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ADF Foods Ltd.

BSE: 519183 Sector: Agri and agri inputs
NSE: ADFFOODS ISIN Code: INE982B01019
BSE 11:28 | 10 Aug 701.05 -12.60
(-1.77%)
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710.05

HIGH

715.25

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701.00

NSE 11:19 | 10 Aug 703.00 -9.00
(-1.26%)
OPEN

712.00

HIGH

717.30

LOW

700.00

OPEN 710.05
PREVIOUS CLOSE 713.65
VOLUME 1165
52-Week high 999.00
52-Week low 631.00
P/E 37.83
Mkt Cap.(Rs cr) 1,540
Buy Price 701.05
Buy Qty 5.00
Sell Price 703.55
Sell Qty 25.00
OPEN 710.05
CLOSE 713.65
VOLUME 1165
52-Week high 999.00
52-Week low 631.00
P/E 37.83
Mkt Cap.(Rs cr) 1,540
Buy Price 701.05
Buy Qty 5.00
Sell Price 703.55
Sell Qty 25.00

ADF Foods Ltd. (ADFFOODS) - Auditors Report

Company auditors report

To the Members of

ADF Foods Limited

Report on the Audit of the Standalone Ind AS Financial Statements

Opinion

We have audited the accompanying Standalone Ind AS Financial Statementsof ADF Foods Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2022 the Statement of Profit and Loss (including other comprehensive income)the Statement of Changes in Equity and Statement of Cash Flows for the year then endedand notes to the Financial Statements including a summary of significant accountingpolicies and other explanatory information. In our opinion and to the best of ourinformation and according to the explanations given to us the aforesaid Standalone Ind ASFinancial Statements give the information required by the Companies Act 2013 ("theAct") in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs (financialposition) of the Company as at March 31 2022 and profit (financial performance includingOther Comprehensive Income) changes in equity and its cash flows for the year ended onthat date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143(10) of the Companies Act 2013 ("the Act").Our responsibilities under those Standards are further described in the Auditor?sResponsibilities for the Audit of Standalone Ind AS Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India together with the ethical requirementsthat are relevant to our audit of the Financial Statements under the provisions of the Actand the Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for ouropinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the Standalone Ind AS Financial Statements ofthe current period. These matters were addressed in the context of our audit of theStandalone Financial Statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters. We have determined the matters describedbelow to be the key audit matters to be communicated in our report.

Key Audit Matter Description Our Response
1. Impairment of Indefinite-lived intangible assets
Indefinite-lived intangible assets (Brands) as at March 31 2022 amount to Rs. 2132.84 lakhs. We have assessed the valuation methodology and challenged management?s analysis and assumptions around the key drivers of cash flow forecasts including discount rate terminal growth rate royalty rate etc. by comparing them to relevant market data and with the assistant from independent external experts.
The impairment assessment must be performed at least annually and involves the determination of the recoverable amount being the higher of the value-in-use and the fair value less costs to dispose. We assessed the appropriateness and completeness of the related disclosures in the financial statements.
We consider this to be a key audit matter because the recoverability assessment of such assets involves complex and subjective estimates and judgements.
These estimates and judgements are entrenched with inherent uncertainty as they include assumptions in relation to forecasting revenue growth rates direct costs foreign exchange rates discount rates and future cash flows.
Key Audit Matter Description Our Response
2. Derivative Instruments and Hedge Accounting
The Company enters into a high volume of derivative financial instrument contracts to manage its exposure to foreign currency risk. Ensure that the entity?s Hedging policy is documented validated by adequate level of management and those charged with governance and communicated to all stakeholders within the entity.
These contracts gave rise to Derivative Assets of Rs.143.38 lakhs as at March 31 2022. These contracts are recorded at fair value and for the majority of them hedge accounting is applied such that gains and losses arising from fair value changes are deferred in equity and recognised in the Statement of Profit or Loss when hedges mature. Assess the process and controls to validate hedging requests to ensure that all hedging requests were duly validated by adequate level of management and are in line with the entity?s documented hedging policy.
The high volume of contracts necessitates a sophisticated system to record and track each contract and calculate the related valuations at each financial reporting date. The valuation of hedging instruments and consideration of hedge effectiveness can involve a significant degree of both complexity and management judgement and are subject to an inherent risk of error. Verify that all derivatives documented in hedging relationships are allocated to a specific hedged risk from their inception.
Testing management?s controls over derivative financial instruments and hedge accounting.
Inspecting on a sample basis appropriateness of hedging documentation and contracts.
Obtaining confirmation in respect of derivative financial instruments from counterparties.
Re-performing the year end valuations of derivative financial instruments and calculations of hedge effectiveness; and
We assessed the appropriateness and completeness of the related disclosures in the financial statements.

Other Information

The Company?s Board of Directors is responsible for the otherinformation. The other information comprises the information included in the AnnualReport namely Management Discussion and Analysis Director?s report CorporateGovernance Report Business Responsibility Report and Share Holders Information but doesnot include the Financial Statements and our auditor?s report thereon. Our opinion onthe Financial Statements does not cover the other information and we do not express anyform of assurance conclusion thereon.

In connection with our audit of the Standalone Ind AS FinancialStatements our responsibility is to read the other information identified above and indoing so consider whether the other information is materially inconsistent with theStandalone Ind AS Financial Statements or our knowledge obtained in the audit or otherwiseappears to be materially misstated. If based on the work we have performed we concludethat there is a material misstatement of this other information we are required to reportthat fact. We have nothing to report in this regard.

Management?s Responsibility for the Standalone Ind AS FinancialStatements

The Company?s Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these StandaloneInd AS Financial Statements that give a true and fair view of the financial positionfinancial performance (including Other Comprehensive Income) changes in equity and cashflows of the Company in accordance with the accounting principles generally accepted inIndia including the Indian Accounting Standards specified under section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Standalone IndAS Financial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the Standalone Ind AS Financial Statements management isresponsible for assessing the Company?s ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative 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 Ind AS Financial Statements as a whole are free from material misstatementwhether due to fraud or error and to issue an auditor?s report that includes ouropinion. Reasonable assurance is a high level of assurance but is not a guarantee that anaudit conducted 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 Ind AS FinancialStatements. As part of an audit in accordance with SAs we exercise professional judgmentand maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of theStandalone Ind AS Financial Statements whether due to fraud or error design and performaudit procedures responsive to those risks and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• 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 Act we are also responsible for expressing our opinion onwhether the company has adequate internal financial controls system with reference toStandalone Financial Statements in place and 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 Standalone Ind AS Financial Statements or ifsuch disclosures are inadequate to modify our opinion. Our conclusions are based on theaudit evidence obtained up to the date of our auditor?s report. However futureevents or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of theStandalone Ind AS Financial Statements including the disclosures and whether theStandalone Ind AS Financial Statements represent the underlying transactions and events ina manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of the users of the Financial Statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the standalone financial statements.

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 Standalone IndAS Financial Statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor?s report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor?s Report) Order 2020 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Companies Act 2013 we give in the Annexure "A" astatement on the matters specified in paragraphs 3 and 4 of the Order to the extentapplicable.

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 bestof 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 theCompany so far as it appears from our examination of those books.

(c) The Standalone Balance Sheet the Standalone Statement of Profit and Loss(including Other Comprehensive Income) the Standalone Statement of Changes in Equity andthe Standalone Statement of Cash Flows dealt with by this Report are in agreement with thebooks of account.

(d) In our opinion the aforesaid Standalone Ind AS Financial Statements comply withthe Accounting Standards specified under Section 133 of the Act read with relevant rulesissued thereunder.

(e) On the basis of the written representations received from the directors as on March31 2022 taken on record by the Board of Directors none of the directors of the Companyis disqualified as on March 31 2022 from being appointed as a director in terms ofSection 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference toFinancial Statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B".

(g) According to information and explanations given to us and based onour examination of the records of the Company the Company has paid managerialremuneration 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 of pending litigations on itsStandalone financial position in its Standalone Ind AS Financial Statements – ReferNote 37 to the Financial Statements.

ii. The Company did not have any material foreseeable losses onlong-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.

(i) i. the management has represented that to the best of it?sknowledge and belief no funds have been advanced or loaned or invested (either fromborrowed funds or share premium or any other sources or kind of funds) by the company toor in any other persons or entities including foreign entities("Intermediaries") with the understanding whether recorded in writing orotherwise that the Intermediary shall whether directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of thecompany ("Ultimate Beneficiaries") or provide any guarantee security or thelike on behalf of the Ultimate Beneficiaries.

ii. the management has represented that to the best of it?sknowledge and belief no funds have been received by the company from any persons orentities including foreign entities ("Funding Parties") with theunderstanding that Company had recorded in writing or otherwise that the company shallwhether directly or indirectly lend or invest in other persons or entities identified inany manner whatsoever by or on behalf of the Funding Party ("UltimateBeneficiaries") or provide any guarantee security or the like on behalf of theUltimate Beneficiaries; and

iii. Based on such audit procedures that the auditor has consideredreasonable and appropriate in the circumstances nothing has come to their notice that hascaused them to believe that the representations under sub-clause (i) and (ii) contain anymaterial misstatement.

(j) The dividend declared and paid by the Company during the year is inaccordance with Section 123 of the Act.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

Sai Venkata Ramana Damarla

Partner

Membership. No. 107017

UDIN: 22107017AJIQAU6880

Place: Mumbai

Dated: May 20 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR?S REPORT

Referred to in in Para 1 ‘Report on Other Legal and RegulatoryRequirements? in our Independent Auditors? Report to the members of the Companyon the standalone Ind AS Financial Statements for the year ended March 31 2022.

Statement on Matters specified in paragraphs 3 & 4 of the Companies(Auditor?s Report) Order 2020:

(i) (a) (A) The Company has maintained proper records showing fullparticulars including quantitative details and situation of Property Plant andEquipment.

(B) The Company has maintained proper records showing full particularsof Intangible Assets; (b) As explained to us the Company has a regular programme ofphysical verification of Property Plant and Equipment by which all Property Plant andEquipment are verified once in three years. In our opinion the period of verification isreasonable having regard to the size of the company and nature of its assets. Pursuant tothe programme certain Property Plant and Equipment were physically verified during theyear and discrepancies reported on such verification were not material and have beenproperly dealt with in the books of accounts.

(c) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

(d) The Company has not revalued its Property Plant and Equipment(including Right of Use assets) or intangible assets or both during the year.

(e) There are no proceedings being initiated or are pending against theCompany for holding any benami property under the Benami Transactions (Prohibition) Act1988 (45 of 1988) and rules made thereunder.

(ii) (a) In our opinion and according to the information andexplanations given to us physical verification of inventory has been conducted atreasonable intervals by the management. No discrepancies of 10% or more in the aggregatefor each class of inventory were noticed were noticed on physical verification ofinventories carried out at during the year.

(b) The Company has been sanctioned working capital limits in excess offive crore rupees in aggregate from banks or financial institutions on the basis ofsecurity of current assets and the quarterly returns or statements filed with such banksor financial institutions are in agreement with the books of account of the Company.

(iii) The Company has made investment in companies during the year inrespect of which:

(a) The Company has not provided any loans or advances in the nature ofloans or stood guarantee or provided security to any other entity during the year andhence reporting under clause 3(iii)(a) of the Order is not applicable.

(b) In our opinion the investments made during the year are primafacie not prejudicial to the Company?s interest. The Company has not granted anyloans advances in nature of loans and provided any guarantees.

(c) The Company has not provided any loans and advances in the natureof loans and hence reporting under clause 3(iii) (c) to (f) of the Order is notapplicable.

(iv) In our opinion and according to the information and explanationsgiven to us and the records examined by us the Company has not advanced any loans to thepersons covered under Section 185 or given any guaranteed securities under section 186 ofthe Act. In our opinion and according to the information and explanations given to us theprovisions of Section 186 of the Act in respect of Investments made have been compliedwith by the Company.

(v) In our opinion and according to the information and explanationsgiven to us the Company has not accepted any Deposits from the public and hence thedirectives issued by the Reserve Bank of India and the provisions of Sections 73 to 76 orany other relevant provisions of the Act and the Rules framed thereunder are notapplicable.

(vi) According to the information given to us the Central

Government has not prescribed maintenance of cost records under subsection (1) of Section 148 of the Companies Act in respect of any of the activities ofthe Company. Thus the maintenance of cost records under sub section (1) of Section 148 ofthe Act is not applicable to the Company under the Companies (Cost Record and Audit)Rules 2014.

(vii) (a) The Company is generally regular in depositing withappropriate authorities undisputed statutory dues including Provident FundEmployees? State Insurance Income-Tax Sales-Tax Goods and Service tax CustomsDuty Excise Duty Value Added Tax Cess and any other material statutory dues applicableto it; According to the information and explanations given to us no undisputed amountspayable in respect of Provident Fund Employees? State Insurance Income-TaxSales-Tax Goods and Service tax Customs Duty Excise Duty Value Added Tax Cess and anyother material statutory dues applicable to it were outstanding as on the last day ofthe financial year for a period of more than six months from the date they becamepayable;

(b) According to the information and explanation given to us and therecords examined by us Details of statutory dues referred to in sub-clause (a) abovewhich have not been deposited as on March 31 2022 on account of disputes are given below:

S r . No. Name of the Statute Amount (Rs. in Lakh) Period to which the amount relates Forum where dispute is pending
1 Finance Act 1994 463.54 F.Y.2006-2007 to F.Y.2010-2011 CESTAT
2 Income Tax Act 1961 164.98* F.Y.2009-2010 to F.Y.2013-2014 CIT (Appeal)

* Net Amount disclosed Company paid 124.06 Lakhs disclosed in Notes 8to Ind-AS Standalone Financial Statements.

(viii) There are no instances of any transactions not being recorded inthe books of account that have been surrendered or disclosed as income during the year inthe tax assessments under the Income Tax Act 1961.

(ix) (a) According to the information and explanations given to us theCompany has not defaulted in repayment of loans or other borrowing or in the payment ofinterest thereon to any lender;

(b) According to the information and explanations given to us theCompany is not declared a willful defaulter by any bank or financial institution or otherlender;

(c) According to the information and explanations given to us theCompany has not taken any term loans during the year and there are no outstanding termloans at the beginning of the year and hence clause 3(ix) (c) of Order is not applicable.

(d) According to the information and explanations given to us fundsraised on short term basis have not been utilised for long term purposes;

(e) According to the information and explanations given to us theCompany has not taken any funds from any entity or person on account of or to meet theobligations of its subsidiaries associates or joint ventures;

(f) According to the information and explanations given to us theCompany has not raised loans during the year on the pledge of securities held in itssubsidiaries joint ventures or associate companies.

(x) (a) the Company did not raise any money by way of initial publicoffer or further public offer (including debt instruments) and term loans during the year.Hence the provisions of paragraph 3(x) (a) of the Order are not applicable.

(b) According to the information and explanations give to us and basedon our examination of the records of the Company the Company has made preferentialallotment of warrants (pending conversion into equity numbers 1006500 out of 1950000remaining warrant has been converted into equity numbers 945500 on March 162022) duringthe year is in compliance with the requirements of section 42 of the Act. The amountraised have been used for the purpose for which these have been raised and pending suchutilisation have been invested in money market mutual funds. There are no privateplacement of any fully or partly paid convertible debentures.

(xi) (a) During the course of our examination of the books and recordsof the Company carried out in accordance with the generally accepted auditing practicesin India and according to the information and explanations given to us no instances offraud by the Company or on the Company has been noticed or reported during the year;

(b) No report under sub-section (12) of section 143 of the CompaniesAct has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies(Audit and Auditors) Rules 2014 with the Central Government.

(c) We have taken into consideration the whistle-blower complaintsreceived by the Company during the year (and up to the date of this report) whiledetermining the nature timing and extent of our audit procedure.

(xii) In our opinion and according to the information and explanationsgiven to us the Company is not a Nidhi Company. Accordingly paragraph 3(xii) of theOrder is not applicable;

(xiii) According to the information and explanation given to us andbased on our examination of the records of the Company the transactions with the relatedparties are in compliance with section 177and 188 of the Act where applicable and thedetails of transactions have been disclosed in the Standalone Ind AS financial statementsas required by the applicable accounting standards.

(xiv) (a) The Company has an internal audit system commensurate withthe size and nature of its business;

(b) The reports of the Internal Auditors for the period under auditwere considered by the us;

(xv) According to the information and explanations given to us andbased on our examination of the records the Company has not entered during the year intonon-cash transactions with directors or persons connected with them. Accordinglyparagraph 3(xv) of the Order is not applicable;

(xvi) The Company is not required to be registered under Section 45-IAof the Reserve Bank of India Act 1934. Accordingly paragraph 3(xvi) of the Order is notapplicable.

(xvii) The Company has not incurred any cash losses in the during thefinancial year hence paragraph 3(xvii) of the Order is not applicable.

(xviii) There has not been any resignation of the statutory auditorsduring the year.

(xix) On the basis of the financial ratios ageing and expected datesof realisation of financial assets and payment of financial liabilities other informationaccompanying the financial statements the auditor's knowledge of the Board of Directorsand management plans we are of the opinion that no material uncertainty exists as on thedate of the audit report that Company is capable of meeting its liabilities existing atthe date of balance sheet as and when they fall due within a period of one year from thebalance sheet date.

(xx) There are no unspent amounts towards Corporate SocialResponsibility (CSR) and are in compliance with second proviso to sub-section (5) ofSection 135 of the said Act. Accordingly reporting under clause 3(xx)(a) and (b) of theOrder is not applicable for the year.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

Sai Venkata Ramana Damarla

Partner

Membership. No. 107017

UDIN: 22107017AJIQAU6880

Place: Mumbai

Dated: May 20 2022

ANNEXURE B TO THE INDEPENDENT AUDITOR?S REPORT

Referred to in Para 2 (f) ‘Report on Other Legal and RegulatoryRequirements? in our Independent Auditors? Report to the members of the Companyon the Standalone Ind AS Financial Statements for the year ended March 31 2022.

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

We have audited the Internal Financial Controls with reference toFinancial Statements of ADF Foods Limited ("the Company") as of March 312022 in conjunction with our audit of the Standalone Ind AS Financial Statements of theCompany for the year ended on that date.

Management?s Responsibility for Internal Financial Controls

The Company?s management 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 (the "Guidance Note") issued by the Institute of CharteredAccountants of India (ICAI). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence tocompany?s policies the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditors? Responsibility

Our responsibility is to express an opinion on the Company's InternalFinancial Controls with reference to Financial Statements based on our audit. We conductedour audit in accordance with the Guidance Note and the Standards on Auditing issued byICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of Internal Financial Controls both applicable to an audit ofInternal Financial Controls and both issued by ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls withreference to financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the Internal Financial Controls System with reference to financialstatements and their operating effectiveness. Our audit of Internal Financial ControlsSystem with reference to financial statements included obtaining an understanding ofInternal Financial Controls with reference to financial statements assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor?s judgment including the assessment of the risks of materialmisstatement of the Standalone Ind AS 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 with reference to financial statements.

Meaning of Internal Financial Controls with reference to FinancialStatements

A Company's Internal Financial Control with reference to financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of Standalone Ind AS Financial Statements forexternal purposes in accordance with generally accepted accounting principles. A Company'sInternal Financial Control with reference to financial statements includes those policiesand procedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of theCompany; (2) provide reasonable assurance that transactions are recorded as necessary topermit preparation of Standalone Ind AS Financial Statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the Company arebeing made only in accordance with authorizations of management and directors of theCompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the Company's assets that could have amaterial effect on the Standalone Ind AS Financial Statements.

Inherent Limitations of Internal Financial Controls with reference toFinancial Statements

Because of the inherent limitations of Internal Financial Controls withreference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the Internal Financial Control with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to theexplanations given to us the Company has in all material respects an adequate InternalFinancial Controls System with reference to financial statements and such InternalFinancial Controls with reference to financial statements were operating effectively as atMarch 31 2022 based on "the Internal Control Over Financial Reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India.

For KALYANIWALLA & MISTRY LLP

CHARTERED ACCOUNTANTS

Firm Registration Number 104607W/W100166

Sai Venkata Ramana Damarla

Partner

Membership. No. 107017

UDIN: 22107017AJIQAU6880

Place: Mumbai

Dated: May 20 2022

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