We have audited the attached Balance Sheet of Henkel India Limited as
at March 31, 2012, the Profit and Loss Account and also the Cash Flow
Statement for the period ended on that date annexed thereto. 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.
We 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 financial
statement presentation. We believe that our audit provides a reasonable
basis for our opinion.
As required by the Companies (Auditor''s Report) Order 2003, issued by
the Department of Company Affairs on June 12, 2003 and as amended under
Notification dated November 25, 2004 in terms of sub-section (4A) of
Section 227 of the Companies Act, 1956, we enclose in the annexure a
statement on the matters specified in paragraph 4 and 5 of the said
Further to our comments in the annexure referred to above, we report
i. We have obtained all the information and explanations which, to the
best of our knowledge and belief were necessary for purpose of the
ii. In our opinion, proper books of accounts have been kept as
required by law so far as appears from our examination of those books;
iii. The Balance Sheet, Profit and Loss Account and Cash Flo Statement
dea'' with by this report are in agreement with books of account;
iv. In our opinion, Balance Sheet, Profit and Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956 to the extent applicable.
v. On the basis of written representations received from Directors, as
on March 31, 2012 and taken on record by the Board of Directors, we
report that, none of the Directors are disqualified as on March 31,2012
from being appointed as a Director in terms of clause (g) of
sub-section (1) of Section 274 of the Companies Act, 1956.
vi. In our opinion and to the best of our information and according to
the explanation given to us, the said accounts together with the notes
thereon, give the information required by the Companies Act, 1956 in
the manner so required, and give a true and fair view in conformity
with the accounting principles generally accepted in India
a. in the case of Balance Sheet, the state of affairs of the Company
as at March 31, 2012.
b. in the case of Profit and Loss Account, of the Loss for the period
ended on that date and
c. in the case of Cash Flow Statement, of the cash flows for the
period ended on that date.
Annexure referred to in paragraph 3 of the repon ot even aate of the
Auditors to the Members of Henkel India Limited on the accounts for the
period ended March 31, 2012
i) a) The Company is maintaining proper records, showing full
particulars including quantitative details and situation of fixed
b) The Company has a programme of physical verification of fixed
assets, which in our opinion is reasonable having regard to the size of
the Company and the nature of its business.
c) None of the fixed assets have been revalued during the period.
d) A substantial part of the fixed assets have not been disposed of
during the period.
ii) a) Physical verification of inventory was conducted at reasonable
intervals by the management during the period.
b) In our opinion, procedures for 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 is maintaining proper records of inventory and the
discrepancies noticed on verification were not material.
iii) a) The Company has taken unsecured loan ofRs. 26,395/- lacs during
the year fron a party listed in the Register maintained under Section
301 of the Companies Act, 1956. The year end balance is Rs.14,204/- lacs
and the maximum outstanding amount during the year is Rs.26,395/-. No
loans have been granted to any such parties.
b) In our opinion rates of interest and other terms and conditions are
not prejudicial to the interest of the Company.
c) The repayment of the principal amounts and interest wherever
applicable are regular.
d) The loans taken by the Company are repayable on demand and therefore
the question of overdue amounts does not arise.
iv) In our opinion, and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the Company and the nature of its
business with regards to purchase of inventories and fixed assets and
for the sale of goods. During the course of audit no continuing failure
to correct major weaknesses in internal control system was observed.
v) a) According to the information and explanation given to us, we are
of the opinion that the particulars of contracts or arrangements that
need to be entered into a Register in pursuance of Section 301 of the
Companies Act, 1956 have been duly entered.
b) In our opinion and according to the information and explanation
given to us, transactions exceeding Rs. 5 lacs in respect of each party
which have been made in pursuance of contracts or arrangements entered
in the Register maintained under Section 301 of the Companies Act, 1956
have been made at prices which are reasonable, having regard to the
prevailing market prices at the relevant time.
vi) The Company has not accepted any Fixed Deposits from the public
during the period and therefore, the question of compliance with the
directives issued by the Reserve Bank of India and the provisions of
Section 58A and 58AA or any other relevant provisions of the Companies
Act, 1956 and the rules framed thereunder does not arise.
vii) The Company does not have an adequate Internal Audit commensurate
with the size and nature of its business.
viii) The cost accounts and the records prescribed by the Central
Government under clause (d) of sub-section (1) of section 209 of the
Companies Act, 1956 have been made and maintained.
ix) a) According to the records of the Company, undisputed statutory
dues including Provident Fund, Employees Siate Insurance Fund,
Income-tax, Wealth tax, Service tax, Sales tax, Customs duty, Excise
duty, Cess and other statutory dues have been deposited regularly
during the period with the appropriate authorities. According to the
information and explanation given to us, there are no undisputed
amounts payable which are outstanding as on March 31, 2012 for a period
of more than six months from tne date they became payable.
b) The following amounts have not been deposited with respective
authorities because of disputes.
Statute Year Amount (Rs.) pending
1990-2000 to Commissioner
Income Tax 32,82,050
Income Tax Total 32,82,050
Central Excise- 1996-1997 to CESTAT
KKL 2002-2003 15.52,086
Ambattur 2003-2004 4,36,187 CESTAT
Excise Total 19,88,273
Sales Tax-MP 2000-2001 to 18,47,888 CT0
Grand Total 1,18,45,119
x) At the end of the financial period, the accumulated loss of the
Company is less than 50% of its Net worth. The Company has incurred
cash loss during the financial period but not in the immediately
preceding financial period.
xi) The Company has not defaulted in repayment of dues to Banks during
xii) No loans or advances have been granted by the Company against
pledge of Shares and Debentures and other securities.
xiii) The Company is not a chit fund or a nidhi mutual benefit
xiv) The Company is not dealing in or trading in Shares, Securities,
Debentures and other instruments.
xv) According to the information and explanation given to us, the
Company has not given any Corporate Guarantee during the period.
xvi) The Company has received long term loan during the period and has
applied it for the purpose for which it has been raised.
xvii) According to the information and explanations given to us by the
management, the funds raised on short term basis have not been used for
long term investment.
xviii) During the period the Company has not made any preferential
allotment to parties and companies covered in the register maintained
under Section 301 of the Companies Act, 1956.
xix) The Company has not issued any debentures during the period and
therefore the question of creation of security or charge does not
xx) During the period, the Company has not raised any money by way of
public issue and the question of disclosing the end use of money by the
management does not arise.
xxi) According to the information and explanations given to us, no
fraud on or by the Company was noticed or reported during the course of
For CNGSN & ASSOCIATES
F.R. No. 04915S
Place : Chennai
Date : May 22,2012 Partner
Memb. No. 11205