I have audited the accompanying Financial Statements of Spectacle
Ventures Limited (the Company) which comprise the Balance Sheet as at
31st March, 2015, the Statement of Profit and Loss and Cash Flow
Statement for the year ended on that date 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 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.
My responsibility is to express an opinion on these financial
statements based on my audit. I have conducted my audit in accordance
with the Standards on Auditing issued by the Institute of Chartered
Accountants of India and as per the section 143(10) of the Act. Those
Standards require that I comply with the 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 the internal control relevant to the
Company''s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the
circumstances. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of the accounting
estimates made by the Management, as well as evaluating the overall
presentation of the financial statements.
I believe that the audit evidence I have obtained is sufficient and
appropriate to provide a basis for my audit opinion on the Standalone
In my opinion and to the best of my information and according to the
explanations given to me, the financial statements give the information
required by the Act in the manner so required and give a true and fair
view and are in conformity with the accounting principles generally
accepted in India subject to :
Sundry debtors and Advances shown by the company include debtors which
are not realised for more than three years, but the management is of
the view that they are realizable over a period of time. However, in
our opinion, the provision for doubtful debts should have been created
to the extent of Rs. 116.41 Crores. The effect of this is
understatement of the loss by the same amount.
(a) in the case of the Balance Sheet, of the state of affairs of the
Company as at 31st March, 2015.
(b) in the case of the Statement of Profit and Loss, of the profit of
the Company for the year ended on that date, and
(c) in the case of the Cash Flow Statement, of the cash flows of the
Company for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors report) Order 2015 (the
Order) issued by the Central Government of India in terms of sub
section (11) of section 143 of the Act, I give in the Annexure a
statement on the matters specified in the paragraph 3 and 4 of the said
Order to the extent applicable.
2. As required by Section 143(3) of the Act, I report that:
a) I have obtained all the information and explanations which to the
best of my knowledge and belief were necessary for the purpose of my
b) In my opinion , proper books of account as required by law have been
kept by the Company, so far as it appears from my examination of those
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
d) In my opinion, the Balance Sheet, Statement of Profit & Loss and
Cash Flow Statement comply with the Accounting Standards referred to in
Section 133 of the Act read with Rule 7 of the Companies (Accounts)
e) On the basis of 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 Act
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.
(ii) The Company has made provision, as required under the applicable
law or accounting standards, for material foreseeable losses, subject
to qualification mentioned above.
(iii) There has been no delay in transferring amounts, required to be
transferred, to the Investor Education and Protection Fund by the
ANNEXURE TO THE AUDITORS'' REPORT
The Annexure referred to in our Independent Auditors'' Report to the
members of the Company on the financial statements for the year ended
31st March'' 2015, I report that :
(i) (a) The Company has maintained proper records showing full
particulars including quantitative details and situation of Fixed
(b) As explained to me, these fixed assets have been physically
verified by the management on a sample basis during the year. In my
opinion the frequency of verification is reasonable.
(ii) (a) As explained to me, The Company does not have any inventories
and clause a, b, and c of para ii are not applicable.
(iii) (a) According to the information and explanation given to me, the
Company has not granted any loans, secured or unsecured to company,
firms and other parties covered in the register maintained under
section 189 of the Act. Accordingly, paragraph (iii) (a), (b) (c) are
(iv) There is no purchase of inventory or Fixed Assets and no sales of
services and goods during the year, hence para iv is not applicable.
(v) According to the information and explanations given to me, the
Company has not accepted any deposits from the public.
(vi) According to information/ explanation given to me, Central
government has not prescribed maintenance of cost records under sec.
148(1) of the Act.
(vii) (a) According to the information & explanation given to me and
the records of the company examined by me, the following dues of Income
Tax, TDS, Professional Tax have not been deposited by the Company.
Name of Statute Nature of Dues Amount (Rs.
Income Tax Act, 1961 Income Tax 30,15,747/-
Income Tax Act, 1961 Income Tax 30,02,007/-
AP Profession Tax Act, Profession Tax 45,125/-
Service Tax Service Tax 5,94,423/-
Income Tax Act, 1961 T.D.S. 8,14,944/-
Income Tax Act, 1961 T.D.S. 6,90,522/-
Income Tax Act, 1961 T.D.S 1,18,220/-
Name of Statute Period to which the amount relates
Income Tax Act, 1961 A. Y. 2011-12
Income Tax Act, 1961 A. Y. 2012-13
AP Profession Tax Act, A. Y. 2012-13
Service Tax A. Y. 2012-13
Income Tax Act, 1961 A. Y. 2011-12
Income Tax Act, 1961 A. Y. 2012-13
Income Tax Act, 1961 A. Y. 2013-14
(b) According to the information & explanation given to me there are no
disputed amount of statutory dues towards Income Tax, Sales Tax, Wealth
Tax, Service Tax, Custom Duty, Cess that have not been paid to
(c) According to the information & explanations given to me, the
company has transferred the amount, required to be transferred to the
investor education & protection fund in accordance with the relevant
provision of the Companies Act, 1956 (1 of 1956) and rules there under.
(viii) According to information & explanation given to me, the Company
does not have any accumulated losses at the end of the financial year
and has incurred any cash losses in the financial year and immediately
preceding financial year.
(ix) The company did not have any outstanding dues to financial
institutions, banks or debentures holders during the year.
(x) According to information & explanation given to me, the Company has
not given any guarantees for loan taken by others from banks or
(xi) The Company did not have any term loans outstanding during the
(xii) During the course of my examination of the books of the accounts
and records of the company and according to the information &
explanation given to me, no material fraud on or by the Company, has
been noticed or reported during the year.
Place : Mumbai JATIN SHAH
Date: 29th May, 2015 MEMBERSHIP NO. 103858