To the Members of
LAYLA TEXTILE AND TRADERS LIMITED,
(Formerly Known as Haricharan Projects Limited)
REPORT ON THE FINANCIAL STATEMENTS FOR THE F.Y. 2016-17
We have audited the accompanying financial statements of Layla Textile And Traders
Limited, ("the Company"), which comprise the Balance Sheet as at March 31, 2017,
the Statement of Profit and Loss Account, and the Cash Flow Statement for the year ended,
and a summary of the significant accounting policies and other explanatory information.
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 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 a reasonable 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 there under.
We conducted our audit in accordance with the Standards on Auditing specified u/s
143(10) of the Act and authoritative pronouncements 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 financial controls 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 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 on the 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, 2017, and its profit and its cash flows for the year ended on that date.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by Companies (Auditors Report) Order 2016 (the order) issued by
Central Government of India in terms of subsection (11) of section 143 of the Act, we
enclose in the "Annexure 1" a statement on the matters specified in paragraphs 3
& 4 of the said order, to extent applicable.
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, Statement of Profit and Loss and statement of Cash Flow 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 the written representations received from the directors as on 31st
March, 2017 taken on record by the Board of Directors, none of the directors are
disqualified as on 31st March, 2017 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, we give our
separate Report in "Annexure2"
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 litigations which would impact its financial
position.
II. The Company does 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 GHOSH & GHOSH
Chartered Accountants
Firm Registration Number: - 306020E
Sd/-
A.K. GHOSH
Partner
Membership no.-52945
Place: Kolkata
Date: 03-05-2017
( Referred to in paragraph 1 under ‘ Report on Other Legal and Regulatory
Requirements ‘ in our Independent Auditors Report of even date , to the members of
the Company on the Financial statements for the year ended 31st March ,2017).
(i) In respect of its fixed assets:
a) Based on our scrutiny of the Companys Books of Account and other records and
according to the information and explanations given to us by the management, we are of the
opinion that the question of commenting on maintenance of proper records of fixed assets
and physical verification of fixed assets does not arise since the company had no fixed
assets as on 31st March, 2017 nor at any time during the financial year ended on 31st
March, 2017. b) According to the information and explanations given to us, as the company
owns no immovable properties, the requirement on reporting whether title deeds is held in
the name of the company or not is not applicable.
(ii) Physical verification of inventory has been conducted by the management at
reasonable intervals as required under clause 3(ii). No material discrepancies were found
as compared to book records.
(iii) The Company has not granted loans, secured or unsecured to any companies, firms,
Limited Liability Partnerships or other parties covered in the register maintained under
section 189 of the Companies Act, 2013. Hence the reporting requirement under clause (iii)
of the said order does not arise.
(iv) Based on our scrutiny of the Companys records and according to the information
and explanations given to us by the management, we are of the opinion that in respect of
loans and guarantees given, investments made, and securities purchased by the company, the
provisions of section 185 and 186 of the Companies Act, 2013 have been complied with.
(v) In our opinion and according to information and explanations given to us, the
Company has not accepted any deposits from the public within the meaning of Section 73 to
76 or any other relevant provisions of the Companies Act and Rules framed there under and
hence the reporting requirement under clause (v) of the said order does not arise.
(vi) According to the information and explanations provided by the management, the
company is not engaged in production of any such goods or provision of any such services
for which maintenance of cost records has been prescribed by the Central Government under
section 148(1). Hence the reporting requirement under clause (vi) of the said order does
not arise.
(vii) a) Based on our scrutiny of the Companys Books of Account and other records and
according to the information and explanations given to us by the management, we are of the
opinion that the company is regular in depositing with appropriate authorities undisputed
statutory dues applicable to it and no undisputed amounts payable in respect of any
statutory dues were outstanding as at 31st March, 2017 for a period of more than six
months from the date they became payable. b) According to the records of the company and
the information and explanations given to us by the management, there are no disputed
statutory dues outstanding in the name of the company.
(viii) According to the records of the company, the Company has neither borrowed any
amount from any financial institution, bank or government nor issued any debentures till
31st March, 2017. Hence, in our opinion the reporting requirement under clause (viii) of
the said order does not arise.
(ix) According to the records of the company, the company has neither raised any moneys
by way of Initial Public Offer or Further Public Offer (including debt instrument) nor has
the company raised any term loans. Hence, in our opinion the reporting requirement under
clause (ix) of the said order does not arise.
(x) Based upon the audit procedures performed and information and explanations given to
us by the management, neither any fraud on the company by its officers or employees nor
any fraud by the company has been noticed or reported during the course of our audit..
(xi) The Managerial remuneration has been paid or provided in accordance with the
requisite approvals mandated by the provisions of section 197 read with Schedule V to the
Companies Act.
(xii) In our opinion and to the best of our information and according to the
explanations provided by the management, we are of the opinion that the company is not a
Nidhi Company. Hence, in our opinion the reporting requirement under clause (xii) of the
said order does not arise.
(xiii) According to the information and explanations given to us and based on our
examination of the records of the Company, transactions with the related parties are in
compliance with Sections 177 and 188 of the Act where applicable and details of such
transactions have been disclosed in the financial statements as required by the applicable
accounting standards.
(xiv) Based on our scrutiny of the Companys Book of Account and other records and
according to the information and explanations given to us by the management, we are of the
opinion that the company has not made any preferential allotment or private placement of
shares or fully or partly convertible debentures during the year under review. Hence, the
reporting requirement under clause (xiv) of the said order does not arise.
(xv) Based on our scrutiny of the Companys Book of Account and other records and
according to the information and explanations given to us by the management, we are of the
opinion that the company has not entered into any non-cash transactions with its directors
or persons connected with him. Hence, the reporting requirement under clause (xv) of the
said order does not arise.
(xvi) In our opinion and to the best of our information and according to the
explanations provided by the management, we are of the opinion that the company is not
required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
Hence, the reporting requirement under clause (xvi) of the said order does not arise.
"ANNEXURE 2" TO THE INDEPENDENT AUDITORS REPORT
( Referred to in paragraph (2)g under ‘ Report on Other Legal and Regulatory
Requirements ‘ in our Independent Auditors Report of even date , to the members of
the Company on the Financial statements for the year ended 31st March ,2017).
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 Layla
Textile and Traders Limited the Company as of 31st March,2017 in conjunction
with our audit of the financial statement of the Company for the year ended on that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys Board of Directors 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 (the "Guidance Note") issued by the Institute of Chartered Accountants
of India ("ICAI"). 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 the
respective 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 31-Mar-2017, 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 ICAI.
For GHOSH & GHOSH
Chartered Accountants
Firm Registration Number: - 306020E
Sd/-
A.K. GHOSH
Partner
Membership no.-52945
Place: Kolkata
Date: 03-05-2017
+91-9892691696
