| 1. We have audited the attached Balance Sheet of SUBWAY FINANCE AND
INVESTMENT CO LTD as at 31st March 2014 and the Statement of Profit
and Loss and Cash Flow statement of the Company for the year ended on
that date annexed thereto. These financial statements are the
responsibility of the Company's management. Our responsibility is to
express an opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with the auditing standards
generally accepted in India. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
4. As required by the Companies (Auditors Report) Order,2003 and
amendments thereto issued by the Central Government of India in terms
of Sec 227(4A) of The Companies Act 1956, and in terms of Notification
No. DNBS.201/DG(VL)-2008, Dated 18-09-2008 relating to direction of
NBFC's audit as per RBI Act, 1934 and on the basis of such checks as
we considered appropriate under the circumstances and on the basis of
information and explanations given to us in the course of audit, we
enclose in the annexure, a statement on the matters specified in the
paragraphs 4 and 5 of the said order, to the extent applicable to the
Company.
4. Further to our comments in the Annexure referred to above, we
report that:
a) We have obtained all information and explanations which, to the
best of our knowledge and belief, were necessary for the purpose of
the audit;
b) In our opinion, proper books of accounts as required by law have
been kept by the Company, so far as it appears from our examination of
these 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 Financial statements dealt with by this report,
read with Notes to Accounts, comply with the accounting standards
referred to in sub-section (3C) of section 211 of the Companies Act,
1956 to the extent applicable.
e) On the basis of the Written representations received from directors
of the Company as at 31st March, 2014 and taken on record by the Board
of Directors, we report that no director 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 Companies Act, 1956; and
f) In our opinion, and to the best of our information and according to
the explanations given to us, the said Financial statements together
with the Notes thereon and attached thereto give in the prescribed
manner the information required by the Companies Act, 1956, and give a
true and fair view in conformity with the accounting principles
generally accepted in India;
i) In the case of the Balance Sheet, of the state of affairs of the
Company as on 31st March, 2014;
ii) In the case of the Statement of Profit and Loss, of the Profit of
the Company for the year ended on that date, and
iii) In the case of Cash Flow statement, of the Cash Flow for the year
ended on that date.
ANNEXURE TO AUDITORS REPORT
Annexure referred to in paragraph 3 of the auditors report to the
members of SUBWAY FINANCE AND INVESTMENT CO LTD for the year ended
31st March, 2014.
As required by the companies (Auditor Report) Order, 2003 and
amendments thereto and according to the information and explanations
given to us during the course of the audit and on the basis of such
checks of the books and records as were considered appropriate we
report that:
(i) (a) The Company has maintained proper records showing full
particulars of the fixed assets.
(b) As informed to us, the management at reasonable intervals has
physically verified the fixed assets. We have been informed that the
discrepancies noticed on physical were not material.
(c) During the year the company has not disposed of a substantial part
of its fixed assets.
(ii) (a) The Company does not own any inventory during the above
mentioned Financial year.
(b) In view of our comments in Para (ii) (a) above, clauses 4 (ii) (b)
and (c) of the said order are not applicable to the Company.
(iii) (a) According to the information and explanations given to us
the Company has not granted any loans secured or unsecured to parties
covered in the register maintained under section 301 of the Companies
Act, 1956.
(b) In view of our comments in Para (iii) (a) above, clauses 4 (iii)
(b) (c) and (d) of the said order are not applicable to the Company.
(c) During the year Company has taken unsecured loan of 242828/- from
Suketu B Shah & 42678/- from Harshad K shah party covered in the
register maintained under section 301 of the Companies Act, 1956.
(d) In our opinion and according to the information and explanation
given to us the terms and conditions of loan taken are not prima facie
prejudicial to the interest of the company.
(e) According to the information and explanation given to us the
repayment of the loan is regular.
(iv) According to information and explanations given to us there are
adequate internal control systems commensurate with the size of the
Company and the nature of its business. During the course of our audit
no major weakness has been observed in the internal control system.
(v) (a) The transactions made in pursuance of contract or arrangements
that need to be entered into the register maintained under section 301
of the Companies Act, 1956 has been recorded in the register.
(b) According to the information and explanations given to us
transactions with parties with whom transactions exceeding the value
of Rupees Five Lacs have been entered into during the Financial year
are at prices, which are reasonable, having regard to the prevailing
market prices at the relevant time.
(vi) The Company has not accepted any deposits from the public within
the meaning of the sections 58A, 58AA or any other relevant provision
of the Act and the rules framed there under any directives report
issued by the Reserve Bank of India. No order in relation thereto has
been passed by the Company Law Board or National Company Law Tribunal
or Reserve Bank of India or any Court or any other Tribunal.
(vii) In our opinion the Company has Internal Audit System
commensurate with its size and its nature of business.
(viii) The Central Government has not prescribed for maintenance of
cost records under section 209 (1) (d) of the Companies Act, 1956 for
the Company.
(ix) (a) According to the records of the Company, the undisputed
statutory dues including
Provident Fund, Employees State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Custom Duty and Excise Duty, Cess have
regularly deposited with the appropriate authorities. There are no
undisputed amount payable in respect of such statutory dues which have
remained outstanding as at 31st March, 2014 for a period more then six
months from the date they became payable except the following Income
Tax Liabilities.
Assessment Year Outstanding Amount in Rs.
2003-04 14/-
2006-07 1,05,691/-
2007-08 39,219/-
2010-11 1,44,350/-
(b) There are no amount in respect of any disputed income tax, sales
tax, wealth tax, service tax, custom duty, excise duty and cess.
(x) The Company has no accumulated losses in current financial year.
( xi) In our opinion and according to the information and explanations
given to us the Company has not defaulted in repayment of its dues to
banks and financial institutions.
(xii) In our opinion and according to the information and explanations
given to us the Company has not granted any loans or advances on the
basis of security by way of pledge of shares, debentures or other
securities.
(xiii) (a) The provisions of any Special Statute applicable to Chit
Fund, Nidhi Fund or Mutual
Benefit Fund/Societies are not applicable to the Company.
(b) In view of our comments in Para (xiii) (a) above, clauses 4 (xiii)
(b) (c) and (d) of the said order are not applicable to the Company.
(xiv) In our opinion and according to the information and explanations
given to us, the Company is not a dealer or trader in shares,
securities, debentures and other investments.
(xv) In our opinion and according to the information and explanations
given to us the Company has not given any guarantee for loan taken by
others from banks and financial institutions.
(xvi) The Company has not taken any term loan during the year.
(xvii) In our opinion and according to the information and
explanations given to us and on an overall examination the Balance
Sheet of the Company, we report that no fund raised on short term
basis have been used for long term investment.
(xviii) During the year the Company has not made any preferential
allotment of shares to parties and Companies covered in the register
maintained under section 301 of the Companies Act, 1956.
(xix) The Company has not issued any debentures during the year.
(xx) The Company has not raised any money by way of public issue
during the year.
(xxi) 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, we have neither come across any instance
of material fraud on or by the Company, noticed or reported during the
year that causes the financial statement to be materially misstated.
(xxii) In case of NBFC
(a) The Company has received the Registration Certificate from RBI
vide Registration no 13.00209 dated 03.03.1998.
(b) The Company is entitled to continue to hold registration
certificate in terms of its asset/income pattern as on 31st March,
2014.
(c) (i) The Board of Directors have already passed the Board
Resolution dated 12th April, 2014 regarding non acceptance of public
deposits and submitted with the RBI on 05th June,2014.
(ii) The Company has not accepted any Public deposits
(iii) The Company has complied with the prudential norms related to
Income recognition, Accounting Standards, Asset Classification and
Provisioning for Bad and Doubtful Debts as applicable.
For M/s V.C. Vyas & Associates
Chartered Accountants
Sd/-
Gaurav Vyas
Partner
Membership No. 400395
Place : MUMBAI
Date : 30/05/2014 | 