| We have audited accompanying financial statements of BIRLA SHLOKA
EDUTECH LIMITED ("the Company"), which comprise the Balance Sheet as at
March 31, 2015, the Statement of Profit and Loss, Cash Flow Statement
for the year then ended, and a summary of the significant accounting
policies and other explanatory information.
Management' Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated
in section 134(5) of the Companies Act, 2013 ("the Act") with respect
to the preparation of these standalone 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 of the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the 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 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 financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
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 31 March, 2015, and its loss 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, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the said
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
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 Cash Flow
Statement dealt with by this report are in agreement with the books of
account.
d) In our opinion, the aforesaid Standalone 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 March 31, 2015 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) 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 does not
have any pending litigation which would impact financial position.
(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.
(Referred to in paragraph 1 under Report on Other Legal and Regulatory
Requirements section of our report of even date on the accounts of
BIRLA SHLOKA EDUTECH LIMITED for the year ended March 31, 2015)
(i) (a) The Company has generally maintained proper records showing
full particulars including quantitative details and situation of fixed
assets.
(b) As informed and explained to us, all Fixed Assets have been
physically verified by the management during the year and no material
discrepancies were noticed on such verification.
(ii) (a) As explained to us, inventories were physically verified
during the year by the management at reasonable intervals;
(b) In our opinion and according to the information and explanations
given to us, the procedures of physical verification of inventories
followed by the management were generally reasonable and adequate in
relation to the size of the company and the nature of its business;
In our opinion and according to the information and explanations
given to us and records produced before us, the company is maintaining
proper records of its inventories and no material discrepancy has been
observed by the management during the course of verification;
(iii) The Company has granted unsecured loan to companies covered in
the register maintained under section 189 of the Companies Act, 2013
aggregating to Rs.19,44,99,583 and the number of parties involved are
06. For detail refer Note No. 31 of the Notes on Financial Statement;
and
a) The principle amount and interest are still recoverable and
b) Considering the nature of loan granted i.e. receivable on demand,
loan can not be overdue and accordingly, this clause is not applicable
to the Company.
(iv) In our opinion and according to the information and explanations
given to us, there exists an adequate internal control system
commensurate with the size of the Company and the nature of its
business with regard to purchase of inventory, fixed assets and with
regard to 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 of the Company.
(v) The company has accepted deposits after duly complied with the
provisions of the Companies Act, 1956 and there is no contraventions of
the provisions of the Companies Act, 2013 and erstwhile Companies Act,
1956. However, as per the provisions of the Companies Act, 2013 the
Company was required to repay all the deposits accepted by it prior to
the commencement of the Companies Act, 2013 on or before 31/3/2015. Due
to financial constraints, the Company has filed a petition before the
Hon'ble Company Law Board under Section 74 (2) of the Companies Act,
2013 seeking extension of time to repay deposits and the matters is
pending before the Hon'ble Company Law Board.
The Company has received an Order Dt. 14th October, 2014 passed by
Company Law Board, Mumbai Bench. Based on the records and information
provided, the said Order has been complied with.
(vi) According to the information and explanations given to us, the
Central Government has not prescribed maintenance of cost records under
sub-section (1) of section 148 of the Companies Act, 2013
(vii) (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees' State Insurance, Income-Tax, Sales-Tax,
Wealth Tax, Service Tax, Customs Duty, Excise Duty, value added tax,
cess and any other statutory dues with the appropriate authorities
during the year.
(b) According to the information and explanations given to us, except
Sales tax dues, there are no other dues of Income Tax / Service tax /
Customs duty / Excise duty / Cess, which have not been deposited on
account of any dispute; The Details of Sales Tax dues are as follows ;
Accounting Year Amount Rupees Authority before
which the matter is
pending
2009-10 3,49,05,325/- Tribunal Sales Tax
Department
(c) According to the records of the Company, there are no amounts
required to education and protection fund in accordance with the
relevant provisions of Section 125 of the Companies Act, 2013and the
rules framed there under are not applicable.
(viii) The Company's accumulated losses at the end of the financial
year are not more than fifty percent of its net worth. The Company did
not incurred cash loss in current year as well as in previous year.
(ix) In our opinion and according to the information and explanations
given to us, the Company has not defaulted in repayment of dues to a
financial institution, bank or debenture holders.
(x) According to the information and explanations given to us and the
record examined by us , the Company has not given any guarantee for
loans taken by others from bank or financial institutions, the terms
and conditions whereof are prejudicial to the interest of the company
(xi) Based on information and explanations given to us by the
management, the Company has not taken any term loan hence clause 3 (xi)
of the Order is not applicable to the Company
(xii) During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
fraud on or by the Company, noticed or reported during the year, nor
have we been informed of any such case by the management.
For Jai Prakash Upadhayay & Co.
Chartered Accountants
Firm Registration Number: 125073W
Jai Prakash Upadhayay
Proprietor
Membership No: 116778
Place: Mumbai
Date: May 28, 2015
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