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MPS

BSE: 532440|NSE: MPSLTD|ISIN: INE943D01017|SECTOR: Printing & Stationery
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« Mar 15
Auditor's Report (MPS) Year End : Mar '16
We have audited the accompanying standalone financial statements of MPS
 LIMITED (the Company), which comprise the Balance Sheet as at 31
 March 2016, the Statement of Profit and Loss and the Cash Flow
 Statement for the year then ended, and a summary of the significant
 accounting policies and other explanatory information.
 
 Management''s Responsibility for the Standalone 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 of these standalone financial statements that give a
 true and fair view of the financial position, financial performance and
 cash flows of the Company in accordance with the accounting principles
 generally accepted in India, including the Accounting Standards
 prescribed under Section 133 of the Act, as applicable.
 
 This responsibility also includes maintenance of adequate accounting
 records in accordance with the provisions of the Act for safeguarding
 the assets of the Company and for preventing and detecting frauds and
 other irregularities; selection and application of appropriate
 accounting policies; making judgments and estimates that are reasonable
 and prudent; and design, implementation and maintenance of adequate
 internal financial controls, that were operating effectively for
 ensuring the accuracy and completeness of the accounting records,
 relevant to the preparation and presentation of the financial
 statements that give a true and fair view and are free from material
 misstatement, whether due to fraud or error.
 
 Auditor''s Responsibility
 
 Our responsibility is to express an opinion on these standalone
 financial statements based on our audit.
 
 We have taken into account the provisions of the Act, the accounting
 and auditing standards and matters which are required to be included in
 the audit report under the provisions of the Act and the Rules made
 thereunder and the Order under Section 143 (11) of the Act.
 
 We conducted our audit of the standalone financial statements in
 accordance 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 the audit to obtain reasonable
 assurance about whether the financial statements are free from material
 misstatement.
 
 An audit involves performing procedures to obtain audit evidence about
 the amounts and the disclosures in the financial statements.  The
 procedures selected depend on the auditor''s judgment, including the
 assessment of the risks of material misstatement of the financial
 statements, whether due to fraud or error. In making those risk
 assessments, the auditor considers internal financial control relevant
 to the Company''s preparation of the financial statements that give a
 true and fair view in order to design audit procedures that are
 appropriate in the circumstances. An audit also includes evaluating the
 appropriateness of the accounting policies used and the reasonableness
 of the accounting estimates made by the Company''s Directors, as well as
 evaluating the overall presentation of the financial statements.
 
 We believe that the audit evidence we have obtained is sufficient and
 appropriate to provide a basis for our audit opinion on the standalone
 financial statements.
 
 Opinion
 
 In our opinion and to the best of our information and according to the
 explanations given to us, the aforesaid standalone financial statements
 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, of the state of affairs of the Company as
 at 31 March 2016, 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 Section 143(3) of the Act, we report that:
 
 a) We have sought and obtained all the information and explanations
 which to the best of 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 the Company so far as it appears from our examination of those
 books.
 
 c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
 Flow Statement dealt with by this Report are in agreement with the
 books of account.
 
 d) In our opinion, the aforesaid standalone financial statements comply
 with the Accounting Standards prescribed under Section 133 of the Act,
 as applicable.
 
 e) On the basis of the written representations received from the
 directors as on 31 March 2016 taken on record by the Board of
 Directors, none of the directors is disqualified as on 31 March 2016
 from being appointed as a director in terms of Section 164 (2) of the
 Act.
 
 f) With respect to the adequacy of the internal financial controls over
 financial reporting of the Company and the operating effectiveness of
 such controls, refer to our separate Report in Annexure A Our report
 expresses an unmodified opinion on the adequacy and operating
 effectiveness of the Company''s internal financial controls over
 financial reporting.
 
 g) With respect to the other matters to be included in the Auditor''s
 Report in accordance with Rule 11 of the Companies (Audit and Auditors)
 Rules, 2014, in our opinion and to the best of our information and
 according to the explanations given to us:
 
 i. The Company has disclosed the impact of pending litigations on its
 financial position in its financial statements;
 
 ii. The Company did not have any long-term contracts including
 derivative contracts for which there were any material foreseeable
 losses;
 
 (iii) There has been no delay in transferring amounts, required to be
 transferred, to the Investor Education and Protection Fund by the
 Company.
 
 2. As required by the Companies (Auditor''s Report) Order, 2016 (the
 Order) issued by the Central Government in terms of Section 143(11) of
 the Act, we give in Annexure B a statement on the matters specified
 in paragraphs 3 and 4 of the Order.
 
 (Referred to in paragraph 2 under ''Report on Other Legal and Regulatory
 Requirements'' section of our report of even date)
 
 (i) (a) The Company has maintained proper records showing full
 particulars, including quantitative details and situation of fixed
 assets.
 
 (b) The fixed assets were physically verified during the year by the
 Management in accordance with a regular programme of verification
 which, in our opinion, provides for physical verification of all the
 fixed assets at reasonable intervals. According to the information and
 explanation given to us, no material discrepancies were noticed on such
 verification.
 
 (c) According to the information and explanations given to us and the
 records examined by us, we report that, the title deeds, comprising all
 the immovable properties of land and buildings which are freehold, are
 not held in the name of the Company as at the balance sheet date, as
 given below:
 
 Particulars of the 
 land                  Amount (Carrying 
                       amount as                   Remarks
 and building          at the balance 
                       sheet date)
 
 Office space at 
 Building              Rs. 1,301.21 lacs    The title deeds for building
                                            and undivided portion of
                                            land are held
 located at 137, 
 Residency                                  in the name of HMG 
                                            Ambassador Property
                                            Management Private
 Road Bangalore                             Limited, represented by
                                            1,47,50,000 equity shares of
                                            Rs.10/- each
 admeasuring 62,349                         representing the value of 
                                            land and buildings with
                                            irrevocable right
 square feet                                of permanent occupation.
 
 Office space at 
 Building              Rs. 54.54 lacs       The title deeds for building
                                            and undivided portion of 
                                            land
 located at 135, 
 Brigade                                    admeasuring 10,000 square
                                            feet are in the name of 
                                            Brigade
 Road Bangalore                             Marketing Company Private 
                                            Limited, erstwhile Company
                                            that was
 admeasuring 10,000                         merged with Macmillan India
                                            Limited under Section 391 
                                            to 394
 square feet                                of the Companies Act, 1956
                                            in terms of the Honorable 
                                            High Court order dated 21 
                                            June 2005.
 
 (ii) According to the information and explanations given to us, the
 Company does not have any inventory and hence reporting under clause
 (ii) of the Companies (Auditor''s Report) Order, 2016 (CARO) is not
 applicable.
 
 (iii) According to the information and explanations given to us, the
 Company has not granted any loans, secured or unsecured, to companies,
 firms, Limited Liability Partnerships or other parties covered in the
 register maintained under section 189 of the Companies Act, 2013.
 
 (iv) According to the information and explanations given to us, the
 company has complied with the provisions of 186 of the companies Act,
 2013 in respect of making investments. The company has not granted any
 loans, provided any security or guarantees under Section 185 and has
 not granted any loans and provided any securities or guarantees under
 section 186 of the Companies Act, 2013.
 
 (v) According to the information and explanations given to us, the
 Company has not accepted any deposit during the year.
 
 (vi) The maintenance of cost records has not been specified by the
 Central Government under section 148(1) of the Companies Act, 2013,
 hence reporting under clause (vi) CARO 2016 is not applicable.
 
 (vii) According to the information and explanations given to us, in
 respect of statutory dues:
 
 (a) The Company has been regular in depositing undisputed statutory
 dues, including Provident Fund, Employees'' State Insurance, Income-tax,
 Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax,
 cess and other material statutory dues applicable to it to the
 appropriate authorities.
 
 (b) There were no undisputed amounts payable in respect of Provident
 Fund, Employees'' State Insurance, Income- tax, Sales Tax, Service Tax,
 Customs Duty, Excise Duty, Value Added Tax, cess and other material
 statutory dues in arrears as at 31 March 2016 for a period of more than
 six months from the date they became payable.
 
 (c) There are no dues of Sales tax, Custom Duty, Excise Duty and Value
 Added tax which have not been deposited as on 31 March 2016 on account
 of disputes. Details of dues of Income-tax and Service Tax which have
 not been deposited as on 31 March 2016 on account of disputes are given
 below:
 
 Name of Statute    Nature of    Forum where dispute
                                 is                    Period to which
                                                       the
                      dues       pending               amount relates
 
 Income Tax Act     Income Tax   Income Tax Appellate 
                                 Tribunal              FY 2006-07
 
 Income Tax Act     Income Tax   Assessing Officer     FY 2006-07
 
 Income Tax Act     Income Tax   Income Tax Appellate
                                 Tribunal              FY 2007-08
 
 Income Tax Act     Income Tax   Income Tax Appellate
                                 Tribunal              FY 2008-09
 
 Income Tax Act     Income Tax   Income Tax Appellate
                                 Tribunal              FY 2009-10
 
 Finance Act        Service Tax  Customs and Excise
                                 Service Tax           July 2003 to
                                 Appellate Tribunal    September 2008
 
 Name of Statute       Amount involved      Amount Unpaid
                      (Rs. in Lacs)*        (Rs. in Lacs)
 
 Income Tax Act            224.55               112.35
 
 Income Tax Act             31.70                31.70
 
 Income Tax Act            163.97               163.97
 
 Income Tax Act             12.95                12.95
 
 Income Tax Act            174.58               174.58
 
 Finance Act               336.18               301.18
 
 *Amount as per demand orders including interest and penalty wherever
 quantified in the order.
 
 (viii) According to the information and explanations given to us, the
 Company has not taken any loans or borrowings from financial
 institutions, banks and government or has not issued any debentures.
 Hence reporting under clause (viii) of CARO 2016 Order is not
 applicable to the Company.
 
 (ix) According to the information and explanations given to us, the
 Company has not raised moneys by way of initial public offer or further
 public offer (including debt instruments) or term loans. During the
 previous year, the Company had raised '' 149.99 crores through Qualified
 Institutional Placement (QIP) pursuant to the provisions of Section 42
 of the Companies Act 2013 and the Rules made thereunder and Securities
 and Exchange Board of India (Issue of Capital and Disclosure
 Requirements) Regulations, 2009. The net proceeds of the issue (net of
 issue expenses) are to augment funds for growth opportunities such as
 acquisitions and strategic initiatives and general corporate purposes
 and any other purposes as may be permissible under applicable law.
 These funds have temporarily been invested in high quality interest/
 dividend bearing liquid instruments, including money market mutual
 funds.
 
 (x) To the best of our knowledge and according to the information and
 explanations given to us, no fraud by the Company and no fraud on the
 Company by its officers or employees has been noticed or reported
 during the year.
 
 (xi) In our opinion and according to the information and explanations
 given to us, the Company has paid / provided managerial remuneration in
 accordance with the requisite approvals mandated by the provisions of
 Section 197 read with Schedule V to the Companies Act, 2013.
 
 (xii) The Company is not a Nidhi Company and hence reporting under
 clause (xii) of the CARO 2016 Order is not applicable.
 
 (xiii) In our opinion and according to the information and explanations
 given to us, the Company is in compliance with Section 188 and 177 of
 the Companies Act, 2013, where applicable, for all transactions with
 the related parties and the details of related party transactions have
 been disclosed in the financial statements etc. as required by the
 applicable accounting standards.
 
 (xiv) During the year, the Company has not made any preferential
 allotment or private placement of shares or fully or partly convertible
 debentures and hence reporting under clause
 
 (xiv) of CARO 2016 is not applicable to the Company.
 
 (xv) In our opinion and according to the information and explanations
 given to us, during the year, the Company has not entered into any
 non-cash transactions with its directors or persons connected with him
 and hence provisions of Section 192 of the Companies Act, 2013 are not
 applicable.
 
 (xvi) The Company is not required to be registered under Section 45-I
 of the Reserve Bank of India Act, 1934 and hence reporting under clause
 (xvi) of CARO 2016 is not applicable to the Company.
 
 
 
                                         For DELOITTE HASKINS & SELLS
 
                                                Chartered Accountants 
 
                                       (Firm Registration No. 015125N)
 
 
 
                                                        Vijay Agarwal
 
 Place: Gurgaon                                               Partner
 
 Date: 17 May 2016                              (Membership No.094468)
Source : Dion Global Solutions Limited
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