The Members of
AXON VENTURES LIMITED
(FORMALY AXON FINANCE LIMITED)
Report on the Financial Statements
1. We have audited the accompanying financial statements of AXON VENTURESLIMITED (FORMALY KNOWN AS AXON FINANCE LIMITED)(the company) whichcomprises Balance Sheet as at 31st Mar 2016 the Statement of Profit and Lossaccount and Cash Flow Statement for the year then ended and a Summary of significantaccounting policies and other explanatory information.
Managements Responsibility for the Financial Statements
2. The Companys Board of Directors is responsible for the matters stated inSection 134(5) of the Companies Act 2013 (the Act) with respect to thepreparation of these financial statements that givestrue and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts)Rules2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provision of the Act for safeguarding of the assets of the Companyand for preventing and detectingfrauds and other irregularities; selection and applicationof appropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the financialStatements that give a true and fair view and are free from materials misstatementwhether due to fraudor error.
3. Our responsibility is to express an opinion on these standalone financialstatements based on our audit.
We have taken into account the provision of the Act the accounting and auditingstandards and matters which arerequired to be included in the audit report under theprovisions of the Act and the Rules made thereunder.
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 misstatement. An audit involves performingprocedures to obtain audit evidence about the amounts andthe disclosures in the financialstatements. The procedure selected depend on the auditors judgment including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error. In making those risk assessment the auditor considers internalfinancial control relevant to the Companys preparation of the financial statementsthat give a true and fair view in order to design audit procedures that are appropriate inthe circumstances but not for the purpose of expressing an opinion on whether the Companyhas in place an adequate internal financial controls system and the operatingeffectiveness of such control. An audit also includes evaluating the appropriateness ofthe accounting policies used and the reasonableness of the accounting estimates made bythe Companys Directors as well as evaluating the overall presentation of thefinancial 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.
4. In our opinion and to the best of our information and according to theexplanations given to us the aforesaid financial statements give the information requiredby the Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at 31st March 2016 and its loss and its cash flowfor the year ended onthat date.
Report on Other Legal and Regulatory Requirements
5. As required by the Companies (Auditors Report) Order 2016 (the Order)issued by the Central Government in terms of Section 143 (11) of the Act we enclosed inthe annexure a statement on matters specified in paragraph 3 & 4of the said order.
6. 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 thebest 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 theCompany so far as it appears from our examination of those books.
c) The Balance Sheet and the Statement of Profit and Loss and Cash Flow Statementdealt with by this Report are in agreement withthe 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) In our opinion there are no observations or comments on the financialtransactions which may have an adverse effect on the functioning of the Company.
f) On the basis of the written representations received from the directors as on 31stMar 2016 and taken on record by the Board of Directors wereport that none of thedirectors is disqualified as on 31st Mar 2016 from being appointed as adirectors in terms of section 164(2) of the Act.
g) Report on the Internal Financial Controls under Clause (1) of Sub-section 3 ofsection 143 of the companies Act 2013 (the Act)-is enclosed an annexure tothis report.
h) With respect to the other matters to be included in the Auditors 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:
i. As informed to us the Company does not have any pending litigations which wouldimpact its financial position
ii. The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
For DMKH & CO.
CA. Manish Kankani
Date: 27thMay 2016
ANNEXUREATO INDEPENDENT AUDITORS REPORT
Referred to in Paragraph 1 under the heading of Report on other Legal andRegulatory Requirements of our report of even date
On the basis of such checks as we considered appropriate and in terms of theinformation and explanations given to us we state that:-
a. The company has maintained proper records showing full particulars includingquantitative details and situation of its fixed assets.
b.As explained to us fixed assets have been physically verified by the management atreasonable intervals; no material discrepancies were noticed on such verification.
c. The title deeds of immovable properties are held in the name of the company.
ii. As explained to us inventories have been physically verified during the year bythe management at reasonable intervals. No material discrepancy was noticed on physicalverification of stocks by the management as compared to book records.
iii. According to the information and explanations given to us and on the basis of ourexamination of the books of account the Company has not granted any loans secured orunsecured to companies firms Limited Liability Partnerships or other parties listed inthe register maintained under Section 189 of the Companies Act 2013.
Consequently the provisions of clauses iii (a) (b) and (c) of the order are notapplicable to the Company.
iv. In our opinion and according to the information and explanations given to uscompany has complied with the provision of section 185 and 186 of the Companies Act 2013In respect of loans investment guarantees and security.
v. The company has not accepted any deposits from the public and hence the directivesissued by the Reserve Bank of India and the provision of sections 73 to 76 or any otherrelevant provisions of the Act and the Companies (Acceptance of Deposit) Rules2015 withregards to the deposits accepted from the public are not applicable.
vi. As per information & explanation given by the management maintenance of costrecords has not been specified by the Central Government under sub-section (1) of section148of the Companies Act 2013.
vii. a. According to information and explanations given to us and on basis of ourexamination of the books of account and records the company has been generally regularin depositing undisputed statutory dues including Provident Fund Investor Education andProtection Fund Employees State Insurance Income-tax Sales-tax Service TaxCustom Duty Excise Duty value added tax cess and any other statutory dues withtheappropriate authorities. According to the information and explanations given to us therewere no outstanding statutory dues as on 31st of March 2016 for a period of more than sixmonths from the date they became payable. whichever applicable.
b.According to the information and explanations given to us there is no amount payablein respect of income tax service tax sales tax customs duty excise duty value addedtax and cess whichever applicable which have not been deposited on account of anydisputes.
viii. In our opinion and according to the information and explanations given by themanagement we are of the opinion that the Company has not defaulted in repayment of duesto a financial institution or bank. The Company has not taken any loan either fromfinancial institutions or from the government and has not issued any debentures.
ix. Based on our audit procedures and according to the information given by themanagement the company has not raised any money by way of initial public offer or furtherpublic offer (including debt instruments) or taken any term loan during the year.
x. According to the information and explanations given to us we report that no fraudby the company or any fraud on the Company by its officers or employees has been noticedor reported during the year.
xi. According to the information and explanations given to us we report thatmanagerial remuneration has been paid or provided in accordance with the requisiteapprovals mandated by the provisions of section 197 read with Schedule Vto the CompaniesAct.
xii. The company is not a Nidhi Company. Therefore clause xii) of the order is notapplicable to the company. xiii. According to the information and explanations given tous all transactions with the related parties are in compliance with sections 177 and 188of Companies Act 2013 where applicable and the details have been disclosed in theFinancial Statements etc. as required by the applicable accounting standards.
xiv. Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year underreview. Accordingly the provisions of clause 3 (xiv) of the Order are not applicable tothe Company and hence not commented upon.
xv. Based upon the audit procedures performed and the information and explanationsgiven by the management the company has not entered into any non-cash transactions withdirectors or person connected with him.
Accordingly the provision of clause 3 (xv) of the Order are not applicable to theCompany and hence not commented upon.
xvi. In our opinion the company is not required to be registered under section 45-IAof the Reserve Bank of India Act 1934. And accordingly the provisions of clause 3 (xvi)of the Order are not applicable to the Company and hence not commented upon.
For DMKH & CO.
Date: 27th May 2016
ANNEXUREBTO INDEPENDENT AUDITORS REPORT AnnexureB
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 (the Act)
We have audited the internal financial controls over financial reporting of AXONVENTURESLIMITED (the Company) as of March 31 2016 in conjunction with ouraudit ofthe financialstatements of the Company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to companys policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies Act 2013.
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) and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicableto an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.
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. Theproceduresselected depend on the auditors judgment including the assessment of therisks of material 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 Companys 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 financialreporting includes those policies and 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 withauthorizationsof management and directors of the company; and
3. Providereasonable assurance regarding prevention or timely detection of unauthorizedacquisition use or disposition of the company's assets that could have a material effecton 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.
In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting 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 CharteredAccountants of India.
For DMKH & CO.
CA. Manish Kankani
Date: 27th May 2016