INDEPENDENT AUDITORS
To the Members of Nissan Copper Limited.
Report on the Financial Statements
We have audited the accompanying financial statements of NISSAN COPPER LIMITED
(hereinafter referred to as "the Company"), which comprise the Balance
Sheet as at March 31, 2013, 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.
Managements 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 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 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 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 control relevant to the Companys 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 audit opinion.
Opinion
In our opinion and to the best of our information and according to the explanations
given to us, the said Financial Statements read together with the Significant Accounting
Policies and other notes thereon 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 of the Company as at 31 st
March, 2013;
ii) In the case of the Profit and Loss Account, of the loss for the year ended on that
date; and
iii) In the case of Cash Flow Statement, of the cash flows for the year ended on that
date.
Emphasis of Matter
a) During the F Y12-13, the company decided to make a proposal to Corporate Debt
Restructuring cell (CDR) in order to reschedule its debts in line with the projected
potential earnings. The said proposal was approved by the CDR - EG and the final
letter of approval was received on 24. 01. 2013. The Master Restructuring Agreement
between the Company and Consortium lenders was signed on 30. 03. 2013 cut - off date being
01. 04. 2012. Sanction letter for restructured debts was received by the consortium
bankers on 30. 03. 2013. Effects for the restructured debts have been given in the said
financial statements as per the sanction letters given. (Ref. Note No. 33 forming part of
Financial Statements)
b) The search & seizure action u/s. 132(1) which was carried out on 17. 01. 2009
resulted into a total demand of Rs. 280, 335, 020/- for the AY 2003-04 to AY 2009-10. Out
of the total demand, company has paid Rs. 95, 274, 581/- upto 31. 03. 2012. The company
had filed an appeal with the CIT (A) for the demand raised. The Ld. CIT (A) has pronounced
the orders in the companys favour, except minimal disallowances. The Company has filed
further appeal with the Honble Tribunal for AY 2004-05 on 17. 04. 2012 as the company do
not agree to the disallowances made by Ld. CIT (A). The total disputed amount for the said
year is Rs. 761, 217/-, which the company has already paid but provision for the same has
not been made. (Ref. Note No. 37 forming part of Financial Statements)
c) For AY 2010-11, companys return of income was processed u/s. 143(1) and on a
regular scrutiny order was passed u/s. 143(3) demanding tax of Rs. 38, 454, 130/-.
Provision for the said amount has been made in the books but payment for the same is still
pending. (Ref. Note No. 39 forming part of Financial Statements)
d) For AY 2006-07, penalty of Rs. 85, 904, 087/- for the F. Y. 2006-07 levied under
Cenvat Credit Rules, 2004 of Central Excise Act, 1944 by the Central Excise, Customs and
Service Tax Commissionerate, Vapi. The Company has filed an appeal with Honble CESTAT for
the said demand as the Company does not agree with the same. (Ref. Note No. 40 forming
part of Financial Statements)
e) A search action u/s. 64 of the Maharashtra Value Added Tax Act 2002, was carried on
06. 07. 2012 which resulted in a total VAT demand of Rs. 20, 507, 763/-. The company has
made provision of the said amount along with interest payable of Rs. 6, 340, 130/and
penalty payable of Rs. 4, 974, 788. (Ref. Note No. 41 forming part of Financial
Statements)
Our opinion Is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1 As required by the Companies (Auditors 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 subsection (3C) of section
211 of the Companies Act 1956;
e) On the basis of written representations received from the directors as on March 31,
2013, and taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2013, from being appointed as a director in terms of clause (g) of
sub-section (1) of section 274 of the Companies Act, 1956.
We further report the following: -
a) Pending confirmations and reconciliation, the balances under the heads Sundry
Creditors, Loans Liabilities, Loans & Advances, Deposits and of the Sundry Debtors
remain as per book balance the impact of which cannot be quantified at this stage
b) The effect of qualifications given above on the profit as well as assets and
liabilities of the company could not be ascertained for want of details in respect of (a)
above.
|
For R. C JAIN & ASSOCIATES |
|
Chartered Accountants |
|
FRN No. 103952W |
|
Sd/- |
|
R. C Jain |
| Place: - Mumbai |
(Partner) |
| Date: 30th May, 2013 |
M. NO. 038096 |
ANNEXURE TO THE INDEPENDENT AUDITORS REPORT
(Referred to in the paragraph above of our Report of even date on the accounts of
NISSAN COPPER LIMITED for the year "ended on 31 st March, 2013)
On the basis of such checks as we considered appropriate and according to the
information and explanation given to us during the course of our audit, we report that:
1 (a) The company has maintained proper records showing full particulars including
quantitative details and situation of its fixed assets.
(b) As explained to us, fixed assets have been physically verified by the management at
reasonable intervals; no material discrepancies were noticed on such verification.
(c) In our opinion and according to the information and explanations given to us, no
fixed asset has been disposed during the year and therefore does not affect the going
concern assumption.
2 (a) The inventories of the company at all its locations have been physically verified
by the management during the year.
(b) In our opinion, 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) The company has maintained proper records of inventories and the discrepancies
between the physical inventories and the book records which have been properly dealt with
in the books of account were not material.
3 (a) The Company has granted loans to the Companies, firms or other parties listed in
the register maintained under section 301 of the Companies Act, 1956. The Maximum amount
involved during the year and the year-end balance of such Loan aggregates to Rs. 12, 661.
80 lacs & Rs. 12, 648. 25 lacs respectively
(b) In our opinion, the rate of interest and other terms and conditions of the above
loan granted by the company, are not prima facie, prejudicial to the interest of the
company.
(c) There is no stipulation as to the receipt of the loan granted by the Company.
(d) There are no amounts overdue more than Rs 1 lakh and the loan given by the Company
to its wholly owned foreign subsidiary company is receivable on demand and therefore the
question of overdue amount does not arise.
(e) The Company has taken loans from the Companies, firms or other parties listed in
the register maintained under section 301 of the Companies Act, 1956. The Maximum amount
involved during the year and the year-end balance of such Loan aggregates to Rs. 983. 08
lacs & Rs. 906. 58 lacs respectively.
(f) In our opinion, the rate of interest and other terms and conditions of the above
loan taken by the company, are not prima facie, prejudicial to the interest of the
company.
(g) There is no stipulation as to the payment of the loan taken by the Company.
4 In our opinion and according to the information and explanations given to us, there
are adequate internal control procedures that commensurate with the size of the Company
and nature of its business with regard to the purchase of inventory and fixed assets, and
with regard to the sale of goods. Further, on the explanation given to us, we have neither
come across nor have been informed of any continuing failure to correct major
weakness in the aforesaid internal control system.
5 (a) Based on the audit procedures applied and according to the information and
explanations given, particulars of contracts or arrangements referred to in Section 301 of
the Ac. have been entered in the register required to be maintained under that Section.
(b) Based on the audit procedures applied, in our opinion, and according to the
information and explanations given, the contracts or arrangement have been made at prices
which are prima facie, reasonable having regard to the prevailing market prices at the
relevant time or the prices at which transactions for similar services have been made with
other parties or as per information available with the Company.
6 In our opinion and according to the information and explanations made available to us
by the management, the company has not accepted any deposit from public within the meaning
of Section 58A and 58AA or any other relevant provision of the Companies Act, 1956 and the
rules framed there under.
7 In our opinion, the company has internal audit system commensurate with the size of
the company and nature of its business.
8 The Central Government has prescribed maintenance of the cost records under section
209(1) (d) of the Companies Act, 1956, in respect to the companys products. As per the
information and explanation provided to us, we are of the opinion that prima facie, the
prescribed records have been made and maintained. We have however not made a detailed
examination of the record with a view to determine whether they are accurate or complete.
9 In respect of statutory dues:
(a) According to the records of the Company, undisputed statutory dues including
Provident Fund, Investor Education and Protection Fund, Employees State Insurance,
Income-Tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty. Excise Duty, Cess, and other
statutory dues have been generally regularly deposited with the appropriate authorities.
According to the information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at March 31, 2013 for a period of
more than six months from the date of becoming payable.
(b) According to the information and explanations given, there are no dues of
Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which
have not been deposited on account of any dispute, except as under:
| Name of the Statute (Nature of Dues) |
Forum where dispute is pending |
Amount |
Period |
| lncome tax Act 1961. Income Tax |
CIT(A) |
Rs. 396,528 (penalty) |
F.Y. 2003-04 |
| Income tax Act 1961, Income Tax |
CIT(A) |
Rs. 38,454,130 |
FY 2009-10 |
| Excise Duty |
Honble CESTAT |
Rs. 85,904,087 |
F.Y. 2006-07 |
| Excise Duty (Penalty) |
Honble CESTAT |
Rs. 85,904, 087 |
F.Y. 2006-07 |
10 The Company does not have accumulated losses more than 50% of its net worth as at
the end of the financial year. However the company has incurred cash losses only during
the current financial year but has not incurred any cash losses in the preceding year.
11 According to the records of the Company examined by us and the information and
explanations given to us, the Company has not defaulted in repayment of dues to the public
financial institution as at the balance sheet date.
12 According to the information and explanations given to us and based on the documents
and records produced to us, the company has not granted any loans and advances on the
basis of security by way of pledge of shares, debentures and other securities.
13 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 Companies (Auditors
Report) Order, 2003 (as amended) are not applicable to the Company.
14 In our opinion and according to the information and explanations given to us, the
Company is not a dealer or trader in shares, securities, debentures and other investments.
15 In our opinion and according to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from banks or financial
institutions during the year.
16 Based on the information and explanation given to us, term loan was applied for the
purpose for which the loan was obtained.
17 According to the information and explanations given to us and on an overall
examination of the Balance Sheet and Cash Flow Statement of the Company, we report that no
funds raised on shortterm basis have been used for long term investment.
18 The Company has not made any preferential allotment of shares to parties and
companies covered in the Register maintained under section 301 of the Companies Act, 1956
during the year.
19 Since the Company has not issued any debentures, clause 4 (xix) of the Order is not
applicable to the Company.
20 Since the Company has not raised any money through a public issue during the year,
clause 4 (xx) of the Order is not applicable to the Company.
21 During the course of our examination of books and records of the Company, carried
out in accordance with auditing standards generally accepted 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 R. C. JAIN & ASSOCIATES |
|
Chartered Accountants |
|
FRN No. 103952W |
|
Sd/- |
|
R. C. Jain |
| Place: - Mumbai |
(Partner) |
| Date: 30th May, 2013 |
M. N0. 038096 |
+91-9892691696
