| We have audited the accompanying financial statements of PIRAMAL GLASS
LIMITED (the Company), which comprise the balance sheet as at 31st
March 2014, and the statement of profit and loss and cash flow statement
for the year then 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
the accounting principles generally accepted in India, including
accounting standards referred to in sub-section (3C) of section 211 of
the Companies Act, 1956 ("the Act"). 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 but not for the
purpose of expressing an opinion on the effectiveness of the entity's
internal control. 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 31st March 2014
(b) in the case of the Statement of Profit and Loss, of the profit 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
sub-section (3C) of section 211 of the Companies Act, 1956.
(e) on the basis of written representations received from the directors
as on 31st March 2014, and 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 Companies Act, 1956.
ANNEXURE REFERRED TO IN PARAGRAPH (3) OF REPORT ON FINANCIAL STATEMENTS
OF EVEN DATE TO THE MEMBERS OF PIRAMAL GLASS LIMITED ON THE FINANCIAL
STATEMENT FOR THE YEAR ENDED 31ST MARCH 2014.
i. (a) The Company is maintaining proper records showing full
particulars including quantitative details and situation of its fixed
assets.
(b) The fixed assets of the Company in its possession, are physically
verified by the management according to a phased programme designed to
cover all the items over a period of three years, which in our opinion
is reasonable having regard to the size of the Company and the nature
of its assets. Pursuant to the programme a portion of the fixed assets
have been verified by the management during the year and no material
discrepancies between the book records and the physical inventory has
been noticed. Confirmations have been received in respect of fixed assets
lying with third parties.
(c) In our opinion and according to the information and explanations,
the fixed assets disposed off during the year were not substantial and
therefore do not affect the going concern assumption.
ii. (a) The inventory (excluding stocks with third parties and
materials in transit) has been physically verified by the management
during the year. In respect of stocks lying with third parties, these
have been substantially confirmed by them. 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 nature of its business.
(c) On the basis of our examination of the inventory records, in our
opinion and according to the information and explanations given to us,
the Company is maintaining proper records of its inventories. The
discrepancies noticed on physical verification of inventory as compared
to the book records were not material and the same have been properly
dealt with in the books of account.
iii. (a) In our opinion and according to the information and
explanations given to 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.
Accordingly sub-clauses (b), (c) and (d) of clause 4 (iii) of the Order
are not applicable to the Company.
(b) In our opinion and according to the information and explanations
given to us, 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 Companies Act, 1956. Accordingly
sub-clause (f) and (g) of clause 4 (iii) of the Order are not
applicable to the Company.
iv. In our opinion and according to the information and explanations
given to us, having regard to the explanation that certain items
purchased/sold are of special nature for which suitable alternative
sources do not exist for obtaining comparative quotation, there are
adequate internal control system commensurate with the size of the
Company and nature of its business with regard to purchase of inventory
and fixed assets and for the sale of goods and services. Further, on the
basis of our examination of the books and records of the Company, and
according to the information and explanations given to us, we have
neither come across nor have been informed of any continuing failure to
correct major weaknesses in the aforesaid internal control system.
v. In respect of transactions entered in the register maintained in
pursuance of section 301 of the Act:
(a) To the best of our knowledge and belief and according to the
information and explanations given to us, particulars of contracts or
arrangements referred to in section 301 of the Act have been entered in
the register required to be maintained under that section.
(b) In our opinion and according to the information and explanations
given to us, having regard to the fact that certain items purchased /
sold and service rendered / received are of special nature and suitable
alternative, sources do not exist for obtaining comparative quotations,
the transactions made in pursuance of such contracts or arrangements
and exceeding the value of Rs. 5 Lacs in respect of any party, during the
year, have been made at price which are reasonable having regard to the
prevailing market prices at relevant time or the prices at which the
transactions for similar goods have been made with other parties.
vi. In our opinion and according to the information and explanations
given to us, the Company has not accepted any deposits within the
meaning of Section 58A, 58AA or any other relevant provisions the
Companies Act, 1956 and the rules framed there under.
vii. In our opinion, the Company has an internal audit system
commensurate with the size and nature of its business.
viii. We have broadly reviewed the books of account maintained by the
company pursuant to the Rules made by the Central Government for the
maintenance of cost records under section 209(1)(d) of the Companies
Act, 1956 and are of the opinion that prima facie, the prescribed
accounts and records have been made and maintained.
ix. According to the information and explanations given to us and the
records of the Company examined by us in respect of statutory and other
dues:
(a) The Company is generally regular in depositing undisputed statutory
dues, including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income Tax, Sales Tax, Wealth Tax, Service
Tax, Custom Duty, Excise Duty, Cess and other statutory dues with the
appropriate authorities in India. According to the information and
explanations given to us, 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 than six months from the date they
became payable.
(b) Disputed Income Tax liability of Rs. 7.25 million and Excise duty of
Rs. 10.30 million has not been deposited since the matters are pending
with the relevant Appellate Authorities.
x. The Company does not have any accumulated losses as at the end of
the financial year. The Company has not incurred cash losses during the
current financial year and in the immediately preceding financial year.
xi. According to the records of the Company examined by us and the
information and explanations given by the management, we are of the
opinion that, the Company has not defaulted in repayment of dues to
financial institutions or banks as at the balance sheet date.
xii. Based on our examination of documents and records and according to
the information and explanations given to us, we are of the opinion
that the Company has not granted any loans and/or 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
Order are not applicable to the Company.
xiv. In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of clause 4(xiv) of the order are not applicable to the
Company.
xv. The Company has given guarantees, for term loan and working capital
facilities availed by its Subsidiary Companies viz. Piramal Glass USA
Inc. and Piramal Glass Europe SARL. According to the information and
explanation given to us we are of the opinion that the terms and
conditions thereof are not prima facia prejudicial to the interest of
the Company.
xvi. According to the information and explanations given to us and to
the best of the our knowledge and belief, term loans availed by the
Company were, prima facie, applied by the Company during the year for
the purpose for which the loans were obtained, other than temporary
deployment pending applications.
xvii. According to the information and explanations given to us and on
the overall examination of the Balance Sheet of the Company and Cash
Flow Statement we report that no funds raised on short term basis have
been used for long term investment of the Company.
xviii. The Company has not made during the year any preferential
allotment of shares to the parties and companies covered in the
register maintained under section 301 of Companies Act, 1956.
xix. The Company has not issued any debentures during the year and
hence the clause relating to the creation of security or charge for
debentures is not applicable to the Company.
xx. The Company has not raised any money by public issue during the
year.
xxi. During the course of our examination of books of account and
records of the Company, carried out in accordance with the generally
accepted auditing practices in India and according to information and
explanation given to us, we have neither come across any instance of
material fraud on or by the Company, noticed or reported during the
year, nor have been informed of such cases by the management.
For HARIBHAKTI & CO.,
CHARTERED ACCOUNTANTS
Firm Reg. No. 118013W
HITESH J. DESAI
Place: Mumbai PARTNER
Date: 15th May, 2014 M. No. 37569 | 