Management's Responsibility for the 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 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 misstatements, 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 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 thereunder.
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 disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of the material misstatement of the financial statements, whether due to error or fraud. In making those risk assessments, the auditor considers internal 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, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal controls system over financial reporting and the operating effectiveness of such controls. An audit
also includes evaluating the appropriateness of accounting policies used and 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 financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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 31st March, 2015 and its loss and its cash flows for the year ended on that date.
Emphasis of Matter
i) We draw attention to Note 28 of the financial statements stating the reasons for preparation of financial on -going concern basis. Our opinion is not qualified in respect of this matter.
ii) We also draw attention to Note 29 of the financial statement regarding seeking the opinion for necessary actions to be taken under Sick Industrial Companies (Special Provisions) Act, 1985, ouropinion is not qualified in respect of this matter.
iii) We further draw attention to Note 33 of the financial statement stating that pursuant to
schedule II of the Companies Act 2013, depreciation expense for the year is increased by Rs. 8,000
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 section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the 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 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 aforesaid 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 written representations received from the directors as on 31 March 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 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 has disclosed the impact of pending litigation on its
financial position in its financial statements- Refer Note 20 to the financial statements;
ii) As there is not any material foreseeable losses, on long term contracts, therefore the Company has not made any provision, required under the applicable law or accounting standards;
iii) As informed to us there has been no amount required to be transfer to the Investor Education and Protection Fund by the Company.
ANNEXURE TO THE AUDIT REPORT TO THE SAMTEL INDIA LIMITED
Referred to in paragraph 1 of report on other legal and regulatory requirement's paragraph of our report on the financial statement of even date,
(i) (a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) As explained to us and according to the information and explanation provided to us all the fixed assets have been physically verified by the management with a program of yearly verification. In our opinion, the frequency of such physical verification is reasonable having regard to the size of the Company and the nature of fixed assets. We have been explained that no material discrepancies were noticed on such verification as compared to book records.
(ii) During the year, the Company has not carried any business of manufacturing or trading in the goods and therefore no inventories were held by the Company at any point of time. Accordingly paragraph 3(ii) (a), (b) and (c) of the Order are not applicable.
(iii) (a) The Company has not given any loan, secured or unsecured to Companies, firms or other parties covered in the register maintained under section 189 of the Companies Act, 2013.
(b) Since there are no such loans, comments on repayment of the principal amount and interest thereon and overdue amount at the year end are not required.
(iv) In our opinion and according to the 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 for the 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 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 nor have been informed of any instance of a continuing failure to correct major weaknesses in the aforesaid internal control system.
(v) The Company has not accepted any deposit from the public within the meaning of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder with regard to fixed deposits accepted from public.
(vi) Cost records as specified by the Central Government of India under section 148(1) of the Companies Act, 2013 has not been maintained during the year as there is no manufacturing activity.
(vii) (a) according to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally irregular in depositing undisputed statutory dues in respect of provident fund, investor education and protection fund, employees' state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, value added tax, cess and other material statutory dues as applicable with the appropriate authorities except Provident Fund by Rs. 12,85,000 , Service Tax (including cess) by Rs. 14,66,330, Employee State Insurance Scheme by Rs. 5,39,000, Tax - Deducted at source by Rs. 2,49,260 and interest on statutory dues of Rs. 20,57,380 which are outstanding at the yearend for a period of more than six months from the date they become payable.
(b) According to the information and explanations given to us and the records of the Company examined by us, the particulars of dues of income tax, sales tax, custom duty, wealth tax, excise duty, service tax, value added tax and cess, which have not been deposited on account of any dispute, are as follows: -
Name of Nature of Amount Amount paid Period to which the Statute Dues involved under protest amount relates
Sales Tax Sales Tax 290,18,000 181,19,000 1985-86 Laws 1986-87
1988- 89
1989- 90
1990- 91
1991- 92
1992- 93
1993- 94
1995-96
3.12.000 1,05,000 1990-00
2000-01
Central Excise Duty 20,59,000 5,00,000 1989-90 Excise Laws
8.84.000 8,80,000 1997-98
24.04.000 24,01,000 1998-99
Income Tax Income Tax 6,69,030 - 2005-06 Laws
167,49,400 - 2007-08
102,53,240 680 2009-10
Name of Forum where the the Statute dispute is pending
Sales Tax Additional Laws Commissioner, Sales Tax
Appeal has remand back the file to relevant assessing officer
Deputy Commissioner(Appeals), Jaipur
Central Rajasthan High Court, Excise Laws Jaipur
CESTAT, Delhi
Commissioner(Appeals), Jaipur
Income Tax Income Tax Appellate Laws Tribunal
Income Tax Appellate Tribunal
(c) As informed to us there has been no amount required to be transfer to the Investor Education and Protection Fund by the Company.
(viii) The Company does have accumulated losses as at the close of the financial year amounting Rs. 16.14,20,898 and the accumulated losses have exceeds its net worth as on 31st March 2015..
The Company has incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.
(ix) According to the records of the Company examined by us and the information and explanations given to us, the Company has not taken any loan from bank or financial institutions and has not issued debentures during the year.
(x) As per the information and explanations given to us and on the basis of our examination of the records, the Company has not given any guarantee for loans taken by others from banks or financial institutions.
(xi) As per the information and explanations given to us and on the basis of our examination of the records, the Company has not taken any term loans from Bank or financial institution hence this clause is not applicable.
(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, 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 such case by the management.
For S. S. KOTHARI MEHTA & CO. Chartered Accountants Firm Registration No. 000756N
(Neeraj Bansal) Place: New Delhi Partner Date: 30-05-2015 Membership No. 095960