| We have audited the attached Balance Sheet of M/s Dina Iron & Steels
Limited ('"the company") as at 31st March' 2013 and the Statement of
Profit & Loss and Cash flow statement for the year ended on that date
and a summary of significant accounting policies and other explanatory
information for the period ended on that date annexed thereto.
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 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 fair presentation of the financial statements
that 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 opinion.
Opinion:
In our opinion and to the best of our information and according to the
explanations given to us, the said accounts give the information
required by the companies Act, 1956 in the manner so required 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 ofthe
Company as at 31st March' 2013;
ii. In the case of the Statement of Profit & Loss, of the Profit of
the company for the year ended on that date and iii. In the case ofthe
Cash Flow Statement ofthe Cash Flows for the year ended on that date.
ii. Listing of Shares
The company has moved the Delhi, Calcutta and Magadh Stock Exchange for
delisting of its equity shares. At present the company's shares listed
on BSE only, in accordance with the relevant listing agreements.
iii Investor Service
Performance measures have been established in respect of all aspect of
investor service. Results are monitored regularly and improvement made
wherever required.
iv Performance Management
D1NA IRON AND STEEL LIMITED places importance on the management of
performance, the purpose being to support all employees to perform to
peak potential. The process includes the regular and transparent review
of the performance of all employees against agreed objective.
Employee's remuneration is strongly linked to individual and company
performance.
BOARD OF DIRECTORS
Nature and Role of the Board of Directors
The company's board of directors comprises individuals with
considerable experience and expertise across a range of discipline
including general management, business strategy, finance and accounting
and law. All board members have a significant breadth of business
experience.
At present the Board of Directors, consist of Three (3) directors as on
March'2013. Out of which one Mr. Sanjay Kumar Bhartiya is a Managing
Director of the company and another two Mr. Prashant Bhartiya and Mrs.
Ritu Bhartiya are Directors of the company. All statutory and material
information was made available to the Board of Directors to ensure
adequate disclosures and transparent decision making.
I. Board meting & Attendance of Directors
The Board of Directors duly met 8 (eight) times on 13.04.2012,
15.06.2012, 27.06.2012, 20.07.2012, 10.08.2012, 08.11.2012, 02.01.2013,
and 04.03.2013 in respect of which proper notices have been given and
the proceedings were properly recorded and signed in the Minutes Book
maintained for the purpose. All the directors were present during all
the board meetings and therefore no leave of absence was required.
II. Board and Committee Memberships
As mandated by clause 49, none of directors are member of more than ten
board level committees nor are they chairman of more than five
committees in which they are members.
Further to our comments in the annexure referred to above, we report
that: -
(i) (a) The company is maintaining proper records showing full
particulars, including quantitative details and situation of fixed
assets;
(b) The fixed assets have been physically verified by the management at
reasonable intervals and material discrepancies noticed on such
verification have been properly dealt with in the books of account.
(c) The company has not disposed substantial part of fixed assets
during the year.
(n) (a) The inventory has been physically verified by the management at
regular interval during the year,
(b) Procedures adopted for the physical verification of inventory by
the management are reasonable and adequate in relation to the size of
the company and the nature of its business.
(c) The company is maintaining proper records of inventory and material
discrepancies noticed on physical verification have been properly dealt
with in the books of account.
tiii) (a) The Company has granted loans to companies/firm/or other
parties, covered in the register maintained under Companies Act, 1956.
Amount of loan granted amounts to Rs. 1.76 Lacs and having year end
balance of Rs 9.77 Lacs
(b) The rate of interest and the terms and conditions on which loan is
granted cannot be piima-facie said to be prejudicial to the interest of
the company.
(c) The Company has been regular in receiving payment of principle and
the interest amount.
(d) The company is not in need to take any steps for the recovery of
the principal and interest amount, if overdue amount is more than Rs.
1,00,000.00.
(e) The Company has taken loan from companies / firm / other parties,
covered in the register maintained under Companies Act, 1956. Maximum
amount of loan taken amounts to Rs.244.03 Lacs and having year end
balance of Rs 803.04 Lacs
(0 The rate of interest and the terms and condition on which the loans
were taken from the companies, firm or other parties listed in the
register covered under Companies Act, 1956, is not prima-facie
prejudicial to the interest of the company.
(g) The Company has been regular in making payment of principle and the
interest amount.
(iv) There is an adequate internal control procedure commensurate with
the size of the company and the nature of its business, for the
purchase of inventory and fixed assets and for the sale of goods and
services according to the explanation and information given to us. No
continuing failure to correct major weaknesses in internal control
system, were noticed while conducting the audit.
(v) (a) There had no been no contracts or any arrangement entered into
by the company referred to in section 301 requiring to be entered in
the register.
(b) The company had not entered into any transaction in pursuance of
the contract or arrangement as referred in section301 thus there is no
price which needs to be reasonable.
(vi) The company has not accepted any deposits from the public which is
ought to be covered under the Section 58A and 58AA and other relevant
provisions of Companies Act, 1956 and the Companies (Acceptance of
Deposits) Rules, 1975.
(vii) The company has an internal audit system commensurate with its
size and nature of its business.
(viii) We have broadly reviewed the books of account relating to
material, labour and other items of cost 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) (a) The company is regular in depositing undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees' State Insurance, Income-Tax, Sales-Tax Wealth Tax, Custom
Duty, Excise Duty, cess and any other statutory dues with the
appropriate authorities.
(b) There are no dues in respect of Sales Tax / Income Tax / Custom
Duty / Wealth Tax / Excise Duty / Cess which have not been deposited on
account of any dispute.
(x) The company does not have any accumulated losses. Further it has
not incurred cash losses in the last financial year and in the
financial year immediately preceding the last financial year.
(xi) The company has not defaulted in repayment of dues to a financial
institution or bank or debenture holders.
(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) The company is not a chit fund or a nidhi mutual benefit fund/
society. Hence the provisions of the clause 4(xiii) of the Companies
(Auditor's Report) Order,2003 is not applicable to the company
(xiv) The company is not engaged in trading in shares securities,
debentures and other investments. Thus the provision of the clause
4(xiv) of the Companies (Auditor's Report) Order,2003 is not applicable
to the company
(xv) The company has not given any guarantee for loans undertaken by
others from bank or financial institutions.
(xvi) The term loan has been applied for the purpose for which it was
obtained by the company.
(xvii) On overall examination of the balance sheet and information and
explanation given to us, we state that there had been no funds raised
for short term purpose been utilized for the long term investment.
(xviii) 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.
(xix) The company has not issued any debentures.
(xx) The company has not raised any funds through public issue during
the year.
(xxi) There is no fraud on or by the company that has been noticed or
reported during the year.
For Suhodh Goel & Co.
Charetred Accountants
(SUBODH KUMAR GOEL)
Place: Patna M.NO.-74835
Date: 10-08-2013 Partner
Firm Reg. No-006103C
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