1. We have audited the attached Balance Sheet of SKP SECURITIES
LIMITED, as at 31st March, 2012 and also the Statement of Profit and
Loss and the Cash Flow Statement for the year 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.
2. 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 management as well as evaluating the overall financial statement
presentation. We believe 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 of India in terms of Section 227(4A) of the
Companies Act, 1956 (the ''Act''), we give in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the said Order.
4. a) In our opinion, proper books of accounts and records as
specified in Rule 15 of Securities Contract (Regulation) Rules, 1957
have been kept so far as appears from our examination of such books.
b) The Company has complied with the requirements of the Stock Exchange
so far as they relate to maintenance of accounts and was regular in
submitting the required accounting information to the Stock Exchange.
5. Further to our comments in the Annexure referred to in paragraph 3
above, we report that:
(i) We have obtained all the information and explanations, which to the
best of our knowledge and belief were necessary for the purposes of our
(ii) In our opinion, proper books of accounts as required by law have
been kept by the Company, so far as it appears from our examination of
(iii) 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 accounts;
(iv) In our opinion, the Balance Sheet, the Statement of Profit and
Loss and the Cash Flow Statement dealt with by this report comply with
the accounting standards referred to in sub-section (3C) of Section 211
of the Act;
(v) On the basis of written representations received from the
directors, as on 31st March, 2012 and taken on record by the Board of
Directors, we report that none of the Directors is disqualified as on
31st March, 2012 from being appointed as a director in terms of clause
(g) of sub-section (1) of Section 274 of the Act;
(vi) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts 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
a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2012;
b) in the case of the Statement of Profit and Loss, of the profit for
the year ended on that date; and
c) in the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
i) a) The Company has maintained proper records showing full
particulars including quantitative details and situation of its fixed
b) The fixed assets have been physically verified by the management
during the year. To the best of our knowledge, no material discrepancy
was noticed on such verification.
c) During the year, the Company has not disposed off substantial part
of fixed assets.
ii) The Company does not have inventory. Therefore, the provisions of
Para ii(a), (b) and (c) of paragraph 4 of the said order are not
applicable to the company.
(iii) As informed the Company has not taken / granted any loans,
secured or unsecured from / to companies, firms or other parties
covered in the register maintained under Section 301 of the Act.
Therefore, the provisions of para
(iii) of paragraph 4 of the said order are not applicable to the
iv) On the basis of information and explanations given to us, we are of
the opinion that the Company has an adequate internal control system
commensurate with the size of the Company and the nature of its
business for the purchase of fixed assets and for sale of services.
Further, on the basis of our examination and according to the
information and explanations given to us, we have neither come across
nor have we been informed any instances of major weakness in the
aforesaid internal control systems.
v) a) Based on the audit procedure applied by us and according to
information and explanations given to us, the particulars of contracts
or arrangements, referred to in Section 301 of the Act have been so
entered in the register required to be maintained under that Section.
b) In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of such contracts or
arrangements have been made at prices which are reasonable having
regard to prevailing market prices at the relevant time.
vi) The Company has not accepted any deposit within the meaning of
Section 58A, 58AA or any other relevant provisions of the Act and the
rules framed there under.
vii) In our opinion, the Company has an internal audit system
commensurate with the size of the Company and nature of its business.
viii) The provision regarding maintenance of cost records is not
applicable to the Company.
ix) a) According to the records, the Company is regular in depositing
undisputed statutory dues including Provident Fund, Employees’ State
Insurance, Income Tax, Service Tax, Investor Education and Protection
Fund & other statutory dues with appropriate authorities and no
undisputed amounts payable in respect of the aforesaid dues were
outstanding as at 31 March, 2012 for a period of more than six months
from the date they became payable. As explained to us, the provisions
of Wealth Tax, Sales-Tax, Custom Duty, Excise Duty and Cess are not
applicable to the Company.
b) The disputed statutory dues aggregating to ? 56,90,264/- that have
not been deposited on account of matters pending before appropriate
authorities are as under:
No. Name of the Nature of
dues Period to
which Amount Authorities
statute pertain (Rs) (Where the
Act, 1994 Service Tax 2000-2001
to 50,56,827 Commissioner,
to 6,33,437 Joint
2008-2009 Service tax
x) The Company has no accumulated losses and has not incurred any cash
losses during the financial year covered by our audit or in the
immediately preceding financial year.
xi) The Company has not defaulted in payment of dues to any of the
banks. The Company has not taken any loan from financial institution
and has not issued any debenture.
xii) The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures or other securities.
xiii) The provisions of any Special Statute applicable to the chit
fund, nidhi or mutual benefit society are not applicable to the
xiv) The Company has maintained proper records of the transactions and
contracts regarding dealings in shares, securities, debentures and
other investments and timely entries have been made thereon. The
shares, securities, debentures and other investments have been held by
the Company in its own name.
xv) According to the records of the Company and 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
xvi) Based on information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
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 on short-term basis have been used for long-term
xviii) The Company has not made any preferential allotment of shares to
parties and companies covered in the register maintained under Section
301 of the Act.
xix) The Company has not issued any secured debentures.
xx) The Company has not raised any money by public issue during the
period covered by our audit report.
xxi) According to the information and explanations given to us, no
fraud on or by the Company has been noticed or reported during the
For G.P. AGRAWAL & CO.
Firm Registration No. 302082E
CA SUNITA KEDIA
(Membership No. 60162)
Dated: May 25, 2012