Independent Auditors
TO THE MEMBERS OF
KOTAK MAHINDRA CAPITAL COMPANY LIMITED
Report on the Financial Statements
We have audited the accompanying financial statements of KOTAK MAHINDRA CAPITAL
COMPANY LIMITED ("the Company") which comprise the Balance Sheet as at 31st
March, 2014, 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.
Management’s Responsibility for the Financial Statements
The Company’s 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 notified under
the Companies Act, 1956 ("the Act") (which continue to be applicable in respect
of Section 133 of the Companies Act, 2013 in terms off General Circular 15/2013 dated 13th
September, 2013 of the Ministry of Corporate Affairs) and in accordance with the
accounting principles generally accepted in India. 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
the disclosures in the financial statements. The procedures selected depend on the
auditor’s 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 Company’s preparation and fair
presentation of the financial statements 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 Company’s internal 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.
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:
(a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st
March, 2014;
(b) in the case of the Statement of Profit and Loss, of the Profit of the Company for
the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash flows of the Company for the
year ended on that date.
Managerial Remuneration
We draw attention to Note 36 to the financial statements relating to aggregate
managerial remuneration of Rs. 209.52 lakhs being in accordance with the provisions of
Schedule XIII of the Companies Act, 1956 based on a legal opinion obtained and relied upon
by the management. Our opinion is not qualified in respect of this matter.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2003 ("the
Order") issued by the Central Government in terms of Section 227(4A) of the Act, we
give in the Annexure a statement on the matters speci_ed 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 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, the Statement of Profit and Loss, and the Cash Flow Statement
dealt with by this Report are in agreement with the books of account
(d) In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement comply with the Accounting Standards notified under the Act (which continue
to be applicable in respect of Section 133 of the Companies Act, 2013 in terms off General
Circular15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs).\
(e) On the basis of the written representations received from the directors as on 31st
March, 2014 taken on record by the Board of Directors, none of the directors is
disquali_ed as on 31st March, 2014 from being appointed as a director in terms of Section
274(1)(g) of the Act.
|
For DELOITTE HASKINS & SELLS LLP |
|
Chartered Accountants |
|
(Firm’s Registration No. 117366W/W-100018) |
|
R. Laxminarayan |
|
Partner |
|
(Membership No. 33023) |
| MUMBAI, 23rd April, 2014 |
|
Annexure to the Auditors’ Report
(Referred to in paragraph under ‘Report on Other Legal and Regulatory
Requirements’ section of our report of even date on the accounts for the year ended
31st March, 2014 of Kotak Mahindra Capital Company Limited ("the Company")
(i) Having regard to the nature of the Company’s activities, clauses (ii), (viii),
and (xiii) of the Order are not applicable to the Company for the year.
(ii) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of the fixed assets.
(b) The fixed assets were physically verified during the year by the Management in
accordance with a regular 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.
(c) The fixed assets disposed off during the year, in our opinion, do not constitute a
substantial part of the fixed assets of the Company and such disposal has, in our opinion,
not affected the going concern status of the Company.
(iii) The Company has neither granted nor taken any loans, secured or unsecured, to /
from companies, firms or other parties listed in the Register maintained under Section 301
of the Companies Act, 1956.
(iv) In our opinion and according to the information and explanations given to us,
there is an adequate internal control system commensurate with the size of the Company and
the nature of its business with regard to purchase of fixed assets and for the sale of
goods and services. During the course of our audit, we have not observed any major
weakness in such internal control system.
(v) In respect of the contracts or arrangements entered in the Register maintained in
pursuance of section 301 of the Companies Act, 1956, to the best of our knowledge and
belief and according to the information and explanations given to us:
(a) The particulars of contracts or arrangements referred to in section 301 of the Act
that needed to be entered into the register, maintained under the said section have been
so entered; and
(b) Where each of such transaction is in excess of Rs. 5 lakhs in respect of any party,
the transactions have been made at prices which are prima facie reasonable having regard
to the prevailing market prices at the relevant time.
(vi) According to the information and explanations given to us, the Company has not
accepted any deposit from the public during the year.
(vii) In our opinion, the internal audit functions carried out during the year by a
firm of Chartered Accountants appointed by the Management have been commensurate with the
size of the Company and the nature of its business.
(viii) According to the information and explanations given to us in respect of
statutory dues:
(a) The Company has generally been regular in depositing undisputed dues, including
Provident Fund, Employees’ State Insurance, Income-tax, Sales Tax, Wealth Tax,
Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable
to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund,
Employees’ State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom
Duty, Excise Duty, Cess and other material statutory dues in arrears as at 31st March,
2014 for a period of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty,
Excise Duty and Cess which have not been deposited as on 31st March, 2014 on account of
disputes are given below:
Statute Nature of Dues Forum where Dispute is Period to which the Amount involved
pending amount relates (Rs. in lakhs)
Service Tax Tax, Interest and Penalty Commissioner of Central Excise 2000-01 154.21 to
2002-03 Property tax Tax Assistant Assessor & Collector - 2010-11 to 36.12
Brihanmumbai Mahanagarpalika 2013-14 (BMC)
(ix) The company has no accumulated losses as at 31st March, 2014 and has not incurred
any cash loss during the financial year ended on that date and in the immediately
preceding financial year.
(x) According to the information and explanations given to us, there were no dues
payable by the Company to financial institutions, banks and debenture holders during the
year. Therefore, the provisions of paragraph 4 (xi) of the Order are not applicable to the
Company.
(xi) According to the information and explanations given to us, the company has not
granted any loans or 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
entered into transactions and contracts in respect of its dealing or trading in shares,
securities, debentures and other investments during the year. Hence, clause (xiv) of Para
4 of the Order is not applicable to the Company for the year.
(xiii) In our opinion and according to the information and explanations given to us,
the terms and conditions of the guarantees given by the Company for loans taken by others
from banks and financial institutions are not prima facie prejudicial to the interest of
the Company.
(xiv) To the best of our knowledge and belief and according to the information and
explanations given to us, there have been no term loans availed during the year. Hence
clause (xvi) of paragraph 4 of the Order is not applicable to the Company.
(xv) In our opinion and according to the information and explanations given to us and
on an overall examination of the Balance Sheet, we report that funds raised on short-term
basis have not been used during the year for long- term investment.
(xvi) 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. Hence clause (xviii) of paragraph 4 of the Order is not applicable to the
Company.
(xvii) To the best of our knowledge and belief and according to the information and
explanations given to us, the Company has not issued debentures during the year. Hence
clause (xix) of paragraph 4 of the Order is not applicable to the Company.
(xviii) According to the information and explanations given to us, the Company has not
raised any money by public issue during the year. Hence, clause
(xx) of paragraph 4 of the Order is not applicable to the Company for the year.
(xix) To the best of our knowledge and belief and according to the information and
explanations given to us, no fraud by the Company and no material fraud on the Company was
noticed or reported during the year.
|
For DELOITTE HASKINS & SELLS LLP |
|
Chartered Accountants |
|
(Firm’s Registration No. 117366W/W-100018) |
|
R. Laxminarayan |
|
Partner |
|
(Membership No. 33023) |
| MUMBAI, 23rd April, 2014 |
|
+91-9892691696
