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Futuristic Offshore Services and Chemical Ltd.

BSE: 500154 Sector: Industrials
NSE: GANESHANHY ISIN Code: INE418A01016
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Futuristic Offshore Services and Chemical Ltd. (GANESHANHY) - Auditors Report

Company auditors report

To

The Members of

Futuristic Offshore Services & Chemical Limited

Report on the Financial statements

We have audited the accompanying financial statements of FUTURISTIC OFFSHORESERVICES AND CHEMICAL LIMITED (‘the Company’) which comprise the balancesheet as at 31st March 2016 the statement of profit and loss and the cash flow statementfor the year then ended and a summary of significant accounting policies and otherexplanatory information.

Management’s Responsibility for the 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 financial statements that give a true and fair view of thefinancial position financial performance and cash flows of the Company in accordance withthe accounting 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 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 that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

Auditor’s responsibility

Our responsibility is to express an opinion on these financial statements based on ouraudit. 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 there under. We conducted our audit in accordancewith the Standards on Auditing specified under Section 143(10) of the Act. Those Standardsrequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether the financial statements are free from materialmisstatements. An audit involves performing procedures to obtain audit evidence about theamounts and disclosures 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 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 but not for the purpose ofexpressing an opinion on whether the Company has in place an adequate internal financialcontrols system over financial reporting and the operating effectiveness of such controls.An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of the accounting estimates made by the Company’s directors as wellas evaluating the overall presentation of the financial statements. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for ouraudit 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 financial statements give the information required by the Act in themanner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India:

a) in the case of the Balance Sheet of the state of affairs of the Company as at 31stMarch 2016;

b) in the case of the Profit and Loss Account of the LOSS for the year ended on thatdate; and

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

Report on other Legal and Regulatory Requirements

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 ofthe Act we give in the "Annexure A" : a statement on the matters specified inthe paragraph 3 and 4 of the Order to the extent applicable:

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 purpose of our audit.

b) in our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;

c) The Balance Sheet Statement of Profit and Loss and Cash Flow Statement dealt withby this Report are in agreement with the books of account;

d) In our opinion the aforesaid financial statements comply with the AccountingStandards 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 31 stMarch 2016 taken on record by the Board of Directors none of the Directors isdisqualified as on 31st March 2016 from being appointed as a Director in terms ofSection 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refers to ourseparate report in "Annexure B": and

g) 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 financial statements

ii) the Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts;

iii) There has been no delay 4n transferring amounts if any required to betransferred to the Investor Education and Protection Fund by the Company.

For P V DALAL & Co.
Chartered Accountants
Firm Registration No.: 102049W
Paresh Dalai
Place: Mumbai Proprietor
Date: May 30 2016 Membership No.: 033355

ANNEXURE-A TO INDEPENDENT AUDITORS’ REPORT

The Annexure referred to in our Independent Auditors' Report to the members of theCompany on the financial statements for the year ended 31st March 2016 we report that:

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

(b) Fixed Assets have been physically verified by the management during the year and nomaterial discrepancies were identified on such verification.

ii. (a) As per the information and explanations given to us during the year underreview the company has not carried out any operations hence question of physicalverification of inventories does not arise.

iii. (a) The Company has taken loans / advances from parties covered in the registermaintained under section 189 of the Companies Act 2013.

(b) There is no overdue amount of principal loans/advances and interest granted toCompanies firms or other parties listed in the register maintained under Section 189 ofthe Companies Act 2013.

iv. In our opinion and according to the information and explanations given to us thereis an adequate internal control system commensurate with the size of the company and thenature of its business for the purchases of inventory fixed assets and sales of goods andservice. During the course of our audit we have not observed any continuing failure tocorrect major weakness in the internal control system.

v. The Company has not accepted any deposits from the public.

vi. According to the information and explanations given to us the Companies (CostRecords and Audit) Rules 2014 prescribed by the Central Government under Section 148 (1)of the Companies Act 2013 are not applicable to the Company.

vii. (a) In our opinion and according to information and explanations given to us theCompany is not regular in depositing undisputed statutory dues including Provident FundIncome-tax Sales-tax and any other statutory dues with the appropriate authorities.

Rs. in Lacs
Name of the statute Nature of the dues Amount (Rs in lacs) Period to which the amount relates Due Date Date of Payment
Professional Tax/MLWF PT 3.14 1998- 2004 Various dates Not paid
Employees Provident Fund Act PF 2.29 2004- 2009 Various dates Not paid
Income Tax Act 1961 Income Tax 175.62 1999- 2002 Various dates Not paid
BST/CST/ Sales Tax Sales Tax 388.72 1992- 2005 Various dates Not paid

(b) According to the records of the Company the dues outstanding of income-taxsales-tax wealth-tax service tax customs duty excise duty and cess on account of anydispute are as follows.

Rs. in Lacs
Particulars 31-Mar-16 31-Mar-15
Disputed claims of Central Excise Duty / Duty 33.39 33.39
Income Tax. (Interest u/s 234 A/B/C & 220 of I T. Act 1961 in this respect the Company has approached to BIFR for waiver of overall interest) 526.63 526.63
Sales Tax (assessment pending for more than 15 years) 610.00 810.00

(c) The Company has incurred Cash Loss during the year under review and in thepreceding financial years also.

(d) In the earlier years Company’s net worth had been fully eroded; as a resultthe Company had approached to the Board of Industrial Financial Restructuring (BIFR) forprotection provided under the Sick Industrial Company (Special Provisions) Act 1985. InOctober 2012 BIFR circulated Draft Rehabilitation Scheme (DRS) for inviting objectionssuggestions from all the interested parties.

viii. In our opinion and according to the information and explanations given to us theCompany has not obtained any secured loans from the banks and financial institutions;hence the question of default thereof does not arise.

ix. According to the information and explanations given to us the Company has givenguarantee to one of its associate Company Stolt Rail Logistic Systems Ltd (Formerly knownas Infrastructure Logistics Systems Ltd) for loan taken by SRLSL from bank.

x. In our opinion and according to the information and explanations given to us theCompany has not obtained any term loan during the year and hence the question ofcommenting on the application thereof does not arise.

xi. According to the information and explanations given to us no material fraud on orby the Company has been noticed or reported during the course of our audit.

For P V DALAL & Co.
Chartered Accountants
Firm Registration No.: 102049W
Paresh Dalai
Place: Mumbai Proprietor
Date: May 30 2016 Membership No.: 033355

ANNEXURE-B TO INDEPENDENT AUDITOR’S REPORT

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 internal financial controls over financial reporting of FUTURISTICOFFSHORE SERVICES AND CHEMICAL LIMITED ("the Company") as of 31st March 2016 in conjunction with our audit of the financial statements of the Company for the yearthen ended on that date.

Management’s Responsibility for the 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 Guidance Note on Audit of Internal Financial Controls over Financial Reporting issuedby the Institute of Chartered Accountants of India (ICAI). These responsibilities includesdesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the orderly and efficient conduct of businessincluding adherence to Company’s policies the safeguarding of the 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 Act.

Auditor’s Responsibility

Our responsibility is to express an opinion on 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 deemed to be prescribedunder Section 143(10) of the Act to the extent applicable to an audit of internalfinancial controls both applicable to an audit of internal financial controls and bothissued by the ICAI. Those Standards and Guidance note require that we comply with ethicalrequirements and plan and perform 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 procedure 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 controls based on the assessed risk. Theprocedures selected depend on the auditor’s judgement including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud orerror.

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 processdesigned to provide a reasonable assurance regarding the reliability of financialreporting and preparation of financial statements for external purpose in accordance withgenerally accepted accounting principles. A Company’s internal financial control overfinancial reporting 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 the transactions are recorded as necessary topermit preparation of financial statements in accordance with the generally acceptedaccounting principles and that receipts and expenditures of the Company are being madeonly in accordance with authorisations of management and directors of the Company; and

3. Provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company’s assets that could havea material 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 control 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 the Company has in all material aspects an adequate internalfinancial control system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31st March 2016 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in Guidance Note on Audit of InternalFinancial Controls over Financial Reporting-issued by the Institute of CharteredAccountants of India. *

For P V DALAL & Co.
Chartered Accountants
Firm Registration No.: 102049W
Paresh Dalai
Place: Mumbai Proprietor
Date: May 30 2016 Membership No.: 033355