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GOWTHIAMA & COMPANY CHARTERED ACCOUNTANTS INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF AYUSHA DAIRY PRIVATE LIMITED Report on the Financial Statements We have audited the accompanying financial statements of AYUSHA DAIRY PRIVATE LIMITED ("the Company), which comprise the Balance Sheet as at March 31, 2017, 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 The Company's Board of Directors is responsible for the matters 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 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 the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 control, 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. Auditors' Responsibility 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 provisions of the Act and the Rules' made there under. 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 disclosures in the financial statements. The procedures selected deperkOnC449, auditor's 4 4:4 cp ‘.00'69 - ,1 ` 9 17S tooS 23/57, 41st Cross, East End, 'C' Main Road, 9th Block, Jayanagar, Bangalote-40 069 Tel : 2663 6042 / 2665 6194 Tel / Fax :080-2665 1104 E.mail : [email protected] / [email protected] / [email protected]

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GOWTHIAMA & COMPANY CHARTERED ACCOUNTANTS

INDEPENDENT AUDITORS' REPORT

TO THE MEMBERS OF AYUSHA DAIRY PRIVATE LIMITED

Report on the Financial Statements

We have audited the accompanying financial statements of AYUSHA DAIRY PRIVATE LIMITED ("the Company), which comprise the Balance Sheet as at March 31, 2017, 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

The Company's Board of Directors is responsible for the matters 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 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 the maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding of the assets of the Company and for preventing and detecting the 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 control, 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.

Auditors' Responsibility

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 provisions of the Act and the Rules' made there under.

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 disclosures in the financial statements. The procedures selected deperkOnC449, auditor's

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23/57, 41st Cross, East End, 'C' Main Road, 9th Block, Jayanagar, Bangalote-40 069 Tel : 2663 6042 / 2665 6194 Tel / Fax :080-2665 1104

E.mail : [email protected] / [email protected] / [email protected]

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 true and fair view 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 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 statements.

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, 2017;

b) In the case of the Statement of Profit and Loss Account, 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.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2016 ("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 purposes 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, 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 financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. & C 041

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e) On the basis of written representations received from the directors as on 31st March, 2017, taken on record by the Board of Directors, none of the directors is disqualified as on 31s, March, 2017, from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financial reporting of the company and the operating effectiveness of such controls, refer to our separate report in `Annexure-B'

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 does not have any pending litigations which would impact its financial position.

The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses; and

There were no amounts which required to be transferred to the Investor Education and Protection Fund by the Company.

iv. The Company had provided requisite disclosures in its financial statements as to holdings as well as dealings in Specified Bank Notes during the period from 8th November, 2016 to 30th December, 2016 and these are in accordance with the books of accounts maintained by the company.

For Gowthama 135 Company Chartered Accour.1404,

Firm No: 005§17_S-, -4"

Place: Bangalore Date: 21.04.2017

H V Gowlhanli;;'RE-69

Mem. No: 0° Partne*

141.3715:5;\ v

The Annexure-A referred to in our Report of even date to the members of Ayusha Dairy Private Limited, on the financial statements of the company for the year ended March 31, 2017.

On the basis of such checks as we considered appropriate and according to the information and explanation given to us during the course of our audit, we report that:

1. a) According to the information and explanations given to us and on the basis of our examination of the books of account, the company has sold all the Fixed Assets during the year Therefore, this paragraph is not applicable.

(b) The Company has no Immovable property. Therefore this paragraph is not applicable.

2. In respect of inventories

(a) As explained to us, inventories were physically verified during the period by the management at reasonable intervals.

(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 record 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 book records were not material and have been properly dealt with in the books of account.

3. According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not granted loans, secured or unsecured, to companies, in the register maintained under Section 189 of the Act. Therefore the provisions of this paragraph is not applicable.

4. According to the information and explanations given to us, the Company has not given loans, Investments and guarantees to which the provisions of the Section 185 and 186 of the companies Act, 2013 apply. Therefore this paragraph is not applicable to the company.

5. According to the information and explanations given to us and on the basis of our examination of the books of account, the Company has not accepted any deposits covered under section 73 to 76 of the Companies Act or any other relevant provisions of the Companies Act or the rules framed there under or directions issued by RBI. Therefore this paragraph is not applicable to Company.

6. According to the information and explanations given to us, the Central Government has not prescribed maintenance of cost records under Section 148(1) of the companies act for any services rendered by the Company. Therefore this paragraph is not applicable to the company.

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7. (a) According to the records of the company, undisputed statutory dues including Provident Fund, Employees' State Insurance, Income-tax, Sales Tax, Wealth tax, Duty of customs, Duty of Excise, Value Added Tax and any other statutory dues with the appropriate authorities have generally been regularly deposited with the appropriate authorities. According to the information and explanations given to us there were no outstanding statutory dues as on 31st of March, 2017 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there is no amounts payable in respect of Income Tax, Wealth tax, Sales tax, Service tax, duties of customs, duties of excise, Value Added Tax or Cess which have not been deposited on account of any disputes.

8. The company has not borrowed any loans from financial institutions, banks, government or debenture holders during the year. Therefore this paragraph is not applicable.

9. According to the information and explanations give to us and in our opinion, the company did not raise any money by way of initial public offer or further public offer (including debt instruments) and term loans• during the year. Therefore this paragraph is not applicable to the company.

10. According to the information and explanations given to us and based upon the audit procedures performed, we report that no fraud by the Company and no fraud on the company by its officers/employees has been noticed or reported during the year, nor have we been informed of such case by the management.

11. According to the information and explanations given to us and in our opinion, the company has not paid any managerial remuneration during the year. Therefore this paragraph is not applicable to the company.

12. According to the information and explanations given to us and in our opinion, the Company is not a Nidhi Company and therefore this paragraph is not applicable.

13. According to the Information and Explanation given to us, all the transactions with the related parties are in compliance with section 188 and 177 and where applicable the details have been disclosed in the financial statements as required by the accounting standard and Companies Act 2013.

14. According to the Information and Explanation given to us, the company has not made any preferential allotment /private placement of shares or fully or partly convertible debenture during the year under review and therefore this paragraph is not applicable to the company.

15. According to the Information and Explanation provided to us, the company has not entered into any Non-cash transactions with Directors or persons connected with him and therefore this paragraph is not applicable to the company.

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16. The company is not required to register under section 45-IA of the Reserve Bank of India Act, 1934 and therefore this paragraph is not applicable.

Place: Bangalore Date: 21.04.2017

For Gowthama & Company Chartered Accountants

Firm No: 00590's

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H V Gowthama c Partner W4

Mem. No: 014353?-c,,,

`ANNEXURE-B' TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIAL STATEMENTS OF AYUSHA DAIRY PRIVATE LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of Ayusha Dairy Private Limited ("the Company") as of March 31, 2017 in conjunction with our audit of the financial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal financial controls based on essential components such as the control environment, the entity's risk assessment process, control activities, Information system and communication and the monitoring of such controls. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under •the Companies Act, 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to• obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company's internal financial controls, ,system over financial reporting. -

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Meaning of Internal Financial Controls Over Financial Reporting

A company's internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control over financial reporting includes those policies and procedures that

(1) Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

(3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets di:at could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2017, based on essential components such as the control environment, the entity's risk assessment process, control activities, Information system and communication and the monitoring of such controls.

Date: 21.04.2017 Place: Bangalore

For Gowthama and company Chartered Accou3t-entayo,_

Firm Reg No.4059173

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AYUSHA DAIRY PRIVATE LIMITED

Note 1 - Significant Accounting Policies & Notes forming part of the Accounts

1. Basis of Preparation of Accounts:

The financial statements of the Company have been prepared under historical cost convention on an accrual basis of accounting in accordance with generally accepted accounting principles in India (Indian GAAP), Accounting Standards notified under section 133 of the Companies Act, 2013 and relevant provisions thereof, which as per a clarification issued by the Ministry of Corporate Affairs continue to apply under section 133 of the Companies Act 2013

2. Use of Estimates:

The presentation of financial statements in conformity with Indian Generally Accepted Accounting Principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Although such estimates are made on a reasonable and prudent basis taking into account all available information, actual results could differ from those estimates.

3. Fixed Assets and Depreciation:

Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value.

Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life prescribed in Schedule II to the Companies Act, 2013. Intangible assets are amortized over their estimated useful life.

Individual assets costing less than Rs. 5,000 each are depreciate fully in the year of purchase. During the year, the Company has no fixed assets.

4. Revenue Recognition:

Revenue from sale of goods is recognized on dispatch of goods to customers which corresponds with transfer of all significant risks and rewards of ownership. The amount recognized as sale is exclusive of sales tax.

Incentive received, if any during the year is recognized as Income on due basis.

5. Foreign currency transactions and balances:

There are no foreign currency transactions during the year.

6. Income Taxes and Deferred Taxes:

Current tax is the amount of tax payable on the taxable income for the year as determined in 6 U0/11p, accordance with the provisions of the Income Tax Act, 1961.

Deferred tax is recognized, on timing difference, being the difference between taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets are recognized only if there is virtual certainty that they will be realized and are reviewed every year. The tax effect is calculated on the accumulated timing differences at the end of the year based on enacted or substantially enacted tax rates.

7. Earnings per Share:

Basic and diluted earnings per share are computed in accordance with Accounting Standard (AS)-20 - Earnings per share. In determining the Earning per Share the Company considers the Net Profit after Tax. The number of Shares used in computing Basic Earnings per share is number of share outstanding during the period. The number of shares used in computing diluted earnings per share comprises the weighted average shares considered for deriving basic earnings per share and also the weighted average number of equity shares that could have been issued on the conversion of all dilutive potential equity shares.

8. Employee Benefits:

a) Short Term Employee Benefits:

All short term employee benefit plans such as salaries and allowances which fall due within 12 months of the period in which the employee renders the related services which entitles him to avail such benefits are recognized on an undiscounted basis and charged to the statement of profit and loss.

b) Post- employment Benefits:

Defined Contribution and Benefit Plans:

Since Employees are below the prescribed limit, ESI, Provident fund and Gratuity are not applicable.

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AYUSHA DAIRY PRIVATE LIMITED

BALANCE SHEET AS AT 31ST MARCH, 2017

Particulars Note No.

As at 31st March, 2017

As at 31st March, 2016

Rs. Rs. I

(1)

(2)

ll (1)

(2)

EQUITY AND LIABILITIES Shareholder's Funds (a) Share Capital

(b) Reserves and Surplus

Non-Current Liabilities (a) Long-term borrowings

(b) Deferred tax liabilities (Net)

Current Liabilities (a) Trade payables (b) Other current liabilities (c) Short-term provisions

TOTAL

ASSETS Non-current assets (a) Fixed assets

(i) Tangible assets

(ii) Intangible assets (b) Other non-current assets

Current assets (a) Trade Receivables

(b) Cash and Cash equivalents (c) Short-term loans and advances

(e) Inventory

(e) Other current Assets

TOTAL

2

3

4 5

6

7

8

10,000,000

2,501,557 10,000,000

2,114,727 12,501,557 12,114,727

- -

-

- _

- 25,000

1,950,000

- 55,032

1,800,000 1,975,000 1,855,032

14,476,557 13,969,759

-

-

-

-

- -

- -

2,457,559

218,772

2,053,284

-

9,746,942

5,446,937

6,795,061

1,726,203

1,558

- 14,476,557 13,969,759

14,476,557 13,969,759

Significant accounting policies and notes to the accounts 1

As per

Chartered Firm

H. V. Partner M. No.

Place: Date:

For Gowthama our attached report of even date

& Company Accouittants NU) For and on behalf of the Board of Directors

No. 005917S7--, -, \ +

D. Shivaprakash Director

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N. Venkatesh

Director

AYUSHA DAIRY PRIVATE LIMITED

STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2017

Particulars Note No. Year ended

31st March, 2017 Year ended

31st March, 2016 Rs. Rs.

(I) Revenue from operations 9 1,649,074 (II) Other Income 10 2,355,142 12,674,528

(111) Total Revenue (1+1I) 2,355,142 14,323,602

(IV) Expenses (a) Cost of traded goods 11 1,661,791 (b) Employee benefits expenses 12 199,802 (c) Finance costs 13 375 215,497 (d) Depreciation and amortization expenses 271,052 (e) Other expenses . 14 1,817,937 8,302,586

(IV) Total Expenses . 1,818,312 10,650,728

(V) Profit before tax (III - IV) 536,830 3,672,874

(VI) Tax expenses (a) Current tax 150,000 1,800,000 (b) MAT Credit 64,120 (c) Taxes for earlier years - (1,308) (d) Deferred tax - (60,028)

(VII) Profit after tax (V-VI) 386,830 1,870,090

(VIII) Profit for the period from continuing operations - 12,380,643

(IX) Loss for the period from discontinuing operations 15 - (8,707,769)

(X) Tax expense of discontinuing operations -

(XI) Profit from discontinuing operations(after tax) (IX - X) - (8,707,769)

(XII) Profit for the period ( VIII+Xl) 386,830 3,672,874

(XIII) Earnings per Equity Share (Face value of Rs.10/- each): (a) Basic 0.39 1.87 (b) Diluted 0.39 1.87

Significant accounting policies and notes to the accounts 1

As per our attached report of even date For Gowthama & Copory Chartered AccgUrtiantsnI/34, Firm No. 00g-917S-.:Th , , ,

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M. No. 014353 rCr in 4

Place: Bangalore Date: 21.04.2017

AYUSHA DAIRY PRIVATE LIMITED

CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2017

PARTICULARS 31st March, 2017 31st March, 2016

Rs. Rs. A) Cash flows from operating activities

Profit before taxation Adjustments for:

536,830 3,672,874

Depreciation - 271,052 Loss on sale of assets - 1,980,904 Profit on sale of assets - (6,400) Assets Written Off - 16,996 Dividend from Mutual Fund (311,179) Working capital changes:

(Increase) / Decrease in trade receivables 2,989,378 3,086,187 (Increase) / Decrease in short term loans and advances (117,033) 76,559 (Increase) / Decrease in inventories 1,558 162,403 (Increase)/Decrease in Non current assets - 433,192 Increase / (Decrease) in trade payables - (141,604) Increase / (Decrease) in other current liabilities (30,032) (119,098) Cash generated from operations 3,069,523 9,433,065 Less: Income tax paid (210,048) (1,695,095) Net cash from operating activities

B) Cash flows from investing activities

2,859,475 7,737,970

Investment in mutual fund (9,746,942) - Dividend from Mutual Fund ' 311,179 Sale of property, plant and equipment - 1,326,600 Net cash used in investing activities

C) Cash flows from financing activities

(9,435,764) 1,326,600

Proceeds from long-term borrowings - (4,219,241) Net cash used in financing activities - (4,219,241)

Net increase in cash and cash equivalents (6,576,289) 4,845,329 Cash and cash equivalents at beginning of period 6,795,061 1,949,732 Cash and cash equivalents at end of period 218,772 6,795,061 The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in Accounting Standard -3 on Cash Flow Statement

As per our attached report of even date For Gowthama & Company Chartered Accourktin6"/P.44, For and on behalf of the Board of Directors kx, ...)... Firm No. 0059.7S.,,--'.,

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Place: Bangalore Date: 21.04.2017

The Company has only one class of equity shares having par value of Re.10/- per share. Each holder of equity shares is entitled to one vote per share. Dividends are paid in Indian Rupees. Dividend proposed by the Board of Directors is subject to the approval of the shareholders at the Annual General Meeting, except in case of interim dividend. Repayment of capital will be in proportion to the number of equity shares held.

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AYUSHA DAIRY PRIVATE LIMITED

Note 2- Share Capital

Particulars As at

31st March, 2017 Rs.

As at 31st March, 2016

Rs. Authorised: 2,250,000 (Previous year 2,250,000) Equity Shares of Rs.10/- each

Issued: 1,000,000 (Previous year 1,000,000) Equity Shares of Rs.10/- each

Subscribed and Paid up: 1,000,000 (Previous year 1,000,000) Equity Shares of Rs.10/- each Total

22,500,000 22,500,000 22,500,000 22,500,000

10,000,000 10,000,000 10,000,000 10,000,000

10,000,000 10,000,000 10,000,000 10,000,000

i) Reconciliation of the number of Equity and Preference shares at the beginning and at the end of the year:

As at 31st March, 2017 Number of shares

As at 31st March, 2016 Number of shares

Number of shares at the beginning of the year

Add: Additional shares issued during the year -

Number of shares at the end of the year

1,000,000 1,000,000

-

1,000,000 1,000,000

ii) Details of shares held by holding company:

Particulars As at

31st March, 2017 Number of shares

As at 31st March, 2016 Number of shares

Equity Shares of Rs.10 each Samasta Microfinance Limited, the Holding Company Total

1,000,000 1,000,000 1,000,000 1,000,000

iii) Number of shares held by each shareholder holding more than 5% shares in the company are as follows: Class of shares / Name of the shareholder

Particulars As at

31st March, 2017 Number of shares

As at 31st March, 2016 Number of shares

Equity Shares of Rs. 10 each Samasta Microfinance Limited Narayanaswamy Venkatesh Shivaprakash Deviah - Total

1,000,000 1,000,000 - -

1,000,000 1 000 000

iv) Terms / rights attached to Equity Shares:

AYUSHA DAIRY PRIVATE LIMITED Note 3 - Reserves and Surplus

Particulars As at

31st March, 2017 Rs.

As at 31st March, 2016

Rs. a) Surplus in Statement of Profit and Loss Opening Balance 2,114,727 244,637 Add: Profit for the year 386,830 1,870,090 Closing Balance 2,501,557 2,114,727

Total 2,501,557 2,114,727

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AYUSHA DAIRY PRIVATE LIMITED

Note 4 - Other current liabilities

Particulars As at

31st March, 2017 Rs.

As at 31st March, 2016

Rs. a) Other payables i) Statutory remittances ii) Audit Fees Payable

Total _

2,500 22,500

27,802 27,230

25,000 55,032

Note 5 - Short-term provisions

Particulars As at

31st March, 2017 Rs.

As at 31st March, 2016

Rs.

Tax provision

Total .

1,950,000 1,800,000

1,950,000 1,800 000

& C04,/

,ZY.34‘ '99 - I I-

c.D .c Ti tORf.-69

DA 059%7S 4- ° ,s4t,

kf`SP-•

AYUSHA DAIRY PRIVATE LIMITED

Note 6 -Trade Receivables

Particulars As at

31st March, 2017 Rs.

As at 31st March, 2016

Rs. a) Unsecured, Considered Good Trade receivables outstanding for a period less than six months from the date they were due for payment

Less: Provision for doubtful trade receivables Total

2,457,559 5,446,937

2,457,559 -

5,446,937 -

2,457,559 5,446 937

Note 7 - Cash and Cash equivalents

Particulars As at

31st March, 2017 . Rs.

As at 31st March, 2016

Rs. a) Balances with Banks (i) In Current accounts

b) Cash on hand

Total

218,262

510

6,694,076

100,985

218,772 6,795,061

Note 8 - Short-term loans and advances

As at As at Particulars 31st March, 2017 31st March, 2016

Rs. Rs. a) Others - Unsecured, Considered Good i) Advance recoverable in cash or kind or for value to be received 123,533 6,500 ii) Income tax (Net) 98,380 15,000 iii) TDS Receivables 1,831,371 1,704,703

Total 2,053,284 1,726,203

CD

AYUSHA DAIRY PRIVATE LIMITED

Note 9 - Revenue from operations

Particulars For the year ended 31st March, 2017

Rs.

For the year ended 31st March, 2016

Rs.

a) Sale of products 1) Traded Goods

i) Milk ii) Andslite iii) Mineral Mixer

Total

- 1,527,479 117,845

3,750

_ 1,649,074

Note 10- Other Income

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

a) Incentive Income

b) Other non-operating income Miscellaneous income Profit on Sale of Asset Interest on IT Refund Dividend Received from Mutual Fund

Total

2,043,963

- - -

311,179

12,623,208

42,490 6,400 2,430

-

2,355,142 12,674,528

Note 11 - Cost of traded goods

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

Inventory at the beginning of the year Add: Purchases Add: Direct Expenses

Less: Inventory written off

Total

1,558 - -

163,961 1,499,388

- 1,558 1,558

1,663,349 1,558

- 1,661,791

Note 12 - Employee benefits expense

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

Salaries and allowances - Staff welfare expenses

Total

- 184,214 15,588

- 199,802

& C04,4,0

e.tr, ffD

AYUSHA DAIRY PRIVATE LIMITED

Note 13 - Finance costs

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

a) Interest expense Interest on loans and advances to related party b) Others Bank Charges

Total

_

375

214,176

1,321

375 215,497

Note 14- Other Expenses

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

Auditor's Remuneration 27,525 25,000 Bad Debts - 3,413,403 Assets Written Off - 16,996 Electricity and Water charges - 38,199 Freight outwards 187,634 77,545 Loss on sale of assets - 1,980,904 Loss of goods 1,558 - Milk centre expenses - 53,164 Miscellaneous expenses 95 1,000 Postage & courier - 4,259 Preliminary expenses written off - 113,192 Printing and stationery - 1,750 Professional Fees 1,491,947 2,114,725 Rates and Taxes 102,528 14,710 Rent - 240,700 Repairs and maintenance

- Plant and machinery - 147,905 - Office 6,650 36,375 - Guest House - 3,570

Telephone Charges - 11,824 Travelling and conveyance - 5,772 Website charges - 1,594

Total 1,817,937 8,302,586

C041,0,1,

r = 04' tS'S' e •

AYUSHA DAIRY PRIVATE LIMITED

Notes forming part of the Accounts

Note 15 - Discontinued Operations

The company discontinued its Dairy product business. Accordingly, Dairy product business was treated as a discontinuing operation under Accounting Standard (AS) 24 - Discontinuing Operations. The Dairy product business was operational till 30- April- 2015 and discontinued thereafter.

The following tables provide the disclosures relating to the Dairy Product business:

Revenue from operations As at 31st March, 2017 As at 31st March, 2016

Sale of Milk and other dairy products Nil 1,527,479

Mineral Mixer Nil 3,750

Other Income As at 31st March, 2017 As at 31st March, 2016

Profit on sale of asset Nil 6,400

Interest on IT Refund Nil 2,430

Purchases during the year was Nil (PY: Rs.14,99,388/-)

Expenses As at 31st March, 2017 As at 31st March, 2016

Employee Benefit Expense Nil 1,99,802

Depreciation and other expenses Nil 8,573,638

The carrying amounts of the total assets and liabilities pertaining to the Dairy Product business as at March 31, 2017 and March 31, 2016 are as follows.

Other current liabilities As at 31st March, 2017 As at 31st March, 2017

Statutory remittances Nil 27,802

Trade Receivables As at 31st March, 2017 As at 31st March, 2016

Unsecured considered good Nil 2,277,480

Short term loans and advances As at 31st March, 2017 As at 31st March, 2016

Income tax and advance recoverable Nil 21,500

Note 16 - Related Party Disclosures

16.1 Names of Related Parties and Nature of Relationship

Description of Relationship As at 31st March, 2017 As at 31st March, 2016

Holding Company Samasta Microfinance Limited Samasta Microfinance Limited

Key Management Personnel Mr. D. Shivaprakash, Director Mr. N. Venkatesh, Director

Mr. D. Shivaprakash, Director Mr. N. Venkatesh, Director

16.2 Transactions with Related Parties

Transaction Related Party For the year ended 31st March, 2017

Rs.

For the year ended 31st March, 2016

Rs. Expenses

Interest on loans and advances to related party

Samasta Microfinance Limited Nil 214,176

Share Capital

Equity Share issued to Holding Company (10,00,000 Equity Shares of Rs.10 each)

Samasta Microfinance Limited 10,000,000 10,000,000

ix 61.);,,,

to 000s , - C,

,AT -79

Loans and Advances received from Holding Company

Samasta Microfinance Limited Nil 7,084

Loans and Advances repaid to Holding Company

Samasta Microfinance Limited Nil 4,226,325

Balance as at year end

Payable Samasta Microfinance Limited Nil 4,219,241

Remuneration to Directors D. rakash Shivap N. Venkatesh Nil Nil

Reimbursement of expenses to Director

D. Shivaprakash N. Venkatesh Nil Nil

. Remuneration / Sitting fee

Relatives of Directors and Key Management Personnel

Nil Nil

Note 17 - Additional information 17.1 Contingent liabilities and commitments (to the extent not provided for)

Contingent liability as at 31st March, 2017 is Rs. Nil (Previous Year - Rs. Nil).

17.2 Disclosure on foreign currency exposure:

Expenditure and Earning in Foreign Exchange in Foreign Currency during the year is Rs. Nil (Previous Year Rs. Nil)

17.3 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006

There are no Micro and Small Enterprises, to whom the company owes dues, which are outstanding for more than 45 days at the Balance Sheet date. The above information regarding Micro Enterprises and Small Enterprises has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the Auditors.

18. Earnings Per Share

Particulars For the year ended 3151 March, 2017

For the year ended 31st March, 2016

Profit after Tax (Rs.) 386,830 1,870,090 No. of Equity Shares - Basic 1,000,000 1,000,000 - Diluted 1,000,000 1,000,000 Earnings Per Equity Share - Basic 0.39 1.87

. - Diluted 0.39 1.87 Face Value of Shares (Rs.) 10 10

r

4( N.10

„q3

19. Previous year Figures

Previous year's figures have been reclassified to conform with the current year's classification / presentation, wherever applicable.

For and on behalf of the Board of Directors

As per our attached report of even date

For Gowthama & Company Chartered Accountants Firm No. 005917S ts, 044

Sc' P-qw

rt. \ 4,

H. V. Gowthlfina N.0 N. Venkatesh * Partner Director

M. No. 014353 40)7,4,0 1,,t6

Place: Bangalore

Date: 21.04.2017

D. Shivaprakash Director

AYUSHA DAIRY PRIVATE LIMITED

Notes forming part of the Accounts

Note 15 - Discontinued Operations

The company discontinued its Dairy product business. Accordingly, Dairy product business was treated as a discontinuing operation under Accounting Standard (AS) 24 - Discontinuing Operations. The Dairy product business was operational till 30- April- 2015 and discontinued thereafter.

The following tables provide the disclosures relating to the Dairy Product business:

Revenue from operations As at 31s, March, 2017 As at 31., March, 2016

Sale of Milk and other dairy products Nil 1,527,479

Mineral Mixer Nil 3,750

Other Income As at 31' March, 2017 As at 31s, March, 2016

Profit on sale of asset Nil 6,400

Interest on IT Refund Nil 2,430

Purchases during the year was Nil (PY: Rs.14,99,388/-)

Expenses As at 31s, March, 2017 As at 31s, March, 2016

Employee Benefit Expense Nil 1,99,802

Depreciation and other expenses Nil 8,573,638

o oks"'s •

The carrying amounts of the total assets and liabilities pertaining to the Dairy Product business as at March 31, 2017 and March 31, 2016 are as follows.

Other current liabilities As at 31st March, 2017 As at 31st March, 2017

Statutory remittances Nil 27,802

Trade Receivables As at 31st March, 2017 As at 31st March, 2016

Unsecured considered good Nil 2,277,480

Short term loans and advances As at 31st March, 2017 As at 31st March, 2016

Income tax and advance recoverable Nil 21,500

Note 16 - Related Party Disclosures

16.1 Names of Related Parties and Nature of Relationship

Description of Relationship As at 31st March, 2017 As at 31st March, 2016

Holding Company Samasta Microfinance Limited Samasta Microfinance Limited

Key Management Personnel Mr. D. Shivaprakash, Director Mr. N. Venkatesh, Director

Mr. D. Shivaprakash, Director Mr. N. Venkatesh, Director

16.2 Transactions with Related Parties

Transaction Related Party .

For the year ended 31st March, 2017

Rs.

For the year ended 31st March, 2016

Rs.

Expenses

Interest on loans and advances to related party

Samasta Microfinance Limited Nil 214,176

Share Capital

Equity Share issued to Holding Company (10,00,000 Equity Shares of Rs.10 each)

Samasta Microfinance Limited 10,000,000 10,000,000

OP4p K 4' -

g) • ..`" -1S oc, 050 ,

o 000

"RrkwrJ

Loans and Advances received from Holding Company

Samasta Microfinance Limited Nil 7,084

Loans and Advances repaid to Holding Company

Samasta Microfinance Limited Nil 4,226,325

Balance as at year end

Payable Samasta Microfinance Limited Nil 4,219,241

Remuneration to Directors D. rakash Shivap N. Venkatesh Nil Nil

Reimbursement of expenses to Director

D. Shivaprakash N. Venkatesh Nil Nil

Remuneration/ Sitting fee Relatives of Directors and Key Management Personnel

Nil Nil

Note 17 - Additional information 17.1 Contingent liabilities and commitments (to the extent not provided for)

Contingent liability as at 31s, March, 2017 is Rs. Nil (Previous Year - Rs. Nil).

17.2 Disclosure on foreign currency exposure:

Expenditure and Earning in Foreign Exchange in Foreign Currency during the year is Rs. Nil (Previous Year Its. Nil)

17.3 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006

There are no Micro and Small Enterprises, to whom the company owes dues, which are outstanding for more than 45 days at the Balance Sheet date. The above information regarding Micro Enterprises and Small Enterprises has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the Auditors.

18. Earnings Per Share

Particulars For the year ended 31st March, 2017

For the year ended 31st March, 2016

Profit after Tax (Rs.) 386,830 1,870,090 No. of Equity Shares - Basic 1,000,000 1,000,000 - Diluted 1,000,000 1,000,000 Earnings Per Equity Share - Basic 0.39 1.87 - Diluted 0.39 1.87 Face Value of Shares (Rs.) 10 10

t G 0 Alp . 44,

oos , 1,..'cs ...„00o. •

19. Previous year Figures

Previous year's figures have been reclassified to conform with the current year's classification / presentation, wherever applicable.

As per our attached report of even date

For Gowthama & Company Chartered Accountants Firm No. oos,?ah'-' 4'.,..4

bc5 CA, • teAse191:11341%

‘t-

n9- s H. V. Gowtham p-

4 ,04 tS'' Partner 4 orme) •

M. No. 014353

N. Venkatesh . Director

D. Shivaprakash Director

Place: Bangalore

Date: 21.04.2017

For and on behalf of the Board of Directors