Report on the Financial Statements
We have audited the accompanying standalone financial statements of
PRIYA LIMITED (the Company), which comprise the Balance Sheet as at
March 31, 2015, the Statement of Profit and Loss and 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 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 of 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 an adequate internal financial
controls system over financial reporting in place 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 Board of Directors,
as well as evaluating the overall presentation of the financial
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 31st March, 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,
to the extent applicable.
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 appears from our examination of
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 31 March 2015 taken on record by the Board of
Directors, none of the directors is disqualified as on 31 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 its financial statements - Refer Note No.19 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 has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
Annexure referred to in paragraph titled as Report on other legal and
regulatory requirement of Auditor''s report to the members of Priya
Limited for the year ended on 31st March, 2015.
On the basis of the records produced to us for our verification /
perusal, such checks as we considered appropriate, and in terms of
information and explanation given to us on our enquiries, we state
(i) (a) The company is maintaining the proper records showing full
particulars, including quantitative details and situation of fixed
(b) The fixed assets of the Company are physically verified by the
Management according to a phased programme designed to cover all the
items over a period of three years, which in our opinion, is reasonable
having regard to the size of the Company and the nature of its assets.
Pursuant to the programme, a portion of the fixed assets has been
physically verified by the Management during the year and discrepancies
noticed between the book records and the physical inventories were not
material and have been properly dealt with in the accounts.
(ii) (a) During the year, the inventories have been physically verified
by the management. In our opinion, the frequency of verification is
(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) On the basis of our examination of the records of inventories, we
are of the opinion that the Company is maintaining proper records of
inventories. The discrepancies noticed on physical verification of
inventories as compared to the book records were not material and have
been properly dealt with in the books of account.
(iii) During the year, the Company has not granted any loan, secured or
unsecured, to companies, firms and other parties listed in the register
maintained under Section 189 of the Companies Act, 2013. Accordingly
clause (iii) of the Order is not applicable to the Company.
(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 purchase of inventory and fixed assets and for the
sale of goods and services. During the course of our audit no
continuing failure to correct major weakness in such internal controls
system has been observed.
(v) The Company has not accepted any deposits from the public during
the year. Accordingly, clause 4 (v) of the Order is not applicable to
(vi) The Central Government has not prescribed maintenance of cost
records under Section 148 (1) of the Companies Act, 2013, for any of
the products of the Company. Accordingly, clause 4 (vi) of the Order is
not applicable to the Company.
(vii) (a) According to the records of the Company, the Company is
generally regular in depositing undisputed statutory dues including
Provident Fund, Employees'' State Insurance, Income Tax, Sales Tax,
Wealth Tax, Service Tax, Excise Duty, Customs Duty, Cess and other
statutory dues applicable to it with the appropriate authorities expect
undisputed amounts were outstanding at the year end for a period of
more than six months from the date they became payable in respect of
Works Contract Rs. 1,274, Sales Tax Rs. 210,277 and Income Tax of Rs.
(b) According to the records of the Company, there are no dues of
Excise duty, Wealth Tax, Service Tax, Customs Duty and Cess, which have
not been deposited on account of any dispute.
The disputed amounts that have not been deposited in respect of Income
Tax and sales tax are as under:
Name of Statute Nature of Dues Financial Amount
Income Tax Act, Demand for tax 2010-11 6,83,140
Income Tax Act, Demand for tax 2011-12 1,33,480
Bihar Finance Demand for 2003-04 to 2,45,182
Act, 1981 Sales Tax 2005-06
Kochi Value Demand for 2006-07 2,728
Added Tax, 2003 Sales Tax
Central Sales Demand for 2001-02 to 69,03,551
Tax Act, 1956 Sales Tax 2006-07
West Bengal Demand for 2003-04 to 6,44,322
Sales Tax Act, Sales Tax 2007-08
Name of Statute Forum where dispute is
Income Tax Act, Commissioner of Income Tax
Income Tax Act, Commissioner of Income Tax
Bihar Finance Deputy Commissioner of
Act, 1981 Sales Tax
Kochi Value The Intelligence Officer of
Added Tax, 2003 Commercial Tax
Central Sales Deputy Commissioner of
Tax Act, 1956 Commercial Taxes
West Bengal Deputy Commissioner of
Sales Tax Act, Commercial Taxes
(c) There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
(viii) The Company has no accumulated losses at the end of the
financial year and it has not incurred any cash losses in the current
and immediately preceding financial year.
(ix) The Company has not defaulted in repayment of dues to the banks.
The Company has not borrowed from the financial institutions and does
not have any borrowings by way of debentures.
(x) 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. Accordingly, clause 3 (x) of the order
is not applicable to the Company.
(xi) On the basis of our examination of the documents and records and
according to the information and explanations given to us, we are of
the opinion that term loans have been applied for the purposes for
which they were obtained.
(xii) Based upon the audit procedures performed and 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 the year ended March 31,2015.
For and on behalf of
M. L. Bhuwania & Co.
Firm''s Registration No. 101484W
Place: Mumbai Partner
Date: 26th May, 2015 Membership No.109931