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Ganesh Holdings Ltd.

BSE: 504397 Sector: Financials
NSE: N.A. ISIN Code: INE932M01011
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Ganesh Holdings Ltd. (GANESHHOLDINGS) - Auditors Report

Company auditors report

TO THE MEMBERS OF GANESH HOLDING LIMITED

1. Report on the Financial Statements

We have audited the accompanying financial statements of Ganesh Holding Limited ("theCompany") which comprise the Balance Sheet as at 31st March 2016 and theStatement of Profit and Loss and cash flow statement for the year then ended and asummary of significant accounting policies and other explanatory information.

2. 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 preparation ofthese financial statements that give a true and fair view of the financial position andfinancial performance of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the asssets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgements 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 material misstatement whetherdue to fraud or error.

3. 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 under_Section 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 performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances. An audit also includes evaluating theappropriateness of accounting policies used and the reasonableness of the accountingestimates made by Company's Directors as well as evaluating the overall presentation ofthe financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the financial statements.

4. Emphasis of Matter Para

We draw your attention to not no 17 of the financial statement the company hadbrought and sold commodities through broker Anand Rathi Commodities who is registeredwith National Spot Exchange Limited (NSEL) . Due to NSEL scam all stock as on the date wasnot delivered and business has stopped. In August 2013 the committee of NSEL has decidedto pay whole money to investor in small amounts (Instalments) but periods of the smallinstalment has not given .Hence the company had converted stock of Rs 7307951/- intorecoverable under other current assets. As per management the same amount is consideredgood and recoverable.

5. Opinion

Read with "Emphasis of matter para" In our opinion and to the best of ourinformation and according to the explanations given to us the aforesaid financialstatements give the information required by the Act in the manner so required and give atrue and fair view in conformity with the accounting principles generally accepted inIndia of the state of affairs of the Company as at 31st March 2016 and itsloss and its cash flow for the year ended on that date.

6. Report on Other Legal and Regulatory Requirements

(i) As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in Annexure A a statement on the matters specified in the paragraph 3and 4 of the order.

(ii) As required by sub- section (3) of section 143of 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 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 the Companies(Accounts) Rules 2014.

(e) On the basis of written representations received from the Directors as on 31stMarch/2016 and taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2016 from being appointed as adirector in terms of Section 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 refer 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) As explained to us the company has does not have any pending litigation which wouldimpact its financial position in its financial statement.

(ii) The Company did not have any long term contract including derivities contracr asat 31st March 2016.

(iii) The Company was not required to deposit or pay any dues in respect of theInvestor Education and Protection Fund during the year.

For Chaturvedi Sohan & Co

Chartered Accountants

Firm Reg. No. 118424 W

Rajiv Chauhan

Partnar

Membership No. : 143866

Place: Mumbai

Date: 30th May 2016

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT (Refer to in paragrpah 5 (i) of ourreport of even date)

i) The Company does not have any fixed assets hence clause (i) of the para is notapplicable to the company.

ii) The Company does not have any Inventory hence clause (ii) of the para is notapplicable to the company. (Please also refer Emphasis of matter para in main report)

iii) The Company has not granted unsecured loans to party covered in the registermaintained u/s 189 of the Company act 2013 earlier as per section 301 of the companies act1956.Accordingly this cluse in not applicable to the company.

iv) According to the information and explanations given to usthe Company has not givenany loan guarantee made investment nor providedany securityunder of the provisions ofSection 185 and 186 of the Act.

v) According to the information and explanations given to us the Company has notaccepted deposits from the public in terms of provisions of sections 73 to 76 of theCompanies Act 2013.

vi) We have been informed that the maintence of cost records has not been prescribed bythe Central government under section 148(1) of the Companies Act 2013.

vii) (a) According to the information and explanations given to us and the records ofthe Company examined by us in our opinion the Company is generally regular in depositingundisputed statutory dues including provident fund income tax sales tax service taxvalue added tax cess and other material statutory dues as applicable with theappropriate authorities.

(b)As at the year-end according to the records of the Company and information andexplanations given to us there were no disputed statutory dues payable in respect ofprovident fund income tax sales tax service tax value added tax.

viii) The Company has not taken any term loan or borrowing from bank financialinstitution and government and issued debentures during the year hence clause (viii) ofthe para is not applicable to the company.

ix) The Company did not raise any money bu way of initial public offer or furtherpublic offer (including debts instruments) and term loans during the year. Accordingly paragraph 3(ix) of the order is not applicable.

x) According to the information and explanations given to us and on the basis ofrepresentation of the management which we have relied upon no fraud by the Company or onthe company by its officers or employees has been noticed or reported during the year.

xi) According to the information and explanations given to us the Company has compliedwith provision of section 197 of the companies act 2013.

xii) In our opinion and according to information and explanation given to us thecompany is not the nidhi company accordingly para 3(xii) of the order is not applicableto the company.

xiii) According to the information and explanations given to us all transactions withthe related parties are in compliance section 177 and 188 of Companics Act 2013 asapplicable and the details have been disclosed in the Financial Statements as required bythe applicable accounting standards.

(xiv) According to information and explanation given to us and based on our examinationof the records of the company The company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review.

(xv) According to information and explanation given to us and based on our examinationof the records of the company The company has not entered into any non cash transactionswith directors or persons connected with him.

(xvi) The company is registered undcr section 45-IA of the Reserve Bank of lndia Act1934.

For Chaturvedi Sohan & Co.

Chartered Accountants

Firm Reg. No. 118424 W

Rajiv Chauhan

Partnar

Membership No. : 118424W

Place: Mumbai

Date:30th May 2016

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT (Refer to in paragrpah 5 (ii) (f) of ourreport of even date)

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 GaneshHolding Limited ("the Company") as of 31stMarch 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 (the "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 safeguarding ofits 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.

Auditors' 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 Noteon 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 extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting were established and maintained and if such controls operatedeffectively 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. The proceduresselected depend on the auditor's judgement 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 controls systemover 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 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 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 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 31st March 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 Chaturvedi Sohan & Co.

Chartered Accountants

Firm Reg. No. 118424 W

Rajiv Chauhan

Partnar

Membership No. : 143866

Place: Mumbai

Date: 30th May 2016