INDEPENDENT AUDITORS' REPORT
To the Members of Oasis Nutraceuticals Limited
Report on the Financial Statements
We have audited the accompanying financial statements of OASIS NUTRACEUTICALS LIMITED("the Company") which comprise the Balance Sheet as at March 31 2017 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.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act 2013 ("The Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance withaccounting principles generally accepted in India including the Accounting Standardsprescribed 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 of 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.
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 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.
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 March 31 2017 and its profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order 2016 (CARO 2016) issued bythe Central Government of India in terms of sub-section (11) of section 143 of theCompanies Act 2013 we give in the "Annexure - A" statement on the mattersspecified in paragraph 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 obtained all the information and explanations which to the best of ourknowledge 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 Balance Sheet the Statement of Profit and Loss and the CashFlow Statement comply with the Accounting Standards specified under section 133 of theCompanies Act 2013 read with Rule 7 of the Companies (Accounts) Rules 2014 the extentapplicable.
(e) On the basis of written representations received from the Directors as on March 312017 and taken on record by the Board of Directors none of the Directors is disqualifiedas on March 31 2017 from being appointed as a director in terms of section 164 (2) ofthe Companies Act 2013.
(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".
(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 explanations given to us :
i. The company has disclosed the impact of pending litigations on its financialposition in its financial position in its standalone financial statements - refer Note 27to the financial statements.
ii. The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any. The Company did not have long termcontracts including derivative contracts except forward contract.
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
iv. The Company has provided requisite disclosures in the financial statements as tothe holdings as well as dealing in Specified Bank Notes during the period from 8thNovember 2016 to 31st December 2016. Based on audit procedures and relying on themanagement representation we report that the disclosures are in accordance with the booksof account as maintained and produced to us by the Management.
| ||For Singhvi & Sancheti |
| ||Chartered Accountants |
| ||FRN No. 110286W |
| ||Sd/- |
| ||H.M. Sancheti |
|Place: Mumbai ||Partner |
|Date: 30.05.2017 ||Membership No. 043331 |
ANNEXURE - A TO THE INDEPENDENT AUDITOR'S REPORT
Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements' inthe Independent Auditor's Report of even date to the members of Oasis NutraceuticalsLimited on the standalone financial statements for the year ended March 31 2017.
1. a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
b) The Fixed Assets have been physically verified by the management at reasonableintervals which in our opinion is reasonable having regard to the size of the companyand nature of its business. Further during the verification no material discrepanciesbetween the book records and the physical fixed assets have been noticed.
c) The Company does not possess any immovable property and consequently clause 3 (i)(c) of the order is not applicable.
2. As explained to us inventories have been physically verified by the management atregular intervals during the year. The discrepancies noticed on such physical verificationas compared to book records were not material and have been appropriately dealt with inthe books of accounts.
3. According to the information and explanations given to us the company has notgranted unsecured loans to Companies firms Limited Liability Partnerships or otherparties covered in the register maintained under section 189 of the Companies Act 2013.Accordingly no comments are required to be made on sub clause (a) (b) and (c) of clause3.
4. In our opinion and according to the information and explanations given to us inrespect of loans investments guarantees and security provided the Company has compliedwith the provisions of section 185 and 186 of the Companies Act 2013.
5. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposits from the public and hence the directives issued bythe Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevantprovisions of the Act and the Companies (Acceptance of Deposit) Rules 2015 with regard tothe deposits accepted from the public are not applicable.
6. According to information and explanation given to us the Central Government has notprescribed the maintenance of Cost Records by under sub-section (1) of Section 148 of theCompanies Act 2013 in respect of the activities carried on by the Company. Thereforeparagraph 3(vi) of the order is not applicable.
7. (a) According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company has been generally regularin depositing undisputed statutory dues including Income-Tax Cess and any other statutorydues with the appropriate authorities. According to the information and explanations givento us no undisputed amounts payable in respect of the above were in arrears as at March31 2017 for a period of more than six months from the date on when they become payableexcept for the income tax payable for the A.Y. 2016-17 amounting to Rs. 655641/-.
b) According to the information and explanation given to us there are no dues ofincome tax sales tax service tax duty of customs duty of excise value added taxoutstanding on account of any dispute except the details given below:
According to the records of the Company disputed Municipal Property Tax together withPenalty not deposited on account of disputes are as follows:
|Name of Statute ||Nature of the dues ||Amount (Rs.) ||Period to which it relates ||Forum where dispute is pending |
|Workman Compensation Act 1923 ||Workmen compensation ||45174 ||1997-98 ||Labour Court |
|Transactions in Security Act 1992 ||Loan ||2733157 ||1993-94 ||The custodian under special court |
|Transactions in Security Act 1992 ||Interest ||9215092 ||1993-94 to 2011-12 ||The custodian under special court |
8. In our opinion and according to the information and explanations given to usthe Company has not taken any loan either from Banks financial institutions or from thegovernment and has not issued any debentures and consequently clause 3 (viii) of the orderis not applicable.
9. Based upon the audit procedures performed and the information and explanationsgiven by the management the Company has not raised moneys by way of initial public offeror further public offer including debt instruments and term Loans. Accordingly theprovisions of clause 3 (ix) of the order are not applicable.
10. Based upon the audit procedures performed and the examination of the recordswe report that no fraud by the Company or on the company by its officers or employees hasbeen noticed or reported during the year.
11. In our opinion and according to the information and explanations given to usthere is no managerial remuneration being paid and hence the Company is not required tocomply with provision of Section 197 read with Schedule V to the Companies Act 2013.
12. In our opinion the Company is not a Nidhi Company. Therefore the provisionsof clause 3(xii) of the Order are not applicable to the Company.
13. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with section 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by theapplicable accounting standards.
14. The company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.Accordingly the provisions of clause 3 (xiv) of the Order are not applicable to theCompany and hence not commented upon.
15. According to the information and explanations given to us the company has notentered into any non-cash transactions with directors or persons connected with him.Accordingly the provisions of clause 3 (xv) of the Order are not applicable to theCompany and hence not commented upon.
16. In our opinion the company is not required to be registered under section45-IA of the Reserve Bank of India Act 1934 and accordingly the provisions of clause 3(xvi) of the Order are not applicable to the Company and hence not commented upon.
| ||For Singhvi & Sancheti |
| ||Chartered Accountants |
| ||FRN No. 110286W |
| ||Sd/- |
|Place: Mumbai ||H.M. Sancheti |
|Date: 30.05.2017 ||Partner |
| ||Membership No. 043331 |