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Adhiraj Distributors Ltd.

BSE: 780018 Sector: Others
NSE: N.A. ISIN Code: INE067R01015
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Adhiraj Distributors Ltd. (ADHIRAJDISTRIB) - Auditors Report

Company auditors report

TO THE MEMBERS OF ADHIRAJ DISTRIBUTORS LTD. Report on the Standalone FinancialStatements

We have audited the accompanying standalone financial statements of AdhirajDistributors Limited (‘the Company’) which comprises the Balance Sheet as at 31March 2016 the Statement of Profit and Loss the Cash Flow

Statement for the year then ended and a summary of significant accounting policies andother explanatory information.

Management’s Responsibility for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparationand presentation of these standalone financial statements that give a true and fair viewof the financial position financial performance and Cash Flows of the Company inaccordance with the accounting principles generally accepted in India including theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting of frauds and other irregularities; the selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone financial statements that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these standalone financial statementsbased on our audit. We have taken into account the provisions of the Act the accountingand auditing standards and matters which are required to be included in the audit reportunder the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatements.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on theauditor’s judgment including the assessment of the risks of material misstatement ofthe financial statements whether due to fraud or error. In making those risk assessmentsthe auditor considers the internal financial control relevant to the Company’spreparation of the financial statements that give a true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of accounting policies used and the reasonableness of theaccounting estimates made by the Company’s directors as well as evaluating theoverall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide 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 explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at March31 2016 and its profit and its Cash Flows for the period ended on that date.

Report on Other Legal and Regulatory Requirements:

1. As required by the Companies (Auditor’s Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) of thesection 143 of the Act we give in the " Annexure A" a statement on thematters 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 bestof 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 theCompany so far as it appears from our examination of those books.

c) The Balance Sheet the Profit and Loss Statement and the Cash Flow Statement dealtwith by this Report are in agreement with the books of account.

d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014;

e) On the basis of the written representations received from the directors as on March31 2016 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2016 from being appointed as a director in terms of Section 164 (2) ofthe Act.

f) With respect to the adequacy of the internal financial controls over financialreporting of the company and the operating effectiveness of such controls refer to ourseparate reports in "Annexure B" and

g) with respect to other matters to be included in the Auditor’s Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014. In our opinionand to the best of our information and according to the explanations given to us wereport as under

(i) The Company does not have any pending litigations which would impact its financialposition.

(ii) The Company did not have any long-term contracts including derivatives contractsfor which there were any material foreseeable losses (iii) There were no amounts whichrequired to be transferred by the Company to the Investor Education and Protection Fund.

For A Agarwal & Associates

Chartered Accountants

FRN 326873E

Sd/-

Amit Agarwal

Partner

M. No. 064726

Place: Kolkata

Date: May 30th 2016

Annexure A referred to in our Independent Auditors’ Report to the members of theCompany on the standalone financial statements for the year ended 31 March 2016

The Annexure referred to in independent Auditor’s report to the Members of theCompany on the standalone financial statements for the year ended on March 31 2016. Wereport that

1. (i) The Company is maintaining proper records showing full particulars includingquantitative details and the situation of its fixed assets;

(ii) The fixed assets have been physically verified by the management at reasonableintervals. In our opinion the frequency of verification of the fixed assets by themanagement is reasonable having regard to the size of the company and nature of itsassets. The discrepancies noticed have been properly dealt with in the books of account;

(iii) According to the information and explanations given to us and on the basis of ourexamination of the records of the company the title deeds of immovable properties areheld in the name of the company.

2. The inventory has been physically verified by the management at reasonable intervalsduring the year. The discrepancies noticed during the physical verification of inventoriesas compared to book records were not material and have been properly dealt with in thebooks of accounts.

3. The Company has not granted any loans secured or unsecured to Companies firmsLimited Liabilities Partnerships or other parties covered in the register maintainedunder section 189 of the Companies Act. Accordingly clause 3 ( iii ) of the Order is notapplicable.

4. In our opinion and according to the information and the explanations given to usthe Company has complied with the provisions of Section 185 and 186 of the Act withrespect to loans and investments made.

5. The Company has not accepted any deposit from the public within the meaning ofsection 73 to 76 of the Act Accordingly clause 3 ( v ) of the Order is not applicable.

6. Pursuant to the rules made by the Central Government of India the Company is notrequired to maintain cost records as specified under Section 148(1) of the Act.

7. (i) According to the information and explanations given to us and on the basis ofour examination of the books of accounts and records of the Company the Company isregular in depositing undisputed Statutory dues including Provident Fund Employees’State Insurance Income Tax Sales Tax Value added Tax Service Tax

Duty of Customs Duty of Excise cess and any other statutory dues with the appropriateauthorities.

(ii) According to the information and explanations given to us there are no undisputedamounts payable in respect of such statutory dues which have remained outstanding as at31st March 2016 for a period exceeding six months from the date they become payable.

(iii) According to the information and explanations given to us there are no disputeddues of Provident Fund

Employees’ State Insurance Income Tax Sales Tax Value added Tax Service TaxDuty of Customs Duty of Excise cess and any other statutory dues.

8. Based on our audit procedure and the information and explanations given by themanagement we are of the opinion that the Company had not defaulted in the repayment ofdues to any financial institution bank or debenture holders;

9. Based upon the audit procedures performed and the information and explanations givenby the management the company has not raised moneys by way of initial public offer orfurther public offer including debt instruments and term Loans. Accordingly theprovisions of clause 3 (ix) of the Order are not applicable to the Company and hence notcommented upon.

10. In our opinion and according to the information and explanations given to us by themanagement we report that no fraud by the Company or on the company by its officers oremployees has been noticed or reported during the year.

11.In our opinion and according to the information and explanations given to us by themanagement the managerial remuneration has been paid or provided in accordance with therequisite approvals mandated by the provisions of section 197 read with Schedule V to theCompanies Act;

12. In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 3 (xii) of the Order are not applicable to the Company.

13.In our opinion and according to the information and explanations given to us theCompany has not entered transaction with related parties in compliance with the provisionsof section 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards.

14. In our opinion and according to the information and explanations given by themanagement the company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.Accordingly the provisions of clause 3 (xiv) of the Order are not applicable to theCompany and hence not commented upon.

15. In our opinion and according to the information and explanations given by themanagement the company has not entered into any non-cash transactions with directors orpersons connected with him. Accordingly the provisions of clause 3 (xv) of the Order arenot applicable to the Company.

16. In our opinion and according to the information and explanations given by themanagement the company is not required to be registered under section 45 IA of theReserve Bank of India Act 1934 and accordingly the provisions of clause 3 (xvi) of theOrder are not applicable to the Company and hence not commented upon.

For A Agarwal & Associates

Chartered Accountant

FRN 326873E

Sd/-

Amit Agarwal

Partner

(M. No. 064726)

Date: May 30th 2016

Place: Kolkata

Annexure B referred to in our Independent Auditors’ Report to the members of theCompany on the standalone financial statements for the year ended 31 March 2016

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements’ of our report of even date) Report on the Internal Financial ControlsOver Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the CompaniesAct 2013 ("the Act")

We have audited the internal financial controls over financial reporting of ADHIRAJDISTRIBUTORS LIMITED("the Company") as of March 31 2016 inconjunction with our audit of the financial statements of the Company for the year endedon that date.

Management’s Responsibility for Internal Financial Controls

The Company’s management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India" (ICAI). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company’s policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") issued by the Institute of Chartered Accountants of India(ICAI) and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor’s judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company’s internal financial controlssystem over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles.

A company's internal financial control over financial reporting includes those policiesand procedures that:

(1) Pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2016 based on "theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the

Institute of Chartered Accountants of India" (ICAI).

For A Agarwal & Associates

Chartered Accountant

FRN 326873E

Sd/-

Amit Agarwal

Partner

(M. No. 064726)

Date: May 30th 2016

Place: Kolkata