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. () - Auditors Report

Company auditors report

To the Members of Monsanto India Limited

Report on the Audit of the Financial Statements Opinion

We have audited the financial statements of Monsanto India Limited("the Company") which comprise the balance sheet as at 31st March2019 and the statement of profit and loss statement of changes in equity and statementof cash flows for the year then ended and notes to the financial statements including asummary of significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid financial statements give the information requiredby the Companies Act 2013 ("the Act") in the manner so required and give a trueand fair view in conformity with the accounting principles generally accepted in India ofthe state of affairs of the Company as at 31st March 2019 profit changes inequity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing(SAs) specified under section 143(10) of the Act. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI) together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Act and the Rules thereunder and we havefulfilled our other ethical responsibilities in accordance with these requirements and theCode of Ethics. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the financial statements of the current period.These matters were addressed in the context of our audit of the financial statements as awhole and in forming our opinion thereon and we do not provide a separate opinion onthese matters.

1. Recognition Valuation and Presentation of Provisions andContingent Liabilities:

Refer to note 9 and note 35 of the financial statements. The Companyhas number of significant outstanding income tax litigation with different authorities ofIncome Tax department.

As of 31st March 2019 the Company has net tax asset of Rs166.37 crores. In addition the Company has disclosed significant contingent liabilitypertaining to Income tax and other contingent liabilities in Note 35.

Given the complexity and magnitude of potential exposure to theCompany the assessment of the existence of the present legal or constructive obligationanalysis of the probability of the related payment and analysis of a reliable estimateinvolves significant judgement by the management. Due to the level of judgement relatingto recognition valuation and presentation of provisions and contingent liabilities thisis considered to be a key audit matter.

Our audit procedures in respect of this matter included:

Evaluated the design and performed testing of the relevant controls toevaluate the operating effectiveness and assessed how the Company monitors legal tax andregulatory developments and their assessment of the potential impact on the Company.

Involved auditors' expert to go through the summary of litigationmatters provided by the Company's tax team and discussed each of the material casesnoted in the report to determine the Company's assessment of the likelihood andmagnitude of any liability that may arise.

Obtained confirmation from management's consultant with respect toongoing tax litigations and held discussions regarding the material cases with themanagement.

Reviewed the provisions recorded and assessed the adequacy ofdisclosures in the financial statements.

Reviewed minutes of board meetings including the sub-committees.

2. Valuation of biological assets

Refer to note 11 in the financial statements for the relateddisclosures.

The biological assets of the Company represent the unharvested /standing crops of Corn as on the reporting date. Ind AS 41 Agriculture requires thatbiological assets shall be recognized at its fair value less point of sale costs exceptwhen there is inability to measure fair value reliably.

Based on the assessment done by the management of the Company thereare neither observable market prices for these unharvested / standing crops nor are therealternative estimates of fair value that are determined to be clearly reliable that give afair expression of the fair values. Hence the unharvested / standing crops of corn aremeasured at initial recognition and at each financial reporting date at cost.

Management determines the cost of biological assets based on amethodology using the following key estimates:

- Sowing plan

- Crop stage

- expected crop yield/production; - Production report; and - costincurred as on date;

The resulting estimate is highly sensitive to the inputs and requiresmanagement to make several judgemental assumptions and assessments. As at 31stMarch 2019 the above methodology was applied to the unharvested / standing crops of cornwith the carrying value of Rs 3.15 crores.

Due to the degree of judgement involved in the valuation of biologicalassets this is considered as Key Audit Matter.

Our audit procedures in respect of this matter included:

Understanding the policies and procedures applied to recognizing costof biological asset as well as compliance therewith including an analysis of theeffectiveness of controls.

Reviewed the principles used in the valuation of the standing crop andanalysed the key assumptions.

Performed detailed testing on the key inputs into valuation includingestimated yields crop stage and confirm validity accuracy and completeness of theproduction report.

Compared the prior year estimated yields to the current year actualsattained to assess the reasonableness and accuracy of management estimates.

Reviewed and recalculated the formulae as per the production report foraccuracy.

3. Revenue recognition

Refer the disclosures related to revenue recognition in note 2(O) note23 and note 40 of the financial statements.

Revenue is recognized in accordance with Ind AS 115 net of discountsincentives and rebates accrued to the customers based on sales and returns from customer.The estimate associated with these discounts incentives and rebates involves significantestimates. Consequently there is a possibility that the contractual terms that give riseto these adjustments to sales are incorrectly recorded and thus revenue recognized in thefinancial statements may be incorrectly measured.

We determined this matter to be a key audit issue due to the variety ofdiscounts and incentives offered as well as the complexity associated with the estimatesthat management must make to record some of them at year end.

Our audit procedures in respect of this matter included:

Understood the policies and procedures applied to revenue recognitionas well as compliance therewith including performing testing of controls to assess theeffectiveness of the same.

Verified and discussed with management significant discount incentivesand rebates schemes rolled by the management including contractual terms and conditionsrelated to discounts and incentives as well as the assumptions used in the relatedestimates.

Verified the relevant estimates made and checked approvals inconnection with discounts incentives and rebates at year end.

Enquired if there is any change in the estimation method from the lastyear.

Verified other adjustments and credit notes issued after the reportingdate particularly the true up/true down working and relevant approval for adjustments.

Reviewed disclosures included in the notes to the financial statements.

4. Sales return reserve

Refer the disclosures related to Revenue recognition in Note 2 (O)note 22 note 23 and note 40 of the financial statements.

Revenue is recognized net of actual sales returns and sales returnreserve which is based on management estimates. The Company creates sales return reserveagainst each sales invoice generated at a predefined rate and does true-up of the salesreturn reserve based on the inputs received from the sales and commercial team at the yearend. The method of creating the sales return reserves requires significant estimate basedon complex highly subjective judgments and hence require special audit consideration dueto geographical environmental factors market conditions historical experience andcomplexity associated with the estimates that management make to record them at year end.Since the said matter is subject to management's judgment the rationality of thebasis is one of the key audit matters.

Our audit procedures in respect of this matter included:

Understood the policies and procedures applied to creation of salesreturn reserve including performing testing of controls to assess the effectiveness ofthe same.

Analysed if the sales return reserve is created for all invoicesgenerated during the year as per the rate approved by the management.

Verified the relevant estimates made and checked approvals inconnection with sales return reserve created at year end.

Enquired if there is any change in the estimation method from the lastyear.

Verified other adjustments and credit notes issued after the reportingdate particularly the true up/true down working and relevant approval for adjustments.

Reviewed disclosures included in the notes to the financial statements.

5. Allowance for inventory obsolescence

Refer to note 12 of the financial statements.

The Company holds significant inventories and records allowance foridentified and estimated inventory obsolescence. As at 31st March 2019 theCompany had inventories of Rs 277.71 crores. The Company provides for obsolescence forCorn business considering the inventory on hand expected harvest and expected sales tillthe end of the crop year. Further the estimates are validated by Laboratory tests andtrends of the obsolescence in the past. The obsolescence covers inventory underwork-in-progress and finished goods. Given the significant judgment involved inmanagement's assessment the allowance for inventory obsolescence is identified as akey audit matter.

Our audit procedures in respect of this matter included:

Understood management policy and process for identification ofproviding of obsolete inventory including performing testing of controls to assess theeffectiveness of the same.

Reviewed the management's judgement applied in calculating thevalue of inventory obsolescence taking into consideration laboratory testing reports andmanagement assessment of the present and future condition of the inventory.

Assessed the adequacy of the relevant disclosure in the notes to thefinancial statements.

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 Managementreport Chairman's statement Director's report etc. but does not include thefinancial statements and our auditor's report thereon

Our opinion on the financial statements does not cover the otherinformation and we will not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. Ifbased on the work we have performed we conclude that there is a material misstatement ofthis other information we are required to report that fact. We have nothing to report inthis regard.

Responsibilities of Management and Those Charged with Governance forthe Financial Statements

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 financialstatements that give a true and fair view of the financial position financialperformance changes in equity and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the financial statement that give a true and fair view andare free from material misstatement whether due to fraud or error.

In preparing the financial statements the Board of Directors isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless the Board of Directors either intends to liquidate the Companyor to cease operations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the FinancialStatements

Our objectives are to obtain reasonable assurance about whether thefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken on the basis of these financial statements.

We give in "Annexure A" a detailed description ofAuditor's responsibilities for Audit of the Financial Statements.

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 section 143 of the Act we give in "Annexure B" a statement on thematters specified in paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by Section 143(3) of the Act we report that:

(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 havebeen kept by the Company so far as it appears from our examination of those books.

(c) The balance sheet the statement of profit and loss the Statementof Changes in Equity and the cash flow statement dealt with by this Report are inagreement with the books of account.

(d) In our opinion the aforesaid financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

(e) On the basis of the written representations received from thedirectors as on 31st March 2019 taken on record by the Board of Directorsnone of the directors is disqualified as on 31st March 2019 from beingappointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controlswith reference to financial statements of the Company and the operating effectiveness ofsuch controls refer to our separate Report in "Annexure C".

(g) 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 in our opinion and to the best of our information and according to theexplanations given to us:

i. The Company has disclosed the impact of pending litigations on itsfinancial position in its financial statements – Refer Note 35 to the financialstatements; ii. The Company did not have any long-term contracts including derivativecontracts for which there were any material foreseeable losses.

iii. There has been no delay in transferring amounts required to betransferred to the Investor Education and Protection Fund by the Company.

3. As required by The Companies (Amendment) Act 2017 in our opinionaccording to information explanations given to us the remuneration paid by the Companyto its directors is within the limits laid prescribed under Section 197 of the Act and therules thereunder.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Yogesh Sharma
Date: 30th April 2019 Partner
Place: Mumbai Membership No. 211102

ANNEXURE A

TO THE INDEPENDENT AUDITOR'S REPORT ON EVEN DATE ON THE FINANCIALSTATEMENTS OF MONSANTO INDIA LIMITED

Auditor's Responsibilities for the Audit of the FinancialStatements

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

Identify and assess the risks of material misstatement of the financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

Obtain an understanding of internal control relevant to the audit inorder to design audit procedures 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 internal financial controls with reference to financial statements in placeand the operating effectiveness of such controls.

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

Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditor's report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause theCompany to cease to continue as a going concern.

Evaluate the overall presentation structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

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 financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Yogesh Sharma
Date: 30th April 2019 Partner
Place: Mumbai Membership No. 211102

ANNEXURE B

TO INDEPENDENT AUDITORS' REPORT OF EVEN DATE ON THE FINANCIALSTATEMENTS OF MONSANTO INDIA LIMITED FOR THE YEAR ENDED 31ST MARCH 2019

[Referred to in paragraph 1 under ‘Report on Other Legal andRegulatory Requirements' in the Independent Auditors' Report]

i. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) All the fixed assets (Property Plant and Equipment) have not beenphysically verified by the management during the year but there is a regular program ofverification which in our opinion is reasonable having regard to the size of the Companyand the nature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the title deeds of immovableproperties are held in the name of the Company.

ii. The inventory including stock with third parties has beenphysically verified during the year by the management. In our opinion the frequency ofverification is reasonable. No material discrepancies were noticed on verification betweenthe physical stock and the book records.

iii. The Company has not granted any loans secured or unsecured toCompanies Firms Limited Liability Partnerships (LLP) or other parties covered in theregister maintained under section 189 of the Companies Act 2013 (‘the Act').Accordingly the provisions stated in paragraph 3 (iii) (a) to (c) of the Order are notapplicable to the Company.

iv. In our opinion and according to the information and explanationsgiven to us the Company has not either directly or indirectly granted any loan to any ofits directors or to any other person in whom the director is interested in accordancewith the provisions of section 185 of the Act and the Company has not made investmentsthrough more than two layers of investment companies in accordance with the provisions ofsection 186 of the Act. Accordingly provisions stated in paragraph 3(iv) of the Order arenot applicable to the Company.

v. In our opinion and according to the information and explanationsgiven to us the Company has not accepted any deposits from the public within the meaningof Sections 73 74 75 and 76 of the Act and the rules framed there under.

vi. We have broadly reviewed the books of account relating tomaterials labour and other items of cost maintained by the Company pursuant as specifiedby the Central Government for the maintenance of cost records under sub-section (1) ofsection 148 of the Act and we are of the opinion that prima facie the prescribed accountsand records have been made and maintained. We have not however made a detailedexamination of the records with a view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us andthe records of the Company examined by us in our opinion the Company is regular indepositing with appropriate authorities undisputed statutory dues including providentfund income-tax goods and service tax duty of customs cess and any other statutorydues applicable to it.

There were no undisputed amounts payable in respect of provident fundincome tax goods and service tax customs duty cess and other material statutory dues inarrears as at 31st March 2019 for a period of more than six months from thedate they became payable.

(b) According to the information and explanation given to us andexamination of records of the Company the outstanding dues of income-tax goods andservice tax cess and any other statutory dues on account of any dispute are as follows:

Name of the statute Nature of dues Amount Rs in crores Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income tax demand 35.49# Assessment year 2008-09 2010-11 2011-12 and 2016-17 Commissioner of Income Tax Appeals (CIT(A))
Income Tax Act 1961 Income tax demand 203.25" Assessment year 2009-10 to 2015-16 Income Tax Appellate Tribunal (ITAT)
Finance Act 1994 Service Tax 18.36 October 2009- June 2017 Commissioner of GST and Central Excise

 

Name of the statute Nature of dues Amount Rs in crores Period to which the amount relates Forum where dispute is pending
Entry Tax Act 1976 Entry Tax 0.11 2015-16 Assistant Commissioner Anti Evasion
Various state Value Added tax Value Added Tax 2.13^ 2002-03 2009-10 to 2013-14 Deputy Commissioner of Commercial Tax

# 6.04 paid under protest " 158.02 paid under protest ^ 1.28 paidunder protest

viii. The Company does not have any loans or borrowings from anyfinancial institution banks government or debenture holders during the year.Accordingly the provision stated in paragraph 3(viii) of the Order is not applicable tothe Company.

ix. The Company did not raise any money by way of initial public offeror further public offer (including debt instruments) and term loans during the year.Accordingly the provisions stated in paragraph 3 (ix) of the Order are not applicable tothe Company.

x. During the course of our audit examination of the books and recordsof the Company carried out in accordance with the generally accepted auditing practicesin India and according to the information and explanations given to us we have neithercome across any instance of material fraud by the Company or on the Company by itsofficers or employees.

xi. According to the information and explanations given to us and basedon our examination of the records of the Company the Company has paid/ provided formanagerial remuneration in accordance with the requisite approvals mandated by theprovisions of section 197 read with Schedule V to the Act.

xii. In our opinion and according to the information and explanationsgiven to us the Company is not a Nidhi Company. Accordingly the provisions stated inparagraph 3(xii) of the Order are not applicable to the Company.

xiii. According to the information and explanations given to us andbased on our examination of the records of the Company transactions with the relatedparties are in compliance with sections 177 and 188 of the Act where applicable anddetails of such transactions have been disclosed in the financial statements as requiredby the applicable accounting standards.

xiv. According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or fully or partly convertibledebentures during the year. Accordingly the provisions stated in paragraph 3 (xiv) of theOrder are not applicable to the Company.

xv. According to the information and explanations given to us and basedon our examination of the records of the Company the Company has not entered intonon-cash transactions with directors or persons connected with him. Accordinglyprovisions stated in paragraph 3(xv) of the Order are not applicable to the Company.

xvi. In our opinion the Company is not required to be registered undersection 45 IA of the Reserve Bank of India Act 1934 and accordingly the provisionsstated in paragraph clause 3 (xvi) of the Order are not applicable to the Company.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Yogesh Sharma
Date: 30th April 2019 Partner
Place: Mumbai Membership No. 211102

ANNEXURE C

TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE FINANCIALSTATEMENTS OF MONSANTO INDIA LIMITED

[Referred to in paragraph 2(f) under ‘Report on Other Legal andRegulatory Requirements' in the Independent Auditors' Report]

Report on the Internal Financial Controls under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls with reference tofinancial statements of Monsanto India Limited ("the Company") as of 31stMarch 2019 in conjunction with our audit of the financial statements of the Company forthe year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing andmaintaining internal financial controls based on the internal control with reference tofinancial statements criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia (ICAI) (the "Guidance Note"). 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 the Act.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company'sinternal financial controls with reference to financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether internal financial controls with reference tofinancial statements was established and maintained and if such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatements included obtaining an understanding of internal financial controls withreference to financial statements assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgementincluding the assessment of the risks of material misstatement of the financialstatements whether due to fraud or error.

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 with reference to financial statements.

Meaning of Internal Financial Controls With Reference to FinancialStatements

A Company's internal financial control with reference to financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of financial statements for external purposesin accordance with generally accepted accounting principles. A Company's internalfinancial control with reference to financial statements includes those policies andprocedures that (1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of thecompany; (2) provide reasonable assurance that transactions are recorded as necessary topermit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company are being madeonly in accordance with authorizations of management and directors of the company; and (3)provide reasonable assurance regarding prevention or timely detection of unauthorizedacquisition use or disposition of the company's assets that could have a materialeffect on the financial statements.

Inherent Limitations of Internal Financial Controls With Reference toFinancial Statements

Because of the inherent limitations of internal financial controls withreference to financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to financial statements to future periods are subject to the riskthat the internal financial control with reference to financial statements may becomeinadequate because of changes in conditions or that the degree of compliance with thepolicies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an internalfinancial controls with reference to financial statements and such internal financialcontrols with reference to financial statements were operating effectively as at 31stMarch 2019 based on the internal control with reference to financial statements criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note.

For MSKA & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Yogesh Sharma
Date: 30th April 2019 Partner
Place: Mumbai Membership No. 211102