SML ISUZU Auditors Report

1. Report on the Financial Statements


We have audited the accompanying financial statements of SML Isuzu Limited (‘the Company’), which comprise the Balance Sheet as at 31 March 2017, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.


2. 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 and presentation 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.


3. Auditor’s 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 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 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 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. An audit also includes evaluating the appropriateness of the 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 financial statements.


4. 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 31 March 2017 and its profit and its cash flows for the year ended on that date.


5. Report on Other Legal and Regulatory Requirements


(i) 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 A”, a statement on the matters specified in the paragraphs 3 and 4 of the order.


(ii) 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 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 the 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 the written representations received from the directors as on 31 March 2017 taken on record by the Board of Directors, none of the directors is disqualified as on 31 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, refer to our separate report in “Annexure B”; 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 to Note 29 to the financial statements;


ii. The Company has made provisions, as required under the applicable law, or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts.


iii. There has been no delay in transferring amount, required to be transferred, to the Investor Education and Protection Fund by the Company.


iv. The Company has provided requisite disclosures with regard to the holdings as well as dealings in Specified Bank Notes during the period from 8 November 2016 to 30 December 2016. Based on audit procedures performed by us and relying on the management representation we report that the disclosures are in accordance with the books of accounts maintained by the Company and as produced to us by the Management. Also refer to note 34 to the financial statements.


Annexure-A to the Auditors’ Report


Annexure A referred to in paragraph 5 (i) of the Independent Auditors’ Report to the Members of SML ISUZU Limited on the accounts for the year ended 31 March 2017, we report that:


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


(b) The Company has a regular programme of physical verification of its fixed assets by which all fixed assets are verified in a phased manner over a period of three years. In accordance with this programme, certain fixed assets were verified during the year and no material discrepancies were noticed on such verification. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of its assets.


(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.


(ii) The inventory, except materials-in-transit and stock lying with third parties, has been physically verified by the management during the year and no material discrepancies were noticed on such verification. In our opinion, the frequency of such verification is reasonable. For stocks lying with third parties at the year-end, written confirmations have been obtained.


(iii) According to the information and explanations given to us, we are of the opinion that there are no companies, firms, limited liabilities partnerships or other parties covered in the register required to be maintained under Section 189 of the Companies Act, 2013 (‘the Act’). Accordingly, paragraph 3(iii) of the Order is not applicable.


(iv) The Company has not given any loans, or made any investments, or provided any guarantee, or security as specified under Section 185 and 186 of the Act. Accordingly, paragraph 3(iv) of the Order is not applicable.


(v) The Company has not accepted any deposits covered under Section 73 to 76 or other provisions of the Act and rules framed thereunder.


(vi) The Central Government has not prescribed the maintenance of cost records under Section 148(1) of the Act, for any of the products manufactured / services rendered by the Company.


(vii) (a) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax and other material statutory dues have been regularly deposited during the year by the Company with the appropriate authorities.


According to the information and explanations given to us, no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax and other statutory dues were in arrears as on 31 March 2017 for a period of more than six months from the date they became payable.


(b) According to the information and explanations given to us, there are no dues of Duty of Customs, Income-Tax, Sales Tax, Service Tax, Duty of Excise and Value Added Tax which have not been deposited by the Company on account of disputes except as mentioned below:






























































































































Name of the statute



Nature of dues



Amount disputed Rs. Lakhs



Amount deposited Rs. Lakhs



Period to which the amount relates



Forum where dispute is pending



Central Excise Act, 1944



Excise duty



4.25 (includes penalty Rs. 2.12 lakhs)



2.13



Apr 2000 to Mar 2004



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Central Excise Act, 1944



Excise Duty



1.94



Nil



Oct 2004 to Mar 2005



The Supreme Court of India



Finance Act, 1994



Service Tax



5.70 (includes penalty Rs. 2.85 lakhs)



Nil



2005-2006



Commissioner (Appeals)



Finance Act, 1994



Service Tax



5.70 (includes penalty Rs. 2.85 lakhs)



Nil



2005-2006



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Central Excise Act, 1944



Excise Duty



1.89



Nil



Oct 2006 to Jun 2008



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Finance Act, 1994



Service Tax



4.26 (includes penalty Rs. 2.13 lakhs)



Nil



Apr 2006 to Dec. 2008



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Finance Act, 1994



Service Tax



3.36



Nil



Apr 2006 to Dec. 2008



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Central Excise Act, 1944



Excise Duty



3.62 (includes penalty Rs. 1.81 lakhs)



Nil



Apr 2008 to Jun 2009



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Finance Act, 1994



Service Tax



1.15



Nil



Jun 2009 to Mar 2011



Commissioner (Appeals)



Central Excise Act, 1944



Excise Duty



25.00



Nil



Dec 2008 to Jul 2009



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Finance Act, 1994



Service Tax



8.66



Nil



Oct 2009 to Sep. 2010



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Central Excise Act, 1944



Excise Duty



4.05 (includes penalty Rs. 1.83 lakhs)



Nil



Apr. 2010 to Sep 2011



Customs Excise and Service Tax Appellate Tribunal (CESTAT)



Sub-Total (A)



69.58



2.13



Central Sales Tax Act, 1956



Sales Tax



218.23



87.30



Apr 2000 to Sep 2000



Sales Tax appellate Tribunal, Chandigarh
































































































































Punjab VAT Act, 2005



Valued Added Tax



1.57



0.39



Aug 2007



Deputy Excise and Taxation Commissioner-cum-Joint Director Enforcement, Patiala



U P Trade Tax Act, 1948



Sales Tax



15.94



7.20



1993-1994



Additional Commissioner (Appeals), Lucknow



U P Trade Tax Act, 1948



Sales Tax



5.80



0.87



2005-06



Assistant Commissioner Grade-II



Gujarat Sales Tax Act



Sales Tax



161.68



Nil



2008-09



Joint Commercial Tax Commissioner (Appeals)



The West Bengal Value Added Tax Rules, 2005



Value Added Tax



5.80



Nil



2008-2009



Assessing Officer Sales Tax



The West Bengal Value Added Tax Rules, 2005



Value Added Tax



8.51



Nil



2009-2010



W.B.C.T. Appellate & Revisional Board



The West Bengal Value Added Tax Rules, 2005



Sales Tax



5.70



Nil



2009-2010



W.B.C.T. Appellate & Revisional Board



Kerala Value Added Tax Rules, 2005



Value Added Tax



1.42



0.43



2010-2011



Assistant Commissioner Special Circle-Trivandrum



Kerala Value Added Tax Rules, 2005



Value Added Tax



93.40



28.02



2011-2012



Assistant Commissioner Special Circle-Trivandrum



Kerala Value Added Tax Rules, 2005



Value Added Tax



2.56



0.76



2011-2012



Assistant Commissioner Special Circle-Trivandrum



Patna Sales Tax Tribunal



Sales Tax



2.36



0.45



2012-13



Patna Sales Tax Tribunal



Karnataka Value Added Tax Act, 2003



Value Added Tax



526.51



Nil



2012-2013



The Assistant Commissioner of Commercial Taxes, Hubli



The West Bengal Value Added Tax Rules, 2005



Entry Tax



1.13



Nil



2012-2013



W.B.C.T. Appellate & Revisional Board, Bench-VI



Central Sales Tax Act, 1956



Sales Tax



3.17



Nil



2012-2013



Sr. JCCT/LTO-W.B.



Central Sales Tax Act, 1956



Sales Tax



60.03



Nil



2012-2013



Deputy Commissioner of Sales Tax - Pune
























































































































































U P Trade Tax Act, 1948



Value Added Tax



6.88



4.98



2016-2017



Assistant Commissioner Ghaziabad



AP VAT Act 2005



Value Added Tax



3.55



2.21



2016-2017



Administrative Officer and Deputy Commercial Tax Officer Vijayawada



The West Bengal Value Added Tax Rules, 2005



Entry Tax



91.52



Nil



2013-2017



Additional Commissioner, Commercial Taxes, W.B.



Sub-Total (B)



1,215.76



132.61



Income-tax Act, 1961



Income-tax



101.55



88.61



FY 2004-05



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



94.79



94.79



FY 2005-06



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



137.10



137.10



FY 2006-07



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



50.88



50.88



FY 2005-06



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



476.33



476.33



FY 2007-08



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



42.41



Nil



FY 2008-09



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



82.82



82.82



FY 2006-07



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



39.30



Nil



FY 2009-10



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



54.64



Nil



FY 2010-11



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



31.86



15.44



FY 2011-12



Income-tax Appellate Tribunal (



Income-tax Act, 1961



Income-tax



112.00



Nil



FY 2007-08



Income-tax Appellate Tribunal



Income-tax Act, 1961



Income-tax



55.94



Nil



FY 2012-13



Income-tax Appellate Tribunal



Sub Total (C)



1,279.62



945.97



Total (A B C)



2,564.96



1,080.71



(viii) According to the information and explanations given to us, the Company has not defaulted in repayment of dues to banks. Further, according to the information and explanations given to us, the Company did not have any outstanding dues to any financial institutions, government or debenture holders during the year.


(ix) According to the information and explanations given to us, the term loan taken by the Company has been applied for the purposes for which it was raised. As informed to us, the Company has not raised any moneys by way of initial public offer (including debt instruments) or further public offer.


(x) According to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit for the year.


(xi) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.


(xii) According to the information and explanations given to us, the Company is not a nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable.


(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) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, paragraph 3(xiv) of the order is not applicable.


(xv) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable.


(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.


For B S R & Associates LLP


Chartered Accountants


Firm Registration No.: 116231W/W-100024


Rajesh Arora


Place: New Delhi Partner


Date : 10 May 2017 Membership No.: 076124

CIN: U67190WB2003PTC096617. Trading in Commodities is done through our Group Company Dynamic Commodities Pvt. Ltd. The company is also engaged in Proprietory Trading apart from Client Business.
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