To the Members of ISL CONSULTING LIMITED Report on the Audit of Ind AS FinancialStatements Opinion
We have audited the accompanying Ind AS financial statements of M/S. ISL CONSULTINGLTD which comprise the Balance Sheet as at March 31 2022 the Statement of Profit andLoss including other Comprehensive Income for the year ended and a summary of significantaccounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India: (a) In case of the Balance Sheet ofthe state of affairs of the Company as at 31st March 2022; (b) In case of the Statement ofProfit and Loss the profit of the Company for the year end on that date and (c) In caseof the Statement of Cash Flow of the Company for the year end on that date
Basis of Opinion
We conducted our audit of the Ind AS financial Statements in accordance with thestandards on auditing specified under section 143 (10) of the Companies Act 2013. Ourresponsibilities under those Standards are further described in the auditor'sresponsibilities for the audit of the Ind AS financial statements section of our report.We are independent of the Company in accordance with the code of ethics issued by theInstitute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the Ind AS financial statements under the provisions of theAct and the rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the code of ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our opinion.
Key Audit matters:-
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Ind AS financial statements of the current period. Thesematters were addressed in the context of our audit of the Ind AS financial statements as awhole and in forming our opinion thereon and we do not provide a separate opinion onthese matters.
Information other than the financial statements and auditors' report thereon
The Company's board of directors and management are responsible for the preparation ofthe other information. The other information comprises the information included in theBoard's Report including Annexures to Board's Report Business Responsibility Report butdoes not include the Ind AS financial statements and our auditor's report thereon. Ouropinion on the financial statements does not cover the other information and we do notexpress any form of assurance conclusion thereon.
In connection with our audit of the Ind AS financial statements our responsibility isto read the other information and in doing so consider whether the other information ismaterially inconsistent with the standalone financial statements or our knowledge obtainedduring the course of our audit or otherwise appears to be materially misstated.
If based on the work we have performed we conclude that there is a materialmisstatement of this other information
we are required to report that fact. We have nothing to report in this regard.
Management's Responsibility for the Ind AS Financial Statements
The management and Board of Directors of the Company are responsible for the mattersstated in Section 134(5) of the Companies Act 2013 (the act') with respect to thepreparation of these Ind AS financial statements that give a true and fair view of thefinancial position financial performance of the Company in accordance with the accountingprinciples generally accepted in India including the Indian Accounting Standards (Ind AS)specified under Section 133 of the Act read with rule 7 of Companies (Accounts) Rules2014. This responsibility 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; design implementation and maintenance of adequate internal financial controlsthat are operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.
In preparing the Ind AS financial statements management is responsible for assessingthe Company's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so.
The board of directors are also responsible for overseeing the Company's financialreporting process.
Our objectives are to obtain reasonable assurance about whether the Ind AS 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 with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these Ind AS financial statements.
As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the Ind AS 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 Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.
Conclude on the appropriateness of 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 Ind AS financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the Company to cease tocontinue as a going concern.
Evaluate the overall presentation structure and content of the Ind AS financialstatements including the disclosures and whether the Ind AS financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.
We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards. From the matters communicated withthose charged with governance we determine those matters that were of most significancein the audit of the Ind AS financial statements of the current period and are thereforethe key audit matters. We describe these matters in our auditor's report unless law orregulation 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
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 section143 ofthe Act we give in the Annexure A statement on the matters Specified in paragraphs3 and 4 of the Order.
2. (A) As required by section 143(3) of the Act we further report that: a) We havesought and 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 properbooks of account as required by law have been kept by the Company so far as appears fromour examination of those books; c) The Balance Sheet Statement of Profit and Loss and theCash Flow Statement dealt with by this Report are in agreement with the books of account;d) In our opinion the aforesaid Ind AS financial statements comply with the applicableAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014 e) On the basis of written representations received fromthe directors as on March 31 2022 and taken on record by the Board of Directors none ofthe directors is disqualified as on March 31 2022 from being appointed as a director interms of Section 164(2) of the Act. f) With respect to the adequacy of the InternalFinancial Controls over financial reporting of the company and the operating effectivenessof such controls refers to our separate report in Annexure B.
(B) 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: a) The Company has disclosed the impact of pending litigations as at 31 March 2022on its financial position in its financial statements Refer Note N of Notes toAccounts. b) The Company did not have any long-term contracts including derivativecontracts; as such the question of commenting on any material foreseeable losses thereondoes not arise. c) There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the company during the yearended on 31st March 2022. d) i. The management has represented that to the best of itsknowledge and belief other than as disclosed in the notes to the accounts no funds havebeen advanced or loaned or invested (either from borrowed funds or share premium or anyother sources or kind of funds) by the company to or in any other person(s) orentity(ies) including foreign entities ("Intermediaries") with theunderstanding whether recorded in writing or otherwise that the Intermediary shall:
directly or indirectly lend or invest in other persons or entities identified inany manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries")or
provide any guarantee security or the like on behalf of the UltimateBeneficiaries; ii. The management has represented that to the best of its knowledge andbelief other than as disclosed in the notes to the accounts no funds have been receivedby the company from any person(s) or entity(ies) including foreign entities("Funding Parties") with the understanding whether recorded in writing orotherwise that the company shall:
directly or indirectly lend or invest in other persons or entities identifiedin any manner whatsoever by or on behalf of the Funding Party ("UltimateBeneficiaries") or
provide any guarantee security or the like on behalf of the UltimateBeneficiaries; and iii. Based on such audit procedures as 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 materialmis-statement. e) There is no dividend declared or paid during the year by the Company.So there is no need to comply with section 123 of the Companies Act 2013.
(C) In our opinion and according to the information and explanations given to us theremuneration paid by the company is in accordance with the provisions of section 197 ofthe Act. The remuneration paid any director is not in excess of the Limit laid down undersection 197 of the Act.
|Place: Ahmedabad ||For Bihari Shah & Co. |
|Date: 23/05/2022 ||Chartered Accountants |
| ||Bihari B. Shah |
| ||Partner |
| ||M No: 007058 |
| ||F.R. No.: 119020W |
| ||UDIN: 22007058ALIRND7623 |
ANNEXURE A TO THE AUDITOR'S REPORT
(Referred to in Paragraph 1 of our report of even date on the accounts of to themembers of ISL CONSULTING LIMITED on for the year ended on 31st March 2022)
Based on the audit procedures performed for the purpose of reporting a true and fairview on the Ind AS financial statements of the Company and taking into consideration theinformation and explanations given to us and the books of account and other recordsexamined by us in the normal course of audit we report that: -
1. a) i. The Company has maintained proper records showing full particulars includingquantitative details and situation of Property Plant and Equipment.
ii. The Company did not have any Intangible assets at any time during the Year.
b) As explained to us the Property Plant and Equipment have been physically verifiedby the Management during the period in a phased manner which in our opinion isreasonable having regard to the size of the company and nature of its assets. No materialdiscrepancies were noticed on such verification by management.
c) According to information and explanation provided to us Title deed of immovableproperties held by the company is in the name of company only.
d) According to information and explanation provided to us the Company has not revaluedits Property Plant and Equipment (including Right of Use assets) or intangible assets orboth during the year.
e) According to information and explanation provided to us there is no proceedingshave been initiated or are pending against the company for holding any benami propertyunder the Benami Transactions (Prohibition) Act 1988 (45 of 1988) and rules madethereunder.
2. a) As explained to us the company is dealing into shares securities &commodities and hence inventories maintained in the demat account and in physical form. Asper the data provided before us for the purpose of verification we have verified thedemat statement and reconcile all inventories on hand as on 31st March2022.
b) During the year the company has not been sanctioned any working capital limits inaggregate from banks on the basis of security of current assets.
3. The Company has made investments in companies and granted unsecured loans to otherparties during the year in respect of which
a) The company has provided loans to parties other than subsidiaries joint venturesand associates. The balance outstanding as at balance sheet date is Rs. 322.31 lakhs.
b) In our opinion the investments made and terms and conditions of grant of loansgiven during the year by the company are not prima facie prejudicial to the interest ofthe company.
c) In respect of loans granted by the company no schedule of repayment of principaland payment of interest has been stipulated hence this clause is not applicable.
d) In respect of loans granted by the company there is no amount which is overdue atthat balance sheet date.
e) There are no loans or advances which has fallen due during the year which either hasbeen renewed or extended or fresh loans granted to settle the overdue of existing loansgiven to the same parties. f) The company has granted following loans which are repayableon demand other than to promoters related parties as defined in clause (76) of section 2of the companies Act 2013.
| || ||(Amount in Lakhs) |
|Particulars ||As at March 31 2022 ||% of total loans |
|Loans given to body corporates ||322.31 ||100% |
The company has not provided any guarantee or security to companies or any otherparties.
4. According to the information and explanation given to us during the year theCompany has not given loans covered by provisions of section 185 of the Act. The Companyhas complied with the provisions of sub section (1) of section 186 of the Act asapplicable to it.
5. According to information and explanation provided 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.
6. We are informed that the Central Government has not prescribed themaintenance of cost records under section 148 (1) of the Companies Act 2013 in respect ofthe activities carried on by the Company.
7. a) According to the information and explanations given to us and on the basis ofour examination of the books of account the company has been generally regular indepositing undisputed statutory dues except in few cases of in payment of Income Tax GSTduring the period with the appropriate authorities. However at 31st March 2022 there areno undisputed dues payable for a period of more than six months from the date they becamepayable. b) According to the information and explanations given to us no undisputedamounts payable in respect of Income-tax GST which have not been deposited on account ofany dispute.
(c) Details of dues of Income Tax Sales Tax Service Tax Excise Duty and Value AddedTax which have not been deposited as at March 31 2022 on account of dispute aregiven below:
| || || || || ||(Rs. in Lakhs) |
|Nature of the Statute ||Nature of dues ||Forum where dispute is pending ||Period to which amount relates ||Amount ||Amount paid under protest |
|The Income Tax Act 1961 ||Income Tax ||Commissioner of Income Tax ||A.Y. 2012-13 ||12.08 ||12.08 |
|The Income Tax Act 1961 ||Income Tax ||Commissioner of Income Tax ||A.Y. 2009-10 ||8.56 ||8.56 |
8. 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 surrendered or disclosedany transactions previously unrecorded income in the books of account in the taxassessments under Income-tax act1961 as income during the year.
9. a) In our opinion and according to the information and explanations given to us thecompany has not defaulted in repayment of any dues to its financial institutes bankersand government. The Company did not have any outstanding debentures during the year. 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 been declared a wilfuldefaulter by any bank or financial institution or government or government authority.
c) According to the information and explanations given to us by the management theCompany has not obtained any term loans. Accordingly clause 3(ix)(c) of the Order is notapplicable. d) According to the information and explanations given to us and on an overallexamination of the balance sheet of the Company we report that no funds have been raisedon short-term basis by the Company. Accordingly clause 3(ix)(d) of the Order is notapplicable. 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 as defined under the Companies Act 2013. Accordingly clause 3(ix)(e) of theOrder is not applicable. f) According to the information and explanations given to us andprocedures performed by us we report that the Company has not raised loans during theyear on the pledge of securities held in its subsidiaries as defined under the CompaniesAct 2013. Accordingly clause 3(ix)(f) of the Order is not applicable.
10. a) The Company has not raised moneys by way of initial public offer or furtherpublic offer (including debt instruments) or term loans and hence reporting under clause 3(ix) of the Order is not applicable to the Company. b) According to the information andexplanations given to us and on the basis of our examination of the records of theCompany the Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year. Accordingly clause3(x)(b) of the Order is not applicable.
11. a) According to the information and explanations given to us no material fraud bythe company or on the company by its officer or employees has been noticed or reportedduring the course of our audit. During the course of our examination of the books andrecords of the company carried in accordance with the auditing standards generallyaccepted in India we have neither come across any instance of fraud on or by the Companynoticed or reported during the course of our audit nor have we been informed of any suchinstance by the Management. b) According to the information and explanations given to usno report under sub-section (12) of Section 143 of the Companies Act 2013 has been filedby the auditors in Form ADT-4 as prescribed under Rule 13 of Companies (Audit andAuditors) Rules 2014 with the Central Government. c) As represented to us by themanagement there are no whistle blower complaints received by the company during theyear.
12. The Company is not a Nidhi Company and hence reporting under paragraph 3(xii) ofthe Order is not applicable to
13. According to the information and explanation provided to us and based on ourexamination of records of the company transactions with the related parties are incompliance with the Section 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the Ind AS financial statements as required by theapplicable accounting standards and Companies Act 2013.
14. a) In our opinion the company has an adequate internal audit system commensuratewith the size and nature of its business. b) We have considered the internal audit reportsfor the year under audit issued to the company during the year and till date indetermining the nature timing and extent of our audit procedures.
15. According to the information and explanation provided to us and based on ourexamination of records of the company the company has not entered into non cashtransactions with directors or persons connected with him. Accordingly paragraph 3(xv) ofthe order is not applicable.
16. a) According to the information and explanation provided to us company is requiredto be registered under
Section 45-IA of the Reserve Bank of India Act1934 and which is in process. b) TheCompany is required to be registered under Section 45-IA of the Reserve Bank of India Act1934 and which is in process. c) The Company is not a Core Investment Company (CIC) asdefined in the regulations made by the Reserve Bank of India. Accordingly clause3(xvi)(c) of the Order is not applicable. d) According to the information and explanationsprovided to us during the course of audit the Group does not have any CIC. Accordinglythe requirements of clause 3(xvi)(d) are not applicable.
17. The company has not incurred cash losses in the financial year and has not incurredcash losses in the immediately preceding financial year.
18. There has been no resignation of the statutory auditors during the year.Accordingly clause 3(xviii) of the Order is not applicable.
19. According to the information and explanations given to us and on the basis of thefinancial ratios ageing and expected dates of realization of financial assets and paymentof financial liabilities other information accompanying the financial statements ourknowledge of the Board of Directors and management plans and based on our examination ofthe evidence supporting the assumptions nothing has come to our attention which causesus to believe that any material uncertainty exists as on the date of the audit report thatthe Company is not capable of meeting its liabilities existing at the date of balancesheet as and when they fall due within a period of one year from the balance sheet date.We however state that this is not an assurance as to the future viability of theCompany. We further state that our reporting is based on the facts up to the date of theaudit report and we neither give any guarantee nor any assurance that all liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.
20. As the section 135 of the companies Act 2013 does not apply to company and hencethe clause 3(xx) of the Order is not applicable.
Place: Ahmedabad For Bihari Shah & Co.
Date: 23/05/2022 Chartered Accountants
Bihari B. Shah Partner M No: 007058 FRN No. 119020W
ANNEXURE B TO THE AUDITOR'S 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 controls over financial reporting of M/S. ISLConsulting Limited (the Company') as at 31st March 2022 in conjunction withour audit of Standalone Financial Statements of the company for the year ended on thatdate.
Management's Responsibility for Internal Financial Controls
The Respective Board of Directors of the Company and which are company incorporated inIndia are responsible for establishing and maintaining internal financial controls basedon 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 (ICAI'). These responsibilities include the designimplementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the orderly and efficient conduct of its business includingadherence to company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013.
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') issued by ICAI and the Standards on Auditing issued by ICAIand deemed to be prescribed under Section 143(10) of the Companies Act 2013 to theextent applicable to an audit of internal financial controls both issued by the Instituteof Chartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls over financial reporting wasestablished and maintained and if such controls operated effectively in all materialrespects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditors' judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit
opinion on the Company's internal financial controls system over 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 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 over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
In our opinion the Company which are company incorporated in India have in allmaterial respects an adequate internal financial controls system over financial reportingand such internal financial controls over financial reporting were operating effectivelyas at 31 March 2022 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 ICAI.
The management followed the policy of accounting of call options same as otherderivative instruments. However we recommended to the management to have strengthen theinternal control system regarding the policy of the Call option transactions as part ofthe Balance sheet.
|Place: Ahmedabad ||For Bihari Shah & Co. |
|Date: 23/05/2022 ||Chartered Accountants |
| ||Bihari B. Shah |
| ||Partner |
| ||M No: 007058 |
| ||FRN No. 119020W |
| ||UDIN: 22007058ALIRND7623 |