We have audited the accompanying standalone financial statements of
Kiduja India Limited (the Company), which comprise the Balance Sheet
as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of the significant
accounting policies and other explanatory information.
Management''s Responsibility for the Standalone Financial Statements
The Company''s Board of Directors is responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 (the Act) with respect
to the preparation of these standalone financial statements that give a
true and fair view of the financial position, financial performance and
cash flows of the Company in accordance with the accounting principles
generally accepted in India, including the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and
for preventing and detecting frauds and other irregularities; selection
and application of appropriate accounting policies; making judgments
and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made
We conducted our audit in accordance with the Standards on Auditing
specified under Section 143(10) of the Act. Those Standards require
that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about
the amounts and the disclosures in the financial statements. The
procedures selected depend on the auditor''s judgment, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant
to the Company''s preparation of the financial statements that give a
true and fair view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an Opinion on whether the Company has in place an adequate internal
financial over financial reporting and the operating effectiveness of
such controls, An audit also includes evaluating the appropriateness of
the accounting policies used and the reasonableness of the accounting
estimates made by the Company''s Directors, as well as evaluating the
overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid standalone financial statements
give the information required by the Act in the manner so required and
give a true and fair view in conformity with the accounting principles
generally accepted in India, of the state of affairs of the Company as
at 31stMarch, 2015 and its loss and its cash flows for the year ended
on that date.
Emphasis of Matter:
Without qualifying, we draw your attention to:
a) Note No. 21.1(a) which indicates that the Company has accumulated
losses and its net worth has been fully eroded. Also, the Company has
incurred net cash losses during the current and previous years and, the
Company''s current liabilities exceeded its current assets as at the
balance sheet date. These conditions indicate the existence of a
material uncertainty that may cast significant doubt about the
Company''s ability to continue as a going concern.
However, the management is confident of reversing the losses in the
coming years with the committed financial support from the Promoters.
Accordingly, the financial statements have been prepared on a going
b) Note No. 21.7 regarding likely diminution (presently not
quantifiable) in respect of certain long term investments.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor''s Report) Order, 2015 (the
Order'''') issued by the Central Government of India in terms of
sub-section (11) of section 143 of the Act, we give in the Annexure a
statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and 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 it appears from our examination of those
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash
Flow Statement dealt with by this Report are in agreement with the
books of account.
d) In our opinion, the aforesaid standalone financial statements comply
with the Accounting Standards specified under Section 133 of the Act
read with Rule 7 of the Companies (Accounts) Rules. 2014.
e) On the basis of the written representations received from the
directors as on 31st March, 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31st March, 2015
from being appointed as a director in terms of Section 164 (2) of the
f) With respect to the other matters to be included in the Auditor''s
Report in accordance with Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us:
i) The Company has disclosed the impact of pending litigations on its
financial position in the aforesaid financial statements- Refer Note
21.6 to the financial statements;
ii) The Company did not have any long-term contracts including
derivative contracts for which there were any material foreseeable
iii) There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
ANNEXURE REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING REPORT ON OTHER
LEGAL AND REGULATORY REQUIREMENTS OF OUR REPORT OF EVEN DATE TO THE
MEMBERS OF THE KIDUJA INDIA LIMITED ON STANDALONE FINANCIAL STATEMENTS
On the basis of such checks as we considered appropriate and according
to the information and explanations given to us during the course of
our audit, we state that:
1. The Company does not have any Fixed Assets. Therefore, the
provisions of Clause 3(i) of the Order are not applicable to the
2. a) The inventory of shares has been held in dematerialized form and
verified with demat account statements at reasonable intervals during
b) The procedures for physical verification of the 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 is maintaining proper records of inventory and no
discrepancies were noticed on physical verification.
3. During the year, the Company has not granted any loans, secured or
unsecured to companies, firms or other parties covered in the register
maintained under section 189 of the Act.
4. In our opinion and according to the information and explanations
given to us, there are adequate internal control systems commensurate
with the size of the Company and nature of its business for the sale of
shares. The Company does not have any formal internal audit system.
However as explained, effective internal control is being exercised
departmentally. During the course of our audit, no major weakness has
been noticed in the internal control system.
5. No deposits within the meaning of directives issued by RBI (Reserve
Bank of India) and Sections 73 to 76 or any other relevant provisions
of the Act and rules framed there under have been accepted by the
6. As informed, the Central Government has not prescribed the
maintenance of cost records under Section 148 (1) of the Act in respect
of service/activities carried out by the Company.
7. a) The Company has deposited undisputed statutory dues including
Fund, Employees'' State Insurance, Income Tax, Sales Tax, Wealth Tax,
Service tax, duty of customs, duty of excise, value added tax, cess and
other material statutory dues applicable to the Company with the
appropriate authorities. No undisputed amounts payable in respect of
the aforesaid statutory dues were outstanding as at the last day of the
financial year for a period of more than six months from the date they
b) According to the records of the Company, there are no dues of Income
Tax, Sales Tax, Service tax or duty of Customs or duty of Excise or
Value Added Tax or Cess which have not been deposited on account of any
dispute except the following:
Name of the Nature of Forum where
Statute dues dispute is pending
The Income Income Income Tax Appellate
Tax Act, 1961 Tax Tribunal (ITAT)
Name of the Financial Amount
Statute Year (Rs)
Tax Act, 1961 2010-11 35,29,420
c) There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
8. The accumulated losses of the Company exceed the net worth at the
end of the financial year. The Company has incurred the cash losses of
in the financial year and in the immediately preceding financial year.
9. According to the information and explanations given to us by the
management, there is no default in repayment of dues to financial
institution or bank.
10. According to the information and explanations given to us by the
management, the Company has not given any guarantee for loans taken by
others from banks and financial institutions.
11. Based on the information and explanations given to us by the
management, term loans were applied for the purpose for which the loans
12. During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing standards in India and according to the information and
explanations 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 we been informed of such case by the management.
For LODHA & COMPANY
Firm Registration No: 301051E
Place : Mumbai PARTNER
Dated : 29th June 2015 Membership No: 044101