GODFREY PHILLIPS INDIA LIMITED
ANNUAL REPORT 2011-2012
AUDITORS` REPORT
To
The Members of
Godfrey Phillips India Limited
1. We have audited the attached Balance Sheet of GODFREY PHILLIPS INDIA
LIMITED ("the Company") as at March 31, 2012, the Statement of Profit and
Loss and the Cash Flow Statement of the Company for the year ended on that
date, both 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 the 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 a test basis, evidence supporting the amounts and the
disclosures in the financial statements. An audit also includes assessing
the accounting principles used and the significant estimates made by the
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 (CARO)
issued by the Central Government in terms of Section 227(4A) of the
Companies Act, 1956, we enclose in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we report as follows:
(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 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 Balance Sheet, the Statement of Profit and Loss and
the Cash Flow Statement dealt with by this report are in compliance with
the Accounting Standards referred to in Section 211(3C) of the Companies
Act, 1956;
(e) in our opinion and to the best of our information and according to the
explanations given to us, the said accounts 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 March 31, 2012;
(ii) in the case of the Statement of Profit and Loss, of the profit of the
Company for the year ended on that date and
(iii) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
5. On the basis of the written representations received from the Directors
as on March 31, 2012 and taken on record by the Board of Directors, none of
the Directors is disqualified as on March 31, 2012 from being appointed as
a director in terms of Section 274(1)(g) of the Companies Act, 1956.
For A.F. FERGUSON & CO.
Chartered Accountants
(Registration No. 112066W)
Jaideep Bhargava
Partner
(Membership No. 90295)
Place : New Delhi
Date : May 29, 2012
Having regard to the nature of the Company`s business/activities/result,
clauses 4 (x) and (xiii) of the Companies (Auditor`s Report) Order, 2003
(hereinafter referred to as the Order) are not applicable.
(i) 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) As explained to us, the Company has a system of physical verification
of fixed assets which is designed to cover all fixed assets once in a
period of three years and in accordance therewith, no physical verification
was due during the current year. In our opinion, the frequency of physical
verification is reasonable having regard to the size of the Company and the
nature of its fixed assets.
(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.
(ii) In respect of its inventory:
(a) As explained to us, the inventories were physically verified during the
year by the Management at reasonable intervals.
(b) In our opinion and according to the information and explanations given
to us, the procedures of physical verification of inventories followed by
the Management were reasonable and adequate in relation to the size of the
Company and the nature of its business.
(c) In our opinion and according to the information and explanations given
to us, the Company has maintained proper records of its inventories and no
material discrepancies were noticed on physical verification.
(iii) In respect of loans, secured or unsecured, granted by the Company to
companies, firms or other parties covered in the Register maintained under
Section 301 of the Companies Act, 1956("the Act"), according to the
information and explanations given to us:
(a) The Company has granted unsecured loan amounting to Rs. 100 lacs to a
company during the year. The maximum amount due during the year in respect
of the said loan and the year-end balance is Rs. 200 lacs.
(b) The rate of interest and other terms and conditions of such loan are,
in our opinion, prima-facie,not prejudicial to the interest of the Company.
(c) As per the terms and conditions of the loan made no principal amount
was due during the year and receipt of interest has been as per
stipulation.
According to the information and explanations given to us, the Company has
not taken any loans, secured or unsecured, 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, having regard to the explanations that some of the items purchased
are of special nature and suitable alternative sources are not readily
available for obtaining comparable quotations, there is an adequate
internal control system commensurate with the size of the Company and the
nature of its business with regard to purchases of inventory and fixed
assets and the sale of goods. There are no sale of services during the
year. During the course of our audit, we have not observed any major
weakness in such internal control system.
(v) In respect of 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
that needed to be entered in the Register maintained under the said Section
have been so entered.
(b) Where each of such transaction is in excess of Rs. 5 lacs 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 except in respect of certain purchases for which comparable quotations
are not available and in respect of which we are unable to comment.
(vi) According to the information and explanations given to us, the Company
has not accepted any deposits from the public during the year. In respect
of unclaimed deposits, the Company has complied with the provisions of
Sections 58A & 58AA or any other relevant provisions of the Companies Act,
1956.
(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) We have broadly reviewed the cost records maintained by the Company
pursuant to the Companies (Cost Accounting Records) Rules, 2011 prescribed
by the Central Government under Section 209(1)(d) of the Companies Act,
1956 and are of the opinion that prima facie the prescribed cost records
have been maintained. We have, however, not made a detailed examination of
the cost records with a view to determine whether they are accurate or
complete.
(ix) According to the information and explanations given to us in respect
of statutory dues:
(a) The Company has been regular in depositing undisputed dues including
Provident Fund, Investor Education and Protection Fund, Income-tax, Wealth
Tax, Customs Duty, Entry tax, Cess and other material statutory dues
applicable to it with the appropriate authorities and has generally been
regular in respect of dues of tax deducted at source, service tax, value
added tax, Employees` State Insurance and Excise duty. We are informed that
there are no undisputed statutory dues as at the year-end outstanding for a
period of more than six months from the date they became payable.
(b) There are no dues of Wealth Tax, Service Tax, Customs Duty and Cess
matters which have not been deposited on account of any dispute. The
details of dues of Sales Tax, Excise Duty and Income-tax as at March 31,
2012, which have not been deposited by the Company on account of disputes
are as follows:
Name of the Nature of A B C D
statute the dues
Sales Tax Sales tax 17.71 11.28 1995-96, Sales Tax
Laws 2001-02, 2006-07 Tribunal
53.35 24.84 1998-99 to 1999-00, Upto
2005-06 to 2007-08 Commissioners`
2009-10 to 2010-11 Level
6.48 6.48 2006-07 High court
Central Excise 6.93 - 2009-10 to 2010-11 Upto
Excise Law duty Commissioners`
Level
564.84 - 2002-03 to 2006-07, Customs Excise
2008-09 to 2010-11 Service Tax
Appellate
Tribunal
Income-Tax Income-tax 244.00 244.00 1979 to 1982, High Court
Law 1995-96 to 1997-98
58.32 58.32 2005-06 to 2008-09 Income Tax
Appellate
Tribunal
275.83 271.89 1999-00, Upto
2002-03 to 2008-09 Commissioners`
Level
A = Amount of dues* (Rs. lacs)
B = Amount deposited (Rs. lacs)
C = Period to which the amount relates
D = Forum where dispute is pending
* amount as per demand orders, including interest and penalty, where
quantified in the Order.
Further, as per information available with the Company, the concerned
authority is in appeal against favourable orders received by the Company in
respect of the following matters:-
Name of the statute A B C
& Nature of the dues
Income Tax Law:
Income tax 340.54 1969, 1974 to 1977, High Court
1991-92 to 1994-95,
2001-02 to 2003-04
3.84 2005-06 Income Tax Appellate
Tribunal
6.07 2000-01 CIT(A)
U.P. Krishi Utpadan
Mandi Adhiniyam:
Mandi cess 108.20 1997-98 to 1998-99 Supreme Court
Central Excise Law:
Excise duty 27.71 2009-10,2010-11 Customs Excise
Service Tax
Appellate Tribunal
Sales Tax Laws:
Sales Tax 10.40 2007-08 High Court
A = Amount (Rs. lacs)
B = Period to which the amount relates
C = Forum where department has preferred appeal
(x) In our opinion and according to the information and explanations given
to us, the Company has not defaulted in the repayment of dues to banks.
(xi) In our opinion and according to the explanations given to us, the
Company has not granted any loans and advances on the basis of security by
way of pledge of shares, debentures and other securities during the year.
(xii) As the Company is not dealing or trading in shares, securities,
debentures and other investments, paragraph 4(xiv) of the Order is not
applicable.
(xiii) In our opinion and according to the information and explanations
given to us, the Company has not given any guarantees for loans taken by
others from banks or financial institutions during the year.
(xiv) In our opinion and according to the information and explanations
given to us, the term loans have been applied for the purposes for which
they were obtained.
(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 for long- term
investment.
(xvi) The Company has not made any preferential allotment of shares during
the year.
(xvii) The Company has not issued any debentures during the year.
(xviii) The Company has not raised money by way of public issue, during the
year.
(xix) To the best of our knowledge and according to the information and
explanations given to us, no fraud by the Company and no fraud on the
Company has been noticed or reported during the year.
For A. F. FERGUSON & CO.
Chartered Accountants
(Registration No. 112066W)
Jaideep Bhargava
Partner
(Membership No. 90295)
Place : New Delhi
Date : May 29, 2012 |