| We have audited the accompanying financial statements of M/s. Warner
Multimedia Limited, which comprise the Balance Sheet as at 31st March
2014, the Statement of Profit and Loss and the Cash Flow Statement for
the year then ended, and a summary of the significant accounting
policies and other explanatory information.
Management's Responsibility for the Financial Statements
The Company's Management is responsible for the preparation of these
financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in
accordance with the Accounting Standards notified under the Companies
Act, 1956 (the Act) 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 and in accordance with the
accounting principles generally accepted in India. This responsibility
includes the design, implementation and maintenance of internal control
relevant to the preparation and presentation of the financial
statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
Auditors' Responsibility
Our responsibility is to express an opinion on these financial
statements based on our audit. We conducted our audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India. Those Standards require that we comply with the
ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor's judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers the internal control relevant to the
Company's preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances. 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 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 31st March 2014;
b) in the case of the Statement of Profit and Loss, of the Loss of the
Company for the year ended on that date, and
c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2003("the
Order") issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 4 and 5 of the Order.
2. As required by Section 227(3) of the Act, we report that:
(a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the 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, Statement of Profit and Loss, and the Cash Flow
Statement dealt with by this Report are in agreement with the books of
account.
(d) In our opinion, the Balance Sheet, the Statement of Profit and
Loss, and the Cash Flow Statement comply with Accounting Standards
notified under the Act read with the General Circular 15/2013 dated 13
th 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 as on 31st March 2014 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March 2014
from being appointed as a director in terms of clause (g) of
sub-section (1) of section 274 of the Act.
(Referred to in Paragraph 1 of our report of even date)
1. a. The Company has maintained proper books of records showing full
particulars including quantitative details and situations of fixed
assets.
b. As per the information and explanations given to us, the Company
has carried out physical verification of fixed assets during the year.
In our opinion, the frequency of such verification is reasonable.
c. In our opinion and according to the information and explanation
given to us, the Company has made substantial disposal during the year
incurring huge losses on such sale.
d. The procedure of physical verification of stock & securities
followed by management are reasonable and adequate in relation to the
size of the Company nature of its business.
e. The Company has maintained proper record of Inventories. No
discrepancies noticed on physical verification of Investments as
compared to the books & records.
2. The Company does not have any inventories. Accordingly the Clause
4(ii) of the Companies, (Auditors' Report) Order 2003 is not
applicable.
3. a. According to the information and explanation given to us and on
the basis of records furnished before us, the Company has not granted
any loans, secured or unsecured to Companies, firms or other parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
b. In view of above, Clause 4(iii)(a),(b),(c) and (d) of Companies
(Auditors' Report) Order, 2003 are not applicable.
c. According to the information and explanation given to us and on the
basis of records furnished before us for the verification, the Company
has not taken any loans, secured or unsecured from Companies, firms or
other parties covered in the register maintained under section 301 of
the Act.
d. In view of above, clause 4(iii)(e), (f) and (g) of Companies
(Auditors' Report) Order, 2003 are not applicable.
4. In our opinion and according the information & explanations given
to us, there are adequate internal control procedures commensurate with
the size of the Company and nature of business with regard to purchase
and sales. During the course of our Audit, we have not observed any
continuing failure to correct major weakness of internal audit.
5. a. In our opinion and according the information & explanations
given to us, the particulars of contract or arrangements that were
required to be entered in the register maintained under Section 301 of
the Companies Act 1956 have been so entered in the said register.
b. In respect of transactions entered exceeding the value of five Lac
in the register maintained in pursuance of Section 301 of the Companies
Act 1956, according to information and explanation given to us, the
transactions made pursuance of such contracts or arrangements have been
made at prices which are prima-facie reasonable having regard to
prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public in the
current year; hence Clause 4(vi) of Companies (Auditors' Report) Order
2003 is not applicable.
7. In our opinion, the Company has an internal audit system
commensurate with its size and the nature of its business.
8. We are informed that the Central Government has not prescribed
maintenance of cost records under section 209(1)(d) of the Companies
Act 1956 in respect of products dealt with by the Company.
9. (a) In our opinion and according to the information and
explanations given to us, undisputed statutory dues including Provident
Fund, Investors' Education & Protection Fund, Employees State Insurance
Scheme, Income Tax, Sales Tax, Wealth Tax, Custom Duty, Excise Duty,
CESS and any other statutory dues have been regularly deposited in time
during the year with appropriate authorities and there are no
undisputed statutory dues payable for a period of six months from the
date they became payable as at 31st March 2014.
(b) According to the information and explanation given to us, except
for disputed Sales tax dues and Income Tax dues as detailed below there
are no disputes pending before the authorities in respect of Sales Tax,
Income Tax, Custom Duty and CESS.
10. The Company is having accumulated Losses of Rs. 2556.31 Lac.
Further the Company has incurred losses of Rs. 12.52 Lac during the
year on account of sale of un-quoted shares
11. According to the records made available to us and information and
explanation given to us by the management, the Company has not
defaulted in repayment of any dues to financial institutions or banks.
12. According to the information and explanations given to us, the
Company has not granted any loans & advances on the basis of security
by way of pledge of shares, debentures and other securities.
13. In our opinion, the Company is not chit fund, nidhi, mutual fund
and societies and accordingly clause 4(xiii) of Companies (Auditors'
Report) Order, 2003 is not applicable.
14. In our opinion and according to the information and explanations
given to us, the Company has maintained proper records of transactions
and contracts relating to dealing in shares, securities and other
investments during the year and timely entries have been made therein.
Further, such securities have been held by the Company in its own name
or are in the process of transfer in its name, except to the extent of
the exemption granted section 49 of the Act.
15. In our opinion and according to the information and explanations
given to us, the Company has not given guarantees for loans taken by
others from Banks & Financial Institutions. Accordingly Clause 4(xv) of
Companies (Auditors' Report) Order, 2003 is not applicable.
16. In our opinion and according to the information and explanations
given to us, the Company has not obtained any Term Loan. Accordingly
Clause 4(xvi) of Companies (Auditors' Report) Order, 2003 is not
applicable.
17. According to the information and explanations given to us and on
the basis of and overall examination of the Balance Sheet of the
Company, no funds raised on short term basis have been utilized for
long term investment and vice versa.
18. The company has not made preferential allotment of shares to
parties and/or to the companies covered in the register maintained
under section 301 of the Companies Act 1956.Therefore, the provisions
of clause 4(xviii) of the Companies (Auditors Report) Order, 2003 are
not applicable to the Company.
19. During the period, the Company has not issued unsecured debentures
on private placement basis and therefore, the provisions of clause
4(xix) of the Companies (Auditors Report) Order, 2003 are not
applicable to the Company.
20. The Company has not raised any money through public issue during
the year and therefore, the provisions of clause 4(xx) of the Companies
(Auditors Report) Order, 2003 are not applicable to the Company.
21. During the course of examination of the books and records of the
Company, carried out in accordance with generally accepted auditing
practices in India, and according to the information and explanation
given to us, we have neither come across any instance of fraud on or by
the Company noticed or reported during the period nor we have been
informed of such instances by the management.
For B. S. Kedia & Co.
Chartered Accountants
ICAI Registration No. 317159E
Place : Kolkata
Date : May 29, 2014
Vikash Kedia
Partner
Membership No. 066852 | 