We have audited the attached Balance Sheet of FEDDERS LLOYD CORPORATION
LIMITED as at 30th June 2011 and also the Profit & Loss Account 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.
1. We conducted our audit in accordance with the 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 from any 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 presentation of the
financial statements. We believe that our audit provides a reasonable
basis for our opinion.
2. As required by the Companies (Auditor''s Report) Order, 2003 issued
by the Central Government in terms of sub- section (4A) of Section 227
of the Companies Act, 1956, we enclose in the Annexure a statement on
the matters specified in paragraphs 4 and 5 of the said Order.
3. Further to our comments in the Annexure referred to in the
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 it appears from our examination of those
c) The Balance Sheet, Profit & Loss Account and Cash Flow Statement
dealt with by this report are in agreement with the books of accounts;
d) In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the Accounting
Standards 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 30th June, 2011, and taken on record by the Board of Directors,
we report that none of the Directors is disqualified as on 30th June,
2011 from being appointed as a Director 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 in Schedule P and notes appearing
thereon give the information required by the Companies Act, 1956, in
the manner so required and give a true and fair view in conformity with
the accounting principles generally accepted in India.
i) in the case of the Balance Sheet, of the state of affairs of the
Company as at 30th June, 2011;
ii) in the case of the Profit & Loss Account, of the profit for the
year ended on that date; and
iii) in the case of the Cash Flow Statement, of the Cash Flows for the
year ended on that date.
ANNEXURE REFERRED TO IN PARAGRAPH 2 OF OUR AUDITOR''S REPORT OF EVEN
DATE ON THE ACCOUNTS FOR THE YEAR ENDED 30TH JUNE, 2011 OF FEDDERS
LLOYD CORPORATION LIMITED
On the basis of such checks as we considered appropriate and in terms
on the information and explanations given to us, we state that
1.1 The company has maintained records showing full particulars
including quantitative details and situation of the Fixed Assets.
1.2 A substantial portion of the Fixed Assets have been physically
verified by the management during the year. In our opinion the
frequency of verification is reasonable having regard to the size of
the company and nature of its assets. No material discrepancies were
noticed on such physical verification.
1.3 According to the information and explanation given to us and in our
opinion that the disposal of the fixed assets has not affected the
going concern status of the company.
2. The inventory has been physically verified during the year by the
management and in our opinion the frequency of verification is
reasonable. According to the information and explanations given to us,
in our opinion, the procedures of physical verification of stock
followed by the management are reasonable and adequate in relation to
the size of the Company and the nature of its business. The Company is
maintaining proper records of inventory. The discrepancies noticed on
physical verification of stocks as compared to the book records were
not material and have been properly dealt with in the books of account.
3. According to the information''s given to us the Company has not
taken any loans, secured or unsecured from Companies, firms, or other
parties listed in the Register maintained under Section 301 of the
Companies Act, 1956.
4. In our opinion and according to the information and explanations
given to us, there is an adequate internal control procedure
commensurate with the size of the Company and the nature of its
business with regard to purchases of inventory, fixed assets and with
regard to the sale of goods and services. During the course of our
audit no major weakness has been noticed in the internal controls.
5. In our opinion and according to the information and explanations
given to us, the transactions made in pursuance of contracts of
arrangements entered in the register maintained under Section 301 of
the Companies Act, 1956 and exceeding the value of rupees five lakh 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
6. The Company has not accepted any deposits from the public therefore
the provision of Section 58A and 58AA of the Companies Act, 1956 are
not applicable to the company.
7. In our opinion, the Company has internal audit system, commensurate
with the size of the Company and the nature of its business.
8. We have broadly reviewed the books of account maintained by the
Company pursuant to the rules prescribed by the Central Government for
its maintenance of cost records u/s 209(1) (d) of the Companies Act,
1956 and are of the opinion that prime-facie, the prescribed accounts
and records have been maintained. However, we have not made a detailed
examination of the records.
9. According to the records of the company and information and
explanations given to us, the Company has been regular in depositing
undisputed statutory dues including Provident Fund, Investor Education
and Protection Fund, Employees'' State Insurance, Income-tax, Sales-tax,
Wealth-tax, Service Tax, Custom Duty, Excise Duty, Cess and other
statutory dues with the appropriate authorities during the year.
10. The company does not have accumulated Losses at the end of the
financial year and has not incurred any cash loss during the financial
year covered by our audit and the immediate preceding financial year.
11. According to the records examined by us and the information and
explanation given to us, the company has not defaulted in repayment of
dues of financial institution or bank of debenture holders.
12. According to the information and explanations given to us and
based on the documents and records produced to us, the Company has not
granted loans or 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 a nidhi/mutual
benefit fund/society. Therefore, the provisions of Clause 4(xiii) of
the Companies (Auditor''s Report) Order, 2003 are not applicable to the
14. In our opinion, the Company is not dealing in or trading in
shares, securities, debentures and other investments. Accordingly, the
provisions of Clause 4(xiv) of the Companies (Auditor''s Report) Order,
2003 are not applicable to the Company.
15. In our opinion and according to the information and explanation
given to us, the term & conditions of the guarantees given by the
Company for loan taken by the associates companies from bank are prime
facie not prejudicial to the interest of the Company.
16. 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,
investment and no long-term funds have been used to finance short term
17. According to the Cash Flow Statement and records examined by us
and according to the information and explanations given to us, on
overall basis, fund raised on short-term basis have, prima facie, not
been used during the year for long-term investment and vice versa.
18. The Company has not raised any moneys by way of issue of
19. 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 during the year.
20. The Company has not raised any money during the year by the way of
21. Based upon the audit procedures performed for the purpose of
reporting the true and fair view of the financial statements and as per
the information and explanations given by the management, we report
that no fraud on or by the Company has been noticed or reported during
the course of our audit.
for Suresh C. Mathur & Co.
(BRIJESH C. MATHUR)
Place : New Delhi Membership No. 083540
Dated : December 1, 2011 (Firm Registration No. 000891N)