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Dhruv Wellness Ltd.

BSE: 540695 Sector: Others
NSE: N.A. ISIN Code: INE109Y01011
BSE 00:00 | 21 Sep 173.45 0
(0.00%)
OPEN

168.95

HIGH

179.00

LOW

168.95

NSE 05:30 | 01 Jan Dhruv Wellness Ltd
OPEN 168.95
PREVIOUS CLOSE 173.45
VOLUME 9600
52-Week high 438.90
52-Week low 73.95
P/E 17345.00
Mkt Cap.(Rs cr) 183
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 168.95
CLOSE 173.45
VOLUME 9600
52-Week high 438.90
52-Week low 73.95
P/E 17345.00
Mkt Cap.(Rs cr) 183
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Dhruv Wellness Ltd. (DHRUVWELLNESS) - Auditors Report

Company auditors report

TO

THE MEMBERS OF

Dhruv Wellness Limited

Report on the Financial Stafpmpntc

1) We have audited the accompanying standalone financial statements of Dhruv WellnessLimited ("the Company") which comprise the Balance Sheet as at March 31 2021and the Statement of Profit and Loss and cash flow statement for the year then ended anda summary of significant accounting policies and other explanatory information.

Management's Responsibility for the Financial Statements

2) The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ('the act') with respect to the preparation andpresentation of these 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 read with rule 7 of Companies (Accounts) Rules2014. This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing 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 financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

Auditor's Responsibility.

3) Our responsibility is to express an opinion on these financial statements based onour audit. We have taken into account the provisions of the Act the accounting andauditing standards and matters which are required to be included in the audit report underthe provisions of the Act and the Rules made there under. We conducted our audit inaccordance with the Standards on Auditing specified under Section 143(10) of the Act.Those Standards require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether the financial statements are freejrommaterial misstatement.

4) An audit involves performing procedures to obtain audit evidence about the amountsand disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances.

An audit also includes evaluating the appropriateness of accounting policies used andthe reasonableness of the accounting estimates made by the Company's management and Boardof Directors as well as evaluating the overall presentation of the financial statements.The board of directors are responsible for overseeing the companies financial reportingprocess.

5) We believe that the audit evidence we have obtained is not sufficient andappropriate to provide a basis for our audit opinion.

Opinion.

6) In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31stMarch 2021 its profit and its cash flows for the year ended on that date except thematters contained in Annexure -I.

Report on Other Legal and Regulatory Requirements.

7) 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 ofthe Act we give in the Annexure A a statement on the matters Specified in paragraphs 3and 4 of the Order.

8) As required by section 143(3) of the Act we further report that:

a. we have sought but not obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purpose of our audit;

b. in our opinion proper books of account as required by law have not been kept by theCompany so far as it appears from our examination of those books as per management;

c. the Balance Sheet and Statement of Profit and Loss and cash flow statement dealtwith by this Report are in agreement with the books of account but the same books werenot available for rectification for us;

d. Thus in our opinion the aforesaid financial statements does not comply with theapplicable Accounting Standards specified under Section IBS of the Act read with Rule 7of the Companies (Accounts) Rules 2014;

e. on the basis of written representations received from the directors as on March312021 and taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2021 from being appointed as a director in terms of Section164(2) of the Act;

f. With respect to the other matter to be included in the Auditor's report inaccordance with the rule 11 of the Companies (Audit and Auditors) Rule 2014 in ouropinion and to the best of our information and according to the explanations given to us:

i) The Company has disclosed the impact if any of pending litigation on its financialposition in its financial statement for which refer notes in Annexure I.

ii) The Company has made provision as required under any law or accounting standardsfor material foreseeable losses if any on long term contract including derivativecontracts.

ANNEXURE-I

Matters to be Reported

i. During tlie FY 2010-20 there was inspection from GST Anti Evasion Department Mumbaion 07th Jan 2020 at the company's irpistered office and they have claimed that the companyhas allegedly issued bogus invoices and allegedly taken Input Tax Credit on purchasesagainst bogus purchase invoices Farther they have alledged in their panchnama claiminginternal transactions between bogus companies showing turnover and also allegedly availingfalse GST Input Credit on Purchases and thereby allegedly claimed GST evasion by thecompany and its management. One of the director named Mr.pravin N Prajapafi was arrestedfor above mentioned alleged GST tax evasion pending prosecution and later was released onbail in the month of March 2020. Currently the company and its directors are fighting thecase in the court against such alleged claims made by the GST Anti Evasion Department.Mumbai and the matter is sub judice.

ii. During FY 2019-20 year the company has defaulted on payments of interest andinstallments of banks and financial institutions and all the loan accounts are classifiedas Non Performing Loans by the respective lenders in FY 2019-20. For FY 2020-21 all loanaccounts still continued to be under Non Performing Loans and there is no repayment by thecompany during FY 2020-21.

iii. During this period the company has settled its creditors directly with thedebtors of the company as it was not possible to do further business as the company couldnot operate it's bank accounts as they had been frozen by the lenders due to outstandinginterest and instalments.

iv. For FY 2020-21 the board of directors of the company has estimated 60% of debtorsamounting to Rs.41201716.80 as non-recoverable and hence this amount has been writtenoff in the books of account.

v. During this period the company has not provided for any interest on loans from thedate of such loans becoming non performing.

vi. there are no small scale Industrial undertaking creditors as on 31-03-2021 towardswhom the company's dues are outstanding for a period of more than 30 days.

During FY 2019-20 GST marches and investigations were conducted at registered officeof the company and certain records and documents were seized by the authorities viz Sales

Viii and Purchase Invoices with their appropriate supportings hard disks of computersetc. This coupled with the attrition of employees has weakened certain establishedinternal controls and record keeping The company is trying to establish all thepre-existing controls and trying to reserve copy of documents and records seized ami thesame is under process.

ix. The account of trade receivables trade payables other liabilities and inter partyadjustments settlements as per the acceptable trade practices arc subject to pendingconfirmation reconcliations and adjustments.

THE ANNEXURE "A" RETIRED TO THE INDE RENDEnT AUDTORS' REPORT

TO THE MEMBERS ON FINANCIAL STATE MINT OF DHRUV WELL NESS LIMITED FOR THE YEAR ENDED 31ST MARCH 2021

WE REPORT AS UNDER:

1) The company has not maintained prefer 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 program of verificafion adopted by themanagement which in our opinion provides for physical verification of all the fixedassets at reasonable interval According to the information and explanations given to usno material discrepancies were noticed on such verification. But the same books wereImpounded by the GST Department an thus we could not check the same

2. a) In our opinion and according to the information and explanation given to us wecould not verify whether the procedures of physical verification of inventories followed /Management were reasonable and adequate in relation to the size of the Company an natureof its business as records were not available lor verification.

b) In our opinion and according to the information and explanations given to us theCompany has not maintained proper records of its inventories and no material discrepancieswere notice on physical verification of stocks as compared to book records.

3 According to the information and explanations given to us the Company has notgranted loans secured or unsecured to companies firms or other parties covered in theregister maintained under section 189 of the Companies Act 2013. Accordingly provisionsof clauses 3[iii) a (b) &(c) of the Order are not applicable to the Company and hencenot commented upon

4 In our opinion and according to the information and explanation given tous the Company has complied with the provision of section 185 and 186 of thecompanies Act with respect to the loans and investment made.

5 The company has not accepted any deposit from the public covered under section 73to 76 or any other relevant provision of the Companies Act 2013 and therules framed there under.

6. The provisions of The Companies (Cost Records and Audit) Rules 2014 as amendedby the Companies (cost records and audit) Amendment Rules 2016 read withprovisions of Sec. 14S(1) of The Companies Act 2013 for the maintenance of costrecords are not applicable to the company Hence the Company is not required tomaintain Cost Records and hence not required tc get the cost audit done as per theprovisions of The Companies (Cost Records and Audit) Rules 2014

7. (a) The company is not regular in depositing with appropriate authoritiesundisputed statutory dues including GST TDS and other material statutorydues applicable to it. According to the information and explanations given to usno undisputed statutory dues were in arrears -as at 31 st March 2021 for a periodof more than six months from the date they became Income tax payable for py 2018-19and further there is a claim of department and the case panding before the court forEvasion on the company and its director named Mr. Pravin N Prajapati from GS pa ment andthe case is pending before the court for final judgement.

(b) There are dues of provident fund of employees pertaining to FY 2018-19 and FY2019-21 which has not been deposited to the government.

8. Based on our audit procedures and as per the information and explanations given bythe management we are of the opinion that the Company has defaulted in repayment of duest banks and Financial Institution during the year and hence all the lenders haveclassified the loans given as non performing before the year ended 31st March 2020. TheCompany had no Debentures issued or outstanding during the year. There is no change inasset classification during FY 2020-21 for all such loans.

9. According to the information and explanation given to us no material fraud by thecompany or on the company by its officer or employees has been noticed or reported duringthe course of our audit except GST evasion reported by GST Department in FY 2019-20.

10. According to the information and explanation given to us and based on ourexamination of The records of the Company the Company has paid / provided for managerialremuneration in accordance with the requisite approvals if any applicable mandate by theprovision of section 197 read with schedule V of the Act.

11. In our opinion and according to the information and explanation given to us thecompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable

12. According to the information and explanation given to us and based on ourexamination of the records of the Company transaction with the related parties are incompliance with the section 177 and 1SS of the act where applicable and detail of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting Standard.

13. According to the information and explanation given to us and based on ourexamination of records of the company the company has not made any preferential allotmentor private placement of shares or fully or partly convertible debentures during the year.

14. According to the information and explanation given to us and based on ourexamination of records of the company the company has not entered into non-cashtransaction with directors or person connected with them. Accordingly paragraph 3(xv) ofthe order is not applicable.

16. The company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

Annexure B to the Auditors' report

Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section143 of the Companies Act 2013 ('the act')

We have audited the internal financial control over financial reporting of OHRUVWELLNESS LIMITED ('the company') as of 31*' March 2021 In conjunction with our audit ofthe standalone financial statement of the company for the 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 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 ('ICAI"). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that v/ere operating effectively for ensuring the orderly and efficientconduct of its business including adherence to the Company's policies the safeguardingof its assets the prevention and detection of fraud* and errors and accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the company's 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 issued by ICAI and deemed to beprescribed under section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting were established and maintained and if suchcontrols operated effectively in all material respects. Our audit involves performingprocedures to obtain audit evidence about the adequacy of the internal financial controlssystem over financial reporting and their operating effectiveness. Our audit of internalfinancial controls over financial reporting included obtaining an understanding ofinternal financial controls over financial reporting assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditors' judgment including the assessment of the risks of material misstatement of thestandalone financial statements whether due to fraud or error. We believe that the auditevidence we have obtained is sufficient not and appropriate to provide a basis for ouraudit opinion on the Company's internal financial controls system over financialreporting.-.Refer Annexure I also.

Meaning of Internal Financial Control 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 purpose in accordance with generallyaccepted accounting principles.

A company's internal financial control over financial reporting Includes those policiesand 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 authorization of the 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 ofthe inherent limitations of internal financial controls over financial reportingincluding the possibility of collusion or improper management override of controlsmaterial misstatement due to error or fraud may occur and not be detected. Alsoprojections of any evaluation of the internal financial controls over financial reportingto future periods are subject to the risk that the internal financial control overfinancial reporting may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate. Refer Annexue I.

Opinion

In our opinion the company has in all material respects does not have an adequateinternal financial control system over financial reporting and such internal financialcontrols over financial reporting were not operating effectively as at 31st March 2021based on the internal control over financial reporting criteria established by the companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls over Financial Reporting issued by the Institute ofChartered Accountants of India.

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