1. We have audited the attached Balance Sheet of Sulabh Engineers and
Services Limited as at 31st March,2012, the Statement of Profit & Loss
and Cash Flow Statement for the year ended on that date annexed there
to. These Financial Statements are the responsibility of the
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 fee from material misstatement. An audit
includes examining on 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 and we report that:
3. As required by the Companies (Auditors'' Report) Order 2003 issued
by the Central Government of India in terms Sec.227 (4A) of the
Companies Act 1956 and on the basis of such checks of the books and
records as we Considered necessary and appropriate and according to the
information And explanation given to us during the course of audit, the
statement on the Matters specified in paragraph 4&5 of the said order,
is enclosed herewith.
4. Further to our comments in the Annexure referred to in paragraph 3
above, we Report that:
a) we have obtained all the information and explanation which to the
best of our knowledge and belief were necessary for the purpose of our
b) In the our opinion, proper Books of Accounts as required by law have
been kept by the Company so far as appears from our examination of such
c) The Balance Sheet and Profit & Loss A/c referred to in this report,
are in agreement with the Books of Accounts.
d) In our opinion the Balance Sheet, Cash flow Statement and Profit &
Loss a/s dealt with by this Report comply, subject to Notes to
Accounts, with the Mandatory Accounting Standards Accounting Standards
referred to Sec.211(3C) of the Companies Act, 1956, to the Extent.
e) 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 Director is disqualified as on 31.03.2012 from
being appointed as Director in terms of Clause (g) of Sub- Sec.(l) of
Sec. 274 of the Companies Act, 1956.
f) In our opinion and to the best of our information and explanation
given to us, the said statements of account, read together with
significant accounting policies and Notes on Accounts there on, give
the information required by the companies Act, 1956 in the mariner so
required and give a true 8s fair view in conformity with the accounting
principles generally accepted in India:
(i) in so far as relates to the Balance Sheet of the state of Affairs
of the company as at 31st march 2012,
(ii) In so far as relates to the Profit & Loss account of the Profit of
the company for the year ended on that date and
(iii) In case of the Cash Flow Statement, of the Cash Flow for the year
ended on that date.
1. (a) The company has maintained proper records showing full
particulars including quantitative details and situation of fixed
(b) The fixed assets are physically verified by the management at
reasonable intervals having regard to the size of the company and
nature of its assets. No materials discrepancies were noticed during
such verification during the year.
(c) The company has not disposed off any part of fixed assets during
the year and accordingly going on concern is not affected, except
Rs.284/- being full amount of net WDV was charged as Depreciation to
2. In respect of inventories: There were no inventory, hence this
clause is not applicable.
3. In respect of the Loans, secured or unsecured, granted or taken by
the company to/from companies, firms or other parties covered in the
register maintained u/s.301 of the Companies Act, 1956:
(a) the company has given loans to various parties and total
outstanding at the year end was Rs. 12.53 Crores (including Rs.1.50
Crores interest free loan), maximum outstanding during the year any
time was Rs.15.43 Crores.
(b) The company has not taken loans, secured or unsecured, from
Companies, firms or other parties covered in the register maintained
u/s.301 of the Companies Act, 1956.
(c) In our opinion the rate of interest and other terms and condition
on which loans given by the company are not prima facie prejudicial to
the interest of the company. The parties are repaying the principal
amounts as stipulated and are also irregular in payment of interest,
wherever applicable .
(d) In respect of aforesaid loans, there is no overdue amount.
4. In our opinion and according to the information given to us the
company has adequate internal control procedure, commensurate to the
size of the company and nature of its Business for the purchase of
inventories and fixed assets and for sale of goods Further based on our
examination and according to the information & explanation given to us
we have neither come across nor have been informed of any major
weakness in the internal control.
5. To the best of knowledge and belief and according to the
information and explanation given to us We are of the opinion that the
transaction that need entered in the register in pursuance of sec. 301
of the companies Act 1956 has been so entered.
6. The company has not accepted any deposit from public to which the
directive issued By the Reserve Bank of the India and the provision of
sec.58AA of the Act and the Rules framed there under applicable.
7. In our opinion the company has internal audit system commensurate
with the size and nature of its business.
8. As explained to us the central govt, has not prescribed maintenance
of cost record u/s 209(1) (d) of the companies Act 1956 for any of the
9. In respects of statutory dues:
(a) According to the records of the company and information and
explanation given to us the company has been regular in depositing
undisputed statutory dues to the extent applicable, with the
appropriate authorities during the year. According the information and
explanation given to us, no undisputed amount payable in respect of the
above were in arrears as on 31.03.2012 for a period of more than 6
months from the date on which they become payable. We have been
explained that status relating to other statutory dues including
Employees State Insurance, Provident Fund, Sales Tax, Wealth Tax,
Custom Duty, Investor Education and Protection Fund, Excise Duty and
Service Tax are not applicable to the Company during the year.
10. The Company have not accumulated losses at the end of the
financial year and have not incurred cash losses during the year
covered by the audit and immediately preceding financial year.
11. On the basis of information and explanation given to us the
company has not defaulted in repayment of dues to any Bank or financial
institution. The company has not obtained any borrowing by way of
12. Based on our examination of record and the information &
explanation given to us the company has not granted any loans and
advances on the basis of security by way of pledge of shares debentures
and other securities .
13. In our opinion the company is not a chit fund or and Nidhi/ Mutual
benefit fund / society therefore the provision of clause (xiii) of this
order are not applicable.
14.In our opinion the Company has maintained proper records of
transactions and contracts relating to shares and securities and other
investments made, entered into during the year and timely entries have
been made therein.
15. According to the information and explanation given to us and
record examined by us the company has not given any guaranty for the
loan taken by others from Banks or financial institutions.
16. In our opinion and according to the information & explanation
given to us the company has not taken term loan during the year and not
been defaulter in repayment of principal and interest by way of
17. According to the information and explanations given to us and on
overall examination of the Balance Sheet of the Company, we are of the
opinion that there are no funds raised on short term basis that have
been used for long term investment.
18. The company has made preferential allotment of 70,00,000 Equity
shares of Rs. 10/- each on premium of Rs.10/- each, out of which
17,00,000 Equity shares were issued to Promoters and 53,00,000 Equity
shares were issued to Non-Promoters, covered in Register maintained
u/s.301 of the Companies Act, 1956.
19. The company has not raised any money by way of public issue during
the year, except issue of preferential allotment of 70,00,000 Equity
shares of Rs. 10/- each on premium Rs.10/- each.
20. During the course of our examination of the books and records of
the company, carried out in accordance with the generally accepted
auditing practices in India and according to the information and
explanation given to us, we have neither come across any instance of
fraud on or by the company, noticed or reported during the year, nor
have been informed of such case by the management.
21. The other clauses of the companies (Auditors'' Report) Order 2003
are not applicable in the case of this company for the current year.
For RAKESH SONI & CO.,