TO THE MEMBERS OF KHYATI MULTIMEDIA ENTERTAINMENT LIMITED
Report on the Audit of the Standalone Financial Statements
We have audited the accompanying standalone Ind AS financial statements of KhyatiMultimedia Entertainment Limited ("the Company"] which comprise the BalanceSheet as at 31st March 2022 the Statement of Profit and Loss the Statement ofChanges in Equity and the Statement of Cash Flows for the year then ended and summary ofthe significant accounting policies and other explanatory information (herein afterreferred to as "Standalone Ind AS financial statements"].
In our opinion and to the best of our information and according to the explanationsgiven to us except for the matters stated in paragraph basis of qualified opinion theaforesaid standalone Ind AS financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31March 2022 its loss (including other comprehensive income] changes in equity and itscash flows for the year ended on that date.
Basis of Qualified Opinion
We conducted our audit of the standalone Ind AS financial statements in accordance withthe Standards on Auditing specified under Section 143(10] of the Act. Our responsibilityunder those Standards are further described in Auditor's Responsibility for the Audit ofthe standalone financial statements section of our report. We are independent of thecompany in accordance of with code of ethics issued by ICAI together with the independencerequirement that are relevant to our audit of standalone financial statement under theprovisions of the Act and the rule made there under and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our audit opinion on the stand alone financial statement except forthe following matter:
Advance against Land (Unsecured considered good) amounting to Rs 20875000 has beenpaid to certain parties as advance against land over the years but the land registrationhas not yet been completed. Refer Note 5 to the Standalone Financial Statements. We havealso not been provided with the registered agreements or party confirmations for the saidadvances.
As a result of these matters we were unable to determine whether any adjustments mighthave been found necessary in respect of recorded or unrecorded transactions and accountsreceivable/payable in the Balance Sheet and the corresponding elements making up theStatement of Profit and Loss.
Emphasis of Matters:
The company has made investment in the shares of Khyati Retail & Eatery PrivateLimited.. The value of the same is reported at book value. We have not been provide withany evidence to confirm that the fair value of the investment has matched the book value.
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 Statement for the financial year endedMarch 31st 2022. These matters were addressed in the context of our audit ofInd AS financial Statement as a whole and in forming our opinion thereon and we do notprovide a separate opinion on these matters.
The company's management and board of directors are responsible for the otherinformation. The other information comprises Board's Report on corporate governance andBusiness Responsibility report but does not include the consolidated financial statementsstandalone financial statement and our auditor's report thereon.
Our opinion on the financial statement does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of standalone 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 procedures or otherwise appear 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 on that fact. We havenothing to report in this regard.
Management's Responsibility for the Standalone Ind AS Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section 134(5] of the Companies Act 2013 ("the Act"] with respect to the preparation ofthese standalone Ind AS financial statements that give a true and fair view of the stateof affairs Profit (including other comprehensive income] changes in equity and cashflows of the Company in accordance with the accounting principles generally accepted inIndia including the Indian Accounting Standards (Ind AS] prescribed under section 133 ofthe Act.
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safe guarding 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 of theaccounting records relevant to the preparation and presentation of the standalone Ind ASfinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
In preparing the financial statements management is responsible for assessing theCompany'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.
Board of directors is also responsible for overseeing the company's financial reportingprocess.
Our objectives are to obtain reasonable assurance about whether standalone 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 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 aggregate they couldreasonably be expected to influence the economic decision of users taken on the basis ofthese standalone financial statements.
As a part of an audit in accordance with SAs we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
Identify and assess the risk of material misstatement of the standalonefinancial statements weather due to fraud or error design and perform audit procedureresponsive to those risk and obtain evidence that are sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than the one resulting from error as fraud may involvecollusion forgery intentional omission misrepresentation or the override of internalcontrol.
Obtain an understanding of internal financial control relevant to the audit inorder to design audit procedure that are appropriate in the circumstances. Under section143 (3) (i) of the Act we are also responsible for expressing our opinion on whether thecompany has adequate internal financial control 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 the 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 standalone 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 standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the standalone financial statements may be influenced. Weconsider quantitative materiality and qualitative factors in (i) planning the scope of ouraudit work and in evaluating the results of our work; and (ii) to evaluate the effect ofany identified misstatements in the standalone financial statements.
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 with those charged with governance we determine thosematters that were of most significance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest 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 in terms of Section 143(11) of the Act we give in"Annexure A" a statement on the matters specified in paragraphs 3 and 4 of theOrder.
2. As required by Section 143 (3) of the Act we report that:
(a) We have sought and obtained all the information and explanations except asspecified in basis of qualified opinion which to the best of our knowledge and beliefwere 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 Statement of Profit and Loss Statement of Changes in Equityand the Cash Flow Statement dealt with by this Report are in agreement with the books ofaccount.
(d) In our opinion the aforesaid standalone Ind AS financial statements comply withthe Indian Accounting Standards prescribed under section 133 of the Act.
(e) We have received written representation from the directors as on as on 31stMarch 2022 and therefore none of the directors are disqualified as on 31stMarch 2022 from being appointed as director in terms of Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B".
(g) 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:
i. There is no pending litigation on the company therefore the same is not required tobe disclosed.
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;
iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.
|Date: 30/05/2022 ||For M A A K & Associates |
|Place: Ahmedabad ||(Chartered Accountants) |
|UDIN: 22133926AJWATB9026 ||FRN: 135024W |
| ||Marmik G. Shah |
| ||Partner |
| ||M. No.: 133926 |
Annexure A to the Independent Auditors' Report of Khyati Multimedia
(Referred to in our report of even date)
With reference to the Annexure A referred to in the Independent Auditors' report to themembers of the Company on the standalone Ind AS financial statements for the year ended31st March 2022 we report the following:
I. In Respect of Fixed Assets
(a) As per the information provided by the management the Company has maintainedproper records showing full particulars including quantitative details and situation ofFixed Assets on the basis of available information.
(b) As per the information and explanations given to us the management at reasonableintervals during the year in accordance with a programme of physical verification hasphysically verified the fixed assets and no material discrepancies were noticed on suchverification as compared to the available records.
(c) As company has not acquired any immovable property paragraph 3 (i)(c ) is notapplicable.
(d) The company has not revalued its Property Plant and Equipment (including Right ofUse Assets) or intangible assets or both during the year the clause for revaluation ofProperty Plant and Equipment (including Right of Use assets) or intangible assets or bothis not applicable.
(e) No proceedings have been initiated or are pending against the company for holdingany Benami property under the Benami Transactions (Prohibition) Act 1988 (45 of 1988) andrules made there under.
II. In Respect of Inventories
As the company has not purchased/sold goods during the year. Accordingly it does nothold any physical inventories. Thus paragraph 3 (ii) of the order is not applicable tothe company.
III. Compliance under section 189 of The Companies Act 2013
As per Information and explanations given to us the company has not granted loanssecured or unsecured to companies firms Limited Liability Partnerships or other partiescovered in the register maintained under section 189 of the Companies Act 2013 Thereforethe provision of Clause 3(iii) (a)(b)(c)(d)(e)(f) of the said order are notapplicable to the company.
IV. Compliance under section 185 and 186 of The Companies Act 2013
In our opinion and according to information and explanations given to us the Companyhas not granted any loans or made any investments or provided any guarantees or securitiesto the parties covered under provisions of Section 185 and 186 of the Companies Act2013.Accordingly the provisions of clause 3(iv] of the order are not applicable to thecompany.
V. Compliance under section 73 to 76 of The Companies Act 2013 and Rules framedthereunder while accepting Deposits
As per information and explanation given to us the Company has not accepted anydeposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptanceof Deposits] Rules 2014 (as amended]. Accordingly the provisions of clause 3(v) of theOrder are not applicable.
VI. Maintenance of cost records
The Company is not required to maintain cost records pursuant to the Rules made by theCentral Government for the maintenance of cost records under sub-section (1] of section148 of the Companies Act 2013.
VII. Deposit of Statutory Dues
(a] The company is generally regular in depositing the undisputed statutory duesincluding provident fund employees' state insurance income tax sales tax and wealthtax service tax custom duty excise duty GST Cess and other statutory dues applicableto the Company with the appropriate authorities. No undisputed amounts payable in respectof the aforesaid statutory dues were outstanding as at the last day of the financial yearfor a period of more than six months from the date they became payable.
(b] As informed to us by the management there is no dispute with the revenueauthorities regarding any duty or tax payable.
(c] According to the records of the Company there are no dues outstanding ofemployees' state insurance income-tax sales-tax duty of custom duty of excise Cessand other statutory dues which have not been deposited with the appropriate authoritieson account of any dispute.
VIII. Unrecorded income disclosed in tax assessments
There were no transactions relating to previously unrecorded income that have beensurrendered or disclosed as income during the year in the tax assessments under the IncomeTax Act 1961 (43 of 1961].
IX. Repayment of Loans and Borrowings
According to the information and explanation given to us the company has not taken anyloan from financial institution bank or debenture holders. The Company did not have anyoutstanding debentures during the year. Accordingly the provisions of clause 3(ix) of theOrder are not applicable.
X. Utilization of Money Raised by Public Offers and Term Loan for which they raised
(a] The Company has not raised money by way of an initial public offer or furtherpublic offer (including debt instruments] during the year and hence reporting under clause3(x)(a) of the Order is not applicable.
(b) During the year the Company has not made any preferential allotment or privateplacement of shares or convertible debentures (fully or partly or optionally] and hencereporting under clause 3(x)(b) of the Order is not applicable.
XI. Reporting of Fraud during the Year
(a) To the best of our knowledge no fraud by the Company and no material fraud on theCompany has been noticed or reported during the year.
(b) No report under sub-section (12) of section 143 of the Companies Act has been filedin Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors] Rules 2014with the Central Government during the year and up to the date of this report.
(c) As represented to us by the Management there were no whistleblower complaintsreceived by the Company during the year.
XII. Compliance by Nidhi Company Regarding Net Owned Fund to Deposits Ratio
As per information and records available the Company is not a Nidhi Company Thereforethe provisions of clause 3 (xii) of the order are not applicable to the Company and hencenot commented upon.
XIII. Related party compliance with Section 177 and 188 of companies Act - 2013
According to the information and explanations given by the management transactionswith the related parties are in compliance with section 177 and 188 of Companies Act 2013where applicable and the details have been disclosed in the notes to the financialstatements as required by the applicable accounting standards.
XIV. Internal Audit Systems
(a) In our opinion the Company has an adequate internal audit system commensurate withthe size and the nature of its business.
(b) We have considered the internal audit reports for the year under audit issued tothe Company during the year and till date in determining the nature timing and extent ofour audit procedures.
XV. Non Cash Transactions
According to the information and explanations given by the management the Company hasnot entered into any non-cash transactions with directors or persons connected with him asreferred to in section 192 of Companies Act 2013.
XVI. Requirement of Registration under 45-IA of Reserve Bank of India Act 1934
(a] As per the information and explanation given to us the Company is not required tobe registered under section 45-IA of the Reserve Bank of India Act 1934. Hence reportingunder clauses 3(xvi)(a) (b) and (c) of the Order is not applicable.
(b) In our opinion there is no core investment company within the Group (as defined inthe Core Investment Companies(Reserve Bank] Directions 2016] and accordingly reportingunder clause 3 (xvi) (d) of the Order is not applicable.
XVII. Cash Losses
The Company has not incurred cash losses during the financial year covered by our auditand the immediately preceding financial year.
XVIII. Resignation of Statutory Auditor
There has been no resignation of the statutory auditors of the Company during the year
XIX. Material Uncertainty
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. Unspent CSR Expenditure
The company has no obligation to spend under corporate social responsibility. Soreporting under clause (xx) of the order is not applicable for the year.
|Date: 30/05/2022 ||For M A A K & Associates |
|Place: Ahmedabad ||(Chartered Accountants) |
|UDIN: 22133926AJWATB9026 ||FRN : 135024W |
| ||Marmik G. Shah |
| ||Partner |
| ||M. No.: 133926 |
Annexure B to the Auditor's Report
Report on the Internal Financial Controls under Clause (f) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")
We have audited the internal financial controls over financial reporting of KhyatiMultimedia Entertainment Limited ("the Company"] as of March 31st2022 in conjunction with our audit of the standalone financial statements of the Companyfor the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Company's Management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to the Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired under the Companies 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"] and the Standards on Auditing as specified under section143(10] of the Companies Act 2013 to the extent applicable to an audit of internalfinancial controls and both issued by the Institute of Chartered Accountants of India.Those Standards and the Guidance Note require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.
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 auditor's 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 internal financial controls system overfinancial 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 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 31st 2022based on the internal control over financial reporting criteria established by the Companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.
|Date: 30/05/2022 ||For MAAK & Associates |
|Place: Ahmedabad ||(Chartered Accountants] |
|UDIN: 22133926AJWATB9026 ||FRN : 135024W |
| ||Marmik G. Shah |
| ||Partner |
| ||M. No.: 133926 |