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PH Trading Ltd.

BSE: 512026 Sector: Others
NSE: N.A. ISIN Code: INE603D01017
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PH Trading Ltd. (PHTRADING) - Auditors Report

Company auditors report

TO THE MEMBERS OF PH TRADING LIMITED:

Report on the Financial Statements

We have audited the accompanying financial statements of PH TRADING LIMITED ("theCompany") which comprise the Balance Sheet as at 31st march 2016 the Statement ofProfit and Loss the Cash Flow Statement for the year then ended and a summary of thesignificant accounting policies and other explanatory information in which areincorporated the Returns for the year ended on that date audited by the branch auditor ofthe Company's branch at Mumbai. 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 Act2013 ("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 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 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 performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers 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 the accounting policies used and the reasonableness of the accountingestimates made by the Company's Directors as well as evaluating the overall presentationof the 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.

opinion

in our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2016 and its loss and its cash flows for the year ended on that date.

Other Matter

We did not audit the financial statements of a branch included in the financialstatements of the Company whose financial statements reflect total assets of Rs.105488108/- as at 31st March 2016 and total revenues of Rs. 71022856/- for the yearended on that dateas considered in the financial statements. The financial statements ofthe branch have been audited by the branch auditor whose reports have been furnished bythe branch auditor whose report have been furnished to us and our opinion in so far as itrelates to the amounts and disclosures included in respect of the branch is based solelyon the report of such branch auditor.

Our opinion is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1) As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Cenrtral Government of India in terms of sub-section (11) of section 1.43 ofthe Companies Act 2013 we give in the Annexure a statement bn the matters specified inparagraphs 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 and proper returnsadequate for the purposes of our audit have been received from the branch not visited byus.

(c) The reports on the accounts of the branch office of the Company audited underSection 143(8) of the Act by branch auditor have been sent to us and have been properlydealt with by us in preparing this report.

(d) 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 and with the returnsreceived from the branch not visited by us.

(e) 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.

(f) On the basis of the written representations received from the directors as on 31stMarch 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 of Section164 (2) of the Act.

(g) 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".

(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 opinion and to the best of ourinformation and according to the explanations given to us: -

(i) The Company does not have any pending litigations as at 31.03.2016 which wouldimpact its financial position save and except as provided in Point No. 1(a) of Note No.27

(ii) The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses.

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

FOR SALARPURIA & PARTNERS
Chartered Accountants
SARVESH KUMAR SINGH
7 Chittaranjan Avenue MEMBERSHIP NO.: 069367
Kolkata-700 072 Partner
The 30th day of May 2016 Firm ICAI Reg. No. 302113E

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to Paragraph 1 of Report on Other Legal and Regulatory Requirements of ourReport 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:

1) (a) The Company has generally maintained proper records showing particularsIncluding quantitative details and situation of fixed assets.

(b) As explained to us fixed assetsaccording to the practice of the Company arephysically verified by the management at reasonable intervalsin a phased verificationprogramme which in our opinion is reasonablelooking to the size of the Company and thenature of its business.According to the information and explanations given to us nomaterial discrepancies were noticed on such verification.

(c) As per the information and explanations given to us by the managementthe titledeeds of the immovable properties are held in the name of the company.

2) As explained to us inventories have been physically verified during the year atreasonable interval by the management which in our opinion is reasonable anddiscrepancies which were noticed have beed properly dealt with in the books of account.

3) According to the information and explanations given to us the Company has notgranted any loan secured or unsecured to Companies FirmsLimited Liability Partnershipsor other parties listed in the register maintained under section 189 of the Companies Act2013. Hence comments on Clause No.3 (a) 3 (b) and 3 (c) of thesaid order do not arise.

4) According to the information and explanations given to us the Company has not givenany loansinvestments guarantees and security and has not invested in any other bodycorporate hence the comment on the said clause of the order is not applicable.

5) According to the information and explanations given to us there is no suchdeposits taken by the Company for which directives issued by the Reserve Bank of Indiaand the provisions of sections 73 to 76 or any other relevant provisions of the CompaniesAct 2013 and the rules framed there underare required.

6) The company is not required to maintain cost records that have been specified by theCentral Government under subsection (1) of section 148 of the Companies Act 2013. Hencecomment on clause vi of the said order is not applicable.

7) (a)According to the records of the Company and as per the information andexplanations given to us the Company is generally regular in depositing undisputedStatutory Dues like Employees'State InsuranceIncome Tax Sales Tax/ VATService TaxWealth TaxDuty of Customs cess and any other statutory dues with the appropriateauthorities. No undisputed amounts payable in respect of the aforesaid dues wereoutstanding as at 31.03.16 for a period of more that six months.

(b) According to the information and explanation given to us there are no dues ofIncome Tax Sales Tax Service Tax Custom Duty and Cess which have not been deposited onaccount of any dispute save and except.

Name of the Statute Nature of the Dues Amount Rs. Forum where dispute pending
The Bengal Tax on Entry of Goods into the Local Areas Act2012 Entry Tax 1907710 The Honable High Court of Calcutta .

8) The Company has not defaulted in repayment of loans or borrowing to a financialInstitution banksGovernment or dues to debenture holders.

9) To the best of our knowledge and belief and according to the information andexplanations given to us no Terms Loan facility has been obtained by the Company duringthe year; hence the question of application of fund does not arise.

10) During the course of our examination of the books and records of the carried out inaccordance with the generally accepted audit practices in India and according to theinformation and explanation given to us we have neither come across instance of fraud onthe company by its officers or employees nor have we been informed of such case by themanagement.

11) To the best of our knowledge and belief managerial remuneration has been paid andprovided in accordance with the requisite approvals mandated by the provisions of section197 read with Schedule v to the Companies Act 2013.

12) According to the information and explanation given to us clause (12) in respect ofNidhi Company is not applicable to the company. Hence the comment on the said clause doesnot arise.

13) All transactions with the related parties are in compliance with sections 177 and188 of Companies Act 2013 and

have been disclosed in Notes to Accounts as applicable by the accounting standard.‘

14) ) The company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year hence comment on thesaid clause of the order is not applicable.

15) To the best of our knowledge and belief and as per the information and explanationsgiven to us the Company has not entered into any non-cash transaction with directors orpersons connected with him.

16) The Company is not requiredto be registeredunder section 45-IA of the Reserve Bankof India Act 1934

For Salarpuria & Partners
Chartered Accountants
Firm ICAI Reg. No. 302113E
Place: Kolkata
Date : 30th may 2016

ANNEXURE 'B' TO THE 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")

(Referred to paragraph 2(g) of Report on Other Legal and Regulatory Requirements of ourReport of even date)

We have audited Internal financial controls over financial reporting of PH TRADINGLIMITED ("the Company") as of 31st march 2016 in conjunction with our audit ofthe 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 criteriaestablised 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 (ICAI). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to Company' policies the safeguarding of its assetstheprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial informationasrequired under (he Companies Act 2013.

Auditor's Responsibility -

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting based on our audit. We conducted ouraudit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and:the Standards on Auditing.issued by ICAIand deemed to be prescribed under section 143(10) of the Companies Act2013to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls andboth 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 financialreportingassessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgmentincluding the assessment of the risksof 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 Company's internal financial controls systemover financial reporting financial statements.

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 genarally accepted accounting principles and that receipts andexpenditures 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.

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 conditionss or thatthe degree of compliance with the policies or procedures rna 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 Salarpuria & Partners
Chartered Accountants
Firm ICAI Reg. No. 302113E
Place: Kolkata
Date : 30th May 2016