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GTL Infrastructure Ltd.

BSE: 532775 | NSE: GTLINFRA |

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Series: BE | ISIN: INE221H01019 | SECTOR: Telecommunications - Equipment

BSE Live

Jan 25, 15:59
1.99 -0.10 (-4.78%)
Volume
AVERAGE VOLUME
5-Day
44,922,761
10-Day
114,660,992
30-Day
84,169,067
21,598,501
  • Prev. Close

    2.09

  • Open Price

    1.99

  • Bid Price (Qty.)

    0.00 (0)

  • Offer Price (Qty.)

    1.99 (4406206)

NSE Live

Jan 25, 15:59
2.00 -0.10 (-4.76%)
Volume
AVERAGE VOLUME
5-Day
105,745,599
10-Day
191,667,660
30-Day
122,069,225
35,391,691
  • Prev. Close

    2.10

  • Open Price

    2.00

  • Bid Price (Qty.)

    0.00 (0)

  • Offer Price (Qty.)

    2.00 (12035101)

Annual Report

For Year :
2018 2017 2016 2015 2014 2013 2012 2011 2010

Auditor's Report

1. We have audited the attached Balance Sheet of GTL INFRASTRUCTURE LIMITED, as at March 31, 2012 and also the Statement of Profit and Loss and Cash Flow Statement of the Company 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 misstatements. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the 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 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.

4. Without qualifying our opinion we draw your attention to the

i. Note No. 27 regarding Scheme of Arrangement under Section 391 to 394 of the Companies Act, 1956 pending for the necessary approvals and preparation of accounts without giving any effects of this scheme and to give the effects as and when the scheme will be effective.

ii. Note No. 4.3 regarding the accounting treatment of redemption premium on Foreign Currency Convertible Bonds (FCCB).

5. Further to our comments in Annexure referred to in para 3 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 purposes of our audit;

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 such books;

c) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report are in agreement with the books of account;

d) In our opinion the Balance Sheet, Statement of Profit and Loss and Cash Flow Statement dealt with by this report comply with the mandatory Accounting Standards referred to in Sub-section (3C) of Section 211 of the Companies Act, 1956;

e) On the basis of the written representations received from the directors as on March 31, 2012 and taken on records by the Board of Directors, we report that none of the directors is disqualified as on March 31, 2012, 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 and notes 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 March 31, 2012;

(ii) in the case of Statement of Profit and Loss, of the Loss of the Company for the year ended on that date; and (iii) in the case of Cash Flow Statement, of the cash flows for the year ended on that date.

Annexure to the Auditors' Report (Referred to in Paragraph 3 of our Report of even date)

As required by the Companies (Auditor's Report) Order, 2003 issued by Central Government of India in terms of Section 227 (4A) of the Companies Act 1956, and on the basis of such checks as we considered appropriate, we further report that;-

i. In respect of its fixed assets:

a. The Company has maintained proper records showing full particulars, including quantitative details and situation of fixed assets on the basis of available information.

b. As explained to us, the Company has physically verified certain assets, in accordance with a phased program of verification, which in our opinion is reasonable, having regard to the size of the Company. The discrepancies noticed at the time of such verification were properly dealt with in the books of accounts.

c. During the year, the Company has disposed off certain Fixed Assets. However, it has no effect on the going concern status of the Company.

ii. In respect of its inventories:

a. As explained to us, inventories have been physically verified by the management at reasonable intervals.

b. In our opinion and according to the information and explanations 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. According to the information and explanations given to us and on the basis of our examination of inventory records, we are of the opinion that the Company is maintaining proper records of inventory. As explained to us, there were no material discrepancies noticed on physical verification of inventories as compared to the book records.

iii. According to the information and explanations given to us, the Company has not granted or taken any loans, secured or unsecured to or from companies, firms or parties covered in the register maintained under Section 301 of the Companies Act, 1956. Accordingly, clause (iii) of Paragraph 4 of the Companies

(Auditors' Report) Order 2003, is not applicable to the Company. iv. In our opinion and according to the information and explanations 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 services. During the course of our audit, we have not observed any continuing failure to correct major weaknesses in internal control system.

v. According to the information and explanations given to us, there is no contract or arrangement referred to in section 301 of the Companies Act, 1956 that need to be entered in the register required to be maintained under that section.

vi. According to the information and explanations given to us, the Company has not accepted any deposits from the public and hence directives issued by the Reserve Bank of India and the provisions of sections 58A and 58AA of the Companies Act, 1956 and the rules framed there under are not applicable for the year under audit.

vii. In our opinion, the Company has an internal audit system commensurate with its size and nature of its business.

viii. The Central Government has not prescribed maintenance of cost records, for the year, under section 209 (1) (d) of the Companies Act, 1956 in respect of any of the services provided by the Company.

ix. According to the information and explanations given to us in respect of statutory dues:

a. The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees' State Insurance, Income tax, Sales tax, Wealth tax, Service tax, Customs Duty, Excise Duty, Cess and any other statutory dues with the appropriate authorities during the year.

b. According to the information and explanations given to us, no undisputed amounts payable in respect of such statutory dues were outstanding as at March 31, 2012 for a period of more than six months from the date they became payable except for dues relating to Gram panchayat tax and municipal tax aggregating to Rs. 8,477,476.

c. The disputed statutory dues aggregating to Rs. 132,061,680 that have not been deposited on account of disputed matters pending before appropriate authorities are as under:

Period to which the Amount (in Rs) Forum where dispute Name of the Statute Nature of the Dues amount relates (*) is pending

2006-07 to 2010-11 65,964,066 Deputy Commissioner (Appeals)

Central sales Tax Act, 1956 and Sales Tax / Trade Tax / 2007-08 to 2009-10 7,587,993 Additional Commissioner (Appeals)

Sales Tax Acts of various states VAT and Entry Tax 2008-09 42,482,942 Joint Commissioner (Appeal)

2006-07 and 2008-09 16,026,679 Sales Tax Tribunal Total 132,061,680

(*) Net of amount deposited under protest as mentioned in Note No. 25 (v) to Financial Statements.

x. The Company has accumulated losses at the end of the financial year, which is less than fifty percent of its net worth. The Company has incurred cash losses during the year but had not incurred cash losses in the immediately preceding financial year.

xi. Based on our audit procedures, information and explanations given by the mangagement and considering the Corporate Debt Restructuring (CDR) scheme, we are of the opinion that the company has not defaulted in repayment of dues to financial institutions, banks or bond holders except for Foreign Currency Term Loan of Rs. 277,890,240 in respect of which the repayment terms have since been amended w.e.f. May 14, 2012 and after taking into consideration such revised terms, there is no overdue amount.

xii. In our opinion and according to the explanations given to us and based on the information available, no loans and advances have been granted by the Company on the basis of security by way of pledge of shares, debentures and other securities.

xiii. 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 is not applicable to the Comapny.

xiv. The Company has maintained proper records of transactions and contracts in respect of shares and other securities and timely entries have been made therein. The investments are held by the Company in its own name.

xv. The Company has given corporate guarantees aggregating to Rs. 10,810,000,000 for loans taken by the subsidiary company from banks and financial institutions as at 31st March, 2012. The subsidiary is in the process of the amalgamation with the Company as mentioned in Note No. 25. The management is of the opinion that the terms and conditions are not prejudicial to the interests of the Company- We are, however, unable to comment on the same.

xvi. The Company has raised new term loans during the year. To the best of our knowledge and according to the information and explanations given to us the term loans outstanding at the beginning of the year and those raised during the year were prima facie been used for the purpose for which they were raised.

xvii. On the basis of review of utilization of funds, which is based on overall examination of the Balance Sheet of the Company as at March 31, 2012, related information as made available to us and as represented to us, by the management, we are of the opinion, that funds raised on short term basis have not prima facie been utilized for long term purposes.

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 Companies Act, 1956.

xix. During the year, the Company has not issued any debenture and hence clause 4 (xix) of Companies (Auditor's Report) Order, 2003 is not applicable to the Company.

xx. During the year covered by our report the Company has not raised any money by public issue.

xxi. To the best of our knowledge and belief and according to the information and explanations given to us, no fraud on or by the company was noticed or reported during the course of our audit.

For CHATURVEDI & SHAH For YEOLEKAR & ASSOCIATES

Chartered Accountants Chartered Accountants

Firm Reg. No. - 101720W Firm Reg. No. - 102489W

R. KORIA S. S. YEOLEKAR

Partner Partner

Membership No. - 35629 Membership No. - 36398

Mumbai

Date : May 17, 2012