We have audited the attached Balance Sheet of TWENTYFIRST CENTURY
MANAGEMENT SERVICES LIMITED for the year ended 31st March 2010 and also
the Profit & Loss Account for the year ended on that date, annexed
thereto. These financial statements are responsibility of the
Companys 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 management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for
As required by the Companies (Auditors Report) Order, 2003 issued by
the Central Government of India in terms of Subsection (4A) of Sec. 227
of the Companies Act 1956, we enclose in the annexure a statement on
the matters specified in paragraph 4 & 5 of the said Order to the
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 the purpose of our
(ii) In our opinion, the Company has kept proper books of account as
required by law so far as appears from our examination of the books.
(iii) In our opinion the Balance Sheet and Profit & Loss Account comply
with the accounting standards referred to in Sub section (3C) of
Section 211 of the Companies Act, 1956, subject to note no. 1 (b) of
schedule - J in respect of no provision for gratuity and leave
(iv) The Balance Sheet and Profit & Loss A/c dealt with by this report
are in agreement with the books of account.
(v) On the basis of written representations received from the
directors, as on 31s March 2010 and taken on record by the Board of
Directors, we report that none of the directors are disqualified as on
31s March, 2010 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 explanations given to us, the said financial statements, read
together with the notes thereon, give the information required by the
Companies Act, 1956, in the manner so required and present a true and
fair view in conformity with the accounting principles generally
accepted in India:
a) in the case of Balance Sheet, of the state of affairs of the Company
as at 31s March 2010.
b) In the case of Profit & Loss Account, of the Profit of the company
for the year ended on that date.
c) In the case of Cash Flow Statement, of the cash flows for the year
ended on that date.
ANNEXURE TO THE AUDITORS REPORT
1. The Company has maintained proper records showing full particulars,
including quantitative details and situations of fixed assets.
The fixed assets of the company have been physically verified by the
Management during the year and no material discrepancies were noticed
on such verification. In our opinion the verification is reasonable
having regard to the size of the Company and the nature of its assets.
No substantial part of the fixed assets has been disposed off by the
company during the year.
2. The stock of shares of the company held in physical form has been
physically verified during the year by the Management. In our opinion,
having regard to the nature and location of stock, the frequency of
verification is reasonable. Most of the shares are held in
In our opinion and according to the information and explanation given
to us, the procedures of physical verification of inventories followed
by the management are reasonable and adequate in relation to the size
of the company and nature of its business.
In our opinion and according to the information and explanation given
to us, the company is maintaining proper records of inventory. The
discrepancies noticed on verification between the physical stock and
the book records were not material.
3. The Company has taken loan from Companies or firms listed in the
register maintained under section 301 of the Companys Act 1956 and
from Company under the same management. The maximum balance and the
year end balance is Rs. 5,50,000/-. The company has not given any loan
to Companies or firms listed in the register maintained under section
301 of the Companies Act 1956 and from company under the same
4. The Company has adequate internal control procedures commensurate
with its size and nature of business with regard to purchase of shares,
fixed assets and for the sale of shares, assets or equipments. We have
not observed any continuing failure to correct such internal control
5. The transaction that are required to be entered into the register
in pursuance of Section 301 of the act have been so entered.
In our opinion and according the information and explanation given to
us the transactions made in pursuance of contracts or arrangements
entered in the register maintained u/s 301 of the companies act 1956
and exceeding the value of Rs.5 Lacs in respect of any party during the
year have been made at prices which are reasonable, having regard to
prevailing market prices at the relevant time where such market prices
6. During the year under review, the company has not accepted any
deposits from the public to which the provisions of Section 58A of the
Companies Act, 1956 are applicable.
7. The Company is not a manufacturing company and does not have any
scrap or by product.
8. In our opinion, the Company has an adequate internal audit system
commensurate with the size of the company and nature of its business.
9. We have been informed that Central Government has not prescribed
the maintenance of Cost Records under Section 209(1 )(d) of the
Companies Act, 1956, for any product of the Company. J
10. According to the information and explanations given to us, the
company been regular in depositing Employees Provident Fund dues and
has been also been regular in depositing undisputed income tax and
other applicable statutory dues with appropriate authorities.
No undisputed amount payable in respect of income tax, cess and other
material statutory dues, are in arrears as at 31st March, 2010 for
period exceeding six months except in respect of assessment year
2003-04, the Company has a disputed tax liability arising out of
addition of Rs. 1,292.48 Lakhs made by the Income-tax Officer and the
matter is pending before the Honble High Court of Madras. No provision
towards tax liability is considered necessary as this addition, which
is disputed, has not resulted in any additional tax liability and the
Company has been advised about favourable decisions.
11. The company has accumulated losses of Rs. 282.92 Lakhs till the
immediately proceeding financial year and has not incurred any loss
during the current financial year under this report.
12. On the basis of records examined by us and the information and
explanations given to us, the Company has not defaulted in repayment of
dues to financial institutions, banks or debenture holders.
13. The Company has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and other securities.
Therefore the provisions of clause 4 (xii) of the companies (Auditors
Report) Ordered, 2003 are not applicable to the company.
14. In our opinion the company is not a Chit Fund or a Nidhi/Mutual
Fund/Society. Therefore the provisions of clause 4 (xiii) of the
companies (Auditors Report) Ordered, 2003 are not applicable to the
15. The Company is dealing in shares and proper records have been
maintained for the transactions and contracts & timely entries have
been made therein & the shares have been held by the Company in its own
16. According to the information and explanations given to us the
company has not given any guarantee for loans taken by others from
banks or financial institutions.
17. According to the information and explanations given to us, the
Company has not obtained any term loans during the year under review.
18. According to the information and explanations given to us no
preferential allotment of shares to parties and companies covered in
the register maintained u/s 301 of the Companies Act, 1956 has been
made during the period covered by our audit report.
19. According to the information and explanations given to us the
company has not issued any debentures during the year hence creation of
security is not applicable.
20. During the period covered by our audit report, the company has not
raised any money by public issue.
21. To the best of our knowledge and belief and according to the
information and explanations given to us no material fraud on or by the
company has been noticed or reported during the course of our audit.
ForShankar & Kishor
S. B. Shetty(M.No.38139)