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Gokul Solutions Ltd.

BSE: 780012 Sector: Others
NSE: N.A. ISIN Code: INE909Q01010
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Gokul Solutions Ltd. (GOKULSOLUTIONS) - Auditors Report

Company auditors report

To The Members of GOKUL SOLUTIONS LIMITED

We have audited the accompanying standalone financial statements of GOKUL SOLUTIONSLIMITED (the Company) which comprise the Balance Sheet as at 31st March 2017 andthe Statement of Profit and Loss and Cash Flow Statement for the year then ended and asummary of significant accounting policies and other explanatory 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 preparation ofthese financial statements that give a true and fair view of the financial positionfinancial performance and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Accounting Standards specified underSection 133 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 the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.

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 there under.

We have conducted our audit in accordance with the Standards on Auditing specifiedunder 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 control relevant to the Company's preparation of the financialstatements that give a true and fair view in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of the accounting estimates made byCompany's Directors as well as evaluating the overall presentation of the financialstatements.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the 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 2017 and its profit and its cash flows for the year ended onthat date.

Report on other legal and regulatory requirements

1. As required by the Companies (Auditors' Report) Order 2016 ("the Order")issued by the Central Government of India in terms of section 143 (11) of the Act We givein the "Annexure A" a statement on the matters specified in paragraphs 3and 4 of the Order.

2. As required by Section 143 (3) of the Act I report that:

i. 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.

ii. In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from my examination of those books.

iii. 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.

iv. 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.

v. On the basis of the written representations received from the directors as on 31stMarch 2017 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2017 from being appointed as a director in terms of Section164 (2) of the Act.

vi. 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".

vii. 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 ouropinion and to the best of our information and according to the explanations given to us:

a. The Company does not have any pending litigations which would impact its financialposition.

b. The Company did not have any long term contracts including derivative contractduring the year for which there were any material foreseeable losses nor have anyoutstanding derivative contract at the year end.

c. The provision relating to transferring any amounts to the Investor Education andProtection Fund is not applicable to the Company during the year because there were noamounts which were required to be transferred to the Investor Education and ProtectionFund by the Company.

d. The Company has provided requisite disclosures in its financial statements as toholdings as well as dealings in Specified Bank Notes during the period from 8thNovember 2016 to 30th December 2016 and these are in accordance with thebooks of accounts maintained by the company.

For N Agarwala & Associates
Chartered Accountants
Firm Reg. No.: 315097E
MAYUR BANKA
(Partner)
Membership No.302236
Place : Kolkata
Date : 29.05.2017

"ANNEXURE A" TO AUDITORS' REPORT

[Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report of even date to the members of GOKULSOLUTIONS LIMITED on the financial statements for the year ended 31/03/2017]

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

(b) These Fixed assets have been physically verified by the Management at reasonableintervals and according to the information and explanations given to us no materialdiscrepancies were noticed on such verification.

(ii) (a) The inventory has been physically verified by the management during the year.In our opinion the frequency of such verification is reasonable and adequate in relationto the size of the company and the nature of its business.

(b) The Company is maintaining proper records of inventory. No material discrepancy hasbeen found on verification between physical stocks and book records.

(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 Companies Act 2013. Accordingly the provisionsstated in paragraph 3(iii) (a) to (c) of the order are not applicable.

(iv) The Company has neither given any loan nor made any investment under theprovisions of section 185 and 186 of the Companies Act 2013. Accordingly theprovisions stated in paragraph 3 (iv) of the order are not applicable.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public hence directives issued by theReserve Bank of India and provision of Sections 73 to 76 of the Companies Act are notapplicable.

(vi) As explained to us and to the best of our knowledge and belief the maintenance ofCost records under Section 148(1) of the Companies Act 2013 are not applicable to theCompany.

(vii) (a) According to the information and explanations given to us and records of theCompany examined by us in our opinion the Company is regular in depositing withappropriate authorities undisputed statutory dues including Provident fund Employees'State Insurance Income-tax Sales-tax Service tax duty of Customs duty of ExciseValue added tax Cess and other statutory dues applicable to it and no undisputed amountspayable in respect thereof were outstanding at the year end for a period of more thansix months from the date they became payable.

(b) According to the information and explanations given to us there are no dues ofSales-tax Wealth tax Service tax duty of Customs duty of Excise Value added tax andCess which have not been deposited with appropriate authorities on account of anydisputes.

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in repayment of loans or borrowings to a financialinstitution bank government or dues to debenture holders.

[Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report of even date to the members of GOKULSOLUTIONS LIMITED on the financial statements for the year ended 31/03/2017]

(ix) On the basis of our examination of records and according to the information andexplanations given to us the Company has neither raised any money by the way of initialpublic offer or further public offer (including debt instrument) nor taken any term loanduring the year. Therefore clause (ix) of the paragraph 3 of the said order is notapplicable to the company.

(x) In our opinion and according to the information and explanations given to us nofraud by the Company or on the Company by its officers/employees has been noticed orreported during the year that causes the financial statements materially misstated.

(xi) In our opinion and according to the information and explanations given to us theprovisions of section 197 read with Schedule V to the Act were complied with respect toManagerial remuneration paid or provided during year.

(xii) The Company is not a Nidhi Company. Therefore clause (xii) of paragraph 3 of thesaid order is not applicable to the Company.

(xiii) On the basis of our examination of records and according to the information andexplanations given to us the Company has not entered into transactions with the relatedparties. Therefore clause(xiii) of paragraph 3 of the said order is not applicable to thecompany.

(xiv) On the basis of our examination of records and according to the information andexplanations given to us the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year. Thereforeclause (xiv) of paragraph 3 of the said order is not applicable to the Company.

(xv) On the basis of our examination of records and according to the information andexplanations given to us the Company has not entered into any non-cash transactions withdirectors or persons connected with them during the year under the provisions of section192 of the Act. Therefore clause (xv) of paragraph 3 of the said order is not applicableto the Company.

(xvi) On the basis of our examination of records and according to the information andexplanations given to us the Company is not required to be registered under section 45-IAof the Reserve Bank of India Act 1934.

For N Agarwala & Associates
Chartered Accountants
Firm Reg. No.: 315097E
MAYUR BANKA
(Partner)
Membership No.302236
Place : Kolkata
Date : 29.05.2017

INDEPENDENT AUDITORS' REPORT

To the Members of GOKUL SOLUTIONS LIMITED

"ANNEXURE B" TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THEFINANCIAL STATEMENTS OF GOKUL SOLUTIONS LIMITED

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 GOKULSOLUTIONS LIMITED ("the Company") as of March 31 2017 in conjunction with ouraudit of the financial statements of the Company for the year ended on 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. 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 Company's policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe 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 Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") and the Standards on Auditing to the extent applicable toan audit of internal financial controls both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting were 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. 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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a 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 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 March 31 2017 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 N Agarwala & Associates

Chartered Accountants Firm Reg. No.: 315097E

MAYUR BANKA (Partner)

Membership No.302236

Place : Kolkata

Date : 29.05.2017