The Board of Directors
Kesar India Limited
F-101 Jagat Plaza Amravati Road
Nagpur Maharashtra - 440002
1. We have examined the attached Restated Financial Statement of Kesar India Limited(Formerly known as "Kesar Impex (India) Private Limited") (hereunder referredto "the Company" Issuer") comprising the Restated Statement of Assets andLiabilities as at December 312021 March 312021 March 312020 and March 312019 theRestated Statement of Profit & Loss the Restated Cash Flow Statement for the Periodended December 312021 and year ended March 31 2021 March 312020 and March 312019 theSummary statement of Significant Accounting Policies and other explanatory Information(Collectively the "Restated Financial Information" / "Restated FinancialStatements") as approved by the Board of directors of the company for the purpose ofinclusion in the Draft Offer Document / Offer Document ("Offer Document")prepared by the Company in connection with its proposed SME Initial Public Offer of Equityshares ("SME IPO") and prepared in terms of the requirement of:-
a) Section 26 of Part I of Chapter III of the Companies Act 2013 as amended (the"Act")
b) The Securities and Exchange Board of India (Issue of Capital and DisclosureRequirements) Regulations 2018 ("ICDR Regulations") as amended (ICDRRegulations") and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by theInstitute of Chartered Accountants of India as amended from time to time ("TheGuidance Note")
2. The Company's Board of Directors is responsible for the preparation of the RestatedFinancial Information for the purpose of inclusion in the offer document to be filed withStock Exchange Securities and Exchange Board of India and Registrar of companies inconnection with the proposed SME IPO. The Restated Financial Information have beenprepared by the management of the Company for the Period ended December 312021 and yearended on March 312021 2020 and 2019 on the basis of preparation stated in "AnnexureIV - significant accounting policies and notes to the Restated Financial Statements".The Board of Directors responsibility includes designing implementing and maintainingadequate internal control relevant to the preparation and presentation of the RestatedFinancial Information. The Board of Directors is also responsible for identifying andensuring that the Company complies with the Companies Act (ICDR) Regulations and theGuidance Note.
3. We have examined such Restated Fianacial Information taking into consideration
a) The terms of reference and terms of our engagement agreed upon with you inaccordance with our engagement in connection with the proposed SME IPO of the Company.
b) The Guidance Note also requires that we comply with the ethical requirements of theCode of Ethics issued by the ICAI.
c) Concepts of test checks and materiality to obtain reasonable assurance based onverification of evidence supporting the Restated Financial Information; and
d) The requirments of Section 26 of the Act and the ICDR Regulations Our work wasperformed solely to assists you in meeting your responsibilities in relation to yourcompliance with the Act the ICDR Regulations and the Guidance Note in connection with theSME IPO.
4. These Restated Financial Information have been compiled by the management from theAudited special purpose interim financial statements of the company as at and for thePeriod ended December 312021 and Audited Financial Statements for the year ended March312021 2020 and 2019 which have been approved by the Board of Directors. The Financialstatements of the for the period ended December 312021 has been audited by us andfinancial statements for the year ended March 312021 2020 and 2019 has been audited byM/s. M.C. Asawa & Co. Chartered Accountants ('Previous Auditor')
5. For the purpose of our examination we have relied on:
a) Auditors Report issued by the Previous Auditor i.e. M/s M. C. Asawa & Co. dated24th September 2021 15th December 2020 and 09thSeptember 2019 on the financial statements of the company as at and for the year ended 31stMarch 2021 31st March 2020 & 31st March 2019 respectively.
b) The audit were conducted by the Company's previous auditor and accordingly reliancehas been placed on the financial information examined by them for the said years. TheFinancial information included for these years is based solely on the report submitted bythem.
6. Based on our examination and according to the information and explanations given tous and also as per the reliance placed on the audit report submitted by the PreviousAuditors for the respective periods/years we report that the Restated FinancialInformation:
a. have been prepared after incorporating adjustments for the changes in accountingpolicies material errors and regrouping/reclassifications retrospectively in thefinancial years ended 31st March 2021 31st March 2020 and 31stMarch 2019 to reflect the same accounting treatment as per the changed accounting policyfor all reporting periods if any;
b. There were no qualifications in the Audit Reports issued by us for the period endedDecember 31 2021 and in the Audit Report issued by previous auditor for the FinancialYear Ended March 31 2021 2020 and 2019 which would require adjustments in this RestatedFinancial Statements of the company;
c. Have been prepared in accordance with the Act the ICDR Regulations and the GuidanceNote.
d. Emphasis of Matter
We draw attention to "Note 11 - Details of Standalone Inventories asRestated" of Annexure IV of the Restated Financial Statements which describes thedetails of change in classification of the Lands owned by the company from Non-CurrentInvestment to Inventory. Our opinion is not modified in respect of this matter.
7. The Restated Financial Information does not reflect the effects of events thatoccurred subsequent to the respective dates of the reports on the audited financialstatements.
8. This report should not in any way be construed as a reissuance or re-dating of anyof the previous audit reports issued by the Company Auditor's nor should this report beconstrued as a new opinion on any of the financial statements referred to herein.
9. We have no responsibility to update our report for events and circumstancesoccurring after the date of the report.
10. Our report is intended solely for use of the Board of Directors for inclusion inthe Offer Doucment to be filed with sotck exchanges in connection with the proposed SMEIPO. Our report should not be used referred to or distributed for any other purposewithout our prior consent in writing. Accordingly we do not accept or assume anyliability or any duty of care for any other purpose or to any other person to whom thisreport is shown or into whose hands it may come without our prior consent in writing.
For RHAD and Co.
Peer Review Number:
Membership No: 036247
Date : 16-05-2022