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Nandani Creation Ltd.

BSE: 538375 Sector: Industrials
NSE: NANDANI ISIN Code: INE696V01013
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Nandani Creation Ltd. (NANDANI) - Auditors Report

Company auditors report

To The Members of

NANDANI CREATION LIMITED

Report on the Financial Statements

1. We have audited the accompanying financial statements of NANDANI CREATION LIMITED("the company") which comprises the Balance Sheet as at 31 March 2017 theStatement of Profit and Loss the Cash Flow Statement for the year ended and a summary ofsignificant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

2. The Company’s Board of Directors is responsible for the matters 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 the maintenance of adequate accounting records in accordancewith the provision of the Act for safeguarding of the assets of the Company and forpreventing and detecting the frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of internal financial control thatwere operating 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

3. Our responsibility is to express an opinion on these financial statements based onour audit. We have taken into account the provisions of the Act the accounting andauditing standards and Matters which are required to be included in the audit report underthe provisions of the Act and the Rules made there under. We conducted our audit inaccordance with the Standards on Auditing specified under section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.

4. An audit involves performing procedures to obtain audit evidence about the amountsand 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 true and fair view in order to designaudit procedures that are appropriate in the circumstances. An audit also includesevaluating the appropriateness of accounting policies used and the reasonableness of theaccounting estimates made by Company’s Directors as well as evaluating the overallpresentation of the financial statements.

5. 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

6. 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 March31 2017 its profit and its cash flows for the year ended on that date.

Report on other Legal and Regulatory Requirements

7. As required by the Companies (Auditors’ Report) Order 2016 ("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 inparagraph 3 and 4 of the order.

8. As required by Section 143(3) of the Act we further 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 appears from our examination of those books and proper returns adequatefor the purposes of our audit have been received from the branches not visited by us.

c) The Balance Sheet the Statement of Profit and Loss and Cash Flow Statement dealtwith by this Report are in agreement with the books of account and the returns receivedfrom the branches not visited by us.

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 except Accounting Standard No.15 "Employees Benefits" bynot making provision of gratuity payable.

e) There is nothing to disclose which is having adverse effect on the functioning ofthe company.

f) On the basis of written representations received from the directors as on 31 March2017 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2017 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 refer to ourseparate report in "Annexure B"

h) In Our opinion and to the best of our information and according to the explanationsgiven to us we report as under with respect to the other matters included in theAuditor’s Report n accordance with Rule 11 of the Companies (Audit andAuditor’s) Rules 2014:

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

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

iii. There were no amounts which required to be transferred to the Investor Educationand Protection Fund

Place: Jaipur ASHOK HOLANI AND COMPANY
Chartered Accountant
Dated: 30.05.2017 FRN : 009840C
ASHOK HOLANI
Partner
Membership No. 079684

Annexure B referred to in paragraph 8(g) of our report of even date to the members ofNANDANI CREATIONS LIMITED on the Financial Statements of the company for the year endedMarch 31 2017

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

We have audited the internal financial controls over financial reporting of NANDANICREATION LIMITED. ("The Company") as of 31 March 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 (‘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 safeguardingof its 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 Note on 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 both applicable to an audit ofInternal Financial Controls and both 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 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 judgment 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 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 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 FinancialReporting

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 31 March 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.

Place: Jaipur ASHOK HOLANI AND COMPANY
Chartered Accountant
Dated: 30.05.2017 FRN : 009840C
ASHOK HOLANI
Partner
Membership No. 079684

Annexure A referred to in paragraph 7 of our report of even date to the members ofNANDANI CREATION LIMITED on the financial statements of the company for the year endedMarch 312017.

On the basis of the information and explanation given to us during the course of ouraudit we report that:

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

(b) According to the information and explanations given to us and based on the recordsof the company examined by us fixed assets have been physically verified by themanagement at reasonable intervals; and no material discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and based on the recordsof the company examined by us the company does not own any Immovable property thereforethis clause is not applicable on the company.

2. According to the information and explanations given to us and based on the recordsof the company examined by us physical verification of inventory has been conducted atreasonable intervals by the management and no material discrepancies were noticed on suchverification.

3. The company has not granted any loans secured or unsecured to companies firmsLimited LiabilityPartnerships or other parties covered in the register maintained undersection 189 of the Companies Act 2013. Thus sub clauses (a) (b) & (c) are notapplicable to the company.

4. According to the records of the company examined by us and as per the informationand explanations given to us the company has complied with the provisions of Section 185and 186 of the Companies Act 2013 in respect of grant of loans making investments andproviding guarantees and securities as applicable.

5. The company has not accepted any deposits from the public covered under section 73to 76 of the Companies Act 2013

6. As informed to us the Central Government has not prescribed maintenance of costrecords under sub-section (1) of section 148 of the Companies Act 2013.

7 (a) According to the information and explanations given to us and based on therecords of the company examined by us the company is generally regular in depositingundisputed statutory dues including provident fund employee’s state insuranceincome-tax sales- tax service tax duty of customs duty of excise value added taxcess and any other statutory dues to the appropriate authorities. According to theinformation and explanations given to us no undisputed amounts payable in respect of theabove were in arrears as on 31st march 2017 for a period of more than six months from thedate on when they become payable however there is undisputed default of Rs. 42710.00with Income Tax Department in relation to TDS payment.

(b) According to the information and explanations given to us and based on the recordsof the company examined by us there are no outstanding dues of Income tax or Sales tax orService tax or Duty of Customs or duty of excise or value added tax which have not beendeposited on account of any dispute except as mentioned below:

Name of the statute Nature of Dues Period Forum where dispute is pending Outstanding Amount involved (Rs.ln Lakh)
Raj VAT Act 2003 VAT & CST Demands FY 2012-13 ACTO 0.63
Raj VAT Act 2003 VAT & CST Demands FY 2013-14 ACTO 5.75
Raj VAT Act 2003 VAT & CST Demands FY 2014-15 ACTO 13.03

8. According to the information and explanations given to us and based on the recordsof the company examined by us the company hasn’t made any default in repayment ofloans or borrowing to a financial institution bank Government or dues to debentureholders.

9. According to the information and explanations given to us and based on the recordsof the company examined by us company has raised money by way of initial public offeramounting to Rs.404.32 Lacs by issue of 1444000 equity share of Rs.10/- each at apremium of Rs.18 per share during the year for meeting its working capital requirement.

10. During the course of our examination of the books and records of the companycarried in accordance with the auditing standards generally accepted in India we haveneither come across any instance of fraud by the company or on the company by its officersor employees noticed or reported during the course of our audit nor have we been informedof any such instance by the Management.

11. According to the records of the company examined by us and as per the informationand explanations given to us the company has complied with the provisions of Section 197read with Schedule V to the Act. For details refer Note No 18 of the significantaccounting policies.

12. In our opinion and according to the information and explanations given to us thecompany is not a Nidhi Company. Hence clause 3(xii) of the Order is not applicable to it.

13. According to the information and explanations given to us and based on the recordsof the company examined by us the company is in compliance with Sections 177 and 188 ofCompanies Act 2013 where applicable rules and where applicable for all transactionswith the related parties and the details of the related party transection have beendisclosed in the financial statements in note no. 24.11a and 24.11b as required by theapplicable accounting standards.

14. According to the information and explanations given to us and based on the recordsof the company examined by us the company has made any preferential allotment or privateplacement of shares during the year under review. All the requirements of section 42 ofthe Companies Act 2013 have been complied with and the amount raised has been used forthe purpose of which funds were raised.

15. According to the records of the company examined in course of our audit and as perinformation and explanations given to us the company has not entered in any non-cash withdirectors or persons connected with him. Hence provisions of Section 192 are notapplicable to the company.

16. According to information and explanations given to us and on the basis of recordsof the company examined by us the company is not required to be registered under section45-IA of the Reserve Bank of India Act 1934.

Place: Jaipur ASHOK HOLANI AND COMPANY
Chartered Accountant
Dated: 30.05.2017 FRN : 009840C
ASHOK HOLANI
Partner
Membership No. 079684