To the Members of
ANG Life Sciences India Limited
Report on the Audit of the Standalone Financial Statements
We have audited the standalone financial statements of ANG Life Sciences India Limited("the Company") which comprise the Balance Sheet as at 31st March 2019 and thestatement of profit and loss and statement of cash flows for the year then ended andnotes to the financial statements including a summary of significant accounting policiesand other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2019 and its profit and its cash flows for theyear ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditors Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Companies Act 2013 and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.
EMPHASIS OF MATTERS
We draw attention to the following matters in the Notes to the financial statements
a. Note 28 to the financial statements which describes the uncertainty related to theoutcome of the lawsuit filed against the company by the two parties;
b. Note 28 to the financial statements the company has filed lawsuit against twelvedebtors for recovery of Rs.23113046/-There is uncertainty regarding the collection thisamount being shown under the head Sundry Debtors. Our opinion is not modified in respectof these matters.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.
Description of Key Audit Matter
Information Other than the Standalone Financial Statements and Auditors ReportThereon
The Companys Board of Directors is responsible for the preparation of theother information. The other information comprises the information included in theManagement Discussion and Analysis Boards Report including Annexures toBoards Report Business Responsibility Report Corporate Governance but does notinclude the standalone financial statements and our auditors report thereon.
Our opinion on the standalone financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.
If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial Statements
The Companys Board of Directors is responsible for the matters stated in section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese standalone financial statements that give a true and fair view of the financialposition financial performance and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statements that give a true and fair viewand are free from material misstatement whether due to fraud or error. In preparing thefinancial statements the Board of Directors is responsible for assessing theCompanys ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless the Boardof Directors either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so. Those Board of Directors are also responsible foroverseeing the Companys financial reporting process.
Auditors Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditors report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement. when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.
Obtain an understanding of internal financial control relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Companies Act 2013 we are also responsible for expressing our opinionon whether the company has adequate internal financial controls system in place and theoperating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of managements use of the going concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompanys ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditors report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditors report. However future events or conditions may cause theCompany to cease to continue as a going concern.
Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditors report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditors Report) Order 2016 ("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 I a statement on thematters specified in paragraphs 3 and 4 of the Order to the extent applicable.
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 Balance Sheet the Statement of Profit and Loss (the Statement of Changes inEquity) and the Cash Flow Statement dealt with by this Report are in agreement with thebooks of account
(d) In our opinion the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.
(e) On the basis of the written representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure 2".
(g) With respect to the other matters to be included in the Auditors Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements Refer to note 28
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
(h) With respect to the matter to be included in the Auditors Report undersection 197(16):
In our opinion and according to the information and explanations given to us theremuneration paid by the company to its directors during the current year is in accordancewith the provisions of Section 197 of the Act. The remuneration paid to any director isnot in excess of the limit laid down under Section 197 of the Act. The Ministry ofCorporate Affairs has not prescribed other details under Section 197(16) which arerequired to be commented upon by us.
For Ajay K. Khanna & Co.
(Firm Registration No 012303N.)
(Membership No. 513899)
Place of Signature: Amritsar
Date: 28th May 2019
Annexure 1 to referred to in paragraph 1 under the heading "Report on other legaland regulatory requirements" of our report of even date:
(i) (a) The company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the management at reasonableintervals no material discrepancies were noticed on such verification and in case of anymaterial discrepancies the same have been properly dealt with in the books of account.
(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties areheld in the name of the Company except Land & Building purchased from Punjab &Sind Bank situated at Plot No. 61-B EPIP Phase I Jharmajri Tehsil Baddi Distt. Solanwhich belonged to Star Biotech. The payment of the same was completed in the month ofFebruary 2018. Likewise a Land & Building situated at Plot No.66-A EPIP Phase IJharmajri Tehsil Baddi Distt. Solan was also not registered in the name of the companyupto the end of financial year under audit.
(ii) The management has conducted physical verification of inventory at reasonableintervals during the year and no material discrepancies were noticed on such physicalverification.
(iii) According to the information and explanation given to us the company has notgranted any loans secured or unsecured loans/advances to the companies firms LimitedLiability Partnership or other parties covered in the register maintained under section189 of Companies Act 2013.
(iv). In our opinion and according to the information and explanation given to us theCompany has not given loans to directors/ to a Company in which the Director is interestedin violation of provisions of section 185 of the Companies Act 2013.
In our opinion and according to the information and explanation given to us provisionsof sub section (7) of section 186 of the Companies Act 2013 in respect of loans andadvances given investments made and guarantees and securities given have also beencomplied with by the Company.
(v). The Company has not accepted any deposits from the public.
(vi). We have broadly reviewed the books of accounts maintained by the company pursuantto the rules made by the central government for the maintenance of cost records undersection 148(1) of the company act 2013 related to manufacture of products of the companyand are of the opinion that prima facie the specified accounts and records have beenmaintained. We have not however made a detailed examination of the same.
(vii). (a) The Company is regular in depositing with appropriate authorities undisputedstatutory dues including provident fund employees state insurance income taxsales tax wealth tax service tax duty of customs duty of excise value added taxcess and other material statutory dues applicable to it.
(b) According to the information and explanations given to us no undisputed amountpayable in respect of provident fund employees state insurance income tax salestax service tax duty of customs duty of excise value added tax cess and othermaterial statutory dues were outstanding at the year end for a period of more than sixmonths from the date the became payable except Rs.1036840/= payable for AY 2010-11 and AY2015-16 determined u/s 143(1) (a) of the Income Tax Act1961
(c) As per information and explanations given to us there is no amount payable underdispute regarding sales-tax income tax service-tax duty of customs duty of excisevalue added tax and cess on account of any dispute except Rs.1646960/= on account ofIncome Tax for AY 2016-17 for disallowance of deduction under Section 80IC of the IncomeTax Act1961.The appeal for the same is pending with Commissioner of Income Tax(Appeals)Amritsar.
(vii) In our opinion and according to the information and explanations given by themanagement the Company has not defaulted in repayment of dues to a financial institutionbank debenture holders or government.
(viii) According to the information and explanations given by the management theCompany has not raised money by way of initial public offer or further public offer(including debt instruments) during the year under audit. During the year under audit thecompany has raised term loans Rs.103.58 lacs from various Non Banking Finance Companies.The money raised from various NBFCs was used as per the terms of the sanctions.
(ix) Based upon the audit procedures performed for the purpose of reporting the trueand fair view of the financial statements and according to the information andexplanations given by the Management we report that no fraud by the Company or on theCompany by the officers and employees of the Company has been noticed or reported duringthe year.
(x) According to the information and explanations given to us and based upon ourexamination of the records of the company the company has paid/ provider for managerialremuneration in accordance with the requisite approvals mandated by the provision ofSection 197 read with schedule VI of the act.
(xi) In our opinion the Company is not a Nidhi Company. Therefore the provisions ofclause 3(xii) of the order are not applicable to the Company and hence not commented upon.
(xii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with section 177 and 188 ofCompanies Act 2013 where applicable and the details have been disclosed in the notes tothe financial statements as required by the applicable accounting standards.
(xiii) According to the information and explanations given to us and on overallexamination of the balance sheet the Company has not made any preferential allotment orprivate placement of shares or fully or partly convertible debentures during the yearunder review. Accordingly the reporting requirements under clause 3(xiv) are notapplicable to the Company and not commented upon.
(xiv) According to the information and explanations given by the management theCompany has not entered into any non-cash transactions with directors or persons connectedwith him as referred to in Section 192 of the Companies Act 2013.
(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.
For Ajay K. Khanna & Co.
(Firm Registration No 012303N.)
(Membership No. 513899)
Place of Signature: Amritsar
Date: 28th May 2019
Annexure 2 referred to in paragraph 2(f) under the heading "Report on other legaland regulatory requirements" of our report of even date Re: ANG Life Science IndiaLimited (the Company):
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 Section 143of the Companies Act 2013("the Act")
We have audited the internal financial controls over financial reporting of ANG LifeScience India Limited ("the company") as of March 31 2019 in conjunction withour audit of the financial statements of the company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys Management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company which considers the essential components of internal controlstated in the Guidance Note on Audit of Internal Financial Controls over FinancialReporting issued by the Institute of the Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to the companys policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act2013.
Our responsibility is to express an opinion on the companys internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting(the "Guidance Note") and the standards on Auditing as specified under section143(10) of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls both applicable to an audit of Internal Financial Controls and bothissued by the Institute of Chartered Accountants of India. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the companys internal financial controlssystem over financial reporting.
Meaning Of Internal Financial Controls over Financial Reporting
A companys internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A companys internal financial control overfinancial 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 the transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the companys assets that could have a material effect on thefinancial statements.
Inherent Limitations of Internal financial Controls over Financial Reporting
Because of inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion the Company has in all materials respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 312019 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.
We also have audited in accordance with the Standards on Auditing issued by theChartered Accountants of India as specified under section 143(10) of the Act thefinancial statements of the Company which comprise the Balance Sheet as at March 312019 and the related Statement of Profit and Loss and Cash Flow Statement for the yearthen ended and a summary of significant accounting policies and other explanatoryinformation and our report of even date expressed an unqualified opinion thereon.
For Ajay K. Khanna & Co.
(Firm Registration No 012303N.)
(Membership No. 513899)
Place of Signature: Amritsar
Date:28th May 2019