THE SHAREHOLDERS OF
CONTINENTAL SEEDS AND CHEMICALS LIMTFED
1. Report on the Financial Statements
We have audited the accompanying financial statements of CONTINENTAL SEEDS ANDCHEMICALS LIMITED ('the Company') which comprise the Balance Sheet as at 31slMarch 2018 and tire Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Changes in Equity and the Statement of Cash Flows for the year then endedand a summary of significant accounting policies and other explanatory information.
2. Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in section1.34(5) of the Companies Act 201.3 ("the Act") with respect to the preparationand presentation of these financial statements that give a true and fair view of thefinancial position and financial performance including other comprehensive income cashflows and changes in equity of the Company in accordance with tire Indian AccountingStandards (Ind AS) prescribed under Section 133 of the Act read with the Companies(Indian Accounting Standards) Rules 2015 as amended and other accounting principlesgenerally accepted in India.
This responsibility also includes the maintenance of adequate accounting records inaccordance with the provision of the Act for safeguarding of the assets of the Company andfor preventing and detecting the 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 control 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.
3. Auditor's Responsibility
Our responsibility is to express an opinion on these financial statements based on ouraudit. In conducting our audit we have taken into account the provisions of the Act theaccounting and auditing standards and matters which are required to be included in theaudit report under the provisions of the Act and the Rules made thereunder and the Orderissued under section 143(11) of the Act. We conducted our audit in accordance with theStandards on Auditing issued by the Institute of Chartered Accountants of India. ThoseStandards require that we comply with ethical requirements and plan and perform the auditto obtain reasonable assurance about whether the financial statements are free frommaterial misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts anddisclosures in the financial statements. The procedures selected depend on the auditor'sjudgment including the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error. In making those risk assessments the auditorconsiders internal financial control relevant to the Company's preparation and fairpresentation of the financial statements in order to design audit procedures that areappropriate in the circumstances. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of the accounting estimates made byManagement as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.
In our opinion and to the best of our information and according to the explanationsgiven to us tire said accounts read together with the notes thereon give theinformation required by the Companies Act 2013 in the manner so required and give a trueand fair view in conformity with the accounting principles generally accepted in India:
i) in the case of the Balance Sheet of the state of the Company's affairs as at 31s1March 2018; and
ii) In the case of the Statement of Profit and Loss of the profit of the Company forthe year ended on that date including other comprehensive income.
iii) The changes in equity
iv) In the case of the Cash Flow Statement of the cash flows for the year ended onthat date.
5. Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor' Report) Order 2016 ("the Order")issued by the Central Government in terms of Section 143(11) of the Act we give in"Annexure
A" a statement on the matters specified in paragraphs 3 and 4 of the Order
2. As required by Section 143(3) of the Act based on our audit we report that:
a. we have obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purpose of our audit;
b. in our opinion proper books of account as required by law have been kept by theCompany so far as appears from our examination of those books;
c. the Balance Sheet Statement of Profit and Loss including Other ComprehensiveIncome Statement of Changes in Equity and Cash Flow Statement is dealt with by thisReport are in agreement with the books of account;
d. In our opinion the aforesaid financial statements comply with the Indian AccountingStandards specified under Section 133 of the Act
e. On the basis of written representations received from the directors as on 31st March2018 and taken on record by the Board of Directors none of the directors is disqualifiedas on 31 March 2018 from being appointed as a director in terms of sub-section (2) ofSection 164 of the Companies Act 2013.
f. With respect to the adequacy of the internal financial control over financialreporting of the company and the operating effectiveness of such controls refer to ourseparate report in "Annexure B"; and
g. In our opinion and to the best of our information and according to the explanationsgiven to us we report as under with respect to other matters to be included in theAuditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014:
(i) The Company does not have any pending litigations which would impact its financialposition.
(ii) The Company did not have any long-term contracts including derivatives contractsfor which there were any material foreseeable losses.
(iii) There were no amounts which required to be transferred by the Company to theInvestor Education and Protection Fund.
For PMAS And Associates LLP
Firm's Regn. No. 024726N
CA Mohit Rastogi
Membership No:- 514835
New Delhi: 30.05.2018
ANNEXURE A TO THE AUDITORS' REPORT
(Referred to in paragraph 5 under the heading "Report on other legal andRegulatory Requirement" of our report of even date to the members of CONTINENTALSEEDS AND CHEMICAL LTD. On the accounts of the Company for the year ended 31stMarch 2018.
On the basis of such checks as we considered appropriate and according to theinformation and explanations given to us during the course of our audit we report that:
(i) In respect of its fixed assets:
(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of the fixed assets.
(b) As explained to us fixed assets have been physically verified by the Managementduring the year in accordance with the phased programme of verification adopted by themanagement which in our opinion provides for physical verification of all the fixedassets at reasonable intervals. According to the information and explanations given to usno material discrepancies were noticed on such verification.
(c) According to 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.
(ii) In respect of its inventory:
The Management physically verified the inventories of finished goods semi-finishedgoods and raw materials at regular intervals. No Material discrepancies were reportedduring such physical verification.
(iii) According to the information and explanations given to us the Company has notgranted any loans to companies firms or other parties covered in the Register maintainedunder Section 189 of the Companies Act 2013; and therefore paragraph 3(iii) of the Orderis not applicable.)
(iv) The Company has not undertaken any transaction during the relevant year to whichprovisions of section 185 &186 is applicable.
(v) The company has not accepted deposits in term of provisions of sections 73 to 76 ofthe companies Act 2013. Further we are informed that no order has been passed by theCompany Law Board or National Company Law Tribunal or Reserve Bank of India or any Courtor any other Tribunal.
(vi) As informed to us the Central Government has not prescribed maintenance of costrecords under sub-section (1) of Section 148 of the Act in respect of the activitiescarried on by the Company.
(vii) In respect of statutory dues:
(a) According to the records of the company and information and explanations given tous the Company has generally been regular in depositing undisputed statutory duesincluding Income-tax Tax deducted at sources Tax collected at source Professional TaxSales Tax value added tax Goods and Service Tax Wealth Tax Service Tax Custom DutyExcise Duty Cess and other material statutory dues applicable to it with the appropriateauthorities;
(b) According to the information and explanations given to us there were nodisputed amounts payable in respect of Income-tax Wealth Tax Custom Duty Excise Dutysales tax VAT GST Cess and other material statutory dues in arrears /were outstandingas at 31 March 2018 for a period of more than six months from the date they becamepayable.
(c) There were no amounts which required to be transferred by the Company to theInvestor Education and Protection Fund.
(viii) According to the information and explanations given to us there was no defaultin repayment of dues to the financial institutions or bank. Further the company has notissued any Debentures.
(ix) The Company has raised Rs.421.20Lacs including Share Premium of Rs.259.20Lacs byway of Initial Public Offer. The money raised has been applied for the purpose for whichthose were raised.
(x) According to the information & explanations given to us no fraud on or by thecompany has been noticed or reported during the year under report.
(xi) According to the information and explanations given to us the provisions ofsection 197 of the Companies Act are not applicable upon the company.
(xii) Since the company is not a Nidhi Company this clause is not applicable upon it.
(xiii) All the transactions with the related parties are in compliance with sections177 and 188 of Companies Act 2013 and their details have been disclosed in the financialstatements as per the applicable accounting standards.
(xiv) According to the information and explanations given to us the Company has notissued any shares or convertible debentures during the year under audit. Flence thisclause is not applicable.
(xv) According to the information and explanations given to us company has not enteredinto any non-cash transactions with the persons connected with director details of whichare annexed in note. Therefore the provisions of section 192 of Companies Act 2013 isnot required to be complied.
(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.
For PMAS And Associates LLP
Firm's Regn. No. 024726N
CA Mohit Rastogi
Membership No:.- 514835
"ANNEXURE B" TO THE INDEPENDENT AUDITORS' REPORT
Report on the Internal Einancial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013(" the Act " )
We have audited the internal financial controls over financial reporting of M/sCONTINENTAL SEEDS AND CHEMICALS LIMITED ("the Company") as of March 31 2018in conjunction with our audit of the Standalone financial statements of the Company forthe year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of 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 company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act2013.
Our responsibility is to express an opinion on the Company's internal financialcontrols over the financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the "Guidance Note") and the Standards on Auditing issued by ICAIand deemed to be prescribed under Section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate 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 about the adequacy ofthe internal financial controls 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 auditor's 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 Company's internal financial controls systemover financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that
(1) Pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(2) Provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorities of management and directors of the company; 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 financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of the 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 the changes in conditions orthat the degree of compliance with the policies or procedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at 31 March 2018 based on theinternal control over financial reporting criteria established by the Company consideringtire 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.
For PMAS And Associates LLP
Firm's Regn. No. 024726N
CA Mohit Rastogi
Membership No:.- 514835