AUDITORS
To, The Members, NATIONAL STOCK EXCHANGE OF INDIA LIMITED
1. We have audited the attached Balance Sheet of NATIONAL STOCK EXCHANGE OF INDIA
LIMITED, as at 31st March, 2012, the Statement of Profit and Loss and the Cash Flow
Statement for the year ended on that date annexed thereto. These financial statements are
the responsibility of the Company’s management. Our responsibility is to express an
opinion on these financial statements based on our audit.
2. We conducted our audit in accordance with auditing standards generally accepted in
India. Those Standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
3. As required by the Companies (Auditor’s Report) Order, 2003, and read with the
amendments made by the Companies (Auditors’ Report) (Amendment) Order 2004, issued by
the Central Government of India in terms of sub-section (4A) of Section 227 of the
Companies Act, 1956, and on the basis of such checks of the books and records as we
considered appropriate and according to the information and explanations given to us
during the course of audit, we enclose in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order to the extent they are applicable to the
Company.
4. Further to our comments in the Annexure referred to above, 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 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 dealt with by this report comply with the accounting standards referred to in
sub-section (3C) of section 211 of the Companies Act, 1956;
e) On the basis of the representations received from the Directors as on 31st March,
2012 and taken on record by the Board of Directors, none of the Directors is disqualified
as on 31st March, 2012 from being appointed as a Director in terms of Clause (g) of
subsection (1) of Section 274 of the Companies Act, 1956;
f) In our opinion and to the best of information and according to the explanations
given to us, the said accounts read together with the 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 31st
March, 2012;
ii) in the case of the Statement of Profit & Loss, of the Profit of the Company 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.
|
For KHANDELWAL JAIN & CO., |
|
Chartered Accountants, |
|
Firm’s Registration No.105049W |
|
(NARENDRA JAIN) |
| Place : Mumbai |
Partner |
| Date : 14th May, 2012 |
Membership No.: 048725 |
Annexure referred to in paragraph 3 of Auditors’ Report of even date to the
members of NATIONAL STOCK EXCHANGE OF INDIA LIMITED on the financial statements for the
year ended March 31, 2012
i) a) The Company has maintained proper records showing full particulars including
quantitative details and situation of Fixed Assets.
b) The Company has physically verified the fixed assets in accordance with a programme
of verification which in our opinion provides for physical verification of all fixed
assets at reasonable intervals except for VSAT equipments lying with third parties for
which confirmations are generally obtained or electronically confirmed. We have been
informed that no material discrepancies were noticed on such verification.
c) No substantial part of fixed assets of the Company has been disposed off during the
year.
ii) a) The Company has not granted any loans, secured or unsecured, to companies, firms
or other parties covered in the register maintained under Section 301 of the Act.
b) The Company has not taken any loans, secured or unsecured, from companies, firms or
other parties covered in the register maintained under Section 301 of the Act.
iii) In our opinion, there is an adequate internal control procedure commensurate with
the size of the Company and the nature of its business, for purchase of fixed assets and
for rendering of services. During the course of our audit, we have not observed any major
weakness in the internal control systems.
iv) Based on the audit procedures applied by us and according to the information and
explanations provided by the management, we are of the opinion that the Company has not
entered into any contracts or arrangements that need to be entered in the register
maintained under Section 301 of the Companies Act, 1956.
v) The Company has not accepted any deposits during the year from the public within the
meaning of the provisions of Section 58A, 58AA or any other relevant provisions of the
Companies Act, 1956 and the rules made thereunder.
vi) In our opinion, the Company has an internal audit system which is commensurate with
the size of the Company and the nature of its business.
vii) We are informed that no cost records are required to be maintained by the Company
under Section 209(1)(d) of the Companies Act, 1956.
viii) a) According to the information and explanations given to us and the records
examined by us, the Company is regular in depositing with appropriate authorities
undisputed statutory dues including provident fund, investor education and protection
fund, employees’ state insurance, income-tax, sales-tax, wealth-tax, service-tax,
custom duty, excise duty, cess and any other statutory dues wherever applicable.
b) According to the records of the Company, the dues of sales-tax, income-tax, customs,
wealth-tax, service tax, securities transaction tax, excise duty, cess which have not been
deposited on account of disputes and the forum where the dispute is pending are as under:
| Name of the Statute |
Nature of the Dues |
Period to which amount relates (Financial year) |
Amount ( Rs in Crores) |
Forum where dispute is Pending |
| 1. Income Tax Act, 1961 |
Income Tax |
2002-2003 |
5.96 |
High Court, Mumbai |
|
|
2007-2008 |
0.002 |
Income Tax Appellate Tribunal, Mumbai |
|
|
2008-2009 |
0.19 |
Commissioner of Income Tax, (Appeal) Mumbai |
| 2. Wealth Tax Act, 1957 |
Wealth Tax |
2000-2001 |
0.11 |
Income Tax, Appellate Tribunal, Mumbai - Wealth Tax Bench |
| 3. Finance (No.2) Act, |
Securities |
2006-2007 |
5.09 |
Income Tax Appellate Tribunal, Mumbai |
| 2004-Chapter VII |
Transaction Tax |
2007-2008 |
0.97 |
Commissioner of Income Tax (Appeals), Mumbai |
|
|
2008-2009 |
0.48 |
Commissioner of Income Tax (Appeals), Mumbai |
| 4. Chapter V of Finance Act, 1994 |
Service Tax |
2004-2005 to 2008-2009 |
28.10 |
Commissioner of Service tax, Mumbai |
| 5. Chapter V of Finance Act, 1994 |
Service Tax |
2010-11 |
0.001 |
Commissioner of Service tax, Mumbai |
| 6. The Competition Act, 2002 |
Penalty |
2007-2008 to 2009-2010 |
55.00 |
Competition Appellate Tribunal |
ix) The Company did not have any accumulated losses at the end of the financial year,
nor had it incurred any cash loss during the financial year or in the immediately
preceding financial year.
x) The Company has not taken any loan from banks or financial institutions and the
Company has not issued any debentures.
xi) The Company has not granted loans and advances on the basis of security by way of
pledge of shares, debentures and other securities.
xii) According to the information and explanations given to us, the company has not
given any guarantee for loans taken by others from bank or financial institutions.
xiii) The Company has not taken any term loans during the year.
xiv) According to the information and explanations given to us and on an examination of
the Balance Sheet of the Company, we report that, on an overall basis, funds raised on
short term basis have prima facie, not been used during the year for long term investment.
xv) The Company has not made any preferential allotment of shares to the parties and
companies covered in the register maintained under Section 301 of the Companies Act, 1956.
xvi) The Company has not issued any Debentures during the year and there were no
debenture outstanding at the year-end.
xvii) The Company has not raised any money by public issue during the year.
xviii) Based upon the audit procedures performed and information and explanations given
by the management, we report that no fraud on the Company or by the Company has been
noticed or reported during the course of our audit.
xix) The other clauses 4(ii), 4(xiii) and 4(xiv) of para 4 of the Companies
(Auditor’s Report) Order, 2003, as amended by the Companies (Auditors’ Report)
(Amendment) Order 2004, are not applicable to company.
|
For KHANDELWAL JAIN & CO., |
|
Chartered Accountants, |
|
Firm’s Registration No.105049W |
|
(NARENDRA JAIN) |
| Place : Mumbai |
Partner |
| Date : 14th May, 2012 |
Membership No.: 048725 |
+91-9892691696
