company is confident for
securing relief as per explanation provided under Note No. 2.23 (a) in
case of Income Tax liability. As regards to demand in relation to
Central Excise the Company has made the application for set-off as per
applicable Foreign Trade Regulations as per explanation provided under
Note No. 2.23 (b).
(c) As per the records of the company and according to the information
and explanations given to us, no amount is required to be transferred
to Investor Education and Protection Fund(IEPF). In accourdance with
the provision of Section 205C of the Companies Act,1956 read with the
IEPF (Awareness and Protection of Investors) Rules,2001.
(viii) The accumulated losses of the Company are more than fifty
percent of its net worth. The company has not incurred cash losses
during the financial period covered by our audit and also not incurred
cash losses in the immediately preceding financial period.
(ix) According to the information and explanations given to us, the
Company has not defaulted in repayment of dues to financial institution
or banks or debenture holders.
(x) As per information and explanation given to us, the Company has not
issued any guarantees for loan taken by others from banks/financial
institutions.
(xi) No term loans were raised by the Company during the period.
(xii) In our opinion and according to the information and explanations
given to us, We have not come across any instance of fraud on or by the
company, and no fraud was noticed or reported during the year by the
management.
For Koshal & Associates
Chartered Accountants
Firm Registration No.121233W
Koshal Maheshwari
Place : Mumbai Proprietor
Dated : 27th May, 2015 Membership No. 43746
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