siddhartha tubes ltd Auditors report


To,

The Members of SIDDHARTHA TUBES LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of SIDDHARTHA TUBES LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March 2015, the Statement of Profit and Loss and the Cash Flow Statement for the year then 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 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 financial statements based on our audit.

We have taken into account the provision 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 responsible 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 the effectiveness of the Companys internal financial control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the 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.

Basis for Qualified Opinion

1. As stated in Note No. 10: - Fixed Assets. Company has made provision of depreciation following straight line method, which is not in accordance with the useful life mentioned in the Schedule II of Co. Act, 2013. The financial impact is that the Fixed Assets are overstated, Depreciation is understated and loss is understated to an extent of Rs.10.82 crore each.

2. As stated in Note No. 13 Note, the Company has concluded negotiated settlement dues with several lenders, and several installments have been paid to them till end March 2015. However, further installments remain payable as per the agreed schedule, and these lenders remain outstanding on the Company’s Books. The said payments made upto 31/03/2015, viz Rs. 28.89 crore (Previous year Rs.25.97 crore) has been accounted for under Other Non Current Assets, and these will be adjusted / accounted for against the corresponding outstanding in Secured Loans after full repayment of the NSD amount, and receipt of No Dues Certificate from the respective Lender.

3. As stated in Note No. 36(b), the accounts of the Company have been prepared on going concern basis in spite of the fact that the Company has become a Sick Company under Sick Industrial Companies (Special Provisions) Act, 1985.

Qualified Opinion

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, 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 March 31,2015 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 in terms of Section 143(11) 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 obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes 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 accounts.

(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 31March, 2015, and taken on record by the Board, none of the Director 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 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 explanation given to us: (i) The Company has disclosed the impact of pending litigations on its financial position in its Financial Statements at Note no.31.

(ii) The Company has not entered into any long-term contracts including derivative contracts for which there is any material foreseeable losses; (iii) There has been no delay, in transferring amounts, if any required to be transferred, to the Investor Education and Protection Fund by the Company.

For and on behalf of
For Rakesh K. Jain & Associates
CHARTERED ACCOUNTANTS
FRN - 011019C
RAKESH JAIN
PLACE: INDORE PROPRIETOR
DATE: 19th September, 2015 M.NO.401098

ANNEXURE TO INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1 under "Report on Other Legal and Regulatory Requirement"section of our report of even date) (i) In respect of Fixed Assets:

(a) The Company has maintained proper records showing full particulars, including quantitative details and situation of Fixed Assets.

(b) Some of the Fixed Assets were physically verified during the year by the Management in accordance with a programme of verification, which in our opinion, provides for physical verification of all the Fixed Assets at reasonable intervals. According to the information and explanations given to us no material discrepancies were noticed on such verification.

(ii) In respect of its inventories:

(a) We are informed that physical verification of inventory has been conducted at reasonable intervals during the year by the management. In our opinion the frequency of such verification is reasonable.

(b) In our opinion and according to the information give to us, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification of inventory as compared to the book records.

(iii) 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 Companies Act, 2013.

(iv) In our opinion and according to the information and explanations given to us, there are 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 and during the course of our audit we have not observed any major weakness in such internal control system. (v) In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of section 73 to 76 of the Companies Act, 2013 and the rules framed there under.

(vi) We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended and prescribed by the Central Government under sub-section (1) of the Section 148 of the Companies Act, 2013 and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) According to the information and explanations given to us, in respect of Statutory Dues;

(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, VAT Tax, Wealth Tax, Custom Duty, Excise Duty, and any other Statutory Dues with the appropriate Authorities.

(b) According to the information and explanation given to us, Statutory Dues under appeal at various forums aggregating to Rs.634.50 lakh are as under:

S.No Name of the Statute Nature of the Dues Period Amount Forum where appeal / matter is pending
1 CESTA Excise & Custom 1998-99 1594141 CESTAT, New Delhi
2006-07 10000000 Add. DGFT, New Delhi
2007-08 5591632 Commissioner Appeal
2008-09 19242228 CESTAT, New Delhi
2009-10 1519095 Commissioner Appeal
2010-11 502635 CESTAT, New Delhi
2 Income Tax Income Tax 2009-10 25000000 Commissioner Income Tax Appeal
Total 63449731

(c) The Company is not required to transfer any amount to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and Rules made thereunder.

(viii) As at 31st March 2014 the accumulated losses of the Company are more than fifty percent of its Net Worth. The Company has incurred an operating Cash Loss of Rs.1443.49 lacs for the year ended 31st of March 2015 (previous year loss of Rs.488.48 lacs).

(ix) In our opinion based on our Audit procedures & according to the information & explanation given to us, the Company has defaulted in repayment of Secured Dues aggregating to Rs.177.84 crores in respect of Financial Institutions and Banks.

(x) According to the information and explanation given to us, the Company has not given any Guarantee for loans taken by others from Banks or Financial Institutions.

(xi) In our opinion and according to the Information and explanations given to us, the Term Loans have been applied for the purposes for which they were raised.

(xii) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year.

For Rakesh K. Jain & Associates.,
CHARTERED ACCOUNTANTS
FRN - 011019C
RAKESH JAIN
PLACE : INDORE PROPRIETOR
M.NO.401098
DATE : 19th September, 2015