TO THE MEMBERS OF BIRLA SHLOKA EDUTECH LIMITED
Report on the Standalone Financial Statements
We have audited accompanying financial statements of BIRLA SHLOKA EDUTECH LIMITED
("the Company"), which comprise the Balance Sheet as at March 31, 2016, the
Statement of Profit and Loss, Cash Flow Statement for the year then ended, and a summary
of the significant accounting policies and other explanatory information.
Management Responsibility for the Standalone 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 standalone 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
misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these standalone 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 there under.
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. 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 standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone 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 31 March, 2016, and its loss and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2015,("the order")
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" a statement on the matters specified in
paragraphs 3 and 4 of the said 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 it appears from our examination of those books.
c) The Balance Sheet, the 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 the written representations received from the directors, as on March
31, 2016 taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2016 from being appointed as a director in terms of Section 164(2) of the
Act.
f) With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate Report in Annexure "B".
g) 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 does not have any pending litigation which would impact financial
position.
(ii) The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses.
(iii) There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
|
For Jai Prakash Upadhayay & Co. |
|
Chartered Accountants |
|
Firm Registration No: 125073W |
| Place: Mumbai |
Jai Prakash Upadhayay |
| Date: May 30, 2016 |
Partner |
|
Membership No.: 116778 |
ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE
STANDALONE FINANCIAL STATEMENTS OF BIRLA SHLOKA EDUTECH LIMITED
(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements
section of our report of even date on the accounts of BIRLA SHLOKA EDUTECH LIMITED for the
year ended March 31, 2016)
(i) (a) The Company has generally maintained proper records showing full particulars
including quantitative details and situation of fixed assets.
(b) As informed and explained to us, all Fixed Assets have been physically verified by
the management during the year and no material discrepancies were noticed on such
verification.
(ii) (a) As explained to us, inventories were physically verified during the year by
the management at reasonable intervals;
(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 were
generally reasonable and adequate in relation to the size of the company and the nature of
its business;
(c) In our opinion and according to the information and explanations given to us and
records produced before us, the company is maintaining proper records of its inventories
and no material discrepancy has been observed by the management during the course of
verification;
(iii) As informed 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 189 of
the Act.
(iv) In our opinion and according to the information and explanations given to us,
there exists an adequate internal control system 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. During the course of our audit, we have not observed any
continuing failure to correct major weaknesses in internal control system of the Company.
(v) The company has accepted deposits after duly complied with the provisions of the
Companies Act, 1956 and there is no contraventions of the provisions of the Companies Act,
2013 and erstwhile Companies Act, 1956. However, as per the provisions of the Companies
Act, 2013 the Company was required to repay all the deposits accepted by it prior to the
commencement of the Companies Act, 2013 on or before 31/3/2015. Due to financial
constraints, the Company has filed a petition before the Honble Company Law Board under
Section 74 (2) of the Companies Act, 2013 seeking extension of time to repay deposits and
the matters is pending before the Honble Company Law Board.
The Company has received an Order Dt. 22nd January, 2016 passed by Company Law Board,
Mumbai Bench. Based on the records and information provided, the said Order has been
complied with.
(vi) According to the information and explanations given to us, the Central Government
has not prescribed maintenance of cost records under sub-section (1) of section 148 of the
Companies Act, 2013.
(vii) (a) According to the records of the Company, the Company is not regular in
depositing undisputed statutory dues including Provident Fund, Employees State Insurance,
Income- Tax, Sales-Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, value added
tax, cess and any other statutory dues with the appropriate authorities during the year.
The undisputed statutory dues as at 31st March, 2016, outstanding for the period of more
than six months from the date they became payable are as follows:
| Particulars |
Amount |
| Profession Tax |
14,900/- |
| Employees State Insurance Scheme |
16,953/- |
| Provident Fund |
70,159/- |
| Tax Deducted at Source |
2,93,449/- |
(b) According to the information and explanations given to us, details of disputed
statutory dues which have not been deposited on account of matters pending before the
concerned authorities are as under:
| Name of Statutory |
Nature of the Dues |
Amount (Rs.) |
Period to which the amount relates |
Forum where dispute is pending |
| Maharashtra Value Added Tax 2002 |
Sales Tax |
3,49,05,325/- |
F.Y. 2009-10 |
Tribunal (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
4,01,27,489/- |
F.Y.2007-08 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
5,54,04,492/- |
F.Y.2008-09 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
11,65,17,461/- |
F.Y.2009-10 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
15,45,73,934/- |
F.Y.2010-11 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
16,40,50,607/- |
F.Y.2011-12 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
11,49,71,277/- |
F.Y.2012-13 |
C.I.T. (Appeals) |
| Income Tax Act, 1961 |
Income Tax |
3,92,90,303/- |
F.Y.2013-14 |
C.I.T. (Appeals) |
(c) According to the records of the Company, there are no amounts required to be
transfer to education and protection fund in accordance with the relevant provisions of
Section 125 of the Companies Act, 2013 and the rules framed there under are not
applicable.
(viii) The Companys accumulated losses at the end of the financial year are not more
than fifty per cent of its net worth. The Company has not incurred cash losses in the
current year as well as in the previous year.
(ix) In our opinion and according to the information and explanations given to us, the
Company has defaulted in repayment of dues to a bank. Please refer note no. 31 to
Financial Statement.
(x) According to the information and explanations given to us and the record examined
by us the Company has not given any guarantee for loans taken by others from bank or
financial institutions, the terms and conditions whereof are prejudicial to the interest
of the company.
(xi) Based on information and explanations given to us by the management, the Company
has not taken any term loan hence clause 3 (xi) of the Order is not applicable to the
Company.
(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, and
according to the information and explanations given to us, 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 any such case by the management.
|
For Jai Prakash Upadhayay & Co. |
|
Chartered Accountants |
|
Firm Registration No: 125073W |
| Place: Mumbai |
Jai Prakash Upadhayay |
| Date: May 30, 2016 |
Partner |
|
Membership No.: 116778 |
ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE
STANDALONE FINANCIAL STATEMENTS OF BIRLA SHLOKA EDUTECH LIMITED
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Birla
Shloka Edutech Limited ("the Company") as of March 31, 2016 in conjunction with
our audit of the standalone financial statements of the Company for the year ended on that
date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal
financial controls based on the internal control over financial reporting criteria
established by the Company considering the essential components of internal control stated
in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of India. These responsibilities include
the design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to companys policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information, as required under
the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial
controls over financial reporting based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed
to be prescribed under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of Chartered Accountants of
India. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditors judgement, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that
transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal
financial controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at March 31, 2016, based on the
internal control over financial reporting criteria established by the Company considering
the essential components of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India.
For Jai Prakash Upadhayay & Co.
Chartered Accountants
Firm Registration No. 125073W
Jai Prakash Upadhayay
Proprietor
Membership No.116778
Mumbai, Dated: May 30, 2016
+91-9892691696
