allied herbals ltd Auditors report


To,

The Members,

ALLIED HERBALS LIMITED

(formerly known as Rajdhani Leasing & Industries Limited)

1. Report on the Financial Statements

We have audited the accompanying financial statements of ALLIED HERBALS LIMITED (formerly known as Rajdhani Leasing & Industries Limited), which comprise the Balance Sheet as at 31st March 2015, 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.

2. Managements Responsibility for the Financial Statements

The Companys 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 Accounting Standards specified under Section 133 of the Companies Act, 2013 read with rule 7 of 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 misstatement, whether due to fraud or error

3. Auditors 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 the disclosures in the financial statements. The procedures selected depend on the auditors 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 financial control relevant to the Companys 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 financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Companys 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 the financial statements.

4. Emphasis of Matter

We draw attention to the following matters in the Notes to the financial statements:

i. The company has not complied with the listing requirements of clause 47(a) in respect of the appointment of Company Secretary to act as Compliance Officer of the company as defined in the listing agreement with Bombay Stock Exchange.

ii. The company has not complied with provisions of section 149(1) of the Companies Act 2013 and the Rule 3 of Companies (Appointment and Qualification of Directors) Rules, 2014 in respect of appointment of women director in the company.

iii. The company has not complied with the provisions of Section 203 of the Companies Act 2013 and Rule 8 Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect appointment of key managerial personnel (CEO/MD/Manager, CS, WTD, CFO) in the company.

iv. The company has not complied with provisions of section 177 of the Companies Act 2013 read with Rule 6 of Companies (Meetings of Board and its Powers) Rules, 2014 in respect of constitution of Audit committee.

v. The company has not complied with the provisions of section 149 of the Companies Act, 2013 and Rule 4 of Companies (Appointment and Qualification of Directors) Rules, 2014 in respect of appointment of independent director.

vi. The company has not complied with the provisions of section 138 of the Companies Act 2013 and the Companies (Accounts) Rules, 2014 in respect of appointment of internal auditor.

Our opinion is not modified in respect of these matters.

5. 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, 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.

6. Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2015 issued by the Central Government of India in terms of sub-section (11) 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, to the extent applicable.

2. As required by section 143(3) of the Companies Act 2013, 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 standalone 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 March 31,2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 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 Auditors 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 litigations on its financial position in its financial statements -Refer Note 2(j) to the financial statements; and

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

For AGARWAL KAMAL KUMAR & ASSOCIATES
Chartered Accountants
Sd/-
ARUN GUPTA
(Partner)
Place : New Delhi Membership No. 511816
Date : 28.05.2015 Firm Regn No. 005931N

ANNEXURE TO THE AUDITORS REPORT Reg: ALLIED HERBALS LIMITED (formerly known as Rajdhani Leasing & Industries Limited)

(Referred to in Paragraph 6(1) of our report of even date)

1) In respect of its Fixed Assets:

(a) As per the explanation & information given to us, there are no fixed assets in the company; hence provisions of the Clause (i) of paragraph 3 of the order are not applicable to the company.

2) In respect of its inventories:

(a) As per the explanation & information given to us, there have been no any stock held by the company; hence provisions of the Clause (ii) of paragraph 3 of the order are not applicable to the company.

3) In respect of the loans, secured or unsecured, granted by the Company to companies, firm or other parties covered in the register maintained under section 189 of the Companies Act, 2013:

(a) As per the information and explanations provided to us, the company has not granted any unsecured loan to any party during the year which is covered in the register maintained under section 189 of the companies Act, 2013. Therefore, the provisions of the Clause (iii)(a), (iii)(b) of paragraph 3 of the order are not applicable to the company.

4) In our opinion and according to information and explanations provided to us, there are adequate internal control procedures commensurate with the size of the company and the nature of its business with regard to expenses incurred and income earned. The activities of the Company do not involve the purchase and sale of goods and services. During the course of our audit we have not observed any continuing failure to correct major weaknesses in the internal control system, except for the matter specified in the Para 4 "Emphasis on Matter" of our Main Audit Report.

5) According to information and explanations provided to us, the Company has not accepted any deposits from the public under Section 73 to 76 or any other relevant provision of the Companies Act, 2013 and the rules made there under during the year.

6) As per information and explanations given to us, Company is not in the business of manufacturing of any products and for the same the Central Government has not prescribed the maintenance of cost records under section 148 of the Companies Act, 2013. Therefore, the provisions of the Clause (vi) of paragraph 3 of the order are not applicable to the company.

7) In respect of statutory dues:

(a) According to the information and explanations given to us, the company is regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income Tax, Wealth Tax, Sales tax, Customs duty, Excise duty, service tax, Cess and any other statutory dues with the appropriate authorities. However, there has been an amount of Rs.10,000/- in respect of Tax Deduction at source at the end of the year which were outstanding for a period of more than six months from the date, these became payable by the company.

(b) In respect of disputed dues:

According to information and explanations provided to us, details of disputed Income Tax Dues of the Company are as follows: which were outstanding for a period of more than six months from the date, these became payable by the company.

A.Y. Nature of Dues Order Passed By Amount (Rs.) Disputed Authority
2007-08 Income Tax Penalty u/s 271(1)(c) DCIT, Central Circle-9, New Delhi 85 ,349/- No Details available *
2009-10 Income Tax Demand DCIT, Central Circle-9, New Delhi 1,24,01,610/- Honble ITAT, Delhi dismissed the appeal vide order dated 27.04.2015 and as per management they are in process of filing further appeal.

* Due to change of management during the previous financial years; the current status of the demand of Rs.85,349/- raised by way of penalty order u/s 271(1)(c) of the Income Tax Act,1961 is not available with the company.

(c) According to information and explanation given to us, there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made thereunder.

8) As per the information and the explanations given to us, the company does not have accumulated losses at the end of the financial year for more than 50% of the net worth of the Company. The company has incurred cash losses during the financial year covered by the audit for Rs.3,57,215/- and in the immediately preceding financial year to the tune of Rs. 1,94,652/-.

9) Based on our audit procedures and according to information and explanations given to us, we are of the opinion that the Company has not taken any loans from any financial institutions, banks. Therefore, the provisions of the Clause (ix) of paragraph 3 of the order are not applicable to the company.

10) According to information and explanations provided to us, the company has not given any corporate guarantee for loan taken by others. Therefore, the provisions of the Clause (x) of paragraph 3 of the order are not applicable to the company.

11) According to the information and explanations given to us, the company has not raised any term loans from Banks and Financial institutions. Therefore, the provisions of the Clause (xi) of paragraph 3 of the order are not applicable to the company.

12) In our opinion and according to information and explanations given to us, no material fraud on or by the company has been noticed or reported during the year

For AGARWAL KAMAL KUMAR & ASSOCIATES
Chartered Accountants
Sd/-
ARUN GUPTA
(Partner)
Place : New Delhi Membership No. 511816
Date : 28.05.2015 Firm Regn No. 005931N