We have audited the attached Balance Sheet of DHP INDIA LIMITED as at
31 st March, 2009 and the Profit & Loss Account and also the Cash Flow
Statement for the year ended on that date, annexed thereto. These
financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
1. 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
2. As required by the Companies (Auditors Report) Order, 2003, (as
amended) issued by the Central Government of India in terms of
sub-section (4A) of section 227 of the Companies Act, 1956, we enclose
in the ANNEXURE, hereto a statement on the matters specified in
paragraph 4 and 5 of the said Order.
3. Further to our comments in ANNEXURE referred to in paragraph 2
above, we report that:
(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 account as required by law have
been kept by the Company so far as appears from our examination of the
(c) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report are in agreement with the
books of account;
(d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards (AS) referred to in sub-section (3C) of Section 211 of the
Companies Act, 1956;
(e) On the basis of written representations received from the
directors, as on 31* March, 2009, and taken on record by the Board of
Directors, we report that none of the directors is disqualified as on
31sl March, 2009 from being appointed as directors in terms of clause
(g) of sub-section (1) of Section 274 of the Companies Act, 1956;
(f) In our opinion and to the best of our information and according to
the explanations given to us, the said accounts read together with the
Significant Accounting Policies and other 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 :
(i) In so far as it relates to the Balance Sheet, of the state of
affairs of the Company as at 31 st March, 2009;
(ii) In so far as it relates to the Profit and Loss Account, of the
Profit of the Company for the year ended on that date ; and
(iii) In so far as it relates to the Cash Row Statement, of the Cash
flows of the Company for the year ended on that date.
ANNEXURETOTHE AUDITORS REPORT
STATEMENT ON THE MATTERS SPECIFIED IN PARAGRAPHS 4 AND 5 OF THE
COMPANIES (AUDITORS REPORT) ORDER, 2003 (AS AMENDED) ORDER, 2004 AS
REFERRED TO IN PARAGRAPH 2 OF OUR REPORT OF EVEN DATE
1. In respect of its Fixed Assets:
(a) The Company has maintained proper records to show full particulars
including quantitative details and situation of fixed assets.
(b) As explained to us, the fixed assets have been physically verified
by the management during the year in a phased periodical manner, which
in our opinion is reasonable, having regard to the size of the company
and nature of its assets. We are informed that no material
discrepancies were noticed on such verification.
(c) The Company has not disposed of a substantial part of its fixed
assets during the year and the going concern assumption of the Company
is not affected.
2. In respect of its Inventories:
(a) As explained to us, inventories have been physically verified by
the management at a regular intervals during the year.
(b) 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 the nature of its business.
(c) The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of inventory as compared to the book records.
3. (a) The Company has not granted any loans, secured or unsecured, to
/ from companies, firms or other parties covered in the register
maintained under section 301 of the Companies Act, 1956.
(b) In respect of granted of loans, the clause (iii)(b), (iii)(c),
(iii)(d) of paragraph 4 of the aforesaid order are not applicable to
(c) The Company has taken unsecured loan from its one of promoter group
company, which are covered in the register maintained under section 301
of the Act. The aggregate of maximum amounts involved during the year
in respect of such loan granted was Rs.1,00,00,000/- and the year end
balance Rs. 1,00,00,0007-.
(d) In our opinion, the rate of interest and other terms and conditions
on which loan have been taken from company listed in register
maintained under section 301 of the Act are not, prima facie,
prejudicial to the interest of the Company.
(e) In respect to the loans taken by the Company, there were no
stipulations with respect to repayment of principal amounts. As such,
we are unable to comment on regularity or otherwise of repayment of
such loans. However, the Company is regularly in paying the interest of
(f) As informed to us, having regard to the terms and conditions of
loan taken by the company, there is no outstanding interest payable ir
respect of such loan.
4. In our opinion and according to the information and explanation
given to us, there is an adequate internal control system commensurate
with the size of the company and the nature of its business for the
purchase of inventory, fixed assets and also for the sale of goods.
During the course of our audit, no major weaknesses have been noticed
in the internal control system and there is no continuing failure to
correct major weaknesses in internal control system.
5. In respect of transaction covered under section 301 of the
Companies act, 1956 :
(a) According to the information and explanations provided by the
management, we are of the opinion that the particulars of contracts or
arrangements referred to in Section 301 of the Companies Act, 1956,
have been entered in the register required to be maintained under that
(b) Transactions made in pursuance of such contracts or arrangements
have been made at prices which are reasonable having regard to the
prevailing market prices at the relevant time.
6. The Company has not accepted any deposits from the public and hence
directives issued by the Reserve Bank of India and the provision of
section 58A and 58AA or any other relevant provisions of the Companies
Act, 1956, and the Companies (Acceptance of Deposits) Rules, 1975.
Therefore clause (vi) of paragraph 4 of the aforesaid Order is not
applicable to the company.
7. In our opinion, the Company has an internal audit system
commensurate with its size and nature of its business.
8. The Company is not required to maintain accounts or records
pursuant to the rules made by the Central Government for the
maintenance of cost records under section 209(1 )(d) of the Companies
9. In respect of statutory dues :
(a) The Company is regular in depositing with appropriate authorities
undisputed statutory dues including Provident Fund, Investor Education
and Protection Fund, Employees State Insurance (ESI) dues, Income-Tax,
Fringe Benefit Tax, Sales-Tax, Wealth-Tax, Service-Tax, Custom Duty,
Excise Duty, Cess and other material statutory dues applicable to it.
According to information and explanation given to us, there is no
undisputed amounts payable in respect of Provident Fund, Investor
Education and Protection Fund, Employees State Insurance dues,
Income-Tax, Fringe-Benefit Tax, Sales-Tax, Wealth-Tax, Service-Tax,
Custom Duty, Excise Duty, Cess and other material statutory dues
applicable to it, which were outstanding as at 31s1 March, 2009 for a
period of more than six months from the date they became payable.
(b) According to the records of the company, there are no dues of
Sales-Tax, Wealth-Tax, Service- Tax, Custom Duty, Excise Duty, Cess
which has not been deposited on account of any dispute for the year
ended 31st March, 2009. An amount of Rs. 24,457/- of Income-Tax
liability of Asst. Year 1992-93, may arise due to effect of tribunal
order and the same not paid for awaiting the revised order & demand
from Income-Tax authorities.
10. The Company has no accumulated losses and has not incurred any
cash losses during the financial year covered by our audit and in the
immediately preceeding financial year.
11. In our opinion and according to the information and explanations
given to us, the company has not defaulted in repayment of dues to any
financial institution, banks or debenture holders and micro, small &
12. The Company has not granted any loans & advances on the basis of
securities by way of pledge of shares, debentures and other similar
13. In our opinion, the Company is not a chit fund or a nidhi / mutual
benefit fund / society. Therefore, the other provisions of clause
(xiii) of paragraph 4 of the aforesaid order are not applicable to the
14. The Company has maintained proper records of transactions and
contracts in respect of dealing in shares, securities, debentures,
Units of Mutual Fund and other Investments, and timely entries have
been made therein. All shares, debentures, units of mutual fund and
other investments have been held by the Company in its own name.
15. The Company has not given any guarantee for the loan taken by
others from bank or financial institutions during the year.
16. The Company has not taken any term loans during the years.
Therefore, the provisions of clause (xvi) of paragraph 4 of the
aforesaid order are not applicable to the Company. During the year, the
Company has taken a cash credit loan facilities from its banker ABN
AMRO BANK N.V. The above cash credit loans secured by hypothecation of
Companys entire stock, book debts and other current assets, both
present and future and also secured by first charge of fixed assets of
the Company, equitable mortgage of factory land and building by way of
17. 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
18. During the year the company has not made any preferential
allotment of shares to parties and companies covered in the register
maintained under section 301 of the Companies Act, 1956.
19. The company has not created securities or charge in respect of
20. The company has not raised any money by way of public issue during
21. In our opinion and according to the information and explanations
given to us, no fraud on or by the company has been noticed or reported
during the year that causes the financial statements to be materially
For NAVIN NAYAR & COMPANY
4E, Jain Centre, 34A, Metcalfe Street Chartered Accountants
Kolkata - 700 013 NAVIN NAYAR
The 29th day of June, 2009 Membership No. 053267