To the Members of TCM Limited (CIN: L24299KL1943PLC001192) 54/555Elenjickal MLRWLA21 Muttathil Lane Kadavanthara Cochin - 682020
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial company") which comprise theBalance Sheet as at 31st March 2017 Statement of Profit and Loss Cash Flow Statementfor the year then ended and a summary of the significant accounting policies and otherexplanatory information.
Management's Responsibility for the Standalone 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 standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under Section of the Act read with Rule 7 of the Companies (Accounts) Rules2014. This responsibility also includes maintenance of adequate accounting records inaccordance 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 materialmisstatement whether due to fraud or error.
Our responsibility is to express an opinion on these standalone financial statements onour 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 underSection of 143 (10) of the Act . Those Standards require that we comply with the 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 and33 the 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 the internal financial control relevant to the Company's preparation ofthe financial statements that give a true and fair view in order to design auditprocedures that are appropriate in the circumstances. An audit also includes evaluatingthe appropriateness of the accounting policies used and the reasonableness of theaccounting estimates made by the Company's Directors as well as evaluating the overallpresentation of the financial statements. We believe that the audit evidence we haveobtained is sufficientand appropriate to provide a basis for our audit opinion on thestandalone financial statements.
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 subject to the following i. Allcreditors and debtors are subject to confirmation; we are unable to report upon itsfinancial implication on the financial statements under audit. ii. Point No. II to theAdditional Disclosures and Explanatory Notes regarding excess land. iii. Non confirmationof deposits as per point no.VI to the Additional Disclosures and Explanatory Notes. iv.Non confirmation of balances with banks as per point no. VII to the Additional Disclosuresand Explanatory Notes.
(a) in the case of the Balance Sheet of the state of affairs of the Company as at 31stMarch 2017;
(b) in the case of the Statement of Profit and Loss of the loss of the Company for theyear ended on that date and
( c) in the case of Cash Flow Statement its cash flows for the year ended on thatdate.
Report on Other Legal and Regulatory Requirements
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 the "Annexure A" statement on the matters specifiedin theparagraph 3 and 4 of the Order to the extend applicable.
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 bytheCompany 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 standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014. (e) On the basis of the written representations receivedfrom the directors as on 31st March 2017 and taken on record by the Board of Directorsnone of the directors is disqualified as on 31st March 2017 from being appointed as adirector in terms of Section 164 (2) of the Act. (f) With respect to the adequacy of theinternal financial controls over financial reporting of the Company and the operatingeffectiveness of such controls refer to our separate Report in Annexure B'; and
With respect to the other matters to be included in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules 2014 ( as amended) in ouropinion and to the best of our information and according to the explanations given to us:i. The Company has some pending litigations which would impact its financial position thedetails of the same are attached with the financial statements in Note No.14AContingentLiabilities. ii. The Company did not have any long-term contracts including derivativecontracts for which there were any material foreseeable losses. iii. There were someamounts which were required to be transferred to the Investor Education and ProtectionFund by the Company the details are as follows
|Sl. No ||Name of Bank ||Branch Name ||Amount |
|1 ||Unpaid Debenture and Interest on unpaid debenture ||60620/- ||1992-93 |
|2 ||Unpaid Matured Deposits ||15000/- ||1992-93 |
iv. The company had provided requisite disclosures in its financial statements as toholdings as well as dealings in Specified Bank Notes (SBNs) during the period from 8thNovember 2016 to 30th December 2016 in Note No. 14B attached with Financial Statementsof the Company and these are in accordance with the books of accounts maintained by theCompany.
FOR VBSK & COMPANY
Chartered Accountants (FRN 010779S)
Partner (M No. 210211)
Annexure - A to the Independent Auditors Report of TCM Limited
(CIN: L24299KL1943PLC001192) 54/555Elenjickal MLRWLA 21 Muttathil LaneKadavanthara Cochin 682020 referred to in Paragraph 3 of CARO 2016
1) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets. (b) The Management informed us thatall the fixed assets have been physically verified by the Management during the period andno serious discrepancies between book records and physical assets have been noticed. Inour opinion the frequency of verification is reasonable.
(c) As per the explanation and verification of documents we found that the title deedsof all the immovable properties are held in the name of the Company.
2) Physical verification of inventory is being made by the management on an ongoingbasis. The company maintains proper records of inventory and no discrepancy were noticedduring physical verification of inventory during the period under audit.
3) According to the information and explanation given to us and on the verification ofbooks of accounts we are of the opinion that the company has not granted any loanssecured or unsecured to companies firms limited liability partnerships or other partiescovered in the register required to be maintained under section 189 of the Companies Act2013.
4) In our opinion and according to the information and explanation given to us thecompany has neither made any investments nor given any loan guarantee or security whichhas to comply with provisions of section 185 and 186 of the Companies Act 2013.
5) The company has not accepted any deposit from the public during the period underaudit.
6) The maintenance of cost records is not applicable to the company as the Turnover isless than the limit mentioned in the Companies (Cost Records and Audit) Rules 2014.
7) According to the information given to us by the Management and on the basis of ourverification of the books and accounts and other records of the company the company isirregular in depositing undisputed statutory dues. The following statutory liabilitieshave been outstanding for more than 6 months as at the end of financial year 2016-2017.
|Sl.No ||Name of the Statute/ Department ||Nature of Dues ||Amount ||Period to which amount relates |
|1 ||Tamilnadu General Sales Tax Act ||AST Payable ||11822.00 ||2004-05 |
|2 ||Central Excise Act ||Excise Duty ||282705.00 ||2004-05 |
|3 ||LIC Department ||LIC Premium of Employees ||148181.00 ||2004-05 |
|4 ||Ministry Of Corporate Affairs ( Investor Education Protection Fund) ||Unpaid Debenture and interest on unpaid debenture ||60620.00 ||1992-93 |
|5 ||Employees State Insurance Department ||ESI collected from e m p l o y e e s a n d employer's portion ||405211.00 ||2010-11 |
|6 ||P r o v i d e n t F u n d Department ||PF collected from e m p l o y e e s a n d employer's portion ||1519611.00 ||2010-11 |
|7 ||Gonur Panchayath Tamilnadu ||Panchayath Licence fee ||228852.00 ||2011-12 |
|8 ||Ministry Of Corporate Affairs ( Investor Education Protection Fund) ||U n p a i d M a t u r e d Deposits ||15000.00 ||1992-93 |
|9 ||Income Tax Department ||Income Tax ||8625246.00 ||1995-96 |
|10 ||Income Tax Department ||Income Tax ||2725116.00 ||1996-97 |
8) The company has not taken any loans from banks/financialinstitution neither issuedany debentures therefore question regarding default in payment of dues to banks /financial institutions/ debenture holders does not
9) The company has not raised any moneys by way of initial public offer or furtherpublic offer and term loans during the year under audit therefore the question regardingits application does not have any relevance.
10) On the basis of our verification of books of accounts and other records we are ofthe opinion that no fraud by the company or any fraud on the company by its officers oremployees has been noticed or reported during the period under audit.
11) The company has not paid or provided any managerial remuneration during the periodunder audit hence the provisions U/s 197 of The Companies Act 2013 has not applicable tothe Company.
12) The Company is not a Nidhi Company; hence the said clause has no relevance. 13) Thecompany has disclosed all such related party transaction in the financial statement by wayof notes in the Additional disclosures and explanatory statements in compliance withsection 177 and 188 of the Companies Act 2013 and as required by applicable Accountingstandard.
14) According to the information and explanation given to us and based on ourexamination of books and accounts the company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the periodunder audit.
15) According to the information and explanation given to us and based on ourexamination of books and accounts the company has not entered any non- cash transactionswith any of the directors of the Company or persons connected with him during the periodunder audit.
16) The company is not required to get registered under section 45-1A of the ReserveBank of India Act 1934.
|Ernakulam || |
|29-05-2017 || |
| ||FOR VBSK & COMPANY |
| ||Chartered Accountants |
| ||(FRN 010779S) |
| ||Suresh.G |
| ||Partner (M No. 210211) |
Annexure "B" to the Independent Auditors' Report of TCM Limited
(CIN: L24299KL1943PLC001192) 54/555Elenjickal MLRWLA 21 Muttathil LaneKadavanthara Cochin - 682020
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 TCMLimited (CIN: L24299KL1943PLC001192) ("the Company") as of 31st March 2017 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 (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.
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 (the Standards') issued byICAI and deemed to be prescribed under section 143 (10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively in all material respects. Our audit involves performing procedures to obtainaudit evidence about the adequacy of the internal financial controls system over financialreporting and their operating effectiveness. Our audit of internal financial controls overfinancial reporting included obtaining an understanding of internal financial controlsover financial reporting assessing the risk that a material weakness exists and testingand evaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the financial statements whether dueto fraud or error.
We believe that the audit evidence we have obtained is sufficientand appropriate toprovide a basis for our audit opinion on the Company's internal financial controls overfinancial 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 financialstatements for external purposes in accordance with generally accepted accountingprinciples. A company's internal financial control over financial policies and proceduresthat (i) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company; (ii)provide reasonable assurance that transactions are recorded as necessary to permitpreparation offinancialstatements 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 (iii)provide reasonable assurance regarding prevention or timely detection of unauthorisedacquisition use or disposition of the company's assets that could have a material effecton the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls including thepossibility of collusion or improper management override of controls materialmisstatements due to error or fraud may occur and not be detected. Also projections ofany over financial evaluationoftheinternalfinancial reporting to future periods aresubject to the risk that the internal financial control over financial reporting maybecome inadequate because of changes in conditions or that the degree of compliance withthe policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalfinancial controls over financial reporting and such internal financial controls over wereoperating effectively as at 31st March 2017 based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the guidance note issued by the ICAI.
|Ernakulam || |
|29-05-2017 || |
| ||FOR VBSK & COMPANY |
| ||Chartered Accountants |
| ||(FRN 010779S) |
| ||Suresh.G |
| ||Partner (M No. 210211) |