1. We have audited the attached Balance Sheet of GEECEE VENTURES
LIMITED (Formerly known as GWALIOR CHEMICAL INDUSTRIES LIMITED) as at
31st March 2012, and also the Profit & Loss Statement and Cash Flow
Statement for the year ended on that date, both annexed thereto,
(hereinafter collectively referred as financial statements).
These financial statements are the responsibility of the Company''s
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
2. We have conducted our audit in accordance with auditing standards
generally accepted in India. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes, examining on a test basis, evidence supporting the amounts
and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made
by the management, as well as evaluating the overall presentation of
the financial statements. We believe that our audit provides a
reasonable basis for our opinion.
3. As required by the Companies (Auditor''s Report) Order 2003 (as
Amended) issued by the Central Government in terms of sub-section (4A)
of section 227 of the Companies Act, 1956 (The ''Act'') and on the
basis of such checks as we considered appropriate and according to the
information and explanation given to us during the course of audit, we
set out in the Annexure, a statement on the matters specified in
paragraphs 4 and 5 of the said order.
4. Subject to above,
a) We have obtained all the information and explanations which to the
best of our knowledge and belief were necessary for the purpose of our
b) In our opinion, proper books of account as required by law have been
kept by the Company so far as it appears from our examination of such
c) The Financial Statements dealt with by this report, are in agreement
with the books of account;
d) In our opinion, the financial statement dealt with this Report,
comply with the applicable accounting standards referred to in Section
211 (3C) of the Act;
e) On the basis of written representations received from the directors
and taken on records by the Board of Directors, we report that none of
the Directors of the Company is disqualified as on 31st March 2012 from
being appointed as a director in terms of clause (g) of sub-section (1)
to Section 274 of the Act.
f) In our opinion, and to the best of our information and according to
the explanations given to us, said Financial Statement read together
with the notes thereon, give the information required by the Act, in
the manner so required and give a true and fair view in conformity with
the accounting principles generally accepted in India;
i. in the case of Balance Sheet, of the state of affairs of the
Company for the year ended as at 31st March 2012;
ii. in the case of Profit & Loss Statement, of the profit of the
Company for the year ended as at 31st March 2012; and
iii. In the case of Cash Flow Statement of the Cash Flow of the company
for the year ended as at 31st March 2012.
Annexure referred to in Para 3 of our Report of even date on the
financial statements for the year ended 31st March 2012 of GEECEE
VENTURES LIMITED (Formerly known as GWALIOR CHEMICAL INDUSTRIES
Based on the audit procedures performed for the purpose of reporting a
true and fair view of the financial statements of the Company and
taking into consideration the information and explanations given to us
and the books and other records examined by us in the normal course of
our audit. We report that,
We have prepared this annexure on the basis of the books of account
examined; and information and explanations obtained by us during the
course of our audit. Further, in our opinion and to the best of our
knowledge we report that -
I. (a) The Company has maintained unit wise proper record showing full
particulars including quantitative details and situation of its fixed
assets. However in respect of furniture and fixtures, office equipment
and data processing equipment record in terms of values are only kept.
(b) Some of the fixed assets were physically verified during the year
by the management in accordance with a program of verification, which
in our opinion provides for physical verification of all the fixed
assets at reasonable intervals. According to information and
explanation given to us, no material discrepancies were noticed on such
(c) No assets were disposed off during the year.
II. (a) The inventories have been physically verified by management
during the year at reasonable intervals, except materials lying with
third parties, where confirmations are obtained.
(b) In our opinion, the procedures of physical verification of
inventory followed by the management are reasonable and adequate in
relation to the size of the company and nature of its business.
(c) The Company has maintained proper records of inventory. The
discrepancies noticed on physical verification of inventories as
compared to book records were not material and have been properly dealt
in books of account.
III. (a) The Company has granted advance to firms and other parties
covered in the register maintained under section 301 of the Act.
(b) The Terms & Conditions are not prejudicial to the interest of the
(c) The repayment of the principal amount and interest are repayable on
IV. In our opinion and according to the information and explanations
given to us, there is an adequate internal control system commensurate
with the size of the company and the nature of its business, with
regard to for the purchase of inventories and fixed assets and with
regards to the sale of goods and services. In our opinion and according
to the information and explanation given to us, there is no continuing
failure to correct major weakness in the internal controls.
V. (a) In respect of transactions entered in the register maintained
in pursuance of section 301 of the Companies Act 1956, to the best of
our knowledge and belief and according to the information and
explanations given to us, particulars of contracts or arrangements that
needed to be entered into the register have been so entered.
(b) The transactions in pursuance of such contracts or arrangements
have been made at prices which are prima facie reasonable having regard
to the prevailing market prices at the relevant time.
VI. The Directives issued by the Reserve Bank of India and the
provisions of sections 58A and 58AA or any other relevant provisions of
the Companies Act, 1956 and the rules framed there under have been
complied with in respect of deposits accepted from the public, However
company has not accepted public deposit for the year ended 31st March
VII. In our opinion, the company has an internal audit system
commensurate with the size of the Company and nature of its business.
VIII. According to the explanations given to us and to the best of our
knowledge the Company has not been prescribed by the Central Government
under section 209(1) (d) of the Companies Act, 1956 to maintain cost
IX. (a) According to the information and explanations given to us on
the basis of examination of the books of account, the Company has been
generally regular in depositing undisputed statutory dues including
Provident Fund, Investor Education and Protection Fund, Employees''
State Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom
Duty, Excise Duty, Cess and other material statutory dues with
appropriate authorities. According to the information and explanation
given to us, the Company did not have any undisputed amounts payable in
this respect at 31st March 2012 for a period of more than six months
from the date they became payable.
(b) According to the information and explanation given to us, dues of
Sales Tax, Entry Tax, Central Excise and Service Tax have not been
deposited by the Company with the appropriate authorities on account of
disputes as follows.
Name of the Nature of Dues Amount
Statute (Rs. In lacs)
State and Central Tax, Interest and 122.00
Sales Tax Acts Penalty for non
submission of forms and
State and Central On account of 10.28
Sales Tax Acts C-Forms & Tax on Freight
State Entry Tax Act Taxes 2.46
Central Excise Other disallowances 13.14
Income Tax On account of Non 51.65
A.Y2008-09 TDS Deduction on
On A/c of VAT On account of VAT 30.92
Reversal 08-09 reversal difference on
On A/c of VAT On account of VAT 46.46
Reversal 07-08 reversal difference on
Assessment Depot Transfer
Name of the Year to which the Forum where
amount relates dispute is pending
State and Central
Sales Tax Acts 1996-99 High Court - Indore
State and Central
Sales Tax Acts 2001-02 Appellant Tribunal - Bhopal
State Entry Tax Act 1995-96 Appellant Tribunal
2000-01 - Bhopal
Central Excise Duty 2007-08 Appellant Tribunal
- New Delhi
Income Tax A.Y.2008-09 2008-09 CIT Appeal - Mumbai
On A/c of VAT Reversal
08-09 2008-09 Appellant Tribunal - Bhopal
On A/c of VAT Reversal
07-08 Assessment Re-open 2007-08 Asst. Commissioner - Ujjain
X. The Company does not have any accumulated losses and has not
incurred cash losses during the current year and in the immediately
preceding financial year.
XI. According to the records of the Company examined by us and the
information and explanation given to us, the Company has not defaulted
in repayment of dues to any financial institution or bank as at the
balance sheet date.
XII. According to the information and explanations given to us, the
Company has not granted any loans or advances on the basis of security
by way of pledge of shares, debentures and other securities.
XII. The Company is not dealing or trading in shares, securities,
debentures and other investments.
XIV. According to the information and explanations given to us, the
Company has not given any guarantee for loans taken by others from bank
or financial institutions.
XV. In our opinion and according to the information and explanations
given to us and on an overall examination, the term loans have been
applied for the purpose for which they were raised.
XVI. On the basis of our examination of the Cash Flow statement and
other records, the funds raised on short-term basis have not been used
for long-term investment.
XVII. During the period under review the Company has not made any
preferential allotment of shares to parties and companies covered in
the register maintained in pursuance of section 301 of the Companies
XVIII. The Company has not issued any secured debentures during the
period under review.
XIX. The Company has not raised any money by public issue during the
year. Accordingly the provisions of the Clause IV (xx) of the order are
XX. No fraud on or by the Company has been noticed or reported during
the period covered by our audit.
For SARDA & PAREEK
Place : Mumbai
Date : 30th May, 2012