We have audited accompanying financial statements of Naysaa Securities
Limited (the Company), which comprises the Balance Sheet as at March
31, 2015, the Statement of Profit and Loss, the Cash Flow Statement for
the year then ended, and a summary of significant accounting policies
and other explanatory information.
Management''s Responsibility for the Financial Statements
The Company''s Board of Directors are responsible for the matters stated
in Section 134(5) of the Companies Act, 2013(the Act) with respect to
the preparation of these financial statements that give a true and fair
view of the financial position, financial performance and Cash Flow of
the Company in accordance with the Accounting Principles generally
accepted in India including 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 judgment 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 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 provision 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 and other applicable
authoritative pronouncements issued by the Institute of Chartered
Accountants of India. 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 misstatements.
An audit involves performing procedures to obtain audit evidence about
the amounts and 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
controls system over financial reporting and 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 financial
In our opinion and to the best of our information and according to the
explanations given to us, the aforesaid 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 March 31, 2015, and its profit and its cash flows for the year ended
on that date.
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
purpose 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 Cash Flow
Statement dealt with by this Report are in agreement with the books of
d) In our opinion, the aforesaid financial Statements comply with the
Accounting Standards specified under section 133 of the Companies Act,
2013, read with Rule 7of the Companies (Accounts) Rules 2014.
e) On the basis of written representations received from the directors
as on 31st March 2015, and taken on record by the Board of Directors,
none of the directors is disqualified as on March 31, 2015 from being
appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the 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 does not have any pending litigations which would impact
its financial position.
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 TO THE INDEPENDENT AUDITORS'' REPORT
Referred to in Paragraph (1) under Report on Other Legal and
Regulatory Requirements section of our Report of even date to the
Members of Naysaa Securities Limited.
i. (a) The Company has maintained proper records showing full
particulars, including quantitative details and situation of fixed
(b) As explained to us, fixed assets have been physically verified by
the management at reasonable intervals and no material discrepancies
were noticed on such verification.
ii. (a) The securities held as stock in trade have been confirmed with
the statement of holding of depository at the end of the year. In our
opinion, the frequency of verification of statement of holding is
(b) In our opinion and according to information and explanation given
to us, the procedures of confirmation of securities held as stock in
trade followed by the management are reasonable and adequate in
relation to the size of the company and the nature of its business.
(c) In our opinion and according to information and explanation given
to us, the Company has maintained proper records of securities held as
stock in trade and as informed to us , no discrepancies has been
noticed on verification between statement of holding and the books
iii. The Company has granted interest free unsecured loan to parties
covered in the register maintained under Section 189 of the Companies
Act, 2013. The terms and condition of loan granted, not prime facie
prejudicial to the interest of the company subject to the loan are
interest free. The repayment of loan is on demand, there is no overdue
amount remain outstanding.
iv. In our opinion and according to the information and explanations
given to us, there are adequate internal control procedures
commensurate with the size of the company and the nature of its
business, for the purchases of securities and fixed assets and for sale
of securities and services. Further, on the basis of our examination
of the books and records of the Company and according to the
information and explanation given to us, no major weaknesses has been
noticed or reported in the aforesaid internal control system.
v. In our opinion and according to the information and explanation
given to us, the Company has not accepted any deposits within the
meaning of section 73 to 76 or any other relevant provisions of the Act
and the rules framed there under. Accordingly, the provisions of clause
3(v) of the order are not applicable to the Company.
vi. In our opinion and according to the information and explanation
given to us, the Company is not required to maintain cost records
pursuant to rules made by the Central Government under section 148(1)
of the Act.
vii. (a) According to records of the company and information and
explanation given to us, Company is regular in depositing with
appropriate authorities undisputed statutory dues including Provident
Fund, income tax, sales tax , wealth tax, service tax, custom duty,
excise duty, and other material statutory dues applicable to it.
According to the information and explanations given to us, no
undisputed amounts payable in respect of aforesaid statutory dues above
were in arrears, as at 31st March, 2015 for a period of more than six
months from the date they became payable.
(b) According to the information and explanation given to us and based
on the records of the Company examined by us, there are no dues of
Income Tax, Wealth Tax, Service Tax, Sales Tax, Customs Duty and Excise
Duty which have not been deposited on account of any Disputes.
(c) There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
viii. The Company does not have any accumulated losses as at the end of
the financial year and it has not incurred any cash losses in the
financial year ended on that date or in the immediately preceding
ix. According to the records of the Company examined by us and as per
information and explanation given to us, the Company did not have any
outstanding dues to financial institution or bank and has not issued
x. In our opinion, and according to the information and explanation
given to us , the Company has not given any guarantee for loans taken
by others from banks or financial institutions during the year.
xi. To the best of our knowledge and belief and according to
information and explanations given to us, no term loans were obtained
by the company during the year.
xii. During the course of our examination of the books and records of
the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and
explanations given to us, we have neither come across any instance of
material fraud on or by the Company, noticed or reported during the
year, nor have we been informed of any such case by the Management.
For M.K.SINGHAL& CO.
Place : Mumbai Sd/-
Date :30th May, 2015 Proprietor
(Manoj Kumar Singhal)
M. No. 053124
Firm Registration No. 130361w