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Nitco Ltd.

BSE: 532722 Sector: Consumer
NSE: NITCO ISIN Code: INE858F01012
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OPEN 23.85
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VOLUME 2457
52-Week high 33.50
52-Week low 20.20
P/E
Mkt Cap.(Rs cr) 180
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Nitco Ltd. (NITCO) - Auditors Report

Company auditors report

To the members of Nitco Ltd

Report on the Audit of the Standalone Ind AS Financial StatementsOpinion

We have audited the accompanying standalone Ind AS financial statementsof Balance sheet as at March 31 2022 the Statement of Profit and Loss including thestatement of Other Comprehensive Income the Cash Flow Statement and the Statement ofChanges in Equity for the year then ended and notes to the standalone Ind AS financialstatements including a summary of significant accounting policies and other explanatoryinformation.

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone Ind AS financial statements give theinformation required by the Companies Act 2013 as amended ("the Act") in themanner 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 2022 itsprofit including other comprehensive income its cash flows and the changes in equity forthe year ended on

Basis for Opinion

We conducted our audit of the standalone Ind AS financial statements inaccordance with the Standards on Auditing (SAs) as specified under section 143(10) of theAct. Our responsibilities under those Standards are further described in the‘Auditor?s Responsibilities for the Audit of the Standalone Ind AS FinancialStatements? section of our report. We are independent of the Company in accordancewith the ‘Code of Ethics? issued by the Institute of Chartered Accountants ofIndia 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 audit opinion on the standalone Ind AS financialstatements.

Material Uncertainty Related to Going Concern

1 We draw attention to the following points due to which materialuncertainty exists that may cast significant doubt on the company?s ability tocontinue as a going concern.

i. The Company has been continuously making operating losses. Duringthe current financialyear ended 31 st march 2022 company incurred a net loss ofRs.125.87 crores ( Rs. 121.36 crore in financial year ended 31st March 2021)thereby resulting in a negative net worth of Rs.194.75 crores.

ii. The Company has defaulted in repayment of loan and interest fromJMFARC amounting to Rs.334.79 crores. iii. Under the restructuring agreement JMFARC hasthe right to revoke in the case of default the waiver of Rs 546 cr and all the reliefsand concessions granted to the company. As informed by the company they have not yetreceived any notice from JMFARC. Having regard to the totality of the facts andcircumstances stated above it is our considered opinion that the company will be able tocontinue as a going concern only if it is able to restructure or repay its loan fromJFMARC servicing its debts on the due date and raise required funds.

Our opinion about the financial statements for the year under review isnot modified in respect of this matter.

Emphasis of Matters. a. Refer Note 38(b)(v) Company has notprovided for interest on the outstanding loan of LIC of Rs 18.87 cr as they are hopeful ofits restructuring same in line of JMFARC. b. Refer Note no 38(b)(ii) Additional DirectorGeneral Foreign Trade (ADGFT) hadleviedpenaltyofRs.170crorewhichisconfirmedby theAppellate bench of DGFT New Delhi. No provision for the demand is made in the books.Management has received legal opinion that the order is bad in law. c. Refer Note no38(b)(iii) Revenue Department has raised a demand of Rs 51.08 crore . No provision forthe demand is made in the books as company has received interim relief against the orderfrom Bombay High Court.

Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone Ind AS financial statements forthe financial year ended March 31 2022. These matters were addressed in the context ofour audit of the standalone Ind AS financial statements as a whole and in forming ouropinion thereon and we do not provide a separate opinion on these matters. For eachmatter below our description of how our audit addressed the matter is provided in thatcontext.

We have determined the matters described below to be the key auditmatters to be communicated in our report. We have fulfilled the responsibilities describedin the Auditor?s responsibilities for the audit of the standalone Ind AS financialstatements section of our report including in relation to these matters. Accordingly ouraudit included the performance of procedures designed to respond to our assessment of therisks of material misstatement of the standalone Ind AS financial statements.

The results of our audit procedures including the procedures performedto address the matters below provide the basis for our audit opinion on the accompanyingstandalone Ind AS financial statements.

Key audit matters How our audit addressed the key audit matter
Assessment of impairment of investments and loan given to subsidiaries (as described in note 5 and 12 of the standalone Ind AS financial statements) Our audit procedures included among others the following:
The carrying values of the Company?s investments in subsidiaries are assessed annually by management for potential indicators of impairment. We have evaluated the key judgements / assumptions underlying management?s assessment of potential indicators of impairment;
For the above impairment testing management has determined the value in use and the fair value less cost to sell as applicable We have studied available financial information including considerations of the economic conditions and audited financial statements of the subsidiaries;
We have identified the assessment of potential impairment of investments including corporate guarantees as a key audit matter because impairment assessment involves significant degree of management judgement in determining the key assumptions and forecasting future cash flows. We have evaluated the current approximate market price of the land real estate properties where the subsidiaries have invested for computing the recoverable amount;
Valuation of underlying assets especially land with subsidiaries were done from Independent Valuer. We have checked the Valuation report of underlying asset done by Independent Valuer
We read and assessed the relevant disclosures made within the standalone Ind AS financial statements.

Other Information

The Company?s Board of Directors is responsible for the otherinformation. The other information comprises the information included in the Annualreport but does not include the standalone Ind AS financial statements and ourauditor?s report thereon.

Our opinion on the standalone Ind AS financial statements does notcover the other information and we do not express any form of assurance conclusionthereon. In connection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information and in doing so consider whether suchother information is materially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to be materially misstated. If basedon the work we have performed we conclude that there is a material misstatement of thisother information we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management for the Standalone Ind AS 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 standaloneInd AS financial statements that give a true and fair view of the financial positionfinancial performance including other comprehensive income cash flows and changes inequity of the Company in accordance with the accounting principles generally accepted inIndia including the Indian Accounting Standards (Ind AS) specified under section 133 ofthe Act read with the Companies

(Indian Accounting Standards) Rules 2015 as amended. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; andthe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone Ind AS financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone Ind AS financialstatements 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 ofDirectorsarealsoresponsibleforoverseeingtheCompany?sfinancialreporting process.

Auditor?s Responsibilities for the Audit of the Standalone Ind ASFinancial Statements

Our objectives are to obtain reasonableassuranceaboutwhetherthestandaloneIndASfinancialstatements as a whole are free frommaterial misstatement whether due to fraud or error and to issue an auditor?sreport that includes our opinion.

Reasonable assurance is a high level of assurance but is not aguarantee that an audit conducted in accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if individually or in the aggregate they could reasonably beexpected to influence the economic decisions of users taken on the basis of thesestandalone Ind AS financial statements.

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 thestandalone Ind AS financialstatements whether due to fraud or error design and performaudit procedures responsive to those risks and obtain audit evidence that issufficientand appropriate to provide a basis for our opinion. The risk of not detecting amaterial misstatement resulting from fraud is higher than for one resulting from error asfraud may involve collusion forgery intentional omissions misrepresentations or theoverride 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 adequate internal financial controls system in place and the operatingeffectiveness 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 thestandalone Ind AS financial statements including the disclosures and whether thestandalone Ind AS financial statements represent the underlying transactions and events ina manner that achieves fair presentation.

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 standalone IndAS financial statements for the financial year ended March 31 2022 and are therefore thekey audit matters. We describe these matters in our auditor?s report unless law orregulation precludes public disclosure about the matter or when in extremely rarecircumstances we determine that a matter should not be communicated in our report becausethe adverse consequences of doing so would reasonably be expected to outweigh the publicinterest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor?s Report) Order 2020("the Order") issued by the Central Government of India in terms of sub-section(11) of section 143 of the Act we give in the "Annexure A" a statementon the matters specified in paragraphs 3 and 4 of the Order.

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 have been kept bythe Company so far as it appears from our examination of those books;

(c) The Balance Sheet the Statement of Profit and Loss including theStatement of Other Comprehensive Income the Cash Flow

Statement and Statement of Changes in Equity dealt with by this Reportare in agreement with the books of account;

(d) In our opinion theaforesaidstandaloneIndASfinancialstatementscomply with the Accounting Standardsspecifiedunder

Section 133 of the Act read with Companies (Indian AccountingStandards) Rules 2015 as amended;

(e) On the basis of the written representations received from thedirectors and taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2022 from being appointed as a director in terms of Section164 (2) of the Act; (f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company with reference to these standalone Ind ASfinancial statements and the operating effectiveness of such controls refer to ourseparate Report in

"Annexure B" to this report;

(g) In our opinion the managerial remuneration for the year endedMarch 31 2022 has been paid / provided by the Company to its directors in accordance withthe provisions of section 197 read with Schedule V to the Act; (h) With respect to theother matters to be included in the Auditor?s Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules 2014 as amended in our opinion and to the bestof our information and according to the explanations given to us:

(i) The Company has disclosed the impact of pending litigations on itsfinancialposition in its standalone Ind AS financial statements Refer Note 38(b) to thestandalone Ind AS financial statements;

(ii) The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses; (iii) There hasbeen no delay in transferring amounts required to be transferred to the InvestorEducation and Protection Fund by the Company.

For Nayak & Rane
Chartered Accountants
ICAI Firm Registration Number: 117249W
Kishore Rane
Partner
Membership Number: 100788
UDIN:
Place of Signature: Mumbai
Date: 26th May 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR?S REPORT

Referred to in paragraph 1 under ‘Report on Other Legal andRegulatory Requirements? section of our report of even date to in the

Independent Auditor?s Report to the members of the Company on thestandalone IND AS financial statements for the year ended 31

March 2022 we report the following: i. In respect of theCompany?s Property Plant and Equipment and Intangible Assets: a. 1. The Company hasmaintained proper records showing full particulars including quantitative details andsituation of

Property Plant and Equipment and relevant details of right-of-useassets.;

2. The Company has maintained proper records showing full particularsof intangible assets. The Intangible Assets have been fully amortized. b. Property Plantand Equipment have been physically verified by the management during the year; accordinglythere are no major discrepancies identified by the management in physical verification.Company is having policy of verifying fixed asset once in a three year. c. According tothe information and explanations given to us and on the basis of our examination of therecords of the Company 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) disclosed financialstatements are held in the name of thecompany except for the one immoveable property which amounts to gross block of Rs.278.38Lakh and net block of Rs.249.82 Lakh whose title deed is not held in the name of theCompany. In respect of immovable properties been taken on lease and disclosed as propertyplant tatements andequipmentinthestandaloneINDASfinancial the lease agreements arein the name of the Company.

Description of property Gross carrying value (Rs. in lakhs) Held in name of Whether promoter director or their relative or employee Period held Reason for not being held in name of company
Land as Plot No F-6/3 in the Thane Industrial Estate admeasuring 4144 sq. mtrs 249.82/- Mahalakshmi Tiles and Marble Company Pvt. Ltd. Company controlled by the relatives of Promoter 31/12/2005 Mahalakshmi Tiles and Marble Company Pvt. Ltd is merge with Nitco tile Ltd (NTL) Refer HC petition no 797 of 2001

d. The Company has not revalued any of its Property Plant andEquipment (including right-of-use assets) and intangible assets during the year.

e. No proceedings have been initiated during the year or are pendingagainst the Company as at March 31 2022 for holding any benami property under the BenamiTransactions (Prohibition) Act 1988 (as amended in 2016) and rules made thereunder as perthe representation given by the management.

ii. a. by the management during the year. In our opinionTheinventory(excludingstockwiththird parties)has been physically verified the frequency ofsuch verification is reasonable. In respect with the inventory lying with third partiesthese have been substantially confirmed by them. The Company has maintained proper recordsof inventory. The discrepancies noticed on verification between the physical stock and thebook records were less than 10% for each class of inventory and hence reporting underclause 3 (ii) (a) of the Order is not applicable.

b. The Company has not been sanctioned working capital limits in excessof ` 5 crore in aggregate at any points of time during the year from banks or financialinstitutions on the basis of security of current assets and hence reporting under clause 3(ii) (b) of the Order is not applicable.

iii. During the year the Company has not made investments in providedany guarantee or security or granted any loans or advances in the nature ofloanssecuredorunsecuredtocompaniesfirmsLimited Liability Partnerships or any otherparties.

(a) The Company has not provided any loans or advances in the nature ofloans or stood guarantee or provided security to any other entity during the year andhence reporting under clause 3(iii)(a) of the Order is not applicable.

(b) The Company has not provided any loans or advances in the nature ofloans or stood guarantee or provided security to any other entity during the year andhence reporting under clause 3(iii)(b) of the Order is not applicable.

(c) The loans and advances in the nature of loans given by the companyin previous years. In the absence of agreement consequentially no stipulation of scheduleof repayment of Principal and interest is available Company has however received Rs.3400000/- from NRPL during the year. The Outstanding Balances of such loans or advancesgranted is reported as below:

Sr. No Party Name Amount outstanding as on 31.03.2022
1 Advances to Employees 767413
2 Nitco Realties Private Limited (NRPL) 588509633
3 Meghdoot Properties Private Limited 56640
4 Maxwealth Properties Private Limited 56640
5 Silver-Sky Real Estates Pvt Ltd 55460
6 Feel Better Housing Pvt. Ltd. 56640
7 Saumya Buildcon Private Limited 99598800
8 Nitco Tiles & Marble Industries (Andhra) Private Limited 99526
9 Poonam Talwar 919098
Total 690119850

As there is no stipulation of repayment of principal and interest weare not in a position to comment on the status of overdue loan. Further the entire loangiven by the company to NRPL is mainly invested in purchase of land. (d) No fresh loans oradvances in the nature of loans given during the year which is used for repaying existingloans given to the same parties.

(e) The Company has not granted any loans or advances in the nature ofloans either repayable on demand or without specifying any terms or period of repaymentduring the year. However as mentioned in point no iii (c) company has given loan to NRPLwhich is repayable on demand and without specifying any terms or period of repayment inprevious years . The balance as at the year-end of such loan is as under :

Description All Parties Promoters Related parties
The aggregate amount of loans/ advances in nature of loans - - -
Repayable on demand (A) - - -
The agreement does not specify any terms or period of repayment (B) - - -
There is no agreement ( C ) 100366213 919098 588834539
Total (A+B+C) 100366213 919098 588834539
Percentage of loans/ advances in nature of loans to the total loans 14.54% 0.13% 85.33%

iv. According to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Companies Act 2013in respect of grant of loans making investments and providing guarantees and securitiesas applicable. v. According to information and explanations given to us The Company hasnot accepted any deposit or amounts which are deemed to be deposits. Hence reportingunder clause 3(v) of the Order is not applicable. The Company has not accepted anydeposits from the public and hence the directives issued by the Reserve Bank of India andthe provisions of Sections 73 to 76 or any other relevant provisions of the Act and theCompanies (Acceptance of Deposit) Rules 2015 with regard to the deposits accepted fromthe public are not applicable. vi. Pursuant to rules made by the Central Government ofIndia the Company is required to maintain cost records as specified under

Section 148(1) of the Act in respect of its products. We have broadlyreviewed the same and are of the opinion that prima facie the prescribed accounts andrecords have been made and maintained. We have not however made a detailed examinationof the records with a view to determine whether they are accurate or complete. vii a)According to the information and explanations given to us and on the basis of ourexamination of the records of the Company amounts deducted/ accrued in the books ofaccount in respect of undisputed statutory dues including Provident fund Employees?State Insurance Income-tax Goods and Services tax Duty of Customs Cess and othermaterial statutory dues have generally been regularly deposited during the year by theCompany with the appropriate authorities.

b) According to the information and explanations given to us there areno dues of Income-tax or Sales tax or Service tax or Goods and Services tax or duty ofCustoms or duty of Excise or Value added taxes which have not been deposited by theCompany on account of disputes except for the following:

Name of the Statute Nature of the Dues Total Rs in lakhs Period Forum where dispute is pending
Customs Redemption Fine 300.00 Various periods CESTAT
GST Various GST penalty for 2019-20 & 2020-21 18.85 Various periods Additional commissioner GSTT
Service Tax Input Tax Credit 228.93 Various periods CESTAT Ahmedabad
Service Tax 1955.62 Various periods CESTAT-Mumbai
VAT/ Central Sales Tax Input Tax Credit 5.62 Various periods Addl. Com.-Grade-2
VAT/ Central Sales Tax 74.38 Various periods Deputy commissioner of sales tax
VAT/ Central Sales Tax 0.58 Various periods JCCT- Appeal -1
VAT/ Central Sales Tax 575.96 Various periods GHT>Jt. Comm of Sales Tax Appeal
VAT/ Central Sales Tax 6.74 Various periods KVAT TRIBUNAL
VAT/ Central Sales Tax 835.69 Various periods The Mumbai Sales Tax Tribunal
VAT/ Central Sales Tax 594.88 Various Periods Tribunal
VAT/ Central Sales Tax Input Tax Credit / "C" forms 2.61 Various periods Addl. Com.-Grade-2
VAT/ Central Sales Tax 1205.98 Various Periods Deputy commissioner of sales tax
VAT/Central Sales Tax 17.70 Various Periods Joint Commissioner
VAT/ Central Sales Tax 98.49 Various periods Various Departments

viii. There were no transactions relating to previously unrecordedincome that have been surrendered or disclosed as income during the year in the taxassessments under the Income Tax Act 1961 (43 of 1961). ix. a. According to theexplanations and information are given to us the Company has defaulted in repayment ofdues the amount of default to a financial institution is as shown below:

Sr. Nature of borrowing including debt securities Name of Lendor Amount not paid on a due date Whether Principal or Interest Amount Due Date No days delays or unpaid Remarks if any
1 Term Loan 200 Cr. JMFARC 10.00 Principal 30-Jun-20 639
10.00 Principal 30-Sep-20 547
10.00 Principal 31-Dec-20 455
10.00 Principal 31-Mar-21 365
13.28 Principal 31-Mar-21 365
10.00 Principal 30-Jun-21 274
10.00 Principal 30-Sep-21 182
10.00 Principal 31-Dec-21 90
10.00 Principal 31-Mar-22 0
24.66 Principal 31-Mar-22 0
4.80 Interest 30-Jun-20 639
5.15 Interest 30-Sep-20 547
4.53 Interest 31-Dec-20 455
5.73 Interest 31-Mar-21 365
6.14 Interest 30-Jun-21 274
6.57 Interest 30-Sep-21 182
6.95 Interest 31-Dec-21 90
7.17 Interest 31-Mar-22 0
2 Term Loan 300 Cr. JMFARC 69.54 Principal 31-Mar-20 730
15.00 Principal 31-Mar-21 365
30.00 Principal 31-Mar-22 0
25.44 Interest 31-Mar-21 365
29.83 Interest 31-Mar-22 0
3 LIC Loan LIC 0.83 Principal 30-Jun-14 2831
0.83 Principal 30-Sep-14 2739
0.83 Principal 31-Dec-14 2647
0.83 Principal 31-Mar-15 2557
0.42 Principal 30-Jun-15 2466
0.42 Principal 30-Sep-15 2374
0.42 Principal 31-Dec-15 2282
0.42 Principal 31-Mar-16 2191
0.42 Principal 30-Jun-16 2100
0.42 Principal 30-Sep-16 2008
0.42 Principal 31-Dec-16 1916
0.42 Principal 31-Mar-17 1826
0.63 Principal 30-Jun-17 1735
0.63 Principal 30-Sep-17 1643
0.63 Principal 31-Dec-17 1551
0.63 Principal 31-Mar-18 1461
0.42 Principal 30-Jun-18 1370
0.42 Principal 30-Sep-18 1278
0.42 Principal 31-Dec-18 1186
0.42 Principal 31-Mar-19 1096
0.42 Principal 30-Jun-19 1005
0.42 Principal 30-Sep-19 913
0.42 Principal 31-Dec-19 821
0.42 Principal 31-Mar-20 730
0.42 Principal 30-Jun-20 639
0.42 Principal 30-Sep-20 547
0.42 Principal 31-Dec-20 455
0.42 Principal 31-Mar-21 365
0.63 Principal 30-Jun-21 274
0.63 Principal 30-Sep-21 182
0.63 Principal 31-Dec-21 90
0.63 Principal 31-Mar-22 0
0.02 Principal 31-Dec-14 2647
0.21 Principal 31-Mar-15 2557
0.07 Principal 30-Jun-15 2466
0.07 Principal 30-Sep-15 2374
0.07 Principal 31-Dec-15 2282
0.07 Principal 31-Mar-16 2191
0.07 Principal 30-Jun-16 2100
0.07 Principal 30-Sep-16 2008
0.07 Principal 31-Dec-16 1916
0.07 Principal 31-Mar-17 1826
0.11 Principal 30-Jun-17 1735
0.11 Principal 30-Sep-17 1643
0.11 Principal 31-Dec-17 1551
0.11 Principal 31-Mar-18 1461
0.11 Principal 30-Jun-18 1370
0.11 Principal 30-Sep-18 1278
0.11 Principal 31-Dec-18 1186
0.11 Principal 31-Mar-19 1096
0.14 Principal 30-Jun-19 1005
0.14 Principal 30-Sep-19 913
0.14 Principal 31-Dec-19 821
0.14 Principal 31-Mar-20 730

b. The Company has not been declared willful defaulter by any bank orfinancial institution or government or any government authority as per the representationgiven by the management. c. The Company has not taken any term loan during the year norany sanctioned loan of earlier years were utilized during the year and therefore reportingunder clause 3(ix)(c) of the Order is not applicable. d. The Company has not raised anyfund on short term basis. Therefore reporting under clause 3(ix)(c) of the Order is notapplicable. e. According to the information and explanation given to us and on an overallexamination of the financial statements of the

Company we report that the Company has not taken any funds from anyentity or person on account of or to meet the obligations of its subsidiaries Associatesor joint ventures. 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. The Company has not raised moneys by way of initial public offer orfurther public offer (including debt instruments) during the year and hence reportingunder clause 3(x)(a) of the Order is not applicable. b. During the year the Company hasnot made any preferential allotment or private placement of shares or convertibledebentures (fully or partly or optionally) and hence reporting under clause 3(x)(b) of theOrder is not applicable. xi. a. During the course of our examination of the books andrecords of the Company carried out in accordance with the generally accepted auditingpractices in India and according to the information and explanations given to us we haveneither come across any instance of material fraud by the Company or on the Company by itsofficers or employees noticed or reported during the year nor have we been informed ofany such case by the Management. b. No report under sub-section (12) of section 143 of theCompanies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Auditand Auditors) Rules 2014 with the Central Government during the year and upto the dateof this report. c. There are no whistle blower complaints received by the Company duringthe year (and upto the date of this report).

xii. In our opinion the Company is not a Nidhi company. Therefore theprovisions of clause 3 (xii) of the order are not applicable to the Company and hence notcommented upon. xiii. According to the information and explanations given by themanagement transactions with the related parties are in compliance with section 177 and188 of Companies Act 2013 where applicable and the details have been disclosed in thenotes to the financial statements as required by the applicable accounting standards.xiv. (a) In our opinion the Company has an adequate internal audit systemcommensurate with the size and the nature of its business.

(b) We have considered the internal audit reports for the year underaudit issued to the Company during the year and till date in determining the naturetiming and extent of our audit procedures. xv. In our opinion during the year the Companyhas not entered into any non-cash transactions with its Directors or persons connectedwith its directors and hence provisions of section 192 of the Companies Act 2013 are notapplicable to the Company. xvi. (a) In our opinion the Company is not required to beregistered under section 45-IA of the Reserve Bank of India Act 1934. Hence reportingunder clause 3(xvi) (a) (b) and(c) of the Order is not applicable.

(b) In our opinion there is no core investment company within theGroup (as defined in the Core Investment Companies (Reserve

Bank) Directions 2016) and accordingly reporting under clause3(xvi)(d) of the Order is not applicable. xvii. The Company has incurred cash lossesduring the financial year amounting to Rs.9547.97 lakhs covered by our audit andRs.9383.12 lakhs in the immediately preceding financial year. xviii. There has been noresignation of the statutory auditors of the Company during the year. xix. According tothe information and explanations given to us and on the basis of the financial ratiosageing and expected dates of realization of financial assets and payment of financialliabilities other information accompanying the financial our knowledge of the Board ofDirectors and Management plans and based on our examination of the evidence supporting theassumptions we believe and report that material uncertainty exists as on the date of theaudit report indicating that Company is not capable of meeting its liabilities existing atthe date of balance sheet as and when they fall due within a period of one year from thebalance sheet date. xx. (a) The Company is not required to spend any amount towardsCorporate Social Responsibility (CSR) on other than ongoing projects or ongoing projectsrequiring a transfer to a Fund specified proviso to sub-section (5) and (6) of Section 135of the said Act. Accordingly reporting under clause 3 (xx) (a) and 3 (xx) (b) of theOrder is not applicable for the year. xxi. There are no qualifications or adverse remarksby the respective auditors in the Companies (Auditor?s Report) Order (CARO) reportsof the companies included in the consolidated financial statements.

For Nayak & Rane
Chartered Accountants
F.R.No:117249W
Kishore Rane
Partner
Membership No: 100788
Place: Mumbai
Date: 26th May 2022

ANNEXURE B TO THE INDEPENDENT AUDITOR?S REPORT

Referred to in paragraph (f) under ‘Report on the InternalFinancial Controls under Clause (i) of sub-section 3 of Section 143 of the Companies Act2013 ("the Act")

In conjunction with our audit of the standalone financial statements ofNITCO Limited (the ‘Company?) as at and for the year ended 31 March 2022 wehave audited the internal financial controls with reference to financial statements of theCompany as at that date.

Management?s Responsibility for Internal Financial Controls

The company?s Board of Directors is responsible for establishingand maintaining internal financial controls based on the internal control with referenceto financial 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 ("the Guidance Note") issued by the Instituteof Chartered Accountants of India ("ICAI"). These responsibilities include thedesign implementation and maintenance of adequate internal financialcontrols that wereoperating effectivelyforensuringtheorderlyandefficient conduct of its business includingadherence to the

Company?s policies the safeguarding of its assets the preventionand detection of frauds and errors the accuracy and completeness of the accountingrecords and the timely preparation of reliable financial information as required underthe Companies Act 2013.

Auditor?s Responsibility

Our responsibility is to express an opinion on the internal financialcontrols with reference to financial statements of the Company based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by the ICAI and deemed to be prescribed under Section 143(10) of the Act to theextent applicable to an audit of internalfinancialcontrols both applicable to an audit ofInternal Financial Controls and both issued by the ICAI. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financialcontrols withreference to financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures toobtainauditevidenceabouttheadequacyoftheinternalfinancialcontrols system with . Our auditreferenceto of internal financialcontrols with reference to financialstatements included obtaining an understanding ofinternal financialstatements assessingthe controlswithreferenceto risk that a material weakness exists and testing andevaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor?s judgement includingthe assessment of the risks of material misstatement of the financial statements whetherdue 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 internal financial controlsystem with reference to financial statements of the Holding Company and its subsidiarieswhich are incorporated in

India.

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 thereliabilityof financialstatements for external purposes in accordance withreportingandthepreparationof generallyacceptedaccountingprinciples.Acompany?sinternalfinancialcontrol with reference tofinancial statements includes those policies and procedures 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 asnecessary 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 timelydetection of unauthorised acquisition use or disposition of the company?s assetsthat could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference toFinancial Statements

Because of the inherent limitations of internal financial controls withreferencetofinancialstatements including the possibility of collusion orimpropermanagement override of controls material misstatements due to error or fraud mayoccur and 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 adequateinternal financial controls system with reference to financial statements and suchinternal financial controls with reference to financial statements were operatingeffectively as at 31 March 2022 based on the internal control with reference to financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note issued by the ICAI.

For Nayak & Rane
Chartered Accountants
F.R.No:117249W
Kishore Rane
Partner
M.No : 100788
Place : Mumbai
Date : 26th May 2022

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