To the Members of
GAYATRI BIOORGANICS LIMITED
Report on the Audit of Financial Statements Opinion
1. We have audited the accompanying financial statements of M/s. Gayatri BioorganicsLimited ("the Company") which comprise the Balance Sheet as at March 31 2022the statement of Profit and Loss (including other comprehensive income) statement ofchanges in equity the statement of Cash Flow for the year then ended and notes to theFinancial Statements including a summary of significant accounting policies and otherexplanatory information.
2. 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 thecompanies Act 2013 (the Act') in the manner so required and give a true and fairview in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2022 and its profit and othercomprehensive income changes in equity and its Cash Flow for the year ended on that date.
Basis for Opinion
3. We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Our responsibilities under those standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India (ICAI') togetherwith the ethical requirements that are relevant to our audit of the financial statementsunder the provisions of the Act and the rules there under and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our opinion.
Key Audit Matters
4. 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.
Information Other than the Financial Statements and Auditor's Report Thereon
5. The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Annual Report but does not includethe financial statements and our auditor's report thereon.
6. Our opinion on the Financial Statements does not cover the other information and wedo not express any form of assurance conclusion thereon.
7. In connection with our audit of the Financial Statements our responsibility is toread the other information and in doing so consider whether the other information ismaterially inconsistent with the Financial Statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material is statement of this other information weare required to report that fact. We have nothing to report in this regard.
Management's Responsibility for the Financial Statements
8. The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these Financial Statements that givea true and fair view of the Financial position and Financial performance and othercomprehensive income changes in equity and Cash Flow of the Company in accordance withthe accounting principles generally accepted in India including the Indian Accountingstandards ("Ind AS") specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended.
9. This responsibility also includes maintenance of adequate accounting records inaccordance 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 the design implementation and maintenance of adequateinternal financial 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.
10. In preparing the financial statements the management and Board of Directors isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.
11. The Board of Directors are also responsible for overseeing the Company's financialreporting process.
Auditor's Responsibilities for the Audit of the Financial Statements
12. 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 auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance withStandards on Auditing will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these financial statements.
13. As part of an audit in accordance with Standards on Auditing we exerciseprofessional judgment and maintain 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 control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under Section 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and the operating effectiveness ofsuch controls
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa 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.
14. Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and (ii) to evaluate the effect of anyidentified misstatements in the financial statements.
15. We communicate with those charged with governance regarding among other mattersthe planned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
16. We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards. 17. From the matterscommunicated with those charged with governance we determine those matters that were ofmost significance in the audit of the financial statements of the current period and aretherefore the key audit matters. We describe these matters in our auditor's report unlesslaw or regulation precludes public disclosure about the matter or when in extremely rarecircumstances we determine that a matter should not be communicated in our report becausethe adverse consequences of doing so would reasonably be expected to outweigh the publicinterest benefits of such communication.
Report on other legal and Regulatory Requirements
18. As required by the Companies (Auditors' Report) Order 2020 ("TheOrder") issued by the Central Government of India in terms of sub-section 11 ofSection 143 of the Act we give in the "Annexure A" a Statement on the mattersspecified in Paragraph 3 and 4 of the Order to the extent applicable.
19. 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 Profit and Loss Statement including other comprehensiveincome the statement of changes in equity and the Cash Flow statement dealt with by thisReport are in agreement with the books of account.
d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2015 as amended;
e) On the basis of the written representations received from the directors as on March31 2022 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2022 from being appointed as a director in terms of Section 164 (2) ofthe 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 B".
g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended in our opinionand to the best of our information and according to the explanations given to us theremuneration paid by the Company to its directors during the year is in accordance withthe provisions of section 197 of the Act.
20. With respect to the other matters to be included in the Auditor's 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:
a) The Company has disclosed the impact of pending litigations as at 31 March 2022 onits financial position in its financial statements
b) The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses
. c) There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
d) i. The Management has represented that to the best of its knowledge and beliefother than as disclosed in note to the accounts no funds have been advanced or loaned orinvested (either from borrowed funds or securities premium or any other sources or kind offunds) by the Company to or in any other persons or entities including foreign entities("Intermediaries") with the understanding whether recorded in writing orotherwise that the Intermediary shall directly or indirectly lend or invest in otherpersons or entities identified in any manner whatsoever ("UltimateBeneficiaries") by or on behalf of the Company or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries.
ii. The Management has represented that to the best of its knowledge and belief otherthan as disclosed in the notes to the accounts no funds have been received by the Companyfrom any persons or entities
including foreign entities ("Funding Parties") with the understandingwhether recorded in writing or otherwise that the Company shall directly or indirectlylend or invest in other persons or entities identified in any manner whatsoever("Ultimate Beneficiaries") by or on behalf of the Funding Parties or provide anyguarantee security or the like on behalf of the Ultimate Beneficiaries.
iii. Based on the audit procedures performed that have been considered reasonable andappropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (i) and (ii) contain any materialmisstatement. e) No dividend has been declared / paid during the year. Accordingly theprovisions of section 123 of the Act are not applicable.
21. With respect to the matter to be included in the Auditor's Report under Section197(16) of the Act: In our opinion and according to the information and explanations givento us the remuneration paid by the Company to its directors during the current year is inaccordance with the provisions of Section 197 of the Act. The remuneration paid to anydirector is not in excess of the limit laid down under Section 197 of the Act.
The Ministry of Corporate Affairs has not prescribed other details under Section197(16) of the Act which are required to be commented upon by us.
| ||For N.G. RAO & ASSOCIATES |
| ||Chartered Accountants |
| ||Firm Registration No. 009399S |
| ||G NAGESWARA RAO |
| ||Partner |
| ||Membership No. 207300 |
|Place : Hyderabad || |
|Date: 12.04.2022 || |
|UDIN:22207300AGWCCI5824 || |
"Annexure A" to the Independent Auditors' Report
Annexure A to the Independent Auditor's Report on the Financial Statements of GayatriBioorganics Limited for the year ended 31 March 2022.
(Referred to in paragraph 18 under Report on Other Legal and RegulatoryRequirements' section of our report of even date) To the best of our information andaccording to the explanations provided to us by the Company and the books of account andrecords examined by us in the normal course of audit we state that:
i. The Company doesn't have Fixed Assets; hence the Disclosure Requirements under thisClause are not applicable.
ii. The Company doesn't have Inventory; hence the Disclosure Requirements under thisClause are not applicable
iii. According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited Liabilitypartnerships or other parties covered in the Register maintained under section 189 of theAct.
iv. The Company has not granted any loans made investment or provided and hencereporting under clause (iv) of the Order is not applicable. Guarantees to which theprovision of section 185 or 186 of the Act is not applicable.
v. The According to the information and explanations given to us the Company has notaccepted any deposits from the public and hence the directives issued by the Reserve Bankof India and the provisions of Sections 73 to 76 or any other relevant provisions of theAct and the Companies (Acceptance of Deposit) Rules 2015 with regard to the depositsaccepted from the public are not applicable.
vi. As informed to us the maintenance of Cost Records has not been specified by theCentral Government under sub-section (1) of Section 148 of the Act in respect of theactivities carried on by the company.
vii. a. According to the information and explanations given to us no undisputedamounts payable in respect of GST Provident fund Employees' State Insurance Income taxDuty of Customs Cess and other material statutory dues were in arrears as at 31 March2022 for a period of more than six months from the date they became payable.
b. According to the information and explanations given to us and on the basis of ourexamination of the records the Company did not have dues which have not been deposited onaccount of dispute as on March 31 2022 except for the following:
|d. || || || || || |
| ||Nature of statute ||Nature of of dues ||Amount (Rs. in Crores) ||Period to which the amount Relates ||Forum where dispute is pending |
| ||The Customs Act 1961 ||Customs Duty ||3721553 ||FY 1994-95 ||CESTAT _ Bangalore |
| ||Central Excise Act1944 ||Excise duty || || || |
| || ||including penalty ||85242349 ||02/2010 to 08/2014 ||CESTAT-Hyderabad |
| ||Value Added Tax Act || || || || |
| ||and associated VAT Rules ||VAT Penalty ||16546610 ||2011 to 2016 ||AP VAT Hyderabad |
| ||Agricultural || || || ||The Secretary |
| ||Market Committee ||Market Cess ||9335696 ||2009-10 to 2012-13 ||Agriculture Market |
| || || || || ||Committee Sadasivapet |
viii. There were no transactions relating to previously unrecorded income that weresurrendered or disclosed as income in the tax assessments under the Income Tax Act 1961(43 of 1961) during the year. ix. (a) According to the information and explanations givento us and on the basis of our examination of the records of the Company the Company didnot have any loans or borrowings from any lender during the year. Accordingly clause3(ix)(a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us and on the basis of ouraudit procedures we report that the Company has not been declared wilful defaulter by anybank or financial institution or government or any government authority or any otherlender.
(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not taken any term loans fromany lender. Accordingly clause 3(ix)(c) of the Order is not applicable to the Company.
(d) According to the information and explanations given to us and the proceduresperformed by us and on an overall examination of the financial statements of the Companywe report that no funds raised on short-term basis have been used for long-term purposesby the Company.
(e) According to the information and explanations given to us and on an overallexamination of the financial statements of the Company we report that the Company has nottaken any funds from any entity or person on account of or to meet the obligations of itssubsidiaries or associates as defined under the Act.
The Company does not hold any investment in any joint venture (as defined under theAct) during the year ended 31 March 2022.
(f) According to the information and explanations given to us and procedures performedby us we report that the Company has not raised loans during the year on the pledge ofsecurities held in its subsidiaries or associate companies (as defined under the Act). TheCompany does not hold any investment in any joint venture (as defined under the Act)during the year ended 31 March 2022. x. (a) The Company has not raised any moneys by wayof initial public offer or further public offer (including debt instruments). Accordinglyclause 3(x)(a) of the Order is not applicable to the Company.
(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly clause 3(x)(b) of the Order is not applicable to the Company xi.(a) Based on examination of the books and records of the Company and according to theinformation and explanations given to us considering the principles of materiality asoutlined in the Standards on Auditing we report that no fraud by the Company or on theCompany has been noticed or reported during the course of the audit.
(b) In our opinion and according to the information and explanations given to us noreport under subsection (12) of section 143 of the Act has been filed by the auditors inForm ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules2014 withthe Central Government.
(c) According to the information and explanations given to us there were no whistleblower complaints received during the year by the Company. xii. The Company is not a Nidhicompany. Accordingly paragraph 3(xii) of the Order is not applicable to the Company.xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties areincompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards. xiv. (a) In our opinion and based on our examination the Companyhas an internal audit system commensurate with the size and nature of its business.
(b) We have considered during the course of our audit the reports of the InternalAuditor(s) for the period under audit issued to the Company during the year till date indetermining the nature timing and extent of our audit procedures in accordance with theguidance provided in SA610"Using the work of Internal Auditors". xv. Accordingto the information and explanations given to us in our opinion during the year theCompany has not entered into any non-cash transactions with its directors or personsconnected with its directors. Accordingly paragraph 3(xv) of the Order is not applicableto the Company and hence provisions of section 192 of the Act 2013 are not applicable tothe Company. xvi. (a) The Company is not required to be registered under Section 45-IA ofthe Reserve Bank of India Act 1934. Accordingly clause 3(xvi)(a) of the Order is notapplicable to the Company.
(b) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly clause 3(xvi)(b) of the Order is not applicable tothe Company.
(c) The Company is not a Core Investment Company (CIC) as defined in the regulationsmade by the Reserve Bank of India. Accordingly clause 3(xvi)(c) of the Order is notapplicable to the Company.
(d) According to the information and explanations provided to us during the course ofaudit the Group (as per the provisions of the Core Investment Companies.
xvii. (Reserve Bank) Directions 2016) does not have any CIC.
xvii. The Company has not incurred cash losses during the financial year covered by ouraudit and the immediately preceding financial year.
xviii. There has been no resignation of the statutory auditors during the year.Accordingly clause 3
(xviii) of the Order is not applicable to the Company.
xix. On the basis of the financial ratios ageing and expected dates of realization offinancial assets and payment of financial liabilities other information accompanying thefinancial statements and our knowledge of the Board of Directors and Management plans andbased on our examination of the evidence supporting the assumptions nothing has come toour attention which causes us to believe that any material uncertainty exists as on thedate of the audit report indicating that Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company. We further state that our reporting is based on thefacts up to the date of the audit report and we neither give any guarantee nor anyassurance that all liabilities falling due within a period of one year from the balancesheet date will get discharged by the Company as and when they fall due. xx. In view ofnon-applicability of section 135 of the Companies Act to the company reporting underclauses xx (a) and xx (b) are not applicable.
| ||For N.G. RAO & ASSOCIATES |
| ||Chartered Accountants |
| ||Firm Registration No. 009399S |
|Place : Hyderabad ||G NAGESWARA RAO |
|Date: 12/04/2022 ||Partner |
| ||Membership No. 207300 |
"Annexure B" to the Independent Auditor's Report
Annexure B to the Independent Auditor's Report on the Financial Statements of GAYATRIBIOORGANICS LIMITED for the year ended 31 March 2022
(Referred to in paragraph 19 (f) under Report on Other Legal and RegulatoryRequirements' section of our report of even date)
Report on the Internal Financial Controls with reference to the aforesaid FinancialStatements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013.
1. We have audited the internal financial controls with reference to the FinancialStatements of GAYATRI BIOORGANICS LIMITED ("the Company") as at 31 March 2022 inconjunction with our audit of the Financial Statements of the Company for the year endedon that date.
Management's Responsibility for Internal Financial Controls
2. The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal controls over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note. 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 to theCompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.
3. Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to the Financial Statements based on our audit. We conducted ouraudit in accordance with the Guidance Note and the Standards on Auditing ("SA")prescribed under section 143(10) of the Act to the extent applicable to an audit ofinternal financial controls with reference to the Financial Statements. Those SAs and theGuidance Note require that we comply with the ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols with reference to the Financial Statements were established and maintained andwhether such controls operated effectively in all material respects.
4. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system with reference to the Financial Statements andtheir operating effectiveness. Our audit of internal financial controls with reference tothe Financial Statements included obtaining an understanding of internal financialcontrols with reference to the Financial Statements 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 theauditor's judgement including the assessment of the risks of material misstatement of theFinancial Statements whether due to fraud or error.
5. 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 withreference to the Financial Statements.
Meaning of Internal Financial Controls over Financial Reporting
6. A company's internal financial controls with reference to the Financial Statementsis a process designed to provide reasonable assurance regarding the reliability offinancial reporting and the preparation of Financial Statements for external purposes inaccordance with generally accepted accounting principles. A company's internal financialcontrols with reference to the Financial Statements include those policies and proceduresthat
(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 authorizations 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 with reference to the FinancialStatements
7. Because of the inherent limitations of internal financial controls with reference tothe Financial Statements 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 withreference to the Financial Statements to future periods are subject to the risk that theinternal financial controls with reference to the Financial Statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.
8. In our opinion the Company has in all material respects an adequate internalfinancial controls with reference to the Financial Statements and such internal financialcontrols were operating effectively as at 31 March 2022 based on the internal controlsover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia ("the Guidance Note").
| ||For N.G. RAO & ASSOCIATES |
| ||Chartered Accountants |
| ||Firm Registration No. 009399S |
| ||G NAGESWARA RAO |
| ||Partner |
| ||Membership No. 207300 |
|Place : Hyderabad ||UDIN : 22207300AGWCCI5824 |
|Date: 12/04/2022 || |