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A B M International Ltd.

BSE: 533028 Sector: Others
NSE: ABMINTLLTD ISIN Code: INE251C01025
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A B M International Ltd. (ABMINTLLTD) - Auditors Report

Company auditors report

To Members of ABM International Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying Standalone Financial Statements of ABMINTERNATIONAL LIMITED (hereafter referred to as the "Company") which comprisethe Balance Sheet as at 31st March 2022 and the statement of Profit and Loss (includingOther Comprehensive Income) Statement of Changes in Equity and statement of cash flowsfor the year then ended and notes to the Financial Statements including a summary ofsignificant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (the "Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2022and its profit total comprehensive income changes in equity and its cash flows for theyear ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing ("SA"s) specified under section143(10) of the Act. Our responsibilities under those Standards are further described inthe Auditor's Responsibilities for the Audit of the Standalone Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India ("ICAI")together with the ethical requirements that are relevant to our audit of the standalonefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI's Code of Ethics. We believe that the audit evidence obtained by us issufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined that Reduction in Paid Up Capitalwith the Approval of the National Company Law Tribunal has effect on the Calculations ofRatios and other Comparable. Refer Note No.12(b).

Information Other than the Financial Statements and Auditor'sReport Thereon

• The Company's Board of Directors is responsible for theother information. The other information comprises the information included in theManagement Discussion and Analysis Board's Report including Annexures toBoard's Report Business Responsibility Report Corporate Governance andShareholder's Information but does not include the consolidated financialstatements standalone financial statements and our auditor's report thereon.

• Our opinion on the standalone financial statements does notcover the other information and we do not express any form of assurance conclusionthereon.

• In connection with our audit of the Financial Statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the Financial Statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated.

• If based on the work we have performed we conclude that thereis a material misstatement of this other information; we are required to report that fact.

We have nothing to report in this regard.

Management's and Board of Directors' Responsibilities for theStandalone Financial Statements

The Company's Board of Directors is responsible for the mattersstated in section 134(5) of the Companies Act 2013 ("the Act") with respect tothe preparation of these Financial Statements that give a true and fair view of thefinancial position financial performance changes in equity and cash flows of the Companyin accordance with the accounting principles generally accepted in India including theIndian Accounting Standards specified under Section 133 of the Act. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisionsof the Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgements and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant of the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror. In preparing the Financial Statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.

Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.As part of an audit in accordance with SAs we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of theFinancial Statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3)(i) of the Companies Act 2013 we are also responsible for expressing ouropinion on whether the company has adequate internal financial controls system in placeand the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor'sreport to the related disclosures in the Financial Statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditionsmay cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of theFinancial Statements including the disclosures and whether the Financial Statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of misstatements in the StandaloneFinancial Statements that individually or in aggregate makes it probable that theeconomic decisions of the a reasonably knowledgeable user of the standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialStatements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standaloneFinancial Statements of the current period and are the key audit matters. We describethese matters in our auditor's report unless law or Regulation precludes publicdisclosure about the matter or when in extremely rare circumstances were determined thata matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be accepted to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143 (3) of the Act we report that:

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss (including OtherComprehensive Income) Statement of Changes in Equity and the Cash Flow Statement dealtwith by this Report are in agreement with the books of account. d) In our opinion theaforesaid Financial Statements comply with the Indian Accounting Standards specified underSection 133 of the Act.

e) On the basis of the written representations received from thedirectors as on 31st March 2022 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2022 from being appointed as a director interms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate Report in "Annexure A". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting.

g) With respect to the other matters to be included in theAuditor's Report in accordance with the requirements of section 197(16) of the Act as amended in our opinion and to the best of our information and according to theexplanation given to us the remuneration paid by the company to its directors during theyear is in accordance with the provisions of section 197 of the Act.

h) With respect to the other matters to be included in theAuditor'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 theexplanations given to us:

(i) The Company has disclosed the impact pending litigation on itsfinancial position in its Standalone Financial Statements.

Refer Note 32 to the standalone financial statements

(ii) The Company has made provisions as required under the applicablelaw or accounting standards for material foreseeable losses if any on long - termcontracts including derivative contracts (iii) There were no amount which were required tobe transferred to the Investor Education and Protection Fund by the Company.

(iv) (a) The Management has represented that to the best of itsknowledge and belief no funds (which are material either individually or in theaggregate) have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the Company to or in any other person orentity including foreign entity ("Intermediaries") with the understandingwhether recorded in writing or otherwise that the Intermediary shall whether directlyor indirectly lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provideany guarantee security or the like on behalf of the Ultimate Beneficiaries;

(b) The Management has represented that to the best of its knowledgeand belief no funds (which are material either individually or in the aggregate) havebeen received by the Company from any person or entity including foreign entity("Funding Parties") with the understanding whether recorded in writing orotherwise that the Company shall whether directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries") or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that have been considered reasonableand appropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (i) and (ii) of Rule 11(e) as providedunder (a) and (b) above contain any material misstatement.

2. 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 Companies Act 2013 we give in the Annexure- "B" astatement on the matters specified in paragraphs 3 and 4 of the Order to the extentapplicable.-

For RAJAN GOEL & ASSOCIATES
Chartered Accountants
ICAI FIRM: 004624N
CA Rajan Kumar Goel
(Proprietor)
Place: New Delhi Regn. 083829
Date: 25/05/2022 UDIN: 22083829AKOWTH2169

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT

Referred to in Paragraph 1 (f) of Report on Other Legal and RegulatoryRequirements section of our Report to members of ABM International Limited of even date)Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143of the Companies Act 2013 ("the Act") We have audited the internal financialcontrols over financial reporting of ABM International Limited ("the Company")as of 31st March 2022 in conjunction with our audit of the financial statements of theCompany for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Management of the Company is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of

India (the "ICAI"). These responsibilities include thedesign implementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Act.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls over financial reporting based on our audit. We conducted ouraudit in accordance with the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting (the "Guidance Note") and the Standards on Auditing issuedby ICAI and deemed to be prescribed under section 143(10) of the Companies Act 2013 tothe extent applicable to an audit of internal financial controls both applicable to anaudit of Internal Financial Controls and both issued by the Institute of CharteredAccountants of India. Those Standards and the Guidance Note require that we comply withethical requirements and plan and perform the audit to obtain reasonable assurance aboutwhether adequate internal financial controls over financial reporting was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor's judgment including the assessment of therisks of material misstatement of the financial statements whether due to fraud or error.

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

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting isa process designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlover financial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31st March2022 basedon the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.

For RAJAN GOEL & ASSOCIATES
Chartered Accountants
ICAI FIRM: 004624N
CA Rajan Kumar Goel
(Proprietor)
Place: New Delhi Regn. 083829
Date: 25/05/2022 UDIN: 22083829AKOWTH2169

ANNEXURE ‘B' TO THE INDEPENDENT AUDITOR'S REPORT

With reference to the Annexure referred to in IndependentAuditors' Report to the members of the Company on the financial statements for theyear ended 31st March 2022 we report that: i) In respect of fixed assets:

a) The Company has maintained proper records showing full particularsincluding quantitative details and situation of Property Plant and Equipment and relevantdetails of right-of-use assets.

b) As explained to us The Company has a program of physicalverification of Property Plant and Equipment and right-of-use assets so to cover all theassets once every three years which in our opinion is reasonable having regard to thesize of the Company and the nature of its assets. Pursuant to the program certainProperty Plant and Equipment were due for verification during the year and werephysically verified by the Management during the year. According to the information andexplanations given to us no material discrepancies were noticed on such verification

c) Based on our examination of the property tax receipts and leaseagreement for land on which building is constructed registered sale deed / transfer deed/ conveyance deed provided to us we report that the title in respect of self-constructedbuildings and title deeds of all other immovable properties (other than properties wherethe company is the lessee and the lease agreements are duly executed in favour of thelessee) disclosed in the financial statements included under Property Plant andEquipment are held in the name of the Company as at the balance sheet date.

d) The Company has not revalued any of its Property Plant andEquipment (including right-of-use assets) and intangible assets during the year.

e) No proceedings have been initiated during the year or are pendingagainst the Company as at March 31 2022 for holding any benami property under the BenamiTransactions (Prohibition) Act 1988 (as amended in 2016) and rules made thereunder. ii)In respect of its inventories:

a) The inventory has been physically verified by the management atreasonable intervals during the year. In our opinion the frequency of such verificationis reasonable. In respect of goods-in-transit subsequent goods receipts have beenverified or confirmations have been obtained from the parties. The discrepancies noticedon verification between the physical stocks and the book records were not material andhave been properly dealt in the books of accounts.

b) As informed by the management the proper records of inventory arebeing maintained and no material discrepancies were noticed during such physicalverifications.

c) According to the information and explanations given to us and on thebasis of our examination of the records of the Company the Company has been sanctionedworking capital limits (NON FUND BASE) in excess of five crore rupees in aggregate frombanks or financial institutions on the basis of security of current assets. In ouropinion the quarterly returns or statements filed by the Company with such banks orfinancial institutions are in agreement with the books of account of the Company.

iii) In our opinion and according to the information and explanationsgiven to us the Company has not granted any loans secured or unsecured to companiesfirms Limited Liability Partnerships or other parties covered in the register maintainedunder Section 189 of the Act. Accordingly paragraph 3(iii) of the Order is not applicableto the Company. iv) In our opinion and according to the information and explanations givento us the Company has not advanced loans to directors / to a Company in which theDirector is interested to which provisions of Section 185 of the Companies Act 2013.Further Section 186 of the Companies Act 2013 is not applicable to the Company. v)According to the information and explanations given to us there is no such depositstaken by the Company for which directives issued by the Reserve Bank of India and theprovisions of Sections 73 to 76 or any other relevant provisions of the Companies Act2013and the rules framed thereunder are required to be complied with.

vi) The maintenance of cost records has not been specified by theCentral Government under section 148(1) of the Companies Act 2013 for the businessactivities carried out by the Company. Thus reporting under clause 3(vi) of the order isnot applicable to the Company.

vii) a) According to the information and explanations given to us andon the basis of our examination of the records of the Company amounts deducted/accrued inthe books of account in respect of undisputed statutory dues including Provident FundEmployees' State Insurance Income-tax Goods and Service tax Duty of Customs Dutyof Excise Value added tax Cess and other statutory dues have been regularly depositedduring the year by the Company with the appropriate authorities and according to theinformation and explanations given to us no undisputed amounts payable in respect ofProvident Fund Employees' State Insurance Income-tax Sales-tax Service tax Dutyof Customs Duty of Excise Value added tax Cess and other material statutory dues werein arrears as at 31 March 2022. b) According to the information and explanations given tous there are no disputed statutory dues which have to be deposited with the appropriateauthorities Except Income tax demand of Rs.6000723 for assessment years from 2003-04 to2020-21 for which rectification petitions are pending with the Assessing officer.

viii) There were no transactions relating to previously unrecordedincome that have been surrendered or disclosed as income during the year in the taxassessments under the Income Tax Act 1961 (43 of 1961).

ix) (a) According to the information and explanations given to us TheCompany has not defaulted in the repayment of dues to any financial institution banksGovernment and debenture holders during the year.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not beendeclared a wilful defaulter by any bank or financial institution or government orgovernment authority.

(c) In our opinion and according to the information and explanationsgiven to us by the management the company has not taken any term loans during the year.

(d) According to the information and explanations given to us and on anoverall examination of the balance sheet of the Company as at 31 March 2022 we reportthat the no funds raised on short term basis have been used for long term investment.

(e) According to the information and explanations given to us and on anoverall examination of the standalone financial statements of the Company we report thatthe Company has not taken any funds from any entity or person on account of or to meet theobligations of its subsidiaries associates or joint ventures as defined under the Act.

(f) According to the information and explanations given to us andprocedures performed by us we report that the Company has not raised loans during theyear on the pledge of securities held in its subsidiaries joint ventures or associatecompanies (as defined under the Act).

(x) (a) The Company has not raised moneys by way of initial publicoffer or further public offer (including debt instruments) during the year and hencereporting under clause 3(x)(a) of the Order is not applicable.

(b) During the year the Company has not made any preferentialallotment or private placement of shares or convertible debentures (fully or partly oroptionally) and hence reporting under clause 3(x)(b) of the Order is not applicable.

(xi) (a) No fraud by the Company and no material fraud on the Companyhas been noticed or reported during the year.

(b) No report under sub-section (12) of section 143 of the CompaniesAct has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit andAuditors) Rules 2014 with the Central Government during the year and upto the date ofthis report.

(c) We have taken into consideration the whistle blower complaintsreceived by the Company during the year (and upto the date of this report) whiledetermining the nature timing and extent of our audit procedure (xii) The Company is nota Nidhi Company and therefore the provisions of Clause 3 (xii) of the order are notapplicable to the company. (xiii) According to the information and explanations given bythe management transactions with the related parties are in compliance with Sections 177and 188 of Companies Act 2013 where applicable and the details have been disclosed in theInd AS financial statements etc. as required by the applicable accounting standards.

(xiv) (a) In our opinion the Company has an adequate internal auditsystem commensurate with the size and the nature of its business (b) We have consideredthe internal audit reports for the year under audit issued to the Company during the yearand till date in determining the nature timing and extent of our audit procedures..

(xv) According to information and explanations given to us by themanagement the Company has not entered into any non-cash transactions specified underSection 192 of the Companies Act 2013 with directors or persons connected with him.

(xvi) (a) In our opinion the Company is not required to be registeredunder section 45-IA of the Reserve Bank of India Act 1934.

Hence reporting under clause 3(xvi)(a) (b) and (c) of the Order isnot applicable.

(b) In our opinion there is no core investment company within theGroup (as defined in the Core Investment Companies (Reserve Bank) Directions 2016) andaccordingly reporting under clause 3(xvi)(d) of the Order is not applicable. xvii) TheCompany has not incurred cash losses during the financial year covered by our audit andthe immediately preceding financial year. xviii) There has been no resignation of thestatutory auditors of the Company during the year. xix) On the basis of the financialratios ageing and expected dates of realisation of financial assets and payment offinancial liabilities other information accompanying the financial statements and ourknowledge of the Board of Directors and Management plans and based on our examination ofthe evidence supporting the assumptions nothing has come to our attention which causesus to believe that any material uncertainty exists as on the date of the audit reportindicating that Company is not capable of meeting its liabilities existing at the date ofbalance sheet as and when they fall due within a period of one year from the balance sheetdate. We however state that this is not an assurance as to the future viability of theCompany. We further state that our reporting is based on the facts up to the date of theaudit report and we neither give any guarantee nor any assurance that all liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.

(xx) (a) There are no unspent amounts towards Corporate SocialResponsibility (CSR) requiring a transfer to a Fund specified in Schedule VII to theCompanies Act in compliance with second proviso to sub-section (5) of Section 135 of thesaid Act.

Accordingly reporting under clause 3(xx)(a) of the Order is notapplicable for the year.

(b) There are no ongoing projects for which the Company has totransfer unspent Corporate Social Responsibility (CSR) amount as at the end of theprevious financial year to a Special account within a period of 30 days from the end ofthe said financial year in compliance with the provision of section 135(6) of the Act.

For RAJAN GOEL & ASSOCIATES
Chartered Accountants
ICAI FIRM: 004624N
CA Rajan Kumar Goel
(Proprietor)
Place: New Delhi Regn. 083829
Date: 25/05/2022 UDIN: 22083829AKOWTH2169

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