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Updated:10 Dec, 2019, 16:01 PM IST

INDEPENDENT AUDITORS' REPORT

TO THE MEMBERS OF TIP INDIA LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of TPI INDAI LIMITED ("the  company) ,which comprise the Balance Sheet as at 31 March 2015, the Statement  of Profit and Loss, the 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 in section 134(5) of  the Companies Act, 2013 C the Ace) with respect to the preparation of these financial  statements that give a true and fair view of the financial position, financial  peliormance 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 the maintenance of adequate accounting  records In accordance with the provision of the Act for safeguarding of the assets of  the Company and for preventing and detecting the 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 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.

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 there under 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 disclosures in the financial statements. The procedures selected depend on the auditor's judgment, inducing the assessment of the risk of maternal 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 true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by 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.

I) Basis for Qualified Opinion:

(1) The Trade Receivables, Trade Payables, Current and Non– current Liabilities, Loans and Advances given and taken are subject to confirmation, reconciliation and adjustments. if any. No provision has been made for doubtful Trade Receivables and Loans and Advances, if any, arising out of confirmation and reconciliation.

(2) Interest on differed Sales Tax liability of Rs. 103.29 lacs have not been provided in the accounts as stated in Notes No. 26 (23).

The amount of (1) above cannot be ascertained precisely. The effect of the (2) above will be to reduce the profit and Reserve by Rs. 103.29 lacs.

Qualified Opinion:

In our opinion and to the best of our information and according to the explanations given to us except for the effects of the matter described in the Basis for Qualified Opinion paragraph and subject to Note No. 26 (3) and (23) of Notes to Accounts and read together with other notes thereon, 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:

a) in the case of the Balance Sheet of the state of affairs of the Company as at March 31. 2015.

b) In the case of the Statement of Profit and Loss, of the Loss for the year ended on that date; and

c) in the case of the Cash Flow Statement of the cash flows for the year ended on that date.

II) Report on other Legal and Regulatory Requirements:

1. As required by the Companies (Auditor's Report) Order, 2015 ("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 statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

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 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 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 31 March, 2015, taken on record by the Board of Directors. none of the directors is disqualified as on 31 March, 2015. from being appointed as a director in terms of Section 164(2) of the Act. With respect to the other matters included in the Auditors Report and to our best of our information and according to the explanations given to us:

i The Company does not have any pending litigations which would impact its financial position]

ii The Company did not have any long–term contracts including derivatives contracts for which there were any material foreseeable losses]

ill. An amount of Rs. 3,17,428/–is not transferred to the Investor Education and Protection Fund by the Company. However the same has been kept in the separate bank account [refer note no.26(18))

ANNEXURE TO THE AUDITOR'S REPORT.

Referred to in paragraph III). 1 of the Independent Auditor's Report to the Members of TPI INDIA LIMITED on the financial statements for the year ended 31" March, 2015. We report that:

1. ( The Company IS maintaining proper records showing full particulars including quantitative details and situation of fixed assets.

(b) All the Fixed Assets have not been physically verified by the management during the year but there is regular programme of verification which in our opinion is reasonable having regard to the size of the company and the nature of its Assets. No material discrepancies were noticed on such verification.

2. (a) The Inventories have been physically verified by the management at the end of the year. In our opinion, the frequency of verification is reasonable.

(b) In our opinion 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 the business.

(c) In our opinion proper records of Inventory have been mainlined by the Company. The Discrepancies noticed on verification between the physical stocks and the book records were not material and have been properly dealt in the books of accounts.

3. The Company has not granted any Loan Secured or Unsecured to any of the parties covered in the register maintained under section 189 of the Companies Act, 2013.

Accordingly the provisions of clause (iii) (a ) and (b) of the Companies (Auditor's report) Order, 2015 are not applicable to the Company.

4. In our opinion and according to the information and e:(planalion given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and also for the sales of goods and services. During the course of our audit, we have not observed any major weaknesses in internal control.

5. The Company has accepted certain deposits from public for which the directives issued by the Reserve Bank of India and the provision of Section 73 to 76 or any other provisions of the Companies Act, 2013 and the rules framed there under have not been complied with. For the above referred accepted deposits, company has not complied with the provision like advertisement in news paper, filing of annual return, maintaining the liquid assets, rate of interest and the limit up to which the deposits can be accepted from the public We were explained that no order has been passed by Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal for the above said defaults.

6. Maintenance of Cost records has been prescribed by the Central Government under Section 148 (1) of the Companies Act, 2013. We have broadly reviewed the cost records maintained by the Company and are of the opinion that the same is required to be improved. WE have however not made a detailed examination of the Coat records with a view to determine whether they are accurate or complete.

7. a) According to the information and explanations given and the record of the Company, undisputed statutory dues including provident fund, employees' state insurance, income·tax, sales–tax, wealth tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues with the appropriate authorities have not been deposited within stipulated time with the appropriate authorities.

According to the information and explanations given to us, the arrears of outstanding statutory dues as at the last day of the financial concern for a period of more than six months from the date becoming payable are mentioned below:

jj) According to information and explanation given, the disputed statutory dues aggregating to Rs. 13304.63 lacs in respect of income tax or sales tax or wealth tax or service tax or duty of customs or duty of excise or value added tax or cess that have not been provided and deposited on account of disputed matter pending before appropriate authorities are as under

(iii) According to information and explanation given the amount of Rs. 3,17,428j–required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, and rules made there under has yet to be transferred to such fund. However the same has been kept in the separate bank account [refer note no.26( 18)]

10. The Company has accumulated losses as on 31st March, 2015 which is more than its net worth. The Company has not incurred cash loss during the current Financial Year, and also in the immediately preceding Financial Year.

8. Based on our audit procedure and according to the information and explanation given to us, we state that there are no in repayment of dues and interest to bank and financial institutions.

9. According to information and explanation given, the Company has not given any guarantee for loans taken by others from Banks and Financial Institutions. Accordingly the provision of clause (IX) of the Companies (Auditor's report) Order, 2015 is not applicable to the Company.

10. According to information and explanations given to us, the Company has not applied during the year the term loans for the purpose for which they were obtained,

11. In our opinion and according to the information and explanation given to us, no material fraud on or by the company has been noticed or reported during the year during the course of our audit.

For B. R. Dalal & Co.

Chartered Accountants.

Sd/– Bharat Dalal

(Proprietor)

Membership No. 31052

Firm Reg. No:102024W

Place: Mumbai

Date: 18th May, 2015

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