| We have audited the accompanying financial statements of MAESTROS
MEDILINE SYSTEMS LIMITED, which comprise the Balance Sheet as at March
31, 2014, and the Statement of Profit and Loss and Cash Flow Statement
for the year ended, and a summary of significant accounting policies
and other explanatory information.
Management's Responsibility for the Financial Statements
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
accounting principles generally accepted in India, including the
Accounting Standards notified under the Companies Act, 1956 ("the Act")
read with Genral Circular 8/2014 dated 4th April, 2014 issued by
Ministry of Corporate Affair. 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.
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 the Institute of Chartered
Accountants of India. 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 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 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 March 31, 2014;
b) in the case of the Profit and Loss Account, 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, 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 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 referred to in
subsection (3C) of section 211 of the Companies Act, 1956;
e) on the basis of written representations received from the directors
as on March 31, 2014, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2014, from being
appointed as a director in terms of clause (g) of sub-section (1) of
section 274 of the Companies Act, 1956.
f) Since the Central Government has not issued any notification as to
the rate at which the cess is to be paid under section 441A of the
Companies Act, 1956 nor has it issued any Rules under the said section,
prescribing the manner in which such cess is to be paid, no cess is due
and payable by the Company.
Annexure to the Auditors' Report
Referred to in paragraph 3 of our report of even date,
(i) (a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
assets.
(b) All the assets have not been physically verified by the management
during the year but there is a regular program of verification which,
in our opinion, is reasonable having regard to the size of the company
and the nature of its assets.
(c) The company has not disposed off a substantial part of fixed assets
during the year and accordingly going concern is not affected.
(ii) (a) The inventory has been physically verified during the year by
the management. In our opinion, the frequency of verification is
reasonable.
(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 are reasonable and adequate in relation to
the size of the company and the nature of its business.
(a) In our opinion and according to the information and explanations
given to us the company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stocks and
the book records were not material.
(b) We have relied upon the management regarding the confirmations of
debtors outstanding for more than six months and creditors and
inventories, as it was not possible for us to verify the same, nor we
have received the confirmations of balances
(iii) (a) In our opinion and according to the information and
explanations given to us, the company has granted usecured loans of Rs.
0.79 crores during the year to two parties covered in register
maintained under section 301 of the Act;
(b) In our opinion and according to the information and explanations
given to us, the company has not charged any interest on such loan
given and terms and conditions of loan given by the company are not
prima facie prejudicial to the interest of the company;
(c) Receipt of the Principal amount and interest are also not regular
and
(d) As per information and explanations given to us, Company has taken
reasonable steps to for recovery of the Principal amount.
(e) Company has taken loans of Rs. 20.93 crores from parties covered in
the register maintained under section 301 of the Act;
(f) In our opinion and according to the information and explanations
given to us, the rate of interest and other terms and conditions of
loans taken by the company, secured or unsecured, are not prima facie
prejudicial to the interest of the company;
(g) Company has been paid principal amount and interest if any
applicable whenever demanded
(iv) In our opinion and according to the information and explanations
given to us, there are not adequate control procedures commensurate
with the size of the company and the nature of its business with regard
to purchases of inventory, fixed assets and with regard to the sale of
goods. During the course of our audit, we have not observed any
continuing failure to correct major weaknesses in internal controls.
(v) According to the information and explanations given to us, there
have been no contracts or arrangements referred to in Section 301 of
companies Act during the year to be entered in the register required to
be maintained under that section. Accordingly the question of
commenting the same does not arise.
(vi) The company has not accepted any deposits from public.
(vii) In our opinion, the company does not have an internal audit
system commensurate with the size and nature of its business.
(viii) In our opinion and according to the information and explanations
given to us the maintenance of cost records has not been prescribed by
the Central Government under section 209 (1) (d) of the Companies Act,
1956.
(ix) (a) The company is not regular in depositing with appropriate
authorities undisputed statutory dues including provident fund,
investor education protection fund, employee's state insurance, income
tax, sales tax, wealth tax, custom duty, excise duty, cess and other
material statutory dues applicable to it with appropriate authorities.
The following statutory dues outstanding as at last day of the
financial year concerned for a period of more than six months from the
the date they became payable
Sr. Particulars Amount outstanding as
No. on 31st March, 2014
1 Sales Tax 64,78,302
2 TDS 96,66,679
3 Cess 48,13,938
4 PF-ESIC-PT 42,95,901
5 Property Tax 6,70,479
(b) According to the information and explanations given to us, no
disputed amounts payable in respect of income tax, wealth tax, sales
tax, customs duty, excise duty and cess were in arrears, as at 31st
March, 2014.
(x) The Company's accumulated losses at the end of the financial year
were more than fifty percent of its networth. The Company has incurred
cash losses during the financial year and in the immediately preceding
financial year.
(xi) In our opinion and according to the information and explanations
given to us, the company has defaulted in repayment of dues to some
financial institution or bank.
(xii) 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) In our opinion, the company is not a chit fund or a nidhi mutual
benefit fund / society. Therefore, the provisions of clause 4(xiii) of
the Companies (Auditor's Report) Order, 2003 are not applicable to the
company.
(xiv) Company is not dealing in or trading in shares, securities,
debentures and other investments, hence no need to maintain proper
records of transactions and contracts.
(xv) 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 or financial institutions.
In our opinion and according to the information and explanations given
to us, the term loans have been applied for the purpose for which they
were raised.
(xvi) According to the information and explanations given to us and on
an overall examination of the balance sheet of the company, we report
that the no funds raised on short-term basis have been used for
long-term investment. No long-term funds have been used to finance
short-term assets except permanent working capital.
(xvii) The company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under section
301 of the Act.
(xviii) According to the information and explanations given to us, no
fraud on or by the company has been noticed or reported during the
course of our audit.
(xix) The company has not raised any money by public issues during the
year.
(xx) The company has not issued any debentures during the year and
there are no debentures outstanding at the year end.
For RAR & Associates.
Chartered Accountants
Firm Regn. No.100431W
Anil Goyal
(Partner)
Membership No. 43429
Place : Mumbai.
Date : 28th November, 2014
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