We have audited the attached Balance Sheet of RATHI BARS LIMITED as at
31st March, 2008, Profit & Loss Account and Cash Flow Statement of the
Company for the year ended on that date annexed thereto. These
financial statements are the responsibility of the Companys
management. Our responsibility is to express an opinion on these
financial statements based on our audit.
1. 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.
2. As required by the Companies (Auditors Report) Order, 2003 issued
by the Government of India in terms of sub-section (4A) of section 227
of the Companies Act, 1956, we enclose in the Annexure hereto a
statement on the matters specified in paragraphs 4 and 5 of the said
3. Further to our comments in the Annexure referred to in 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 purposes of our
b. In our opinion, proper books of accounts, as required by law, have
been kept by the Company, so far as appears from our examination of
c. The Balance Sheet, Profit & Loss Account and Cash Flow Statement;
dealt with by this report are in agreement with the books of account;
d. In our opinion, the Balance Sheet, Profit & Loss Account and Cash
Flow Statement dealt with by this report comply with the mandatory
Accounting Standards referred in sub-section (3C) of Section 211 of the
Companies Act, 1956;
e. In our opinion, and based on information and explanations given to
us, none of the Directors are disqualified as on 31st March, 2008 from
being appointed as directors 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 Balance Sheet and Profit & Loss
Account read together with the Significant Accounting Policies, Cash
Flow Statement and other notes thereon give the information required by
the Companies Act, 1956 in the manner so required and present a true
and fair view in the 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 31st March, 2008;
ii. In the case of the Profit and Loss Account, of the Profit of the
Company for the year ended on that date; and
iii. In the case of the Cash Flow Statement, of the Cash Flow of the
Company for the year ended on that date;
ANNEXURE TO THE AUDITORS REPORT
Re: Rathi Bars Limited
(Referred to in paragraph 1 of our report of even date)
1. 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, all the fixed assets have been physically
verified by the management during the year in a phased periodical
manner, which in our opinion is reasonable, having regard to the size
of the Company and nature of its assets. No material discrepancies were
notices on such physical verification.
c. In our opinion, the Company has not disposed of substantial part of
fixed assets during the year and going concern status of the Company is
2. In respect of its inventories :
a. As explained to us, inventories have been physically verified by
the management at regular intervals during the year.
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. The Company has maintained proper records of inventories. As
explained to us, there were no material discrepancies noticed on
physical verification of. inventory as compared to the book records.
3. In respect of loans, secured or unsecured, granted or taken by the
Company to/from companies firms or other parties covered in the
register maintained under Section 301 of the Companies Act, 1956.
a. The Company has not granted any loans/advances to any parties and
taken loans/advances from 6 (Six) party/ies aggregating to Rs.
1,57,50,000/- (Rupees One Crore Fifty Seven Lacs Fifty Thousand only).
b. In our opinion and according to the information and explanations
given to us, the rate of interest, wherever, applicable and other terms
and conditions are not prima facie prejudicial to the interest of the
c. In respect of loans taken by the Company, the interest payments are
regular and the principal amount is repayable on demand.
d. There is no overdue amount in respect of loans taken by the
4. 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, fixed assets and also for the
sale of goods. During the course of our audit, we have not observed any
major weaknesses in internal controls.
5. As explained to us, the transactions exceeding to Rs. 5,00,000/- or
more during the year have been entered in the register maintained under
section 301 of the Companies Act, 1956.
6. The Company has not accepted any deposits from the public.
7. In our opinion, the internal audit system of the Company is
commensurate with its size and nature of its business.
8. The Central Government has not prescribed maintenance of Cost
Records under Section 209<1) (d) of Companies Act, 1956. Therefore,
clause 4 (viii) of the Companies (Auditors) Report Order 2003 is not
applicable to the company.
9. In respect of statutory dues :
a. According to the records of the Company, undisputed statutory dues
including Provident Fund, Investor Education and Protection Fund,
Employees State Insurance, Income Tax, Sales tax, Wealth tax, Customs
Duty, Excise Duty, Cess and other statutory dues have been generally
regularly deposited with the appropriate authorities. According to the
information and explanations given to us, no undisputed amounts payable
in respect of the aforesaid dues were outstanding as at 31st March,
2008 for a period of more than six months from the date of becoming
b. According to the records of the company, there are no dues of sale
tax, income tax, custom duty, wealth tax, excise duty or cess have not
been deposited on account of any dispute.
10. The company has no accumulated losses and has not incurred any
cash losses during the financial year covered by our audit or in the
immediately preceding financial year.
11. Based on our audit procedures and according to the information and
explanation given to us, we are of the opinion that the Company has not
defaulted in repayment of dues to financial institutions, banks or
12. In our opinion and according to the information and explanation
given to us, no loans and advances have been granted by the Company on
the basis of security by way of pledge of shares, debentures and other
13. In our opinion, the Company is not a chit fund or a nidhi/mutual
benefit fund/society. Therefore clause 4(xiii) of the Companies
(Auditors Report) Order 2003 is not applicable to the Company.
14. The Company has maintained proper records of transactions and
contracts in respect of trading in securities, debentures and other
investments and timely entries have been made therein. All shares,
debentures and other investments have been held by the Company in its
15. As per information and explanations given to us, the company has
not given guarantee for loans taken by others from banks or financial
16. In our opinion and according to the information and explanation
given to us, the term loans were applied for the purposes for which
they were obtained.
17. According to the information and explanations given to us and on
an overall examination of the Balance Sheet of the Company, no funds
raised on short term basis have been used for long term investment.
Similarly, no funds raised on long term basis have been used for short
18. During the year, 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.
19. The Company has not issued any debentures during the year. Hence
the requirement of Clause (xix) of paragraph 4 of the order is not
applicable to the company.
20. The Company has raised a sum of Rs, 25.00 crore by way of public
issue during the year and major portion of the issue proceeds has been
utilized for the purpose as mentioned in the prospectus. Rest of the
proceeds are yet to be utilized.
21. In our opinion and according to the information and explanations
given to us, no fraud on or by the Company has been noticed or reported
during the year that causes the financial statements to be materially
For A. K. VAISH & Co.
Place : New Delhi A. K. VAISH
Dated : 31.07.2008 PROPRIETOR