TO THE MEMBERS OF PENINSULA LAND LIMITED REPORT ON THE FINANCIAL STATEMENTS
We have audited the accompanying financial statements
of Peninsula Land Limited (“the Company”), which
comprise the Balance Sheet as at March 31, 2013, and
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
Management is responsible for the preparation of these
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
Standards referred to in sub-section (3C) of section 211
of the Companies Act, 1956 (“the Act”). This responsibility
includes the design, implementation and maintenance of
internal control 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.
AUDITOR'S RESPONSIBILITY
Our responsibility is to express an opinion on these
financial statements based on our audit. We conducted
our audit in accordance with the Standards on Auditing
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 misstatement.
An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on
the auditors’ 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 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 management, 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.
OPINION
In our opinion and to the best of our information and
according to the explanations given to us, the 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:
(a) in the case of the Balance Sheet, of the state of affairs
of the Company as at March 31, 2013;
(b) in the case of the Statement of Profit and Loss, of the
profit for the year ended on that date; and
(c) in the case of the Cash Flow Statement, of the cash
flows for the year ended on that date.
EMPHASIS OF MATTER
1. We draw attention to Para No. 3 of Note No.23 to the
financial statements which states that the recognition
of expenses and income for ongoing projects which is
based upon estimated costs as per the judgment of
management and work completion status as certified
by architects, which have been relied upon by us,
these being technical matters. Our opinion is not
qualified in respect of the above matter.
REPORT ON OTHER LEGAL AND REGULATORT REQUIREMENTS
1. As required by the Companies (Auditors’ Report)
Order, 2003 (“the Order”) issued by the Central
Government of India in terms of sub-section (4A) of
section 227 of the Act, we give in the Annexure, a
statement on the matters specified in paragraphs 4
and 5 of the Order.
2. As required by section 227(3) of the Act, 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 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 those
books;
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
account;
d. in our opinion, the Balance Sheet, Statement
of Profit and Loss, and Cash Flow Statement
comply with the Accounting Standards referred
to in subsection (3C) of section 211 of the
Companies Act, 1956;
e. on the basis of written representations received
from the directors as on March 31, 2013, and
taken on record by the Board of Directors, none
of the directors is disqualified as on March 31,
2013, from being appointed as a director in terms
of clause (g) of sub-section (1) of section 274 of
the Companies Act, 1956.
For Haribhakti & Co.
Chartered Accountants
Firm Registration No.103523W
Chetan Desai
Partner
Membership No.17000
Date:27th May, 2013
Place: Mumbai
Annexure to Independent Auditors’ Report
[Referred to in paragraph 1 under ‘Report on Other Legal
and Regulatory Requirements’ in the Independent Auditors’
Report of even date to the members of Peninsula Land
Limited on the financial statements for the year ended
March 31, 2013]
(i) (a) The Company has maintained proper records
showing full particulars, including quantitative
details and situation of fixed assets.
(b) We are informed that the fixed assets of
the company are physically verified by the
management according to phased programme
designed to cover all the items over a period of the
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,
physical verification has been carried out during
the year, as informed, no material discrepancies
were noticed on such verification.
(c) In our opinion and according to the information
and explanations given to us, a substantial part
of fixed assets has not been disposed of by the
company during the year.
(ii) (a) The inventory has been physically verified by the
management during the year. In our opinion, the
frequency of verification is reasonable.
(b) The procedures of physical verification of
inventory 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 material discrepancies were
noticed on physical verification carried out at the
end of the year.
(iii) (a) The Company has granted loan to twenty one
companies covered in the register maintained
under section 301 of the Companies Act, 1956.
The maximum amount involved during the year
was 1,620.10 Crores and the year-end balance
of loans granted to such parties was 1,564.74
Crores.
(b) In our opinion and according to the information
and explanations given to us, the rate of interest
and other terms and conditions for such loans
are prima facie, not prejudicial to the interest of
the Company.
(c) The loans granted are repayable on demand.
As informed, the company has not demanded
repayment of any such loan and interest during
the year, thus, there has been no default on the
part of the parties to whom the money has been
lend. The payment of interest has been regular.
(d) There is no overdue amount of loans granted to
companies, firms or other parties listed in the
register maintained under section 301 of the
Companies Act, 1956.
(e) As informed, the Company has not taken any
loans, secured or unsecured from companies,
firms or other parties covered in the register
maintained under section 301 of the Companies
Act, 1956.
(iv) In our opinion and according to the information and
explanations given to us, there exists an adequate
internal control system commensurate with the size
of the Company and the nature of its business with
regard to purchase of inventory, fixed assets and
with regard to the sale of goods and services. During
the course of our audit, we have not observed any
continuing failure to correct major weakness in internal
control system of the company.
(v) (a) According to the information and explanations
given to us, we are of the opinion that the
particulars of contracts or arrangements referred
to in section 301 of the Companies Act, 1956 that
need to be entered into the register maintained
under section 301 have been so entered.
(b) In our opinion and according to the information
and explanations given to us, the transactions
made in pursuance of such contracts or
arrangements exceeding value of Rupees five
lakhs have been entered into during the financial
year at prices which are reasonable having
regard to the prevailing market prices at the
relevant time. However, in respect of one such
transaction, due to the specialized nature of such
transaction, we are unable to comment upon the
prevailing market rate.
(vi) In our opinion and according to the information and
explanations given to us, the Company has not
accepted any deposits from the public within the
meaning of Sections 58A and 58AA of the Act and
the rules framed there under.
(vii) In our opinion, the Company has an internal audit
system commensurate with the size and nature of its
business.
(viii) We have broadly reviewed the books of account
maintained by the Company pursuant to the rules
made by the Central Government for the maintenance
of cost records under clause (d) of sub-section (1) of
section 209 of the Companies Act, 1956 and are of the
opinion that, prima facie, the prescribed accounts and
records are required to be maintained.
(ix) (a) The Company is regular in depositing with
appropriate authorities undisputed statutory
dues including provident fund, investor education
and protection fund, employees’ state insurance,
income-tax, sales-tax, wealth-tax, service tax
and other material statutory dues applicable
to it. However, there have been few delays in
depositing tax deducted at source and service
tax. As explained to us, the provisions regarding
custom duty and excise duty are presently not
applicable to the company.
(b) According to the information and explanations
given to us, no undisputed amounts payable in
respect of provident fund, investor education
and protection fund, employees’ state insurance,
income-tax, wealth-tax, service tax, sales-tax,
customs duty, excise duty, cess and other
undisputed statutory dues were outstanding, at
the year end, for a period of more than six months
from the date they became payable.
(c) According to the information and explanation
given to us, there are no dues of income tax,
sales-tax, wealth tax, service tax, customs duty,
excise duty and cess which have not been
deposited on account of any dispute except for
the dues in relation to income tax as disclosed
hereunder:
Name of the statute
Nature of dues
Amount (RS in Crores)
Period to which the amount relates
Forum where dispute is pending
Income tax Act,1961
Income tax
3.58
2008-09
Commissioner of Income Tax(Appeals)
(x) The company does not have any accumulated losses
at the year end. Further, the company has not incurred
cash losses during the financial year covered by our
audit and the immediately preceding financial year.
(xi) In our opinion and according to the information
and explanations given to us, the Company has
not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xii) According to the records of the Company and
according to the information and explanations
provided to us, we are of the opinion that the company
has not granted loans and advances on the basis of
security by way of pledge of shares, debentures and
other securities.
(xiii) In our opinion, the Company is not a chit fund or a
nidhi / mutual benefit fund / society. Therefore, the
provisions of clause 4(xiii) of the Companies (Auditor’s
Report) Order, 2003 (as amended) are not applicable
to the Company.
(xiv) In respect of dealing / trading in shares, securities,
debentures and other investments, in our opinion and
according to the information and explanations given
to us, generally the Company did not deal or trade in
it. However, on short term basis, surplus funds were
invested in mutual fund for which proper records for
the transaction and contracts have been maintained
and timely entries have been made therein. The
shares, securities, debentures and other investments
have been held by the Company, in its own name.
(xv) In our opinion and according to the information and
explanations given to us, the company has not given
any guarantee for loans taken by others from banks or
financial institutions during the year.
(xvi) In our opinion and according to the information
and explanations given to us, the term loans have
been applied for the purpose for which the loans
were raised. However, on short term basis, excess
borrowings were parked in fixed deposits of various
banks.
(xvii) According to the information and explanations given
to us and on an overall examination of the balance
sheet of the Company, we report that no funds raised
on short-term basis have been used for long-term
investment.
(xviii) According to the information and explanations given to
us, the company had not made preferential allotment
of shares to parties and companies covered in the
register maintained under section 301 of the Act.
(xix) According to the information and explanations
given to us, during the period covered by our audit
report, the Company had issued 3,800 debentures of
10,00,000 each. The Company has created charge
in respect of debentures issued.
(xx) During the year the company has not raised any
money through public issue.
(xxi) 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 fraud on or by the company, noticed or reported
during the year, nor have we been informed of such
case by the management.
For Haribhakti & Co.
Chartered Accountants
Firm Registration No.103523W
1,620.10 Crores and the year-end balance
of loans granted to such parties was 