AUDITOR
TO THE MEMBERS OF
S.B & T INTERNATIONAL LIMITED
We have audited the attached Balance Sheet of S.B. & T INTERNATIONAL LIMITED
(" the Company") as at 31st March, 2012, the Statement of Profit & Loss
Account and the Cash Flow Statement of the company for the year ended on that date annexed
thereto.
Respective Responsibility Of The Management And The Auditor:
• 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.
Basis of Opinion:
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 misstatements. An
audit includes examining, on 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.
Opinion:
We report as under:
I As required by the Companies (Auditor`s Report) Order, 2003, as amended by the
Companies (Auditor`s Report) (Amendment) Order, 2004, issued by the Central Government of
India in terms of Section 227 (4A) of the Companies Act, 1956 (the `Act`) and on the basis
of such checks of the books and records of the Company as.we considered appropriate and
according to the information and explanation given to us by the management, we enclose in
the Annexure a statement on the matters specified in paragraphs 4 and 5 of the said Order.
II. Further to our comments in the Annexure referred to in paragraph I above:
a) We have obtained all the information and explanation, 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 appears from our examination of the books.
c) The Balance Sheet, Statement of Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of account.
d) In our opinion, the Statement of Profit & Loss Account, Balance Sheet and Cash
Flow Statement comply with Accounting Standards referred to in sub-section (3C) of Section
211 of the Companies Act, 1956 to the extent they are applicable to the Company.
e) On the basis of written representations received from the Directors of the Company
as on 31st March, 2012, and taken on record by the Board of Directors of the Company, we
report that none of the Director is disqualified as on at 31st March, 2012 from being
appointed as a Director in terms of clause (g) of sub-section (1) of section 274 of the
Act.
f) In respect of investment of Rs. 750 lacs in Equity Shares of Tanvin Trade Fin Pvt.
Ltd. in the absence of required information, we are unable to comment whether the relevant
disclosure has been made by the company in respect of investment in a subsidiary company
in the aforesaid investment and whether there is fall in the value of such investment.
g) In our opinion and to the best of information and according to the explanations
given to us, subject to non confirmation of balances of debtors / creditors, loans and
advances (other than subsidiaries) and some of the bank borrowings the said accounts, read
together with the notes thereon, given the information required by the Act in the manner
so required and, give a true and fair view in conformity with the accounting policies
generally accepted in India:
1) in case of the Balance Sheet, of the state of affairs of the company as at 3181
March, 2012.
2) in case of the statement of Profit & Loss Account, of the Loss of the company
for the year ended on that date; and
3) in case of the Cash Flow statement, of the cash flows of the Company for the year
ended on that date.
For M.M DUBEY & Co.
Chartered Accountants
M.M.DUBEY&CO PROPRIETOR
Membership No. 30453
Place: Mumbai
Date: 29th November, 2012
Fixed Assets:
1. We are informed that the company is in the process of maintaining proper records
showing full particulars, including quantitative details and situation of fixed assets.
2. According to the representations provided to us, the company has a regular programme
of physical verification of its fixed assets over a period of three years, which in our
opinion is reasonable having regard to the size of the company and the nature of its
assets. In accordance with this programme, certain fixed assets were physically verified
by the Management during the year.
3. During the year, the Company has not disposed off substantial part of its fixed
assets to affect going concern assumption. However we have been informed that company has
sold its subsidiary company M/s. Soft Touch Jewelers LLC & S. B. & T. (UK) Ltd.
Inventories:
4. We are informed that, physical verification of inventory has been carried out by the
management during the year. In our opinion, the frequency of verification is reasonable.
5. According to the information and explanations given to us, the procedure of physical
verification of inventory followed by the management is reasonable and adequate according
to the size of the company and the nature of the business.
6. On the basis of the representation of the company, we are of the opinion that the
Company is maintaining proper records of inventory. However, in the absence of proper
evidence, we are unable to comment upon the same.
Related party transactions:
7. According to the information and explanation given to us, the company has granted
interest free unsecured loans to three companies covered in the register maintained under
section 301 of the Act. The maximum amount involved during the year is of Rs. 2,527.19
lacs.
8. In our opinion, the terms and condition (other than rate of interest) on which loan
have been granted by the company to the parties listed in the register maintained under
section 301 of the Act, are prima facie not prejudicial to the interest of the company.
9. According to the information and explanations given to us, receipt of the amount is
regular.
10. In our opinion and according to the information and explanations given to us, the
company has taken reasonable steps, where overdue amount is more than one lac for recovery
of the amount.
11. According to the information and explanations given to us, the company has taken
interest free unsecured loans from two directors, two relatives of director and one firm
and loan from two companies covered in the register maintained under section 301 of the
Act. The maximum amount involved during the year is aggregated to Rs. 564.07 lacs.
12. In our opinion and according to the information and explanation given to us the
terms and conditions including the rate of interest for such loan is taken are not prima
facie prejudicial to the interest of the company.
13. According to the information and explanations given to us, the payment of the
amount is regular.
Contracts or Arrangements with 301 Parties
14. According to the information and explanations given to us, the transactions in
which directors were interested as contemplated under Section 297 and sub section (6) of
section 299 of the Act, and which were required to be entered in the register maintained
under section 301 of the said act, have been so entered.
15. According to the information and explanations given to us, each of these
transactions exceeding the value of rupees five lacs in respect of any party during the
year, are made at a price, which are reasonable having regard to the prevailing market
prices at the relevant time.
Internal Controls:
16. An internal control procedure for the purchase of inventory and fixed assets and
for the sale of goods has improved.
Internal Audit:
17. In our opinion, the company has an adequate internal audit system commensurate with
its size and nature of its business.
Deposits:
18. In our opinion and according to the information and explanations given to us, the
company has complied with the provision of Section 58Aand58AAof the Act or any other
relevant provisions of the Act, and the NBFC (Reserve Bank) Directors, 1998 / Companies
(Acceptance of Deposits) Rules, 1975 with regard to the deposits accepted from public
during the earlier years. Further, as informed to us no order has been passed by the
Company Law Board, National Law Tribunal, Reserve Bank of India or any other court or
Tribunal.
Statutory Dues:
19. According to the information and explanations given to us, the company is regular
in depositing undisputed statutory dues including Provident Fund, Investor Education and
protection fund, employees state insurance, income tax, sales fax, wealth tax, custom
duty, cess and other statutory dues, if any, applicable to it. As explained to us the,
provision regarding service tax and excise duty is presently not applicable to the
company. However undisputed amount in respect of the following dues are outstanding for a
period of more than six months:
| Name of Statute |
Nature of the Dues |
Amount (Rs. in Lacs) |
Pending from the financial year |
| Income Tax Act |
Corporate Dividend Tax |
3.02 |
2009- 10 |
| Income Tax Act |
Corporate Dividend Tax |
2.86 |
2010-11 |
| Income Tax Act |
Income Tax |
34.14 |
2009-10 |
| Income Tax Act |
Income Tax |
5.53 |
2010-11 |
| Income Tax Act |
Sales Tax |
9.75 |
2011 - 12 |
| Income Tax Act |
Profession Tax |
1.29 |
2011 - 12 |
20. According to the information and explanations given to us, there are no dues of
income tax, sales tax, wealth tax, service tax, custom duty, excise duty and cess which
have not been deposited on account of any dispute except for the following:
| Name of Statute |
Nature of the dues and period to which it relates |
Amount (Rs. In lacs) |
Forum where dispute is pending |
| Custom Act, 1962 |
2004-05 to 2008-09 |
64.24 |
Deputy Commissioner of Customs, SEEPZ-SEZ |
Accumulated / Cash losses:
21. The company does not have any accumulated losses at the year end, but has incurred
cash losses during the financial year Rs. 2,769.99 lacs. Further during the Previous Year
the company has not incurred any cash losses.
Default in repayment of dues:
22. According to the information and explanations given to us, the company is irregular
in repayment of bank borrowing. Loans and Advances granted on the basis securities:
23. According to the records of the company and according to the information and
explanations provided to us, we are of the opinion that the company has not granted loans
and advances on the basis of security by way of pledge of shares, debentures and other
securities.
Guarantees Given:
24. According to the information and explanations provided the company has not given
any guarantee for loans taken by others from banks or financial institutions.
Sources and Application of Funds:
25. Based on our examination of the balance sheet of the company as at March 31, 2012
on an overall basis and as per the information and explanation given to us, we find that
no funds raised on short term basis were utilized for long term purpose.
Preferential Allotment:
26. According to the information and explanations given to us, the company has not made
preferential allotments of shares to parties listed in the register maintained under
section 301 of the Act.
Fraud:
27. Based upon the audit procedures performed and information and explanation given by
the management, we report that no fraud on or by the company has been noticed or reported
during the course of our audit.
Miscellaneous:
28. The clauses (viii), (xiii), (xiv), (xvi), (xx) of the paragraph 4 & 5 of the
order are not applicable to the company and hence not reported upon.
For M.M DUBEY & Co.
Chartered Accountants
M.M.DUBEY&CO PROPRIETOR
Membership No. 30453
Place: Mumbai
Date: 29th November, 2012
??? |