1) We have audited the attached Balance Sheet of M/S PREMIUM CAPITAL
MARKET AND INVESTMENTS LIMITED: INDORE as at 31st March, 2011 and also
the Profit & Loss Account and the cash flow statement for the year
ended on that date annexed thereto. These Financial Statement 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 conducted our audit accordance with auditing standards generally
accepted in India. Those Standards require that we plan and perform our
audit to obtain reasonable assurance about whether the evidence
supporting the amount and disclosures in financial statements are free
from material misstatements. An audit includes, examining on the test
basis, evidence supporting the amounts and disclosures in 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 believed
that our audit provides a reasonable basis for our opinion.
3) As required by the Companies (Auditor''s Report) Order, 2003 issued
by the Central Government, in terms of section 227 (4A) of the
Companies Act, 1956 we give in a statement on the matters specified in
paragraph 4 & 5 of the said order to the extent applicable to the
4) Further to our comments in the annexure referred above, we report
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 accounts as required by the law,
have been kept by the company so far as appears from our examination of
c. The Balance Sheet and Profit and Loss Account dealt with by this
report are in agreement with books of accounts.
d. In our opinion the Balance Sheet and Profit & Loss Account dealt
with by this report complies with Accounting Standards referred to, in
sub-section (3C) of section 211 of the Companies Act, 1956.
e. On the basis of written representation received from the Directors
as on 31.03.11 and taken on record by the Board of Directors, we report
that none of the Directors of the company is disqualified from being
appointed as Director in terms of the provisions of Section 274(l)(g)
of the Companies Act, 1956 on the said date.
f. In our opinion and to the best of our information and according to
the explanations given to us, the accounts subject to notes given there
on, give the information''s required by the Companies Act, 1956 in the
manner so required and give a true and fair view:
(i) In the case of Balance Sheet, of the state of affairs of company as
at 31st March, 2011 and
(ii) In the case of Profit and Loss Account, of the Loss of the company
for the year ended on that date
(iii) In so far it relates to the Cash flow Statement, of the cash flow
of the Company for the year ended on that date.
ANNEXURE TO THE AUDITORS REPORT
i. As referred to in paragraph 3 of our report of even date)
i.(a) The company has maintained proper record showing full
particulars, including quantitative details and situations of its fixed
(b) As explained to us all assets have been physically verified by the
management at reasonable intervals during the year, no material
discrepancies have been noticed on such verification as compared to the
(c) No substantial part of fixed assets has been disposed-off by the
company during this year hence there is no effect on going concern.
ii. (a) The clause regarding finished goods and raw material is not
applicable to the company being not a manufacturing or trading company
(b)The clause regarding physical verification of stocks is not
applicable to the company being not a manufacturing or trading company.
(c) The clause regarding material discrepancies in stock is not
applicable to the company being not a manufacturing or trading company.
iii. (a) The Company has taken unsecured loans from companies, firms or
other parties covered in the register maintained under section 301 of
the Companies Act. There are total two parties and amount outstanding
as on 31.03.2011 is Rs. 49.30 Lacks. The maximum outstanding during the
year was Rs. 96.86 Lacks.
(b) The rate of interest and other terms and conditions of the loan
taken by the company from the parties covered in the register
maintained u/s 301 of the Companies Act, 1956 are not puma-facie
prejudicial to the interest of the company.
(c) The repayment of principle amount and interest is generally
(d) The Company has given loans to Directors and their relatives
concerns. There are total four parties and amount outstanding as on
31st March 2011 isRs. 13.33 Lacks. The Maximum outstanding during the
year was of Rs. 48.01 Lacks. The terms and conditions and rate of
interest of such loans has not been stipulated, hence we are unable to
comment upon above transactions.
iv. According to the information''s and explanations given to us, there
are, in our opinion, adequate internal control procedure commensurate
with size of company and nature of its business for the purchase of
inventories, fixed assets and for the sale of goods/services. As
observed by us. there is no Continuing failure to correct major
weakness in the internal control.
v. (a) As informed and explained to us, transactions that need to be
entered into a register in pursuance of section 301 of the Companies
Act, have been entered.
(b) In our opinion and according to the inf6rmation and explanations
given to us, transactions of purchase of goods and materials made in
pursuance of contracts or arrangements entered in the register
maintained under section 301 of the companies Act, 1956, aggregating
during the year to Rs.5 Lacks or more in respect of each party are made
at the prevailing market price.
vi. As informed and explained to us, the company has not taken any
deposit covered u/s - 58-A of the Companies Act, 1956.
vii. As informed and explained to us the Company has an internal audit
system commensurate with its size and nature of business.
viii. As informed and Explained to us, (he Central Government has not
prescribed maintenance of coat records u/s 209 (i) (d) of the Companies
ix. (a) According to information and as per explanation given to us
there is no undisputed amount outstanding as on 31.3.11 in respect of
income-tax, sales tax, excise duty, customs duty. Provident Fund, ESIC.
Investor Education and Protection Fund, Sales Tax, Service Tax, Cess
and any other statutory dues which wee due for more than six months
from the date they become payable.
b) As informed and explained to us. there is no disputed amount in
respect of Sales Tax. Income Tax . Custom Duty, Wealth Tax, Excise
Duty, Service Tax or Cess except Income Tax liability of Rs.
1,71,85,222/- for the Assessment Year 1996-97, against which an appeal
is pending before CIT (Appeals)-I, Indore.
x. The Accumulated losses of the company are not less than fifty
percent of the net worth of the company. In this financial year the
company has incurred cash losses of Rs. 300493/-and in the preceding
financial year the company has incurred cash losses of Rs. 888678/-.
xi. In our opinion and according to the information and explanations
given to us. the company has not defaulted in repayment of dues to
Financial institutions, Banks or debentures holders.
xii. As informed and explained to us the Company has not granted loans
and advances on the basis of securities by way of pledge of shares,
debentures and other similar securities during the year under audit.
xiii. As informed and explained to us the Provision of any Special
Statute applicable to chit fund nidhi. mutual benefit/ society are not
applicable to company.
xiv. As informed and explained to us the Company has maintained proper
records of transactions and contracts in respect of trading in shares,
debentures and other securities and that timely entries have been made
therein. All shares / debentures and other securities have been held by
the company in its own name and / or pending for transfer as they are
market deliveries except to the extent of exemption if any, granted
under Section 49 of the Companies Act, 1956. There are some shares
which could not be transferred in the name of the company due to some
reasons beyond the control of the company and as informed to us the
company is in the process of getting it transferred from the respective
xv. As informed and explained to us the company has not given any type
of guarantee for loans taken by others from Bank or any financial
xvi. The company has not taken any term loan during year.
xvii. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the company, we report
that, no funds raised for short term basis have been utilized for Long
xviii. The Company has not made any preferential allotment of shares
during the year.
xix. No debenture have been issued by the company during this year.
xx. The Company has not raised any money by way of Public Issue during
xxi. As informed and explained to us no frauds on or by company has
been noticed or reported during the year.
FOR AIREN SALUJA & HABLANI,
Place: Indore CA. SANJAY KUMAR AIREN
Date: 9th August 2011 PARTNER