To the Members of M/s Metropoli Overseas Limited
Report on the Financial Statements
We have audited the accompanying financial statements of Metropoli Overseas Limited
("the Company"), which comprise the Balance Sheet as at March 31, 2016, 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.
Management’s Responsibility for the Financial Statements
The Company’s 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 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
the design, implementation and maintenance of adequate internal financial control 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 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, issued by the Institute of Chartered Accountants of India,
as 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 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
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 financial control relevant to the Company’s
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 whether the Company has in place an adequate internal financial
controls system over financial reporting and the effectiveness of such controls. An audit
also includes evaluating the appropriateness of accounting policies used and the
reasonableness of the accounting estimates made by the Company’s Directors, 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 standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations
given to us, 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, 2016, 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 (Auditor’s Report) Order, 2016 ("the
Order") issued by the Central Government of India in terms of sub-section (11) of
section 143 of the Act, we give in the Annexure 1 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 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 Cash Flow Statement 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 written representations received from the directors as on March 31,
2016, and taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2016, 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, refer to our
separate Report in "Annexure II" to this report; and
(g) With respect to the other matters to be included in the Auditor’s 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 has disclosed the impact of pending litigations on its financial
position in its financial statements – Refer note 1,2,3,4 & 5 to the Notes on
Accounts;
[ii] The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses.
[iii] There are no amounts which are required to be transferred, during the year to the
Investor Education and Protection Fund by the Company.
|
For A.K. KATARUKA & Co. |
|
Chartered Accountants |
|
(Registration No. 322977E) |
|
(S.K. GOYAL) |
| Place: Kolkata |
Partner |
| Dated: 30th May, 2016 |
Membership No.:300-54927 |
ANNEXURE TO THE INDEPENDENT AUDITORS’ REPORT
TO
THE MEMBERS OF METROPOLI OVERSEAS LIMITED
[REFERRED TO IN OUR REPORT OF EVEN DATE]
(i) (a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets.
(b) Fixed assets were physically verified by the management during the year and no
material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and the records examined
by us and based on the examination of the conveyance deed provided to us, we report that,
the title deeds of immovable properties are held in the name of the company as at the
balance sheet date.
(ii) (a) The inventories have been physically verified during the year by the
management. In our opinion, the frequency of verification is reasonable.
(b) In our opinion and according to the information and explanations given to us, the
procedure of physical verification of inventories 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 has maintained proper records of inventories. As explained to us, there
was no material discrepancies noticed on physical verification of inventories as compared
to the book records.
(iii) According to the information and explanations given to us, 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. Accordingly, the
provisions of clause 3(iii)(a) , (b) and (c) of the Order are not applicable to the
Company and hence not commented upon.
(iv) In our opinion and according to the information and explanations given to us, the
Company has complied with provisions of Section 185 and 186 in respect grant of of loans,
investments, guarantees and security, as applicable.
(v) The Company has not accepted any deposits from the public.
(vi) To the best of our knowledge and as explained, the Central Government has not
prescribed the maintenance of cost records under section 148(1) of the Companies Act,
2013, for the services rendered by the Company.
(vii) (a) The Company is generally regular in depositing with appropriate authorities
undisputed statutory dues including provident fund, employee’s state insurance,
income-tax, service tax, duty of customs, duty of excise, value added tax and other
statutory dues to the appropriate authorities applicable to it.
(b) During the year, the Company did not have any dues towards income tax or sales tax
or service tax or duty of customs duty or duty of excise or value added tax. According to
the information and explanations given to us, no undisputed amounts payable in respect of
provident fund, employees’ state insurance, income-tax, service tax, cess and other
material statutory dues were outstanding, at the year end, for a period of more than six
months from the date they became payable.
(c) According to the records of the Company, the dues outstanding of Customs, VAT and
KSFC on account of any dispute, are as follows:
| Sl. No |
Name the Statute |
Nature of Dues |
Amount in Lacs |
Period to which the amount relates |
Forum where dispute is pending |
| 1 |
Customs Act’1962 |
Custom Duty |
98.14 (Exclusive of Interest) |
2008-09 |
BIFR |
| 2 |
Karnataka Value Added Tax |
VAT & CST |
129.07 |
1998-99 to 2004-05 |
Tribunal |
| 3 |
Karnataka State Financial Corporation |
Term Loan |
228.00 |
|
BIFR |
(viii) According to the information and explanations given to us, the Company has not
defaulted in repayment of loans or borrowing to a financial institution, bank, Government
or dues to debenture holders.
(ix) The Company has not raised any money by way of initial offer or further public
offer (including debt instruments) and term loans.
(x) Based upon the audit procedures performed for the purpose of reporting the true and
fair view of the financial statements and as per the information and explanations given by
the management, we report that no fraud by the Company or any fraud on the Company by its
officers or employees has been noticed or reported during the year.
(xi) According to the information and explanations given to us, the Company has not
paid any managerial remuneration during the year.
(xii) According to the information and explanations given to us, the Company is not a
Nidhi Company.
(xiii) According to the information and explanations given to us, all the transactions
with the related parties are in compliance with Sections 177 and 188 of
Companies Act’2013 where applicable and the details have been disclosed in the
Financial Statements etc. As required by the applicable accounting standards.
(xiv) According to the information and explanations given to us, the Company has not
made any preferential allotment or private placement of shares or fully or partly
convertible debentures during the year under review.
(xv) According to the information and explanations given to us, the Company has not
entered into any non cash transactions with directors or persons connected with him.
(xvi) According to the information and explanations given to us, the Company is not
required to be registered under Section 45-IA of the Reserve Bank of India Act’1934.
|
For A.K. KATARUKA & Co. |
|
Chartered Accountants |
|
(Registration No. 322977E) |
|
(S.K. GOYAL) |
| Place: Kolkata |
Partner |
| Dated: 30th May, 2016 |
Membership No.:300-54927 |
ANNEXURE II
TO
THE MEMBERS OF METROPOLI OVERSEAS LIMITED
[REFERRED TO IN OUR REPORT OF EVEN DATE]
Report on the Internal Financial Controls over Financial Reporting 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 Metropoli
Overseas Limited ("the Company") as of March 31, 2016 in conjunction with our
audit of the financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s Management 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
issued by the Institute of Chartered Accountants of India (the ‘Guidance Note’).
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 Company’s 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.
Auditor’s 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 Standards on Auditing as specified under section 143(10) of the Companies Act,
2013 and the Guidance Note to the extent applicable to an audit of internal financial
controls. 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 auditor’s 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 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 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 March 31, 2016, 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.
|
For A.K. KATARUKA & Co. |
|
Chartered Accountants |
|
(Registration No. 322977E) |
|
(S.K. GOYAL) |
| Place: Kolkata |
Partner |
| Dated: 30th May, 2016 |
Membership No.:300-54927 |
+91-9892691696
