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Dolphin Offshore Enterprises (India) Ltd.

BSE: 522261 Sector: Oil & Gas
NSE: DOLPHINOFF ISIN Code: INE920A01011
BSE LIVE 15:45 | 22 Sep 90.70 -1.20
(-1.31%)
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91.10

HIGH

98.30

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NSE 15:51 | 22 Sep 90.70 -1.50
(-1.63%)
OPEN

91.30

HIGH

98.35

LOW

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OPEN 91.10
PREVIOUS CLOSE 91.90
VOLUME 171674
52-Week high 142.90
52-Week low 72.80
P/E
Mkt Cap.(Rs cr) 152
Buy Price 90.70
Buy Qty 17.00
Sell Price 0.00
Sell Qty 0.00
OPEN 91.10
CLOSE 91.90
VOLUME 171674
52-Week high 142.90
52-Week low 72.80
P/E
Mkt Cap.(Rs cr) 152
Buy Price 90.70
Buy Qty 17.00
Sell Price 0.00
Sell Qty 0.00

Dolphin Offshore Enterprises (India) Ltd. (DOLPHINOFF) - Auditors Report

Company auditors report

To the Members of Dolphin Offshore Enterprises (India) Limited

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of Dolphin OffshoreEnterprises (India) Limited ("the Company") which comprise the Balance Sheet asat March 31 2016 the Statement of Profit and Loss the Cash Flow Statement for the yearthen ended and a summary of significant accounting 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 preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and flows of cash 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)Rules 2014. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls and ensuring their operating effectiveness and 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 freefrom material 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 accounting and auditingstandards and matters which are required 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 standalone financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the standalone financial statements. The procedures selected depend on theauditors’ judgment including the assessment of the risks of material misstatement ofthe standalone financial statements whether due to fraud or error. In making those riskassessments the auditor considers internal financial control relevant to theCompany’s preparation of the standalone financial statements that give a trueand fair view in order to design audit procedures that are appropriate in thecircumstances. An audit also includes evaluating the appropriateness of accountingpolicies used and the reasonableness of the accounting estimates made by theCompany’s Directors as well as evaluating the overall presentation of the standalonefinancial statements. and other explanatory

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 standalone 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 its loss and its cash flows for the year ended on that date.

Emphasis of Matter

We draw attention to the following matter in the notes to the standalone financialstatements:

a) Note no. 36(a) with regard to non availability of confirmations of balances inrespect of receivables and payables;

b) Note no. 36(b) with regard to non provisioning of liquidated damages amounting toRs. 1229.46 lacs;

c) Note no. 36(c) and 36(d) with regard to recognition of aggregate revenue of Rs.12099.00 lacs and the status of admission of amounts claimed by the Company; and

d) Note no. 36(e) with regard to provision of Rs. 1264.85 lacs against dues of Rs.2976.60 lacs from parties which are wound up or declared sick.

Our opinion is not modified in respect of these matters

Report on Other Legal and Regulatory Requirements

(1) As required by the Companies (Auditors’ Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofSection 143 of the Act we give in "Annexure 1" a statement on the mattersspecified 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 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 Statement of Profit and Loss and the Cash Flow Statementdealt with 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. The matter described under the Emphasis of Matter paragraph above in our opinionmay have an adverse effect on the functioning of the Company;

f. On the basis of written representations received from the directors as on March 312016 and 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) of theAct;

g. With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls we give ourseparate Report in "Annexure 2";

h. With respect to the 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:

(i) The Company has disclosed the impact of pending litigations on its financialposition in its standalone financial statements Refer Note 27 on ContingentLiabilities to the standalone financial statements;

(ii) The Company did not have any long-term contracts including derivative contracts.Hence the question of any material foreseeable losses does not arise;

(iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For Haribhakti & Co. LLP

Chartered Accountants

ICAI Firm Registration No.103523W

Chetan Desai

Partner

Membership No. 17000

Place : Mumbai

Date : May 27 2016

ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT

[Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements’ in the Independent Auditor’s Report of even date to the members ofDolphin Offshore Enterprises (India) Limited on the standalone financial statementsfor the year ended March 31 2016]

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) During the year the fixed assets of the Company have been physically verified bythe management and as informed no material discrepancies were noticed on suchverification. In our opinion the frequency of verification is reasonable having regard tothe size of the Company and the nature of its assets.

(c) The title deeds of immovable properties recorded as fixed assets in the books ofaccount of the Company are held in the name of the Company.

(ii) The inventory has been physically verified by the management during the year. Inour opinion the frequency of verification is reasonable. As informed no materialdiscrepancies were noticed on physical verification carried out during the year.

(iii) As informed the Company has not granted any loans secured or unsecured tocompanies firms Limited Liability Partnerships or other parties covered in the registermaintained under Section 189 of the Act. Accordingly paragraph 3 (iii)(a) 3 (iii)(b) and3 (iii)(c) of the Order are not applicable to the Company.

(iv) Based on information and explanation given to us in respect of loans investmentsguarantees and securities the Company has complied with the provisions of Section 185 and186 of the Act.

(v) In our opinion and according to the information and explanations given to us theCompany has complied with the directives issued by Reserve Bank of India and theprovisions of Sections 73 to 76 of the Act and the rules framed there under with regard tothe acceptance of deposits. Further as informed no Order has been passed by the CompanyLaw Board or National Company Law Tribunal or Reserve Bank of India or any Court or anyother Tribunal on the Company in respect of the aforesaid deposits.

(vi) The Central Government has not prescribed the maintenance of cost records for anyof the products of the Company under sub-section (1) of Section 148 of the Act and therules framed there under.

(vii) (a) The Company is not regular in depositing with appropriate authoritiesundisputed statutory dues including provident fund employees’ state insuranceincome tax sales tax service tax value added tax customs duty excise duty cess andany other material statutory dues applicable to it and there have been delays in a largenumber of cases.

According to the information and explanations given to us undisputed amounts payablein respect of provident fund employees’ state insurance income tax sales taxservice tax value added tax customs duty excise duty cess and any other materialstatutory dues applicable to it which were outstanding at the year end for a period ofmore than six months from the date they became payable are as follows:

Name of the statute Nature of dues Amount ( Rs. in lacs) Period to which the amount relates Due Date Date of Payment
Income Tax Act 1961 Income Tax 65.35 A.Y.2016-17 15th September 2015 Not yet paid

(b) According to the information and explanation given to us the dues outstanding withrespect to income tax sales tax service tax value added tax customs duty excise dutyon account of any dispute are as follows:

Name of the statute Nature of dues Amount ( Rs. in lacs) Period to which the amount relates (A.Y.) Forum where dispute is pending
Income Tax Act 1961 Income Tax 98.59 1990-91 to 2000-01 ITAT
Income Tax Act 1961 Income Tax 24.94 2005-06 Assessing Officer
Income Tax Act 1961 Income Tax 46.27 2006-07 ITAT
Income Tax Act 1961 Income Tax 808.59 2011-12 CIT (A)
Sales Tax Laws VAT/CST 232.79 2005-06 Joint commissioner Sales Tax Mumbai
Sales Tax Laws VAT/CST 232.36 2006-07 Joint commissioner Sales Tax Mumbai
Sales Tax Laws VAT/CST 111.86 2007-08 Joint commissioner Sales Tax Mumbai
Sales Tax Laws VAT/CST 390.40 2008-09 Maharashra Sales Tax Tribunal
Sales Tax Laws VAT/CST 985.03 2009-10 Joint commissioner
Sales Tax Laws VAT/CST 196.32 2010-11 Joint commissioner
Sales Tax Laws VAT/CST 5396.29 2011-12 Deputy Commissioner

(viii) According to the information and explanations given to us the Company has notdefaulted in repayment of loans or borrowings to financial institution(s) bank(s)government(s) or dues to debenture holder(s).

(ix) The Company has neither raised money by way of public issue offer nor has obtainedany term loans. Therefore paragraph 3(ix) of the Order is not applicable to the Company.

(x) During the course of our examination of the books and records of the Companycarried out in accordance with the generally accepted auditing practices in India andaccording to the information and explanations given to us we have neither come across anyinstance of fraud by the Company or any fraud on the Company by its officers or employeesnoticed or reported during the year nor have we been informed of any such instance by themanagement.

(xi) According to the information and explanations given to us managerial remunerationhas been paid / provided in accordance with the requisite approvals mandated by theprovisions of Section 197 read with Schedule V to the Act.

(xii) In our opinion and according to the information and explanations given to us theCompany is not a Nidhi Company. Therefore paragraph 3(xii) of the Order is not applicableto the Company.

(xiii) According to the information and explanation given to us all transactionsentered into by the Company with the related parties are in compliance with Sections 177and 188 of Act where applicable and the details have been disclosed in the FinancialStatements as required by the applicable accounting standards except that for thefollowing transactions we are unable to comment whether or not (a) the transactions are atarm’s length and (b) consequently in compliance with Section 188 of the Act.

Name and Nature of the related party relationship and the underlying Transaction Amount involved
( Rs. in lacs)
Dolphin Offshore Enterprises 413.82
(Mauritius) Private Limited- Subsidiary
Equipment given on Rent
Dolphin Offshore Shipping Limited- 313.41
Subsidiary Vessel taken on Charter

We are informed that as the above two transactions are of specialized nature and hencecomparable prices are not available.

(xiv) The Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review. Thereforeparagraph 3(xiv) of the Order is not applicable to the Company.

(xv) According to the information and explanations given to us the Company has notentered into any non-cash transactions with directors or persons connected with him duringthe year.

(xvi) According to the information and explanation given to us the Company is notrequired to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

For Haribhakti & Co. LLP

Chartered Accountants

ICAI Firm Registration No.103523W

Chetan Desai

Partner

Membership No. 17000

Place : Mumbai

Date : May 27 2016

ANNEXURE 2 TO THE INDEPENDENT AUDITOR’S REPORT

[Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements’ in the Independent Auditor’s Report of even date to the members ofDolphin Offshore Enterprises (India) Limited on the standalone financial statements forthe year ended March 31 2016

Report on the Internal Financial Controls over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We were engaged to audit the internal financial financial reporting of Dolphin OffshoreEnterprises (India) Limited ("the Company") as of March 31 2016 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat 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 Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India("ICAI"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany’s policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditors’ Responsibility

Our responsibility is to express an opinion on the Company’s internal financialcontrols over financial reporting based on our audit conducted in accordance with theGuidance Note and the Standards on Auditing to the extent applicable to an audit ofinternal financial controls both issued by the ICAI.

Because of the matter described in Disclaimer of Opinion paragraph below we were notable to obtain sufficient appropriate audit evidence to provide a basis for an auditopinion on internal financial controls system over financial reporting of the Company.

Meaning of Internal Financial Controls Over Financial Reporting

A company’s internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A company’s internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company;(2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany’s assets that could have a material effect on the financial statements.controls over

Disclaimer of Opinion

According to the information and explanation given to us the Company has notestablished its internal financial control over financial reporting on criteria based onor considering the essential components of internal control stated in the Guidance Noteissued by ICAI.

Because of this reason we are unable to obtain sufficient appropriate audit evidenceto provide a basis for our opinion whether the Company had adequate internal financialcontrols over financial reporting and whether such internal financial controls wereoperating effectively as at March 31 2016. We have considered the disclaimer reportedabove in determining the nature timing and extent of audit tests applied in our audit ofthe standalone financial statements of the Company and the disclaimer does not affect ouropinion on the standalone financial statements of the Company.

For Haribhakti & Co. LLP

Chartered Accountants

ICAI Firm Registration No.103523W

Chetan Desai

Partner

Membership No. 17000

Place : Mumbai

Date : May 27 2016