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ARSS Infrastructure Projects Ltd.

BSE: 533163 Sector: Infrastructure
NSE: ARSSINFRA ISIN Code: INE267I01010
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VOLUME 5937
52-Week high 52.15
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Buy Price 38.65
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Sell Price 40.85
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OPEN 39.95
CLOSE 39.20
VOLUME 5937
52-Week high 52.15
52-Week low 18.60
P/E
Mkt Cap.(Rs cr) 93
Buy Price 38.65
Buy Qty 100.00
Sell Price 40.85
Sell Qty 905.00

ARSS Infrastructure Projects Ltd. (ARSSINFRA) - Auditors Report

Company auditors report

To the Members of

ARSS Infrastructure Projects Limited

CIN : L14103OR2000PLC006230 Plot-no-38 Sector-A Zone-D MancheswarIndustrial Estate Bhubaneswar-751 010 Odisha

Report on the Audit of the Standalone Financial Statements QualifiedOpinion

We have audited the accompanying standalone financial statements ofARSS Infrastructure Projects Limited ("the Company") which comprise the BalanceSheet as at March 31st 2020 the Statement of Profit and Loss (including OtherComprehensive Income) the Statement of Changes in Equity and the Statement of Cash Flowsfor the year ended on that date and a summary of the significant accounting policies andother explanatory information (hereinafter referred to as "the standalone financialstatements").

In our opinion and to the best of our information and according to theexplanations given to us except for the effects of the matter described in the Basis forQualified Opinion section of our report the aforesaid standalone financial statementsgive the information required by the Companies Act 2013 ("the Act") in themanner so required and give a true and fair view in conformity with the Indian AccountingStandards prescribed under Section 133 of the Act read with the Companies (IndianAccounting Standards) Rules 2015 as amended ("IND AS") and other accountingprinciples generally accepted in India of the state of affairs of the Company as at March31st 2020 the profit and total comprehensive income changes in equity andits cash flows for the year ended on that date.

Basis for Qualified Opinion

a) In absence of relevant records Contract-wise surplus/loss hasneither been ascertained nor recognized in compliance with IND AS-115 ‘Revenue fromcontract with customers'.

b) The company has overdue accumulated secured debts amounting to '1613.26 Crores out of which ' 121.03 Crores subject to interest reconciliation from01.10.2018 and ' 1492.23 Crores subject to reconciliation of interest thereon from01.072016. Banks have classified the accounts as NPA. No interest has been charged onthese secured debts to the Profit & Loss account resulting in understatement of lossto that extent and understatement of liability. Secured lenders have served notices onvarious dates under section 13(2) of Securitisation and Reconstruction of Financial Assetsand Enforcement of Security Interest Act 2002 for recovery of their dues Various SecuredLenders have moved to National Company Law Tribunal towards their recovery of dues underInsolvency & Bankruptcy Code and their application is still pending for acceptance atNCLT Level.

c) Bank statements of Various Accounts have not been provided to us dueto same has been classified as Non-Performing Assets by Respective Banks. So we are unableto ascertain balances and transaction with these banks.

We conducted our audit in accordance with Standards on Auditing (SAs)specified under section 143(10) of the Companies Act 2013. Our responsibilities underthose Standards are further described in the Auditor's Responsibilities for the Auditof the 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 Act and the Rules there under and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI's Code of Ethics. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our qualified opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the financial statements of the current period.These matters were addressed in the context of our audit of the financial statements as awhole and in forming our opinion thereon and we do not provide a separate opinion onthese matters. In addition to the matter described in the Basis for Qualified Opinionsection we have determined the matters described below to be the key audit matters to becommunicated in our report.

Key Audit Matter: How our audit addressed the key audit matter:
1. Claim receivable amounting to ' 133034 Lakhs is under dispute/ arbitration. Same are subject to the outcome of arbitration and/or reconciliation proceedings arising out of various contractual obligations. Recognition and measurement of the same is based on management evaluation. [Refer note to Note 9: Other Financial Assets] • Evaluate the reasonableness of management's assessment and judgement considering the relevant sector and industry specific phenomenon.
• Assessed the individual project wise and case wise outstanding claim receivable.
• Discussed the status of significant arbitration claims with the Company's in house legal counsel and other senior management personnel and assessing their responses.
• Verified documentation og claim receivable under arbitration.
• Checked the arithmetical accuracy of the essential calculations of the management estimate and judgement.
• Reviewed the adequacy of disclosures made in the financial statements with this regards.
• Based on the above procedures performed by us we considered the management's assessment of recoverability of claims receivable to be reasonable.

Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for thepreparation of the other information. The other information comprises the informationincluded in the Company's Annual Report but does not include the financialstatements and our auditors' report thereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statementsour responsibility 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 amaterial misstatement of this other information; we are required to report that fact. Wehave nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance forthe Financial Statements

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 standalonefinancial statements that give a true and fair view of the state of affairs (financialposition) profit or loss (financial performance including other comprehensive income)changes in equity and cash flows of the Company in accordance with the accountingprinciples generally accepted in India including the Ind AS specified under Section 133of the Act. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

That 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 thefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with Standards on Auditing 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 financial statements.

As part of an audit in accordance with Standards on Auditing weexercise professional judgment and maintain professional skepticism throughout the audit.We also:

I) 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 issufficient 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.

II) Obtain an understanding of internal financial controls relevant tothe audit in order to design audit procedures that are appropriate in the circumstances.Under section 143(3)(i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls with reference to financialstatements in place and the operating effectiveness of such controls.

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

IV) 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 Statementsor 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.

V) 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 a reasonably knowledgeable user of the financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planningthe scope of our audit work and in evaluating the results of our work; and (ii) toevaluate the effect of any identified misstatements in the 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 financialstatements of the current period and are therefore 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 we determine that amatter should not be communicated in our report because the adverse consequences of doingso 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 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-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 except for the matter described in thesub para ‘b' of the ‘Basis for Qualified Opinion' paragraph above allthe information and explanations which to the best of our knowledge and belief werenecessary for the purposes of our audit.

(b) Except for the possible effect of the matter described in the‘Basis for Qualified Opinion' paragraph above in our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books.

(c) The Balance Sheet the Statement of Profit and Loss and the CashFlow Statement dealt with by this Report are in agreement with the books of account.

(d) Except for the possible effect of the matter described in the‘Basis for Qualified Opinion' paragraph above in our opinion the aforesaidstandalone financial statements comply with the Indian Accounting Standards specifiedunder Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014.

(e) On the basis of the written representations received from thedirectors as on 31st March 2020 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2020 from being appointed as a director interms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate Report in ‘Annexure-B'.'

(g) 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 itsfinancial position in its financial statements - Refer Note 9 and Note 57 to the financialstatements.

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

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

3. With respect to the matter to be included in the Auditors'Report under Section 197(16) of the Act; in our opinion and according to the informationand explanations given to us the remuneration paid by the Company to its directors duringthe current year is in accordance with the provisions of Section 197 of the Act.

For ARMS & Associates
Chartered Accountant
FRN:- 013019N
Sd/-
CA. Manoj Kumar Gupta
Proprietor
M. No.-: 089677
Date-: 2708.2020
Place : Gurgaon
UDIN : 20089677AAAADC2738

‘Annexure - A' to the Independent Auditors' Report

Referred to in paragraph 1 under the heading ‘Report on OtherLegal & Regulatory Requirement' of our report of even date to the

standalone financial statements of the Company for the year ended March312020 we report that:

(i) In Respect of Property Plant & Equipment

(a) The records maintained by the company display the completeparticulars on the details quantity and situation of tangible and intangible assets.

(b) The Company has a regular programme of physical verification of itsFixed Assets Verified by the management in a phased Manner designed to cover all theitems over a period of three year which in our opinion is reasonable having regard tothe size of the company and nature of its business. Pursuant to the program the fixedasset has been physically verified by the management during the year and no materialdiscrepancies between the books records and the physical fixed assets have been noticed.

(c) the title deeds pertaining to the immovable properties (exceptproperties which are leased by the company with duly executed lease agreements in thecompany's favour) disclosed in the financial statements are held in the name of thecompany.

(d) No revaluation has been done by the company of its property plantand equipment (including the right of use assets) or intangible assets or both during theyear.

(ii) In Respect of Inventories

(a) As explained to us the inventories of finished goods semifinished goods stores spare parts and raw material were physically verified at regularinterval (at the end of the year) by the management. In case of inventories lying with thethird parties Certificate of stock holding has been received.

(b) In our opinion and according to information and explanation givento us the procedure applied by the management. Management has conducted physicalverification of inventory at reasonable interval of time.

(c) Material discrepancies were noticed on physical verificationwhether it has been accounted for in books of accounts.

(d) Due to Covid 19 Breakdown Physical Inspection of Inventories couldnot be conducted since working at various sites have not yet started due to Location atcontainment Zone as per state policy and shortage of Labour due to migration of same dueto pandemic. The value of stock and Work in Progress considered is as provided by themanagement.

(iii) Details of investments any guarantee or security or advances orloans given

The Company has granted loans during the year amounting to ' 4018Lakhsto its subsidiary company ARSS Damoh Hirapur

Toll Projects Private Limited covered in the register maintained undersection 189 of the Companies Act 2013 (‘the Act').

(a) In our opinion the rate of interest and other terms and conditionson which the loans had been granted to the bodies corporate listed in the registermaintained under Section 189 of the Act were not prima facie prejudicial to the interestof the Company.

(b) In the case of the loans granted to the bodies corporate listed inthe register maintained under section 189 of the Act the borrowers have not been regularin the payment of the interest if any applicable; and repayment of principal on demand.The terms of arrangements do not stipulate any repayment schedule and the loans arerepayable on demand.

(c) There are no overdue amount for more than 90days in respects of theloan granted to body corporate listed in the register maintained under section 189 of theAct.

(iv) Compliance in respect of a loan to directors

In our opinion and according to the information and explanations givento us thecompany has complied with the provisions

of section 185 and I86 of the Companies Act2013 In respect of loansinvestments guarantees and security given to

directors or any other person in whom the director is interested.

(v) Compliance in respect of deposits accepted

The Company has not accepted any deposits during the year from thepublic within the meaning of Sections 73 to 76 or any relevant provision of the Act andthe rules framed there under to the extent Notified.

(vi) Maintenance of costing records

As informed to us the maintenance of Cost Records has been specifiedby the Central Government under sub-section (1) of Section 148 of the Act in respect ofthe activities carried on by the company we have broadly reviewed the books of account andother records maintained by the company relating to utilisation of Material Labour andother items of cost as applicable for manufacturing under the section sub-section (1)(d)of Section 148 of the Act and the rules made thereunder. As in our opinion prima facie therequired records have been maintained however we have not made detailed examination ofsuch accounts and recordswith a view to determining whether they are accurate or complete.

(vii) Deposit of statutory liabilities

(a) According to information and explanation given to us and on thebasis of our examination of the books of account and records the company has beengenerally regular in depositing undisputed statutory dues with the appropriate authorityincluding provident fund Employees state insurance income-tax sales tax servicestax duty of customs duty of excise value added tax cess and any other statutory dueswith the appropriate authorities. According to the information and explanations given tous there are delay in some cases during the year by the company with appropriateauthorities.

(b) According to the information and explanations given to us noundisputed amounts payable in respect of provident fund income tax sales tax wealthtax service tax duty of excise duty of customs value added tax goods and service taxcess and other material statutory dues were in arrears as at 31 March 2020 for a period ofmore than six months from the date they became payable.

(c ) In our opinion there is no amounts payable in respect of incometax wealth tax service tax custom duty excise duty value added tax and cess which hasnot been accepted as demand in dispute except for the demand for the following years.

Name of the statute Nature of Dues Amount (in Lakhs) Forum where Dispute is pending
Orissa Sales Tax Act Sales Tax 89.07 Commissioner of Commercial Tax
Orissa Entry Tax Act Entry Tax 144.00 Commissioner of Commercial Tax
Central Sales Tax Act Sales Tax 791.10 Commissioner of Commercial Tax
Orissa Electricity Act Electricity 4700 Cuttack RDC
Income Tax Act Income Tax 5469.84 ITAT (Cuttack)
Income Tax Act Income Tax 2890.42 CIT(A) Bhubaneswar

(viii) Default in repayment of borrowings

Based on our Audit procedures and according to information andexplanation given to us the Company has defaulted in payment of bank dues over the year.The Company have overdue outstanding dues to financial institutions banks as at 31stMarch 2020 as follows:

Bank Name ' in Crores
State Bank of India 872.29
Punjab National Bank 358.70
IDBI Bank Ltd 121.03
Bank of India 59.87
EXIM Bank (Edelweiss ARC Ltd) 18744
Kotak Mahindra Bank 13.93
Total 1613.26

(ix) Funds raised and utilisation

Based upon the audit procedures performed and the information andexplanations given by the management the company has not raised moneys by way of initialpublic offer or further public offer including debt instruments. The term loans have beenapplied for the purpose for which they were obtained.

(x) Fraud

Based upon the audit procedures performed and the information andexplanations given by the management we report that no fraud by the Company or on thecompany by its officers or employees has been noticed or reported during the year nor wehave been informed of as such case by the management.

(xi) Based upon the audit procedures performed and the information andexplanations given by the management the managerial remuneration has been paid orprovided in accordance with the requisite approvals mandated by the provisions of section197 read with Schedule V of the Companies Act;

(xii) Compliance by a Nidhi

In our opinion the Company is not a Nidhi Company. Therefore theprovisions of clause4 (xii) of the Order are not applicable to the Company.

(xiii) Compliance on transactions with related parties

In our opinion all transactions with the related parties are incompliance with section177 and 188 of Companies Act 2013 and the details of such relatedparty transactions have been disclosed in the Standalone Financial Statement underapplicable Indian accounting standards- "Related Party Disclosure"'.

(xiv) Private Placement of Preferential Issue

Based upon the audit procedures performed and the information andexplanations given by the management the company has not made any preferential allotmentor private placement of shares or fully or partly convertible debentures during the yearunder review. Accordingly the provisions of clause 3 (xiv) of the Order are notapplicable to the Company and hence not commented upon.

(xv) Non-cash transactions

Based upon the audit procedures performed and the information andexplanations given by the management the company has not entered into any non-cashtransaction with directors or persons connected with him. Accordingly the provisions ofclause 3(xv) of the Order are not applicable to the company.

(xvi) Registration under Section 45-IA of RBI Act 1934

In our opinion the company is not required to be registered undersection 45 IA of the Reserve Bank of India Act 1934 and accordingly the provisions ofclause 3 (xvi) of the Order are not applicable to the Company..

For ARMS & Associates
Chartered Accountant
FRN:- 013019N
Sd/-
CA. Manoj Kumar Gupta
Proprietor
M. No.-: 089677
Date-: 27.08.2020
Place : Gurgaon
UDIN : 20089677AAAADC2738

‘Annexure - B' to the Independent Auditor's Report

[Referred to in paragraph 2(f) under the heading ‘Report on OtherLegal & Regulatory Requirement' of our report of even date to the standalonefinancial statements of the Company for the year ended March 312020.]

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

We have audited the internal financial controls over financialreporting of M/s. ARSS Infrastructure Projects Limited (‘the Company') as of 31March 2020 in conjunction with our audit of the standalone 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 issued by the Institute of Chartered Accountants 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 Companies Act 2013.

Auditors' 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 standalone financial statements whether due tofraud 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 standalone financial statements for external purposes inaccordance with generally accepted accounting principles including Ind AS. Acompany's internal financial control over financial reporting 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 financial statements in accordance with generallyaccepted accounting principles including Ind AS and that receipts and expenditures of thecompany are being made only in accordance with authorisations of management and directorsof the company; and (3) provide reasonable assurance regarding prevention or timelydetection of unauthorised acquisition use or disposition of the company's assetsthat could have a material effect on the standalone 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 March2020 based on the internal control over financial reporting criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.

For ARMS & Associates
Chartered Accountant
FRN:- 013019N
Sd/-
CA. Manoj Kumar Gupta
Proprietor
M. No.-: 089677
Date-: 2708.2020
Place : Gurgaon
UDIN : 20089677AAAADC2738

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