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Kalyani Commercials Ltd.

BSE: 538403 Sector: Others
NSE: KALYANI ISIN Code: INE610E01010
BSE 05:30 | 01 Jan Kalyani Commercials Ltd
NSE 05:30 | 01 Jan Kalyani Commercials Ltd

Kalyani Commercials Ltd. (KALYANI) - Auditors Report

Company auditors report

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of KALYANICOMMERCIALS LIMITED (the "Company") which comprise the Balance Sheet as atMarch 31 2022 the Statement of Profit and Loss (including Other Comprehensive Income)the Statement of Changes in Equity and the Statement of Cash Flows ended on that date anda summary of significant accounting policies and other explanatory information(hereinafter referred to as the "standalone financial statements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 (the "Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2022the profit and total comprehensive income changes in equity and its cash flows for theyear ended on that date.

Emphasis of Matters

We would like to draw attention to note 41 The Company was registeredu/s 45-IA of the RBI Act 1934 as an NBFC Company besides its other business activities.The company has voluntarily made application for surrendering its NBFC status to the RBIvide company letter dated 28.06.2019. Further As per the communication held with RBI andthe RBI email dated 18 December 2020 RBI directed the Company to submit certaincompliance applicable on a NBFC Company thereby stating to hold the status of NBFC tillthe application for surrender of Certificate of Registration (COR) is accepted and takenon records of RBI. Hence the company resolved to continue with the status of NBFC.However since the company is not doing any business of NBFC and continued to run itsnormal business activities i.e. trading in Commercial Vehicle and Petroleum dealership ofBPCL so pursuant to this the Company has prepared its financial statements as per Ind AS.The same is not affecting the business activity of the company in any manner includinggoing concern concept.

Our opinion is not modified in respect of this matter.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing ("SA"s) specified under section143(10) of the Act. Our responsibilities under those Standards are further described inthe Auditor?s Responsib ilities for the Audit of the Standalone 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")together with the ethical requirements that are relevant to our audit of the standalonefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the ICAI?s Code of Ethics. We believe that the audit evidence obtained by us issufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

KEY AUDIT MATTERS AUDITORS? RESPONSE
1. Accuracy of recognition measurement presentation and disclosures of revenues and other related balances Principal Audit Procedures
We assessed the Company?s process to identify the impact of the revenue accounting standard.
Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing as follows:
• Evaluated the design of internal controls relating to implementation of the revenue accounting standard.
• Selected a sample and tested the operating effectiveness of the internal control relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination of procedures involving enquiry observation re-performance and inspection of evidence in respect of operation of these controls.
• Tested the relevant information of management controls relating to sales and service and other related information used in recording and disclosing revenue in accordance with the revenue accounting standard.

Information Other than the Financial Statements and Auditor?sReport Thereon

The Company?s Board of Directors is responsible for the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board?s Report including Annexures to Board?s ReportBusiness Responsibility Report Corporate Governance and Shareholder?s Informationbut does not include the standalone financial statements and our auditor?s reportthereon.

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

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.

If based on the work we have performed we conclude that there is amaterial misstatement of this other information we are required to report that fact. Wehave nothing to report in this regard.

Management?s Responsibilities for the Standalone FinancialStatements

The Company?s Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these standalonefinancial statements that give a true and fair view of the financial position financialperformance including other comprehensive income changes in equity and cash flows of theCompany in accordance with the Ind AS and other accounting principles generally acceptedin India. 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 standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

In preparing the standalone financial statements management 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.

The Board of Directors are responsible for overseeing theCompany?s financial reporting process.

Auditor?s Responsibilities for the Audit of the StandaloneFinancial Statements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor?s report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional scepticism throughout the audit. We also:

a) Identify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

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

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

• Conclude on the appropriateness of management?s use of thegoing concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company?s ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor?sreport to the related disclosures in the standalone financial statements or if suchdisclosures are inadequate to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor?s report. However future events orconditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

Materiality is the magnitude of misstatements in the standalonefinancial statements that individually or in aggregate makes it probable that theeconomic decisions of a reasonably knowledgeable user of the standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factorsin (i) planning the scope of our audit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor?s report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

a) As required by the Companies (Auditor?s Report) Order 2020("the Order") as amended issued by the Central Government in terms of Section143(11) of the Act we give in "Annexure A" a statement on the matters specifiedin paragraphs 3 and 4 of the Order to the extent applicable.

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The Balance Sheet the Statement of Profit and Loss including OtherComprehensive Income Statement of Changes in Equity and the Statement of Cash Flows dealtwith by this Report are in agreement with the relevant books of account.

d) In our opinion the aforesaid standalone financial statements complywith the Ind AS specified under Section 133 of the Act read with Rule 7 of The Companies(Accounts) Rules 2014.

e) On the basis of the written representations received from thedirectors as on March 31 2022 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2022 from being appointed as a director in termsof Section 164(2) of the Act.

f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness of such controls referto our separate Report in "Annexure B". Our report expresses an unmodifiedopinion on the adequacy and operating effectiveness of the Company?s internalfinancial controls over financial reporting.

g) With respect to the other matters to be included in theAuditor?s Report in accordance with the requirements of section 197(16) of the Actas amended:

In our opinion and to the best of our information and according to theexplanations given to us the remuneration paid by the Company to its directors during theyear is in accordance with the provisions of section 197(16) of the Act.

h) With respect to the other matters to be included in theAuditor?s Report in accordance with Rule 11 of the Companies (Audit and Auditors)Rules 2014 as amended in our opinion and to the best of our information and according tothe explanations given to us:

i. The Company does not have any pending litigations which would impactits financial position

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

iii. There were no amount required to be transferred to the InvestorEducation and Protection Fund by the Company.

iv. (a) The Management has represented (refer note 44) that to thebest of its knowledge and belief no funds (which are material either individually or inthe aggregate) have been advanced or loaned or invested (either from borrowed funds orshare premium or any other sources or kind of funds) by the Company to or in any otherperson or entity including foreign entity ("Intermediaries") with theunderstanding whether recorded in

writing or otherwise that the Intermediary shall whether directly orindirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Company ("Ultimate Beneficiaries") or provide anyguarantee security or the like on behalf of the Ultimate Beneficiaries;

(b) The Management has represented (refer note 44) that to the bestof its knowledge and belief no funds (which are material either individually or in theaggregate) have been received by the Company from any person or entity including foreignentity ("Funding Parties") with the understanding whether recorded in writingor otherwise that the Company shall whether directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries") or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that have been considered reasonableand appropriate in the circumstances nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (i) and (ii) of Rule 11(e) as providedunder (a) and (b) above contain any material misstatement.

v. The company during the year has not declared or paid any dividend.

i. With respect to the matter to be included in the Auditors?report under Section 197(16) of the Act:

In our opinion and according to the information and explanation givento us the remuneration paid during the current year by the Company to its directors is inaccordance with the provisions of Section 197 of the Act. The remuneration paid to anydirector by the Company is not in excess of the limit laid down under Section 197 of theAct. 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 M.C. Bhandari & Co.
Chartered Accountants
Firm Registration No.: 303002E
CA. S.K. Mahipal
Partner
Membership No. 070366
UDIN: 22070366AJWIKH8304
Place: Kota
Dated: 30th May 2022

ANNEXURE TO THE AUDITOR?S REPORT

Annexure referred to in paragraph 1 under the heading of "Reporton other legal and Regulatory requirements" of the Independent Auditor?s Reporton the Financial Statements of Kalyani Commercials Limited ("The Company") forthe year ended on 31st March 2022.

Based on the audit procedures performed for the purpose of reporting atrue and fair view on the financial statements of the Company and taking intoconsideration the information and explanations given to us and the books of accounts andother records examined by us in the normal course of audit we report that:

(i) (a) Property plant and equipment and intangible Assets.

(A) The Company has maintained proper records showing full particularsincluding quantitative details and situation of Property Plant and Equipment andInvestment Property.

(B) The Company has maintained proper records showing full particularsof intangible assets.

(b) The company has a programme of verification to cover all the itemsof property plant and equipment in a phased manner which in our opinion is reasonablehaving regard to the size of the company and nature of its assets pursuant to theprogramme certain property plant and equipment were physically verified by themanagement during the year . according to the information and explanation given to us nomaterial discrepancies were noticed on such verification as compared to books records.

(c) The title deeds of all the immovable properties ( other thanproperties where the company is the lessee and the lease agreements are duly executed infavour of the lessee ) are held in the name of the Company .

(d) The company has not revalued its Property Plant and Equipment(including Right of Use assets) or intangible assets or both during the year. Accordinglythe provisions of clause 3(i)(d) of the Order are not applicable.

(e) No proceedings have been initiated or are pending against thecompany for holding any benami property under the Benami Transactions (Prohibition) Act1988 (45 of 1988) and rules made there under. Accordingly the provisions of clause3(i)(e) of the Order are not applicable.

(ii) (a) The management has conducted physical verification ofinventory at end of the year . The procedures of physical verification of inventoryfollowed by the management are reasonable and adequate in relation to the size of thecompany and nature of its business . No discrepancies of 10% or more in aggregate for eachclass of inventory between physical inventory and book records were noticed on physicalverification. Discrepancies if any noticed on physical verification have been properlydealt with in the books of account. In our opinion the coverage and procedure of suchverification by the management is appropriate.

(b) The company has been sanctioned working capital limits in excess offive crore rupees in aggregate from banks or financial institutions on the basis ofsecurity of current assets during the year. On the basis of information and documentsprovided by the Company in our opinion the quarterly statements filed by the company withsuch banks or financial institutions are in agreement with the books of account of theCompany.

(iii) During the year the company has not made investments in notprovided any guarantee or security or not granted loans or advances in the nature ofloans secured or unsecured to company firm limited liability partnership or any otherparties. Accordingly the provisions of clause 3(iii)(a) 3(iii)(b) 3(iii)(c) 3(iii)(d)3(iii)(e) and 3(iii)(f) of the Order are not applicable. However the company had thecompany has liquidated investment in associate of Rs. 218.68 Lacs and outstandinginvestment in are Rs. 205.50 Lacs.

(iv) In our opinion and according to the information and explanationgiven to us and best on the audit procedures performed by us the company has compliedwith the provisions of sections 185 and 186 of the Act with respect to loans granted .Thehas not provided any guarantees security or made any investments during the year to theparties covered under section 185 and 186 of the Act. Accordingly the provisions of thepara 3(iv) of the order in respect of providing guarantees securities or investmentsmade are not applicable to company.

(v) The Company has not accepted any deposits from the public and hencethe directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76or any other relevant provisions of the Act and the Companies (Acceptance of Deposits)Rules 2015 with regard to the deposits . Accordingly the provisions of clause 3(v) ofthe Order are not applicable.

(vi) To the best of our knowledge and belief the Central Governmenthas not specified maintenance of cost records under subsection (1) of Section 148 of theAct in respect of Company?s products/ services. Accordingly the provisions ofclause 3(vi) of the Order are not applicable.

(vii) (a) According to the information and explanations given to us andthe records of the Company examined by us in our opinion the Company has been generallyregular in depositing undisputed statutory dues including goods and service tax provident fund employees? state insurance income-tax Sales Tax service tax dutyof customs duty of excess value added tax cess and any other material statutory duesapplicable to the Company during the year with appropriate authorities. According to theinformation and explanations given to us there were no undisputed amounts payable inrespect of goods and service tax provident fund employees? state insuranceincome-tax Sales Tax service tax duty of customs duty of excess value added taxcess or other material statutory dues outstanding as at 31 March 2022 for a period of morethan six months from the date they became payable.

(b). The dues outstanding in respect of Income Tax and VAT on accountof disputes are as under:

Name of the Statute Nature of Dues Demand (Rs. In Lakhs) Amount paid against demand (Rs. In Lakhs) Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax 3.74 0.00 FY 2010-11 CIT(A)
Income Tax Act 1961 Income Tax 3.06 2.29 FY 2017-18 CIT(A)
RVAT Act Sales Tax (Interest and ITC Reversal) 652.57 42.10 FY 2014-15 Commissioner (A)
RVAT Act Sales Tax (Interest and ITC Reversal) 647.81 38.79 FY 2013-14 Commissioner (A)

(viii) The company has not surrendered or disclosed as income duringthe year in the tax assessments under the Income Tax Act 1961 (43 of 1961). Accordinglythe provisions of clause 3(viii) of the Order is not applicable.

(ix) (a) The Company has not defaulted in repayment of loans orborrowings to any bank or financial institution or government during the year. The Companydid not have any outstanding debentures during the year.

(b) According to the information and explanation given to us on thebases of our audit procedures we report that the company has not been declared willfuldefaulter by any bank or financial institution or government or any government authority .

(c) In our opinion and according to the information and explanationsgiven to us the company has utilized the money obtained by way off term loans during theyear for the purposes for which they were obtained .

(d) According to the information and explanations given to us and theprocedures performed by us and on an overall examination of the financial statements ofthe company we report that no funds raised on short term basis have been utilized forlong term purposes by the company .

(e) According to the information and explanations given to us and on anoverall examination of the financial statements of the company we report that the companyhas not taken any funds from any entity or person on account of or to meet the obligationsof its subsidiaries associates or joint ventures as defined under Companies Act 2013.

(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 joint ventures or associatecompanies.

(x) (a) As per information and explanations given to us the Company didnot raise moneys by way of initial public offer or further public offer (including debtinstruments) during the year. Accordingly the provisions of clause 3(x)(a) of the Orderare not applicable.

(b) As per information and explanations given to us during the yearthe company has not made any preferential allotment or private placement of shares orconvertible debentures (fully partially or optionally convertible). Accordingly theprovisions of clause 3(x)(b) of the Order are not applicable.

(xi) (a) As per information and explanation given to us no fraud by theCompany or on the company by its officers or employees has been noticed or reported duringthe period covered by our audit.

(b) & (c) As not fraud has been noticed or reported during the yearthe provisions of clause 3(xi)(b) & 3(xi)(c) are not applicable to file any reportunder section 143(12) of the Act in form ADT - 4.

(xii) In our opinion the Company is not a Nidhi Company. Accordinglyclause 3(xii)(a) 3(xii)(b) 3(xii)(c) of the Order are not applicable.

(xiii) In our opinion all transactions with the related parties are incompliance with sections 177 and 188 of Act where applicable and the requisite detailshave been disclosed in the financial statements etc. as required by the applicableaccounting standards.

(xiv) (a) In our opinion the internal audit functions carried outduring the year by the Company and the firms of Chartered Accountants appointed by theManagement have been commensurate with the size of the Company and the nature of itsbusiness.

(b) We have considered the Internal Audit reports of the Company issuedtill date for the period under audit.

(xv) On the basis of the information and explanations given to us inour opinion during the year the company has not entered into any non-cash transactionswith its directors or persons connected with its directors and hence provisions of section192 of the Companies Act 2013 are not applicable to the Company.

(xvi) (a) The Company was registered under section 45-IA of the ReserveBank of India Act 1934. However the company has voluntarily made application forsurrender of the certificate of registration vide letter dated 28.06.2019 and business wasalso discontinued (Please refer note 41 to the financial statements).

(b) The company has not conducted any Non-Banking Financial or HousingFinance activities without a valid Certificate of Registration (CoR) from the Reserve Bankof India as per the Reserve Bank of India Act 1934.

(c) The company is not a Core Investment Company (CIC) as defined inthe regulations made by the Reserve Bank of India. Accordingly the clause 3(xvi)(c) is notapplicable.

(d) According to the information and explanation provided by theCompany that the Group does not have any CIC as part of the Group.

(xvii)As per the information and explanation given to us the companyhas not incurred cash losses in the financial year covered by the audit report and in theimmediately preceding financial year.

(xviii) As per information and explanation given to us there has beenno resignation of the statutory auditors during the year and accordingly this clause isnot applicable.

(xix) According to the information and explanations given to us and onthe basis of the financial ratios ageing and expected dates of realization of financialassets and payment of financial liabilities other information accompanying the financialstatements our knowledge of the Board of Directors and management plans and based on ourexamination of the evidence supporting the assumptions nothing has come to our attentionwhich causes us to believe that any material uncertainty exists as on the date of theaudit report that company is not capable of meeting its liabilities existing at the dateof balance sheet as and when they fall due within a period of one year from the balancesheet date.

We however state that this is not an assurance as to the futureviability of the company. We further state that our reporting is based on the facts up tothe date of the audit report and we neither give any guarantee nor any assurance that allliabilities falling due within a period of one year from the balance sheet date will getdischarged by the company as and when they fall due.

(xx) (a) According to the information and explanations given to us andexaminations of financial statements regarding amounts spent/transfer the unspent amountto a fund specified in Schedule vii to the Act within the time limits on corporate socialResponsibility activities are not applicable to the company . Accordingly the provisionsof clause 20(xx)(a) & clause 20(xx)(b) of the Order are not applicable.

(xxi) According to the information and explanation provided by theCompany there have been no qualifications or adverse remarks by the respective auditors inthe Companies (Auditor's Report) Order (CARO) reports of the companies included in theconsolidated financial statements.

For M.C. Bhandari & Co.
Chartered Accountants
Firm Registration No.: 303002E
Membership No. 070366
CA. S.K. Mahipal
Partner
UDIN: 22070366AJWIKH8304
Place: Kota
Dated: 30th May 2022

ANNEXURE "B" TO THE INDEPENDENT AUDITOR?S REPORT

(Referred to in paragraph 1 (f) under ‘Report on Other Legal andRegulatory Requirements? section of our report to the Member s of KALYANI COMMERCIALSLIMITED)

Report on the Internal Financial Controls Over Financial Reportingunder Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financialreporting of KALYANI COMMERCIALS LIMITED (the "Company") as of March 31 2022 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management?s Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishingand maintaining internal financial controls based on the internal control over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (the"ICAI"). These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence torespective 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.

Auditor?s Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting of the Company based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (the "Guidance Note") issued by the ICAI andthe Standards on Auditing prescribed under Section 143(10) o f the Companies Act 2013 tothe extent applicable to an audit of internal financial controls. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlsover financial reporting was established and maintained and if such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditor?s judgement including the assessment ofthe risks of material misstatement of the financial statements whether due to fraud orerror.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company?s internalfinancial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit

preparation of financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorisations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorised 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 FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion to the best of our information and according to theexplanations given to us 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 March 31 2022 based on theinternal financial 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 ICAI.

For M.C. Bhandari & Co.
Chartered Accountants
Firm Registration No.: 303002E
CA. S.K. Mahipal
Partner
Membership No. 070366
UDIN: 22070366AJWIKH8304
Place: Kota
Dated: 30th May 2022

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